/raid1/www/Hosts/bankrupt/TCR_Public/210819.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, August 19, 2021, Vol. 25, No. 230
Headlines
7FOUR ON STONE: Seeks to Hire May Potenza as Bankruptcy Counsel
AGILON ENERGY: Committee Taps Pachulski as Bankruptcy Counsel
AGILON ENERGY: Taps Tateswood Energy as Asset Management Advisor
AIWA CORP: Hearing on Continued Cash Collateral Access Today
ALAMO CITY MOTORPLEX: Taps James Wilkins as Bankruptcy Counsel
ALLEGHENY SHORES: Creditors to Get Paid from Property Sale Proceeds
ALPHA LATAM: AlphaCredit Commences Proceedings in Mexico
ANGEL'S SQUARE: Sept. 23 Disclosure Statement Hearing Set
ARAMARK CORP: S&P Alters Outlook to Stable, Affirms 'BB-' ICR
AVADIM HEALTH: Completes Sale of Assets, Exits Chapter 11 Process
AVENTURA HOTEL: Unsecureds' Recovery "Unknown" in Liquidating Plan
BAIC: Seeks Approval to Hire Stanley Bowman as Legal Counsel
BASIC ENERGY: Proposes Quick Sale of Assets
BASIC ENERGY: Select Enters Into Agreement to Acquire Agua Libre
BIOLASE INC: Incurs $702K Net Loss in Second Quarter
BLOOMIN' BRANDS: S&P Upgrades ICR to 'BB-' on Debt Reduction
BOART LONGYEAR: Chapter 15 Case Summary
BOY SCOUTS OF AMERICA: Deal Could Badly Backfire, Says Insurer
BOY SCOUTS OF AMERICA: Defends Against Sex Abuse Deal
CADIZ INC: Incurs $11.6 Million Net Loss in Second Quarter
CASABLANCA GLOBAL: S&P Places 'CCC+' ICR on CreditWatch Positive
CBL PROPERTIES: Bankruptcy Court Confirms Plan of Reorganization
CBL PROPERTIES: Posts Net Loss of $8.9M for Second Quarter 2021
CEL-SCI CORP: Incurs $8.9 Million Net Loss in Third Quarter
CINEMA SQUARE: Taps Pacifica Commercial as Real Estate Broker
CITY COMMUNICATIONS: Case Summary & 6 Unsecured Creditors
CLASSIC CATERING: Seeks to Employ Jeff Owens as Accountant
CLEANSPARK INC: Incurs $16.7 Million Net Loss in Third Quarter
CLEARPOINT CHEMICALS: Taps David Carickhoff as Expert Witness
CONNOR FOREST: Seeks to Hire Chad Albrecht as Real Estate Broker
CONTINENTAL RESOURCES: S&P Alters Outlook to Pos, Affirms BB+ ICR
CUSTOM TRUCK: Incurs $129.4 Million Net Loss in Second Quarter
DELEK US HOLDINGS: Fitch Assigns First Time 'BB-' LT IDR
DIAMOND SPORTS: Undertakes Debt Swap to Refinance Debt Load
DIOCESE OF BUFFALO: Has 900 Abuse Claims in Bankruptcy Court
DIOCESE OF SANTA FE: 650 Properties in New Mexico Up for Auction
DIOCESE OF SYRACUSE: Seeks to Hire Moxfive LLC as Technical Advisor
EDGEWELL PERSONAL: S&P Affirms 'BB' ICR, Alters Outlook to Stable
EDWIN P. RANDOLPH: Has Until Dec. 28 to File Plan & Disclosures
ENTERPRISE CHARTER: Fitch Raises LongTerm IDR to 'CCC'
FREEDOM SALES: Seeks to Hire Lane Law Firm as Bankruptcy Counsel
FULLERTON PACIFIC: Taps Donald W. Reid as Bankruptcy Counsel
GB SCIENCES: Incurs $632,417 Net Loss in First Quarter
GIRARDI & KEESE: Auction to Include Furniture & Furnishings
GIRARDI & KEESE: Threesixty to Hold Aug. 25 Auction
GREEN GROUP: Sept. 10 Disclosure Statement Hearing Set
GREENSILL CAPITAL: Chapter 15 Case Summary
GRIDIRON FIBER: Moody's Assigns B3 CFR & Rates New $360MM Loan B2
HANJIN INTERNATIONAL: S&P Upgrades ICR to 'B-', Outlook Negative
HOUSTON AMERICAN: Incurs $45K Net Loss in Second Quarter
INTELSAT SA: Asks Bankruptcy Court for Chapter 11 Extension
JACKSONVILLE ADVANCED: May Use Cash Collateral Through Sept. 22
KANSAS CITY UNITED: Voluntary Chapter 11 Case Summary
KINGLAND REALTY: Unsec. Creditors Will Get 100% of Claims in Plan
LAWNWOOD PROFESSIONAL: Taps Cole Scott & Kissane as Special Counsel
LIMETREE BAY: Committee Taps Pachulski as Bankruptcy Counsel
LIVINGSTON INTERNATIONAL: S&P Withdraws 'B-' Long-Term ICR
LOUISIANA CRANE: Seeks Approval to Hire Coddington Adjustment Co.
LOUISIANA CRANE: Seeks to Employ Darnall Sikes as Accountant
MARY BRICKELL: DF VII Reit Opposes Disclosure Motion
MOON GROUP: Seeks Cash Collateral Access
MR. CAMPER: Taps Sternberg, Naccari & White as Co-Counsel
NASHEF LLC: Wins Cash Collateral Access Through November 4
NEIMAN MARCUS: Reintroduces Itself After Exiting Bankruptcy
NINE POINT: Bowline Energy Acquires Williston Basin Assets
NORTONLIFELOCK INC: Moody's Puts Ba2 CFR on Review for Downgrade
NORWICH ROMAN: Seeks to Hire Ice Miller as Bankruptcy Counsel
OUTLOOK THERAPEUTICS: Incurs $12.2 Million Net Loss in 3rd Quarter
PAUL EVANS: Lender Sets Public Sale for August 25
PHIO PHARMACEUTICALS: Incurs $2.7-Mil. Net Loss in Second Quarter
PHUNWARE INC: Incurs $8.3 Million Net Loss in Second Quarter
PRIMELINE ENERGY: Receives Notice of Default, Acceleration
PURDUE PHARMA: David Sackler to Testify in Bankruptcy Trial
R & R INDUSTRIES: Wins Final OK on $1MM Legalist DIP Loan
R. INVESTMENTS: Unsecured Creditors to Recover "125%" in Plan
R.A. BORRUSO: Gets Cash Collateral Access Thru Sept 20
REGENTS COURT: Trustee Taps KenWood & Associates as Accountant
RESTORATIVE BRAIN: Seeks to Employ WM Law as Legal Counsel
SC SJ HOLDINGS: Fairmont San Jose and Accor Settle Dispute
SOARING STARS: Taps Tilman Dunbar as Bankruptcy Counsel
SOURCE HOTEL: Mall Complex and Hotel Up for Sale
STONEMOR INC: Incurs $35.4 Million Net Loss in Second Quarter
SVXR, INC: $1MM DIP Loan, Cash Collateral Access OK'd
TEMPO ACQUISITION: $450MM Debt Raise No Impact on Moody's Ba3 CFR
TIANJIN JAHO: Seeks Cash Collateral Access
TLASJ LLC: Unsecured Creditors to Recover 10% in Plan
TOUCH OF HEAVEN: Ordered to Revise Disclosures by Aug. 31
URBAN COMMONS: Seeks to Hire Lewis Brisbois as New Counsel
US CONSTRUCTION: Unsecured Creditors to Recover 10% in 5 Years
VENUS CONCEPT: Posts $242K Net Income in Second Quarter
VIASAT INC: Fitch Affirms 'B+' LongTerm IDR, Outlook Positive
VILLAGES HEALTHCARE: May Use Cash Collateral Thru Aug. 31
VYANT BIO: Incurs $4.2 Million Net Loss in Second Quarter
WATTSTOCK LLC: Case Summary & 11 Unsecured Creditors
WOW BAR: Case Summary & 16 Unsecured Creditors
[*] Eric Nelsen Joins AlixPartners as Managing Director
[^] Recent Small-Dollar & Individual Chapter 11 Filings
*********
7FOUR ON STONE: Seeks to Hire May Potenza as Bankruptcy Counsel
---------------------------------------------------------------
7Four on Stone Apartments, LLC seeks approval from the U.S.
Bankruptcy Court for the District of Arizona to hire May, Potenza,
Baran & Gillespie, PC to serve as legal counsel in its Chapter 11
case.
The firm's hourly rates are as follows:
Grant L. Cartwright, Esq. $435 per hour
Andrew A. Harnisch, Esq. $435 per hour
Associates $250 - $390 per hour
Michelle Giordano $235 per hour
The firm agreed to accept a retainer of $20,000, as a condition to
accepting the representation. Moreover, the firm expects to receive
an additional $15,000 for its retainer from third-party sources.
Grant Cartwright, the firm's attorney who will be providing the
services, 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:
Grant L. Cartwright, Esq.
Andrew A. Harnisch, Esq.
May, Potenza, Baran & Gillespie, PC
201 North Central Avenue, 22nd Floor
Phoenix, AZ 85004-0608
Telephone: (602) 252-1900
Facsimile: (602) 252-1114
Email: gcartwright@maypotenza.com
aharnisch@maypotenza.com
About 7Four on Stone Apartments
7Four on Stone Apartments, LLC, a Scottsdale, Ariz.-based company
engaged in activities related to real estate, sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No.
21-05717) on July 26, 2021. In the petition signed by Albert Brown,
the managing member, the Debtor disclosed $1 million to $10 million
in both assets and liabilities. The Debtor tapped May, Potenza,
Baran & Gillespie, PC as legal counsel.
AGILON ENERGY: Committee Taps Pachulski as Bankruptcy Counsel
-------------------------------------------------------------
The official committee of unsecured creditors appointed in the
Chapter 11 cases of Agilon Energy Holdings II, LLC and its
affiliates seeks approval from the U.S. Bankruptcy Court for the
Southern District of Texas to hire Pachulski Stang Ziehl & Jones,
LLP as its bankruptcy counsel.
The firm's services include:
(a) assisting the committee in its consultations with the
Debtors regarding the administration of the cases;
(b) assisting the committee in analyzing the Debtors' assets
and liabilities, investigating the extent and validity of liens and
participating in and reviewing any proposed asset sales, asset
dispositions, financing arrangements, and cash collateral
stipulations or proceedings;
(c) assisting the committee in any manner relevant to
reviewing and determining the Debtors' rights and obligations under
leases and other executory contracts;
(d) assisting the committee in investigating the acts,
conduct, assets, liabilities, and financial condition of the
Debtors, the Debtors' operations and the desirability of the
continuance of any portion of those operations, and any other
matters relevant to the cases or to the formulation of a Chapter 11
plan;
(e) participating in the negotiation, formulation, and
drafting of a plan of liquidation or reorganization;
(f) advising the committee on issues concerning the
appointment of a trustee or examiner under Section 1104 of the
Bankruptcy Code;
(g) advising the committee regarding its powers and duties
under the Bankruptcy Code and the Bankruptcy Rules;
(h) assisting the committee in the evaluation of claims and in
litigation matters; and
(i) providing other necessary legal services to the
committee.
The firm's hourly rates are as follows:
Partners $845 - $1,695 per hour
Of Counsel $695 - $1,275 per hour
Associates $695 - $750 per hour
Paraprofessionals $425 - $460 per hour
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases,
Pachulski disclosed the following:
Question: Did you agree to any variations from, or
alternatives to, your standard or customary billing arrangements
for this engagement?
Answer: No.
Question: Do any of the professionals included in this
engagement vary their rate based on the
geographic location of the bankruptcy case?
Answer: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and
material financial terms for the prepetition engagement, including
any adjustments during the 12 months
prepetition. If your billing rates and material financial terms
have changed post-petition, explain the difference and reasons for
the difference.
Answer: Not applicable
Question: Has your client approved your respective budget and
staffing plan, and, if so, for what
budget period?
Answer: Not applicable. As committee counsel, Pachulski
anticipates that the committee's professionals
fees will be initially governed by the court's orders approving the
Debtors' use of cash collateral and debtor-in-possession financing,
and other relevant orders (although such orders may not limit the
professional fees
incurred by the committee), subject to any rights that the
committee may have to object if an agreement cannot be reached
between the Debtors and the committee. The committee and its
professionals reserve all rights
to seek approval of the committee's professional fees.
Michael Warner, Esq., a partner at Pachulski, disclosed in a court
filing that his firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Michael D. Warner, Esq.
Pachulski Stang Ziehl & Jones LLP
440 Louisiana Street, Suite 900
Houston, TX 77002
Tel.: 713.691.9385
Fax: 713.691.9407
Email: info@pszjlaw.com
About Agilon Energy Holdings
Texas-based power producer Agilon Energy Holdings II, LLC and its
affiliates, Victoria Port Power LLC and Victoria City Power LLC,
sought Chapter 11 protection (Bankr. S.D. Texas Lead Case No. 21
32156) on June 27, 2021. At the time of the filing, Agilon had
between $100 million and $500 million in both assets and
liabilities.
Judge Marvin Isgur oversees the cases.
The Debtors tapped Locke Lord, LLP as legal counsel, Grant
Thornton, LLP as financial advisor and Hugh Smith Advisors, LLC as
restructuring advisor. Hugh Smith of Hugh Smith Advisors serves as
the Debtors' chief restructuring officer. Stretto is the claims
and noticing agent.
The U.S. Trustee for Region 7 appointed an official committee of
unsecured creditors in the Debtors' Chapter 11 cases on July 30,
2021. Pachulski Stang Ziehl & Jones, LLP and Conway MacKenzie, LLC
serve as the committee's legal counsel and financial advisor,
respectively.
AGILON ENERGY: Taps Tateswood Energy as Asset Management Advisor
----------------------------------------------------------------
Agilon Energy Holdings II, LLC and its affiliates seek approval
from the U.S. Bankruptcy Court for the Southern District of Texas
to hire Tateswood Energy Company, LLC to provide general asset
management services.
The firm's services include:
(a) overseeing the operation of the Debtors' facilities;
(b) assisting in the oversight of the energy manager/QSE for
the facilities;
(c) providing risk management, including advising on insurance
management and trading policies;
(d) overseeing contract compliance for existing facility
agreements;
(e) assisting in the solicitation and negotiation of new
facility agreements as directed by the Debtors;
(f) providing monthly contract settlements;
(g) providing environmental compliance including reporting and
coordination of compliance testing;
(h) providing emissions allowance trading;
(i) providing regulatory oversight, management, and reporting,
including NERC GP compliance;
(j) preparing monthly management reports;
(k) assisting in the budgeting process, including preparation
and variance reporting;
(l) assisting with property tax oversight;
(m) preparing monthly, quarterly, and annual GAAP financial
statements, including variance to budget and information for
monthly bankruptcy court filings;
(n) accounting payable processing;
(o) providing advice and administration of cash management and
treasury activities;
(p) assisting as requested with lender reporting, compliance,
and commercial liaison;
(q) assisting with oversight and coordinating the tax
preparation by third party accounting firms; and
(r) maintaining the books and records for Victoria City Power
LLC and Victoria Port Power LLC.
The firm will be paid a monthly rate of $60,000 for the first two
months following the effective date of July 13, 2021, and $55,000
per month thereafter.
John Lambert, president of Tateswood Energy Company, disclosed in a
court filing that his firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
John Lambert
Tateswood Energy Company, LLC
480 Wildwood Forest Drive, Suite 475
Spring, TX 77380
Email: jlambert@tateswood.com
About Agilon Energy Holdings
Texas-based power producer Agilon Energy Holdings II, LLC and its
affiliates, Victoria Port Power LLC and Victoria City Power LLC,
sought Chapter 11 protection (Bankr. S.D. Texas Lead Case No. 21
32156) on June 27, 2021. At the time of the filing, Agilon had
between $100 million and $500 million in both assets and
liabilities.
Judge Marvin Isgur oversees the cases.
The Debtors tapped Locke Lord, LLP as legal counsel, Grant
Thornton, LLP as financial advisor and Hugh Smith Advisors, LLC as
restructuring advisor. Hugh Smith of Hugh Smith Advisors serves as
the Debtors' chief restructuring officer. Stretto is the claims
and noticing agent.
The U.S. Trustee for Region 7 appointed an official committee of
unsecured creditors in the Debtors' Chapter 11 cases on July 30,
2021. Pachulski Stang Ziehl & Jones, LLP and Conway MacKenzie, LLC
serve as the committee's legal counsel and financial advisor,
respectively.
AIWA CORP: Hearing on Continued Cash Collateral Access Today
------------------------------------------------------------
A hearing is scheduled today, August 19, at 9:30 a.m. via Zoom for
Government to consider Aiwa Corporation's continued access to cash
collateral.
The U.S. Bankruptcy Court for the Northern District of Illinois,
Eastern Division, has previously authorized the Debtor to use cash
collateral on an interim basis and provide adequate protection and
other relief to Aiwa Holdings, LLC, the secured creditor.
The Debtor is permitted to use cash collateral in accordance with
the budget through August 20, 202, subject to earlier termination
as set forth herein. To the extent the Debtor does not use the cash
projected for a particular purpose in the Budget, the Debtor will
be authorized to use the Cash Collateral to fund a variance of up
to 10% in any other item in the Budget.
These events constitute a "Termination Event," unless waived in
writing by the Secured Creditor:
(a) The Chapter 11 Case shall be dismissed or converted to a
chapter 7 case, or the Debtor is removed from possession in this
Chapter 11 Case pursuant to 11 U.S.C. section 1185; or
(b) The Debtor fails to comply with any other provision of this
Interim Order.
As adequate protection for Aiwa Holdings' interests, the Secured
Creditor is granted security interests and liens in the property of
Debtor and its bankruptcy estate to the extent it held such
security interests and liens prepetition. The Postpetition Liens
will be regarded as postpetition security interests and liens.
The Secured Creditor is also granted valid, binding, continuing,
enforceable, fully perfected, first-priority replacement liens on,
and security interests in, all property acquired by the Debtor or
its bankruptcy estate after the Filing Date, with the sole
exception of avoidance actions under Chapter 5 of the Bankruptcy
Code or the proceeds thereof. The Replacement Liens will be
regarded as postpetition security interests and liens.
The Postpetition Liens and the Replacement Liens will be effective
and fully perfected as of the date of entry of the Interim Order,
in each case without the necessity of the execution by the Debtor,
or recordation or other filing by the Secured Creditor, of security
agreements, control agreements, pledge agreements, financing
statements, mortgages or other similar documents, or the possession
or control by the Secured Creditor of any property.
A copy of the order and the Debtor's budget is available at
https://bit.ly/2VZ83nF from PacerMonitor.com.
The Debtor projects $6,401 in total disbursements for the week of
August 15, 2021.
About Aiwa Corporation
Chicago-based Aiwa Corporation -- https://aiwa.co/ -- f/k/a Hale
Devices, Inc. is a consumer electronics brand that manufactures
audio equipment.
Aiwa Corporation sought Chapter 11 protection (Bankr. N.D. Ill.
Case No. 21-07762) on June 22, 2021. In the petition signed by CEO
Joseph J. Born, Aiwa estimated total assets of $1,764,887 and total
liabilities of $5,818,251. The case is handled by the Honorable
Deborah L. Thorne. Jeremy C. Kleinman, of FrankGecker LLP, is the
Debtor's counsel. William Avellone was appointed as the Debtor's
Subchapter V Trustee.
ALAMO CITY MOTORPLEX: Taps James Wilkins as Bankruptcy Counsel
--------------------------------------------------------------
Alamo City Motorplex, LLC received approval from the U.S.
Bankruptcy Court for the Western District of Texas to hire James
Wilkins, P.C. to serve as legal counsel in its Chapter 11 case.
The firm's services include:
(a) giving the Debtor legal advice with respect to its power
and duties in the continued operation and management of its
property;
(b) taking necessary action to collect property of the
estate;
(c) representing the Debtor in connection with the formulation
and implementation of a plan of reorganization and all matters
incident thereto;
(d) preparing legal papers;
(e) objecting to disputed claims; and
(f) performing all other necessary legal services.
The firm will be paid at an hourly rate of $375.
The Debtor paid $17,500 to the law firm as a retainer fee.
James Wilkins, Esq., the firm's attorney who will be providing the
services, 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:
James S. Wilkins, Esq.
James S. Wilkins, P.C.
1100 NW Loop 410, Suite 700
San Antonio, TX 78213
Tel.: 210-271-9212
Email: jwilkins@stic.net
About Alamo City Motorplex
Marion, Texas-based Alamo City Motorplex, LLC filed a petition for
Chapter 11 protection (Bankr. W.D. Texas Case No. 21-50946) on July
30, 2021, listing up to $50,000 in assets and up to $10 million in
liabilities. Poria Mianabi, manager, signed the petition. James
S. Wilkins, P.C. serves as the Debtor's legal counsel.
ALLEGHENY SHORES: Creditors to Get Paid from Property Sale Proceeds
-------------------------------------------------------------------
Allegheny Shores, LLC, filed with the U.S. Bankruptcy Court for the
Western District of Pennsylvania a Plan of Reorganization and
Disclosure Statement dated August 16, 2021.
The goal of the filing was for the Debtor to be able to formulate
and develop a Plan of Reorganization confirmable pursuant to 11
U.S.C. Sec. 1129. The Plan of Reorganization of the Debtor is a
Plan where the Debtor utilizes the cash flow from the sale of real
property to pay creditors.
The Debtor received approval to hire White Realty Advisor, LLC as
appraiser on April 29, 2021. The appraiser came back with a value
of $3,975,000.
The Debtor obtained approval to retain CBRE, Inc. as its commercial
real estate broker on August 12, 2021. It is their intent to have
the property marketed in accordance with the proposal made by
Broker. This Plan will maximize the amount received for the sale
of the real property and has the greatest potential for impaired
classes to receive payment.
The Plan will treat claims as follows:
* Class 1 is the secured claim of Bridgeway Capital due to the
first mortgage secured by the real property of the Debtor in the
amount of $2,993,787.57. Class 1 shall retain its mortgage lien
against the collateral real estate. Until the real property is
sold, at which time, it shall be paid in full.
* Class 2 are priority lienholders consisting of Internal
Revenue Service, City of Pittsburgh, School District of the City
Pittsburgh, Pittsburgh Water and Sewer Authority and County of
Allegheny in the approximate amount of $79,889.00. Class 2
creditors shall be paid in full when the real property is sold.
* Class 3 is the secured claim of Octagon Credit Partners, LP
due to the second mortgage secured by real property of the Debtor
in the approximate amount of $1,424,640.75. Class 3 creditor shall
be paid after payment to Class 1 and Class 2 creditors up to the
amount of its claim.
* Class 4 are unsecured creditors consisting of Mosites
Construction Company and Indovina Associates Architects. Class 4
creditors will be paid pro rata if there are any funds available
after paying Classes 1, 2 and 3.
State source of funds for planned payments, including funds
necessary for capital replacement, repairs, or improvements is the
sale of the real property.
A full-text copy of the Disclosure Statement dated August 16, 2021,
is available at https://bit.ly/2W2trII from PacerMonitor.com at no
charge.
Counsel for Allegheny Shores:
Stanley E. Levine, Esquire
Jonathan G. Babyak, Esquire
Campbell & Levine, LLC
310 Grant Street, Suite 1700
Pittsburgh, PA 15219
Tel: (412) 261-0310
Fax: 412-261-5066
Email: dbs@camlev.com
About Allegheny Shores
Allegheny Shores LLC, a Pittsburgh, Pa.-based company engaged in
activities related to real estate, filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Court (Bankr. W.D. Penn.
Case No. 21-20386) on Feb. 25, 2021. In the petition signed by
Fabian Friedland, managing member, the Debtor disclosed assets of
between $1 million and $10 million and liabilities of the same
range. Judge Jeffery A. Deller oversees the case. Jonathan G.
Babyak, Esq., at Campbell & Levine, LLC, is the Debtor's legal
counsel.
ALPHA LATAM: AlphaCredit Commences Proceedings in Mexico
--------------------------------------------------------
Alpha Holding, S.A. de C.V. and AlphaCredit Capital, S.A. de C.V.
SOFOM, ENR ("AlphaCredit", together with Alpha Holding, the
"Mexican Debtors")) on August 11, 2021, have commenced in Mexico
City a jointly administered voluntarily filed proceeding (the
"Mexican Proceeding") pursuant to the Ley de Concursos Mercantiles
(the "Mexican Bankruptcy Law"). Through this proceeding, the
Mexican Debtors intend to pursue a controlled restructuring and
possible sale of their assets in order to maximize value of the
Mexican Debtors for the benefit of their creditors and other
stakeholders.
During the Mexican Proceeding the Mexican Debtors will continue to
collect payments on its loan portfolio, subject to the Mexican
Bankruptcy Law. Certain affiliates of the Mexican Debtors recently
secured $45 million in Debtor-in-Possession financing through their
Chapter 11 restructuring filing in the U.S. Through a secured
intercompany loan, the Mexican Debtors expect to have access to
financing and liquidity.
The Mexican Debtors, together with their U.S. and Colombian
affiliates, have continued discussions with an ad hoc group of
bondholders and other creditors throughout their respective
restructuring filings.
About Alpha Credit(C)
About Alpha Credit(C) is a technology-enabled, financial services
company in Latin America that has historically provided consumer
loans to individuals and financial solutions for SMEs in Mexico and
Colombia.
About Alpha Latam Management
Alpha Latam Management LLC, et al., operate a specialty finance
business that offers consumer and small business lending services
to underserved communities in Mexico and Colombia.
Alpha Latam Management LLC and certain of its affiliates sought
Chapter 11 protection (Bankr. D. Del. Case No. 21-11109) on August
1, 2021. In the petition signed, Alpha Latam Management estimated
assets of between $100 million and $500 million and estimated
liabilities of between $500 million and $1 billion.
RICHARDS, LAYTON & FINGER, P.A., led by Mark D. Collins, is the
Debtors' counsel. ROTHSCHILD & CO. is the investment banker and
ALIXPARTNERS LLP is the financial advisor. PRIME CLERK LLC is the
claims agent.
ANGEL'S SQUARE: Sept. 23 Disclosure Statement Hearing Set
---------------------------------------------------------
On Aug. 2, 2021, Angel's Square, Inc., filed with the U.S.
Bankruptcy Court for the Southern District of Florida a Disclosure
Statement describing Plan of Reorganization.
On Aug. 16, 2021, Judge Peter D. Russin ordered that:
* Sept. 23, 2021, at 1:30 p.m. is the hearing to consider
approval of the disclosure statement.
* Sept. 16, 2021, is the last day for filing and serving
objections to the disclosure statement.
A copy of the order dated August 16, 2021, is available at
https://bit.ly/37QKkIO from PacerMonitor.com at no charge.
Attorney for Debtor:
Brian S. Behar, Esq.
Behar Gutt & Glazer, P.A.
1855 Griffin Road, Suite A-350
Fort Lauderdale, FL 33004
Tel: (305) 931-3771
Email: bsb@bgglaw.com
About Angel's Square
Fort Lauderdale, Fla.-based Angel's Square, Inc. is a single asset
real estate debtor (as defined in 11 U.S.C. Section 101(51B)).
Angel's Square sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Fla. Case No. 21-13576) on April 15, 2021.
Fernando D. Gill, registered agent, signed the petition. In its
petition, the Debtor disclosed total assets of up to $10 million
and total liabilities of up to $1 million. Judge Peter D. Russin
oversees the case. Behar Gutt & Glazer, P.A. is the Debtor's legal
counsel.
ARAMARK CORP: S&P Alters Outlook to Stable, Affirms 'BB-' ICR
-------------------------------------------------------------
S&P Global Ratings revised its outlook to negative from stable on
U.S.-based Aramark Corporation and affirmed its 'BB-' issuer credit
rating on the company.
S&P could lower the rating if it unfavorably reassess its view of
the business risk due to an inability to restore sales and
profitability to near pre-pandemic levels, or if it projects that
adjusted leverage will be sustained above 6x.
The recent negative virus developments could derail Aramark's
performance recovery if perceived risks escalate. Compared to
earlier this year when prospects improved because vaccines were
being distributed and the economy began to reopen, the outlook has
become more tenuous. The emergence of mutations in the U.S.
including the delta variant, and reports of waning vaccine
efficacy--which will likely require booster shots--has in its
opinion at least temporarily eroded consumer confidence. Many of
Aramark's businesses are heavily skewed toward social gathering,
away-from-home food environments, and are therefore highly
susceptible to negative virus developments.
S&P said, "At this point, we have not materially altered our
forecast and believe the company can strengthen profitability and
reduce adjusted leverage to around 5x by Sept. 30, 2022, if virus
conditions do not worsen. We have also not changed our view of the
company's business risk profile because we believe the industry can
return to near-normal conditions, the company has won customers,
particularly self-operator conversions, and its retention rate
remain very high at around 96%."
Aramark's management team continues to strike a confident tone,
including the expectation in the important higher-education
vertical that students will return to campus in force, and given
the relatively successful sports-venue attendance, especially Major
League Baseball. Higher education clients account for the majority
of education vertical sales (which constituted 23% of pre-pandemic
sales). A successful fall school season that strengthens EBITDA,
and emergence from the winter with diminishing virus risk, would
have a positive impact on credit quality. Nevertheless, improved
third-quarter performance could reverse if there is a significant
rise in cases or an increase in negative health outcomes since the
course of the virus is uncertain. S&P also notes some large
employers have delayed return to office plans, and it is possible
others could follow. The introduction of other restrictions such as
mask requirements could dent consumer demand for Aramark's
services.
S&P said, "Aramark reported a satisfactory third quarter after
lagging our expectations since the start of the pandemic. The
company reported third quarter ended July 2, 2021, results that met
our expectations. Organic revenue reached 73% of pre-COVID levels
and adjusted EBITDA improved 36% sequentially, albeit still 36%
below the comparable pre-pandemic June 2019 quarter. Aramark points
to a broad-based uptrend led by U.S. leisure, sports, and
entertainment, China health care, Chilean mining, and uniform
services. Management believes fourth quarter Sept. 30, 2021,
organic sales will reach 80%-85% of pre-pandemic levels. However,
we believe adjusted operating income margin will remain well below
pre-COVID margin because the remaining 15%-20% of sales drives
significant incremental profitability, specifically fixed-cost
absorption. Moreover, higher demand certainty enables staff and
product ordering efficiencies."
Trailing 12-month adjusted leverage improved to 10.5x as of July 2,
2021 (compared to 15x-20x in the prior two quarters), since this
on-target quarter replaced the negative EBITDA June 2020 quarter.
S&P estimates, excluding the June 2020 negative EBITDA quarter,
that annualized quarterly leverage has improved from 12x in the
October 2020 and January 2021 quarters to 10x in April 2021 and
7.5x in July 2021. Despite the improving trend, the variability
demonstrates Aramark's exposure to restrictions and consumer
hesitance on social gatherings, which may be increasing.
Liquidity remains strong although Aramark used a portion of its
excess liquidity to repay debt and make a moderate sized
acquisition. At the onset of the pandemic Aramark defensively
issued $1.5 billion notes and increased borrowings under its
revolver and securitization facilities, bringing total liquidity to
$2.5 billion. The company subsequently reduced its revolver
borrowings (to about $100 million as of July 2, 2021, from almost
$850 million peak), repaid its $336 million securitization facility
borrowings, redeemed its $500 million notes due 2026, extended a
portion of its bank facilities, and increased by about $200 million
its revolving credit facility. The company also used $226 million
cash as partial consideration to acquire a high-growth senior
living services provider. Total cash liquidity was about $1.9
billion as of July 2, 2021, the majority of which resides with
revolver banks and securitization lenders.
The negative outlook reflects the potential for a lower rating at
any point over the next year if we believe the company will no
longer be able to reach S&P's base case forecast for the fiscal
year ending Sept. 30, 2022, which includes reaching 5x adjusted
leverage.
S&P could lower the rating if it unfavorably reassess its view of
the business risk due to an inability to retore sales and
profitability to near pre-pandemic levels, or if it projects that
adjusted leverage will be sustained above 6x, potentially because
of:
-- Weak demand for Aramark's services due to a sustained
resurgence of the pandemic, which could result from a prevalence of
vaccine-resistant variants or waning vaccine efficacy that causes
people to avoid social interactions.
-- Operating inefficiencies that materialize because of a
potential inability to sufficiently ramp up and sustain its
workforce, possibly due to ample unemployment benefits and the risk
of catching the virus.
-- Poor economic conditions, including weak growth and high
inflation, which cause people to reduce consumption of food away
from home.
-- We could also lower our rating if liquidity--a credit
strength--declines substantially.
S&P said, "We could revise our outlook to stable if we believe the
company will be able to restore sales and profitability close to
pre-pandemic levels, which should enable Aramark to meet our base
case credit ratio forecast, including adjusted leverage approaching
5x by fiscal 2022."
This could occur if:
-- Pandemic risks diminish, the economy continues to reopen, and
people increasingly engage in social interactions.
-- Aramark continues its proven ability to manage its large
workforce, efficiently serve returning customer demand, and
mitigate anticipated higher food costs through pass through to
customers or adapting menu options.
AVADIM HEALTH: Completes Sale of Assets, Exits Chapter 11 Process
-----------------------------------------------------------------
Avadim Health, Inc., a healthcare and wellness provider, on Aug.
17, 2021, disclosed that it has completed the court-approved sale
of substantially all its assets to a newly-created company owned by
funds managed by Hayfin Capital Management (Hayfin) following a
Chapter 11 process. The new company (the Company) will continue to
operate under the Avadim name. The transaction places the Avadim
business on a secure long-term footing and positions the Company
for future growth.
Avadim Health announced on June 1, 2021, that Hayfin, as its
existing lender, had entered into a binding stalking horse purchase
agreement and committed to provide certain debtor-in-possession
financing, subject to Court approval. These financing commitments,
along with Avadim Health's cash flow from operations, provided
Avadim Health with the liquidity to continue operating as usual and
meeting its obligations to its customers, vendors and employees
while reorganization proceedings under Chapter 11 of the U.S.
Bankruptcy Code and a sale process took place. Following a
comprehensive marketing of Avadim Health's assets to other
potential buyers by SSG Capital Advisors, LLC to ensure that Avadim
Health received the highest and best price, Hayfin has been
certified as the winning bidder.
Keith Daniels of Carl Marks Advisors, who served as Chief
Restructuring Officer during the Chapter 11 process, will continue
to lead the business as Interim CEO. Scott Pasquith also of Carl
Marks Advisors, who served as acting Chief Financial Officer in the
same period, will also remain in situ as Interim CFO.
"We are delighted to complete this important transaction, which
provides certainty to our customers, suppliers and employees and
allows us to continue Avadim's mission of changing lives and
transforming communities," said Keith Daniels, the Company's
Interim Chief Executive Officer. "We now have the flexibility to
invest in the development and marketing of our world-class product
range, including our hugely popular Theraworx line, and to grow the
business further. Avadim has an exciting future and I'm looking
forward to working with our talented team as we develop new ways to
care."
"This successful Chapter 11 process has allowed Avadim to address
its short-term liquidity issues while preserving its sound
underlying business and strong product portfolio," said Howard
Rowe, Managing Director and Head of Healthcare at Hayfin Capital
Management. "We have been convinced of Avadim's growth potential
since first lending to it in 2018 and as the new shareholder we
remain fully supportive of the business and the hugely important
work it does. Our specialist healthcare investment team has a
proven track record of backing ambitious companies like Avadim and
we are excited to continue partnering with them to help fund their
growth ambitions and bring new products to market."
Avadim Health, Inc. was advised by Carl Marks Advisory Group LLC,
the law firm of Pachulski Stang Ziehl & Jones LLP, the law firm of
Chapman and Cutler LLP and SSG Capital Advisors, LLC.
The sale was approved by the U.S. Bankruptcy Court for the District
of Delaware.
About Avadim Health
Avadim Health, Inc. is a Asheville, N.C.-based healthcare and
wellness company that develops, manufactures and markets topical
products for the institutional care and consumer markets. It was
formerly known as Avadim Technologies Inc.
Avadim and its affiliates sought Chapter 11 protection (Bankr. D.
Del. Lead Case No. 21-10883) on June 1, 2021. In the petition
signed by CRO Keith Daniels, Avadim disclosed total assets of
between $10 million and $50 million and total liabilities of
between $100 million and $500 million.
Judge Craig T. Goldblatt oversees the cases.
The Debtors tapped Pachulski Stang Ziehl & Jones LLP and Chapman
and Cutler LLP as legal counsel, SSG Capital Advisors LLC as
investment banker, and Carl Marks Advisory Group LLC as
restructuring advisor. Keith Daniels, a partner at Carl Marks,
serves as the Debtors' chief restructuring officer. Omni Agent
Solutions is the claims and noticing agent.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee to represent unsecured creditors in the Debtors' Chapter
11 cases on June 9, 2021. The committee tapped Fox Rothschild, LLP
and Lowenstein Sandler, LLP as its legal counsel and Province, LLC
as its financial advisor.
AVENTURA HOTEL: Unsecureds' Recovery "Unknown" in Liquidating Plan
------------------------------------------------------------------
Aventura Hotel Properties, LLC submitted a Disclosure Statement in
support of First Amended Chapter 11 Plan of Liquidation dated
August 16, 2021.
The Amended Plan is subject to the Debtor successfully consummating
a sale of its principal asset, an acre of land in Miami Dade
County, Florida. In order for the Debtor to successfully confirm
the Amended Plan and comply with its present obligations to senior
lender LV Midtown, it must sell the property for at least $22
million. If the Debtor is unable close on such a transaction, or
otherwise renegotiate the terms of its agreement with LV Midtown
set forth in the LV Settlement Agreement or otherwise, the Debtor
may instead elect to seek dismissal or conversion of its bankruptcy
case pursuant to Section 1112 of the Bankruptcy Code.
The Liquidating Trust will be created solely to implement the terms
of the Plan. The primary purposes of the Liquidating Trust will be
to collect and liquidate the Assets of the Estate, pursue those
claims and Causes of Action transferred to, and vested in, the
Liquidating Trust and to distribute to the Liquidating Trust
Beneficiaries all proceeds from the liquidation of the Assets of
the Estate.
The Debtor anticipated using the Chapter 11 process to provide the
necessary breathing room needed to weather the economic storm
caused by the Coronavirus pandemic, to recapitalize and continue
development of the Triptych Project, and if necessary, facilitate a
sales process for the Land that maximizes the return to all of its
stakeholders.
On July 15, 2021, the Debtor and Integra Real Estate, LLC entered
into the Contract for the "As Is" Sale and Purchase of Vacant Land.
Pursuant to the Contract, Integra's deadline to complete all due
diligence with respect to purchase of Property is August 14, 2021.
On July 15, 2021, the Debtors filed a Motion for Entry of an Order
(A) Authorizing the Sale of Real Property of the Chapter 11 Estate
Free and Clear of Liens, Claims and Encumbrances Pursuant to 11
U.S.C. ยง363; (B) Establishing Bidding Procedures and Sale Process;
(C) Approving Asset Purchase Agreement with Integra Real Estate,
LLC; (D) Scheduling Sale Hearing; and (E) Granting Related Relief
(the "Sale Motion").
On August 13, 2021, Integra Real Estate, LLC terminated the sales
contract in the amount of $25.5 million to purchase the Property.
The Debtor does not presently have a back up contract to substitute
Integra's terminated Contract. The Debtor anticipates that
Qualified Bids may be received in advance of the Qualified Bid
Deadline; however the Debtor does not believe it will be able to
consummate the Plan if the Successful Bid is less than
approximately $22 million.
The Debtor currently lacks any cash to pay closing costs and other
ordinary and customary expenses due at closing, including property
taxes and real estate commissions. The Debtor may not realize the
Sale Proceeds contemplated by the Plan if (i) a Competing Bid
Contract is deemed the Successful Bidder and the Purchase Price
approved by the Bankruptcy Court is less than the Purchase Price of
at least $22 million; or (ii) Secured Creditor LV Midtown is deemed
to be the Successful Bidder pursuant to its 363K Bid which does not
provide for a cash recovery by the Debtor; or (iii) the Surcharge
Contribution from LV Midtown's collateral is not applied by the
Bankruptcy Court as set forth in the Plan.
Class 4 General Unsecured Claims are projected to reach
$4,759,570.81 and its percentage recovery are still "unknown",
according to the Amended Plan. Each Holder of an Allowed General
Unsecured Claim shall receive a Class A Beneficial Interest in the
Liquidating Trust on a Pro Rata basis with all other Holders of
Allowed General Unsecured Claims.
The Plan will be funded through the sale of the Property.
A full-text copy of the Disclosure Statement dated August 16, 2021,
is available at https://bit.ly/3m9laNX from PacerMonitor.com at no
charge.
Counsel for the Debtor:
John H. Genovese
Barry P. Gruher
Jesus M. Suarez, Esq.
Genovese Joblove & Battista, P.A.
100 Southeast Second Street, Suite 4400
Miami, FL 33131
Tel: (305) 913-6682
E-mail: jsuarez@gjb-law.com
About Aventura Hotel Properties
Aventura Hotel Properties, LLC sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-12374) on
March 12, 2021. Francisco Arocha, the manager, signed the
petition. In the petition, the Debtor disclosed assets of between
$10 million and $50 million and liabilities of the same range.
Judge Jay A. Cristol oversees the case. Genovese Joblove &
Battista, P.A. is the Debtor's legal counsel and Avison Young
Florida as real estate broker.
BAIC: Seeks Approval to Hire Stanley Bowman as Legal Counsel
------------------------------------------------------------
BAIC seeks approval from the U.S. Bankruptcy Court for the Central
District of California to hire the Law Offices of Stanley Bowman as
legal counsel in its Chapter 11 case.
The firm's services include:
a. advising the Debtor with respect to its rights, duties and
obligations under Chapter 11 of the Bankruptcy Code;
b. assisting the Debtor in the analysis and collection of
receivables;
c. preparing legal documents;
d. advising the Debtor and preparing documents with respect to
proofs of claim filed in its case;
e. assisting the Debtor in resolving creditor disputes;
f. performing other necessary legal services.
Stanley Bowman, Esq., the firm's attorney who will be providing the
services, will be paid at the rate of $400 per hour. The rate
charged by paralegal personnel is $75 per hour.
Mr. Bowman 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:
Stanley Bowman, Esq.
Law Offices of Stanley Bowman
700 N. Pacific Coast Hwy., Ste. 202A
Redondo Beach, CA 90277
Tel.: (310) 937-4529
Fax: (310) 937-4440
Email: sb@stanleybowman.com
About BAIC
BAIC filed a petition for Chapter 11 protection (Bankr. C.D. Calif.
Case No. 21-10503) on March 24, 2021, disclosing total assets of up
to $50,000. Steve Awadalla, president, signed the petition. Judge
Victoria S. Kaufman oversees the case. The Law Offices of Stanley
Bowman serves as the Debtor's legal counsel.
BASIC ENERGY: Proposes Quick Sale of Assets
-------------------------------------------
Basic Energy Services, Inc., has sought Chapter 11 bankruptcy
protection with a deal to sell its assets to three buyers, absent
higher and better offers at an auction in September.
The Fort Worth, Texas-based Company employs over 2,400 individuals,
and provides high-quality and dependable wellsite services to a
diverse group of over 2,000 oil and natural gas producing companies
throughout the United States.
Basic's operations are managed regionally and concentrated in major
United States' onshore oil and natural gas producing regions
located in Texas, California, New Mexico, Oklahoma, Wyoming, North
Dakota, and Colorado. Basic's operations focus on prolific basins
that have exhibited strong drilling and production economics in
recent years as well as natural gas-focused shale plays
characterized by prolific reserves. Specifically, the Company has a
significant presence in the following basins/plays: Permian,
Bakken, Los Angeles and San Joaquin, Eagle Ford, Haynesville,
Powder River, and Denver-Julesberg.
As of the Petition Date, the Debtors' significant prepetition
indebtedness is approximately $438.1 million, which includes
approximately $387.5 million principal amount of secured financing
obligations, approximately $36 million in contingent letter of
credit exposure, and finance lease obligations of approximately
$14.6 million. The Debtors estimate there is approximately $87.5
million in general unsecured claims.
DIP Financing
Through their investment banker, Lazard, the Company solicited
offers for debtor-in-possession financing from 24 parties, in
addition to the ad hoc group of holders of the Company's 10.75%
Senior Secured Notes due 2023 and Ascribe Capital, and signed
confidentiality agreements with 15 of those parties. Ultimately,
the Debtors were able to secure postpetition financing in the form
of a superpriority senior secured debtor-in-possession credit
facility in an aggregate principal amount of $35 million, to be
provided by certain members of the Ad Hoc Group and agented by
Guggenheim Credit Services, LLC.
The Debtors also seek authority to use cash collateral to help fund
the administration of the Chapter 11 cases.
The DIP Facility, together with the use of cash collateral, should
provide the Debtors with sufficient liquidity to implement the
Marketing Process in an orderly and value-maximizing manner.
Stalking Horse Bids
Following months of evaluating potential sale or merger
transactions under the guidance of an independent special committee
of the Board of Directors of Basic Energy Services, Inc. and the
assistance of Weil Gotshal & Manges LLP, Lazard, and AlixPartners,
the Debtors on August 17, 2021, entered into binding purchase
agreements with:
(i) Select Energy Services Inc., for the Company's water
logistics business outside of California, saltwater disposal wells,
certain real property locations, and certain accounts receivables,
for an aggregate purchase price of $20 million,
(ii) Berry Corporation, for assets and equipment related to the
Company's California business lines and certain real property
locations, for an aggregate purchase price of $27 million, and
(iii) Axis Energy Services Holdings, LLC, for assets associated
with the Company's well servicing and completion and remedial
business lines for an aggregate purchase price of $25 million with
$17.5 million to be paid in cash and $7.5 million of Class D
preferred units of Axis.
Each of the purchase agreements also contemplates the purchase of
working capital and the assumption of liabilities. The binding
purchase agreements form the basis of the Stalking Horse Bids.
The Debtors are seeking approval of uniform bidding and auction
procedures for the sale of all of their assets, including for
assets contained in the Stalking Horse Bids. Under the Bidding
Procedures, interested parties will have the opportunity to bid for
the Debtors' businesses and assets, including those proposed to be
acquired in the Stalking Horse Bids.
The Debtors propose that interested parties submit bids by Sept. 6,
2021.
Given the current circumstances and the need for the Debtors to
move as quickly as possible, the Bidding Procedures set forth an
expedited bidding and sale process.
Issues With Ascribe
On March 9, 2020, the Company acquired C&J Well Services, Inc. from
NexTier Holding Co. At the time of its acquisition, CJWS was the
third largest well servicing provider in the U.S., with a leading
footprint in California and a strong, complementary customer base.
The C&J Transaction expanded the Company's geographic footprint and
positioned the Company for growth in its core businesses. However,
following the March 9, 2020 close of the C&J Transaction, the
volatility in the oil and gas market, negative oil prices in April
2020, and the dramatic impact of the COVID-19 pandemic on global
markets resulted in unforeseen and prolonged challenges to the
Debtors' liquidity and operational performance.
To effect the C&J Acquisition, Basic Energy Services, Inc. entered
into a Purchase Agreement dated March 9, 2020 with Ascribe, NexTier
Holding Co., and CJWS (a wholly owned subsidiary of NexTier),
whereby the Company acquired all of the issued and outstanding
shares of capital stock of CJWS, such that CJWS became a
wholly-owned subsidiary of the Company. In connection therewith,
Ascribe also entered into an Exchange Agreement, dated March 9,
2020, with the Company (the "Exchange Agreement") pursuant to
which, among other things, Ascribe contributed $34.4 million of
Senior Secured Notes (the "Ascribe Contributed Notes") to Basic
Energy Services, Inc., which in turn contributed the notes to
NexTier as partial consideration for the C&J Acquisition. For its
contribution of the Ascribed Contributed Notes and to the C&J
Acquisition, Ascribe received (a) 118,805 shares of newly-issued
Series A Preferred Stock, (b) an amount in cash for accrued
interest on the Ascribe Senior Notes approximately equal to $1.5
million, and (c) a $525,000 closing fee pursuant to the Senior
Secured Promissory Note (the "Exchange Transaction" and, together
with the stock purchase and the other transactions contemplated by
the Purchase Agreement, the "CJWS Transaction"). Following the C&J
Transaction, Ascribe became the controlling owner of approximately
85% of the Company's equity interests.
In connection with the acquisition of CJWS on March 9, 2020, Basic
issued a Senior Secured Promissory Note, payable to Ascribe, in an
aggregate principal amount equal to $15 million. On Oct. 15, 2020,
Basic entered into a second lien delayed draw promissory note, in
favor of Ascribe, in an aggregate principal amount equal to $15.0
million, which is drawn in full.
On May 3, 2021, Basic entered into a Super Priority Credit
Agreement, among Basic, the term loan lenders party thereto,
including certain members of the Ad Hoc Group and Ascribe, and
Cantor Fitzgerald Securities, as administrative agent and
collateral agent. The Super Priority Credit Agreement provides for
a super priority bridge loan facility consisting of term loans in
an aggregate principal amount of $10 million.
In connection with the CJWS Transaction, pursuant to the Purchase
Agreement, Ascribe agreed that if NexTier held the Ascribe
Contributed Notes for a certain period, including a year after
consummation of the CJWS Transaction (i.e., through March 9, 2021),
then Ascribe would sell the Ascribe Contributed Notes on behalf of
NexTier and also "make-whole" NexTier for the difference between
the price of the Ascribe Contributed Notes that were so sold and
the par value of such notes (such difference, the "Make-Whole
Payment") -- that is, NexTier would receive 100% of the par value
of the Ascribe Contributed Notes.
Pursuant to the Exchange Agreement, if Ascribe were required to pay
the Make-Whole Payment to NexTier pursuant to the Purchase
Agreement, then Basic Energy Services, Inc. would be required to
reimburse Ascribe the amount of such Make-Whole Payment, to the
extent that Basic Energy Services, Inc. was unable to pay the full
Make-Whole Reimbursement Amount in cash to Ascribe, in new Senior
Secured Notes, based on the market price of such notes.
On April 25, 2021, the Company's Board voted to increase the size
of the Board by one seat and resolved that the newly created
directorship shall be apportioned as a Class III director position.
The Board appointed Alan Carr as a director of Basic Energy
Services, Inc., to fill the vacancy created by the increase in the
size of the Board, effective upon the closing of the Bridge
Facility. Mr. Carr was also appointed a member of Special
Committee, effective upon the closing of the Bridge Facility.
Mr. Carr was granted the exclusive authority to investigate,
evaluate, and control the disposition or resolution of any claims
associated with any prepetition affiliate transactions, including
with respect to the issuance of the Make-Whole Notes. Working with
the assistance of his counsel at Ropes & Gray LLP, Mr. Carr, in his
sole discretion, is evaluating the Debtors' prepetition
transactions.
On Aug. 3, 2021, Ropes & Gray, at Mr. Carr's direction, sent a
demand letter to Ascribe, through Ascribes counsel, asserting that
the Company's issuance of the Make-Whole Notes and related legal
fees and expenses constituted preferential and/or constructively
fraudulent transactions pursuant to sections 547 and 548 of the
Bankruptcy Code and analogous state law. The Demand Letter
requested that Ascribe voluntarily turn over the Make-Whole Notes
to the Company by August 6, 2021. To date, Ascribe has not
responded to the Demand Letter. Mr. Carr's investigation into
other potential claims or causes of action arising out of the
prepetition transactions involving affiliates or insiders remains
ongoing.
Case Timeline
"Time is of the essence in these chapter 11 cases," Adam L. Hurley,
CFO of the Debtors, said. Hurley explained the proposed DIP
Financing, together with the use of cash collateral, is projected
to allow the Debtors to operate through October, and thereafter the
Debtors intend to use sale proceeds resulting from the Marketing
Process to administer their estates. Reducing administrative
expenses will help maximize recoveries to the Debtors' prepetition
creditors. To meet these challenges, the Debtors have designed a
case strategy and secured adequate funding that allows operations
to continue during the implementation of the Marketing Process.
Thereafter, the Debtors expect to have sufficient sale proceeds to
repay the DIP Facility and fund the wind-down of the estate.
Accordingly, the Bidding Procedures set forth a timeline that the
Debtors propose to achieve various sale-related objectives and
comply with the milestones set forth in the DIP Facility and in
exchange for the use of cash collateral:
* Deadline to file the Cure Notice with the Court and serve the
Cure Notice on the Contract Counterparties: August 19, 2021 at 5:00
p.m. (prevailing Central Time)
* Bidding Procedures Hearing: August 24, 2021
* Deadline to Object to (a) Stalking Horse Sale Transactions,
(b) Cure Costs, and (c) Adequate Assurance of Future Performance
(as to Stalking Horse Bidders): September 2, 2021 at 5:00 p.m.
(prevailing Central Time)
* Deadline to Submit Non-Binding Indications of Interest:
September 6, 2021 at 5:00 p.m. (prevailing Central Time)
* Deadline to Submit Bids: September 10, 2021 at 5:00 p.m.
(prevailing Central Time)
* Deadline for Debtors to Notify Bidders of Status as Qualified
Bidders 1 business day prior to Auction Auction, if necessary, to
be conducted at (i) the offices of Weil Gotshal, 700 Louisiana
Street, Suite 1700 Houston, TX 77002, or (ii) virtually, pursuant
to procedures to be announced to bidders (if other Qualified Bids
received for Stalking Horse Packages): September 13, 2021 at 1:00
p.m. (prevailing Central Time)
* Deadline to File Notice of (a) Successful Bid(s) and Back-Up
Bid(s) and (b) Identity of Successful Bidder(s) and Back-Up
Bidder(s) As soon as possible following conclusion of Auction Sale
Hearing on Stalking Horse Agreements (if no other Qualified Bids
received): September 16, 2021
* Deadline to File Objections to (a) Sale Transactions (other
than the Applicable Sale Transaction) and (b) Adequate Assurance of
Future Performance (as to Successful Bidder(s) other than Stalking
Horse Bidders): September 17, 2021 at 5:00 p.m. (prevailing Central
Time)
* Sale Hearing (if Auction held): September 24, 2021]
The expedited timeline proposed by the Debtors minimizes the
adverse impact on the Debtors' operations, vendors, and employees,
and provides adequate opportunity to secure executable bids for the
Debtors' assets for the highest or best value. The amount of work
done by the Debtors and their professionals in connection with the
Marketing Process prepetition enhances their ability to complete
the Marketing Process on the timeframe proposed and does not
prejudice parties in interest. The Debtors are confident that
parties who are the most likely participants in the Debtors' sale
process are either already involved in, or aware of, the
prepetition Marketing Process or will have adequate time to
participate under the Debtors' timeline. The Debtors believe that
proceeding with the Marketing Process is preferable to any other
alternative and will inure to the benefit of all constituents,
including their employees. Accordingly, moving forward on the basis
of the Milestones is necessary to maximize value for all
stakeholders.
About Basic Energy Services
Basic Energy Services -- 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.
BASIC ENERGY: Select Enters Into Agreement to Acquire Agua Libre
----------------------------------------------------------------
Select Energy Services, Inc., a leading provider of sustainable
water and chemical solutions to the U.S. unconventional oil and gas
industry, on Aug. 17 disclosed that it has entered into an asset
purchase agreement for the acquisition of substantially all of the
assets of Agua Libre Midstream, LLC and other water-related assets,
operations and assumed liabilities (together "Agua Libre") from
Basic Energy Services, Inc. ("Basic").
The asset purchase agreement constitutes a "stalking horse" bid in
a sale process being conducted under Section 363 of Chapter 11 of
the U.S. Bankruptcy Code. As such, the Company's acquisition of
Agua Libre remains subject to approval by the United States
Bankruptcy Court for the Southern District of Texas Houston
Division, and is subject to court-approved bidding procedures,
including the potential receipt of competing offers for Agua Libre
and certain other of Basic's assets and operations at auction. It
is expected that the sale process will be completed during the
second half of 2021 and the business is expected to remain
operational throughout the process.
Based in Fort Worth, TX, Agua Libre is a leading provider of water
midstream, logistics and production services to the oil and gas
industry, including operations in Texas, New Mexico, Oklahoma,
Louisiana and North Dakota. If consummated, the Agua Libre
acquisition would significantly expand Select's produced water
infrastructure footprint and water reuse capabilities, particularly
across the Permian Basin, and further increase the Company's
revenue weighting towards production-related services and
solutions.
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.
BIOLASE INC: Incurs $702K Net Loss in Second Quarter
----------------------------------------------------
Biolase, Inc. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q disclosing a net loss of $702,000 on
$9.13 million of net revenue for the three months ended June 30,
2021, compared to a net loss of $4.70 million on $2.94 million of
net revenue for the three months ended June 30, 2020.
For the six months ended June 30, 2021, the Company reported a net
loss of $7.60 million on $17.25 million of net revenue compared to
a net loss of $10.70 million on $7.72 million of net revenue for
the six months ended June 30, 2020.
As of June 30, 2021, the Company had $61.25 million in total
assets, $27.99 million in total liabilities, and $33.26 million in
total stockholders' equity.
The Company incurred losses from operations and used cash in
operating activities for the three and six months ended June 30,
2021 and for the years ended Dec. 31, 2020, 2019, and 2018.
As of June 30, 2021, the Company had working capital of
approximately $42.6 million. The Company's principal sources of
liquidity as of June 30, 2021 consisted of approximately $37.3
million in cash, cash equivalents, and restricted cash, $3.8
million of net accounts receivable, and unused availability under
the PMB Loan of approximately $2.8 million. As of Dec. 31, 2020,
the Company had working capital of approximately $23.9 million,
$17.9 million in cash, cash equivalents and restricted cash and
$3.1 million of net accounts receivable. The increase in cash,
cash equivalents, and restricted cash since Dec. 31, 2020 was
primarily due to proceeds of $14.4 million from the issuance of
common stock and $16.6 million from warrants exercised in the six
months ended June 30, 2021.
"Our strong second quarter performance is due to rising demand for
our industry-leading dental lasers as a result of our intensified
focus on education and training, the increased safety our lasers
provide to dentists and their patients, and the published studies
highlighting the improved results our laser provides to treat
perio-disease," commented John Beaver, president and chief
executive officer.
"With over 70% of our U.S. laser sales being generated from new
customers during the quarter, and over 35% of our U.S. Waterlase
sales coming from dental specialists, it's clear our messaging,
marketing, educational and training efforts are bearing fruit.
However, I believe this is only the beginning because our
industry-leading dental lasers provide a better standard of care
for dental procedures. In addition, they ensure a safer
environment for dental practitioners and patients by reducing
aerosolization to mitigate the spread of infectious pathogens, such
as COVID-19. Dental practitioners experienced a significant
disruption to their business during the peak pandemic period.
However, our lasers limit their exposure, from a health and
business perspective, which was another contributing factor to our
strong turnaround from one year ago."
"Our focus on educating and training dental specialists on the
benefits of our lasers is already leading to increased adoption
across these large and untapped markets. In fact, this momentum is
giving us greater visibility into Q3, and we feel comfortable
providing guidance regarding expected significant year-over-year
improvement across our key performance metrics, including revenue
and gross margin," concluded Mr. Beaver.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/811240/000095017021001452/biol-20210630.htm
About BIOLASE
BIOLASE -- http://www.biolase.com-- is a medical device company
that develops, manufactures, markets, and sells laser systems for
the dentistry and medicine industries. BIOLASE's proprietary laser
products incorporate approximately 271 patented and 40
patent-pending technologies designed to provide biologically and
clinically superior performance with less pain and faster recovery
times.
Biolase reported a net loss of $16.83 million for the year ended
Dec. 31, 2020, compared to a net loss of $17.85 million for the
year ended Dec. 31, 2019. As of March 31, 2021, the Company had
$63.48 million in total assets, $29.97 million in total
liabilities, and $33.52 million in total stockholders' equity.
BLOOMIN' BRANDS: S&P Upgrades ICR to 'BB-' on Debt Reduction
------------------------------------------------------------
S&P Global Ratings raised its issuer-credit rating on Tampa
Florida-based casual dining restaurant company Bloomin' Brands Inc.
to 'BB-' from 'B+'.
Concurrently, S&P raised its issue-level ratings on the company's
senior secured debt to 'BB+' from 'BB' and on the unsecured notes
to 'B+' from 'B'. The recovery ratings are unchanged.
The stable outlook reflects S&P's expectation that Bloomin' will
generate solid free operating cash flow and prioritize debt
reduction, sustaining leverage around 3x.
The upgrade reflects the ongoing progress Bloomin' is achieving in
strengthening its operating results and reducing leverage.
Bloomin's U.S. comparable restaurant sales grew 12.1% during the
most recent quarter compared with the same period in 2019,
outperforming the casual dining industry, driven by rising guest
counts and higher average checks. This positive sales momentum has
continued into the current quarter with two-year U.S. comparable
restaurant sales up 15.2% for the four weeks ended July 25, 2021.
Bloomin's efforts to expand operating margins are also
materializing as labor efficiencies, reduced marketing, and
general- and administrative-cost savings have strengthened
profitability. As a result, the company recently lifted its
long-term operating margin target by 50 basis points (bps) to 8%
based on the success of changes implemented to Outback's menu and
improving profitability of its take-out and delivery (off-premises)
business. Solid performance, as well as modest capital spending,
has fueled more than $200 million of free operating cash flow
generated year to date, which Bloomin' has used to repay debt.
Lower debt levels, higher cash balances, and recovering EBITDA
contributed to &P Global Ratings-adjusted leverage for the company
improving to 3.7x during the most recent quarter. S&P expects the
company will continue to prioritize debt reduction as it progresses
toward its leverage target of 3x net-lease adjusted debt to
EBITDAR.
Strategic menu and pricing actions have improved Outback's value
proposition. Bloomin' operates across four core restaurant
concepts, but is concentrated in its Outback Steakhouse banner,
which accounts for about 60% of sales. Lower prices, bigger
portions, and a redesigned menu have strengthened Outback's value
perception among customers. Restaurant productivity has
strengthened, with weekly average restaurant unit volumes up 12.5%
compared to 2019, as customers more frequently added appetizers to
their meals, traded up to premium steak cuts, and increased
spending on alcohol. In our view, Bloomin's performance also
benefited from pent-up demand as vaccination progress, easing
restrictions, and stimulus checks significantly strengthened the
operating environment for casual dining operators. Operating
results also improved at Bloomin's other restaurant concepts, with
all brands generating positive two-year same-restaurant sales. The
company's Brazilian operations remain pressured by COVID-19-related
capacity constraints. However, sales trends are improving, with
third quarter to date revenue approximately 5% below 2019 levels.
S&P continues to believe Outback's Brazilian operations provide
some diversification benefits and there is opportunity to grow
share significantly due to less competition from restaurant
closures.
S&P said, "We expect operating conditions in the casual dining
restaurant environment will remain dynamic. We expect tougher
conditions for the remainder of the year due to inflationary
pressures, exhausted stimulus checks, and rising coronavirus cases.
The spread of the Delta variant, which is fueling a surge in new
COVID-19 cases, could hinder Bloomin's recovery. However, we
believe Bloomin' can successfully navigate short-term disruptions
as its robust off-premises business and digital investments have
improved its ability to serve its customers." The company is
retaining a significant portion of its off-premises sales even as
in-restaurant dining volumes recover. Bloomin' has also narrowed
the profit margin gap between its sales channels through efficiency
improvements, menu actions, and reduced customer acquisition costs.
In addition to the improvements in its operational capabilities,
Bloomin's current liquidity position and strides to strengthen its
balance sheet have built cushion to absorb potential setbacks.
Bloomin', which operates approximately 80% of its units, is
directly exposed to fluctuations in commodity prices, wage
inflation, and other restaurant-related operating cost pressures,
as well as ongoing capital investment needs. S&P said, "In our
view, this segment of the restaurant industry is more subject to
volatility based on underlying economic fluctuations and we believe
the intense competitive dynamics of the industry will return. We
apply a negative one-notch comparable rating analysis modifier to
our anchor score on Bloomin' to reflect these risks."
Environmental, social, and governance (ESG) credit factors for this
credit rating change:
-- Social: Health and Safety
The stable outlook reflects S&P's belief that Bloomin' will solidly
execute its sales driving and margin enhancing initiatives while
prioritizing debt reduction as it deleverages to around 3x over the
next 12 months.
S&P could lower itsr rating if:
-- Operating performance falters, cash flow generation weakens and
S&P expects leverage will be sustained above 4.5x; or
-- Bloomin's ability to compete effectively in a changing
landscape weakens, causing us to reassess its competitive
position.
S&P could raise its rating if:
-- Bloomin' demonstrates a track record of generating higher sales
and EBITDA, indicating sustained gains from its market share and
operating margin expansion initiatives; and
-- Adjusted leverage is maintained below 3.5x and S&P expects
consistent annual free operating cash flow (FOCF) generation in the
$250 million area.
BOART LONGYEAR: Chapter 15 Case Summary
---------------------------------------
Five affiliated debtors that concurrently filed voluntary petitions
under Chapter 15 of the Bankruptcy Code:
Debtor Case No.
------ --------
Boart Longyear Limited 21-11465
26 Butler Blvd., Burbridge Business Park
Adelaide Airport, SA 5950
Australia
Boart Longyear Australia Pty Limited 21-11466
Boart Longyear Investments Pty Limited 21-11467
Boart Longyear Management Pty Limited 21-11468
Votraint No. 1609 Pty Limited 21-11469
Business Description: Established in 1890, Boart Longyear is a
provider of drilling services, drilling
equipment and performance tooling for mining
and drilling companies. It also has a
substantial presence in aftermarket parts
and service, energy, mine dewatering, oil
sands exploration, production drilling, and
down-hole exploration.
Foreign Proceeding: Boart Longyear Limited et al. (Supreme Court
of New South Wales)
Chapter 15 Petition Date: August 17, 2021
Court: United States Bankruptcy Court
Southern District of New York
Judge: Hon. Lisa G. Beckerman
Foreign Representative: Nora R. Pincus
2455 South 3600 West
West Valley City, UT 84119
United States of America
Foreign
Representative's
Counsel: Dennis F. Dunne, Esq.
MILBANK LLP
55 Hudson Yards
New York, NY 10001
Tel: 212-530-5000
Fax: 212-530-5219
Email: ddunne@milbank.com
- and -
Thomas R. Kreller, Esq.
MILBANK LLP
2029 Century Park East 33rd Floor
Los Angeles, California 90067
Tel: (424) 386-4000
Fax: (213) 629-5063
Email: tkreller@milbank.com
Estimated Assets: Unknown
Estimated Debt: Unknown
A full-text copy of Boart Longyear Limited's Chapter 15 petition is
available for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/LW3QD2Y/Boart_Longyear_Limited_and_Nora__nysbke-21-11465__0001.0.pdf?mcid=tGE4TAMA
BOY SCOUTS OF AMERICA: Deal Could Badly Backfire, Says Insurer
--------------------------------------------------------------
Law360 reports that an insurance company attorney warned Monday
that the Boy Scouts of America's current Delaware bankruptcy plan
threatens to produce a multibillion-dollar Chapter 11 insolvency
while also upending decades of precedent on fiduciary duties and
debtor escapes from contracts.
Philip D. Anker of Wilmer Pickering Hale & Dorr LLP, counsel to
Hartford Accident and Indemnity Co. and other insurers, told U.S.
Bankruptcy Judge Laurie Selber Silverstein during a hearing on the
BSA's restructuring support agreement, or RSA, that the debtors
unsupportably breached an earlier RSA pact with Hartford.
Hartford on Aug. 17, 2021, filed an objection to the Amended
Disclosure Statement explaining the Fourth Amended Plan of the
Debtors.
"The Plan described in the Disclosure Statement now before the
Court centers on an
improper scheme to inflate BSA's liability for Abuse Claims far
beyond what it would be in the tort system and force BSA's insurers
to foot the resulting bill. In return, the Plan grants BSA and its
Local Councils permanent absolution from Abuse Claims for a
fraction of their ultimate liability, assuming (which Hartford, of
course, does not concede) that the plaintiffs' lawyers succeed in
their efforts to shield the claims from any meaningful scrutiny.
That Plan is patently unconfirmable, and the Disclosure Statement
thus should not be approved. Approving the Disclosure Statement
would not move this case forward. To the contrary, it would almost
certainly foreclose any possibility of a consensual resolution and
any possibility of BSAโs exiting bankruptcy in the short term.
That would harm every constituency in this case, including
claimants with valid Abuse Claims and BSA itself. The Court should
make clear now that it will not confirm a plan centered on
manufacturing liability that would not exist in the tort system and
foisting that liability on insurers. Only then will BSA and the
plaintiffsโ lawyers do what is necessary to resolve this
caseโwork with all parties in interest to craft a plan that is
lawful and fair to all concerned."
"The Plan contains numerous unlawful provisions. For example, the
Plan and its
accompanying Trust Distribution Procedures ("TDP") unabashedly
provide for the payment of Abuse Claims that are invalidโbecause,
for instance, they are time-barred under applicable state law (and,
according to BSA's own experts, about 59,500 of the proofs of claim
filed in this case are presumptively time-barred)โand for payment
of claims in inflated amounts with little or no scrutiny. They
permit any claimant to elect a payment of $3,500 with no inquiry at
all into the merits of the Abuse Claim, even if the claim is
time-barred or fails to allege basic requirements for liability
such as involvement in scouting. The remaining Abuse Claims will
be resolved by a plaintiff-friendly trustee, Eric Green, whom this
Court refused to appoint as a mediator because of his close
relationship with the FCR. And the trustee has unfettered
discretion to allow those Abuse Claims in enormous amounts -- up to
$2.7 million eachโbased solely on the completion of a basic
questionnaire, without any requirement that claimants provide
actual evidence to substantiate their allegations."
Hartford said it is filing this objection as a cautionary measure
to ensure that its rights are fully protected. As the Court is
aware, Hartford and BSA previously entered into an agreement (the
"Settlement Agreement") that would have resolved Hartford's
coverage obligations for sexual-abuse claims ("Abuse Claims")
against BSA for $650 million (subject to the Settlement Agreement's
terms and to this Court's approval). The Settlement Agreement
obligated BSA to seek confirmation of either (a) a Global
Resolution Plan incorporating that deal and channeling
claims against Hartford to a trust or (b) a Toggle Plan that would
not give any party other than BSA the benefit of a channeling
injunction, instead allowing the claimants, insurers, and other
third parties to litigate their claims and
obligations in the tort system. While Hartford remains committed
to the Settlement Agreement, BSA has sought this Court's approval
of a restructuring support agreement ("RSA") with the Official
Committee of Tort Claimants (โTCCโ), the Coalition of Abused
Scouts for Justice ("Coalition"), the Future Claimants'
Representative ("FCR"), and certain state court counsel (the "State
Court Counsel") (collectively, "Claimant Representatives") that
would require BSA to repudiate its obligation under the Settlement
Agreement to seek confirmation of a Global Resolution or Toggle
Plan, to modify the Fourth Amended Plan [D.I. 5484] (the "Plan") to
remove all provisions relating to the Hartford settlement, and to
move forward with a version of the Plan that is inconsistent with
the Settlement Agreement. Because the Court has not yet ruled on
the motion to approve the RSA, it is not yet clear what plan BSA
will be pursuing, and it is thus premature, in Hartford's view, to
consider whether to approve the Disclosure Statement. Indeed, BSA
has taken the position that approval of the RSA is a gating issue
that should be resolved before any hearing on approval of a
Disclosure Statement.
About Boy Scouts of America
The Boy Scouts of America -- https://www.scouting.org/ -- is a
federally chartered non-profit corporation under title 36 of the
United States Code. Founded in 1910 and chartered by an act of
Congress in 1916, the BSA's mission is to train youth in
responsible citizenship, character development, and self-reliance
through participation in a wide range of outdoor activities,
educational programs, and, at older age levels, career-oriented
programs in partnership with community organizations. Its national
headquarters is located in Irving, Texas.
The Boy Scouts of America and affiliate Delaware BSA, LLC, sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on
Feb. 18, 2020, to deal with sexual abuse claims.
Boy Scouts of America was estimated to have $1 billion to $10
billion in assets and at least $500 million in liabilities as of
the bankruptcy filing.
The Debtors have tapped Sidley Austin LLP as their bankruptcy
counsel, Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel,
and Alvarez & Marsal North America, LLC as financial advisor. Omni
Agent Solutions is the claims agent.
The U.S. Trustee for Region 3 appointed a tort claimants' committee
and an unsecured creditors' committee on March 5, 2020. The tort
claimants' committee is represented by Pachulski Stang Ziehl &
Jones, LLP, while the unsecured creditors' committee is represented
by Kramer Levin Naftalis & Frankel, LLP.
BOY SCOUTS OF AMERICA: Defends Against Sex Abuse Deal
-----------------------------------------------------
Maria Chutchian of Reuters reports that the Boy Scouts of America
on Monday, August 16, 2021, made its final case for preliminary
approval of a deal to resolve sex abuse claims, urging the judge
overseeing its Chapter 11 case to reject insurersโ efforts to
thwart the settlement.
During a virtual hearing before U.S. Bankruptcy Judge Laurie Selber
Silverstein in Wilmington, Delaware, Boy Scouts attorney Jessica
Lauria of White & Case argued that the $850 million settlement, was
the organization's best chance of distributing compensation to
survivors and keeping the organization's mission intact.
The deal is supported by groups representing 70,000 sex abuse
claimants and 250 local councils. The organization has apologized
and said it is committed to fulfilling its "social and moral
responsibility to equitably compensate survivors."
It said when it filed for bankruptcy in February 2020 that it knew
"nothing can undo the tragic abuse that victims suffered" and
believed the bankruptcy process was the best way to address the
claims.
If the judge approves the deal, the Boy Scouts will be able to move
forward with a proposed reorganization plan that would allow it to
exit bankruptcy by the end of the 2021.
The accord is opposed by insurers and many chartered organizations
that fund local Scouting units and events.
Daniel Shamah of OโMelveny & Myers, representing insurer Century
Indemnity Co, argued on Monday that the deal should, but does not,
meet certain legal standards of fairness because of potential
conflicts involving the local councils that signed the deal.
Shamah said some of the local councils facing abuse-related claims
had too much influence in negotiating the settlement. The Boy
Scouts board that negotiated the deals included members elected by
local councils or who had ties to local councils, he said.
Lauria called Shamah's arguments "innuendo" and his suggestion that
the local councils had an unfair advantage in negotiations
"absolutely false."
Michael Rosenthal of Gibson Dunn & Crutcher, representing AIG Inc
insurer affiliates, took issue during the hearing with a provision
of the agreement that effectively requires any future settlement
with chartered organizations to be approved by all parties to the
existing deal. Chartered organizations are not part of the current
agreement.
"Basically, the most unreasonable person can hold up a deal,"
Rosenthal said.
He also argued that the Boy Scouts' board didn't properly consider
the settlement, noting that it didn't issue a board resolution
accepting the deal.
Lauria countered that the national executive board and a bankruptcy
task force spent extensive time negotiating the deal.
The settlement is also opposed by Hartford Financial Services Group
Inc, which argued that the Boy Scouts cannot back out of a deal it
struck with the insurer earlier this year but abandoned when the
abuse claimants said they would not support it.
For the Boy Scouts: Jessica Lauria, Michael Andolina, Matthew
Linder and Laura Baccash of White & Case; and Derek Abbott and
Andrew Remming of Morris, Nichols, Arsht & Tunnell
For Hartford Financial Services Group: James Ruggeri and Joshua
Weinberg of Shipman & Goodwin; Philip Anker, Danielle Spinelli and
Joel Millar of Wilmer Cutler Pickering Hale and Dorr; and Erin Fay
and Gregory Flasser of Bayard
For Century Indemnity: Tancred Schiavoni, Daniel Shamah and Gary
Svirsky of O'Melveny & Myers; and Stamatios Stamoulis of Stamoulis
& Weinblatt
For AIG: Michael Rosenthal, James Hallowell, Keith Martorana and
Matthew Bouslog of Gibson, Dunn & Crutcher; Susan Gummow of Foran
Glennon Palandech Ponzi & Rudloff; and Deirdre Richards of Fineman
Krekstein & Harris
About Boy Scouts of America
The Boy Scouts of America -- https://www.scouting.org/ -- is a
federally chartered non-profit corporation under title 36 of the
United States Code. Founded in 1910 and chartered by an act of
Congress in 1916, the BSA's mission is to train youth in
responsible citizenship, character development, and self-reliance
through participation in a wide range of outdoor activities,
educational programs, and, at older age levels, career-oriented
programs in partnership with community organizations. Its national
headquarters is located in Irving, Texas.
The Boy Scouts of America and affiliate Delaware BSA, LLC, sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on
Feb. 18, 2020, to deal with sexual abuse claims.
Boy Scouts of America was estimated to have $1 billion to $10
billion in assets and at least $500 million in liabilities as of
the bankruptcy filing.
The Debtors have tapped Sidley Austin LLP as their bankruptcy
counsel, Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel,
and Alvarez & Marsal North America, LLC as financial advisor. Omni
Agent Solutions is the claims agent.
The U.S. Trustee for Region 3 appointed a tort claimants' committee
and an unsecured creditors' committee on March 5, 2020. The tort
claimants' committee is represented by Pachulski Stang Ziehl &
Jones, LLP, while the unsecured creditors' committee is represented
by Kramer Levin Naftalis & Frankel, LLP.
CADIZ INC: Incurs $11.6 Million Net Loss in Second Quarter
----------------------------------------------------------
Cadiz Inc. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q disclosing a net loss and
comprehensive loss applicable to common stock of $11.56 million on
$141,000 of total revenues for the three months ended June 30,
2021, compared to a net loss and comprehensive loss applicable to
common stock of $4.79 million on $148,000 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 and comprehensive loss applicable to common stock of $17.51
million on $280,000 of total revenues compared to a net loss and
comprehensive loss applicable to common stock of $25.31 million on
$262,000 of total revenues for the same period last year.
As of June 30, 2021, the Company had $101.64 million in total
assets, $106.71 million in total liabilities, and a total
stockholders' deficit of $5.07 million.
The Company had working capital of $10.1 million at June 30, 2021
and used cash in its operations of $6.0 million for the six months
ended June 30, 2021. The higher loss in 2020 was primarily due to
a loss on early extinguishment of debt in the amount of $12.4
million, which was a non-cash charge, reflecting the excess of the
fair value of new preferred stock issued over the historical book
value of the related convertible debt retired pursuant to certain
conversion and exchange agreements entered into in March 2020.
Cash requirements during the six months ended June 30, 2021
primarily reflect certain administrative costs related to the
Company's water project development efforts and the further
development of its land and agricultural assets, including its 50%
equity investment in SoCal Hemp JV LLC. The Company's present
activities are focused on development of its assets in ways that
meet growing long-term demand for access to sustainable water
supplies and agricultural products.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/727273/000143774921019806/cdzi20210630_10q.htm
About Cadiz Inc.
Founded in 1983 and headquartered in Los Angeles, California, Cadiz
Inc. -- http://www.cadizinc.com-- is a natural resources
development company dedicated to creating sustainable water and
agricultural opportunities in California. The Company owns 70
square miles of property with significant water resources in
Southern California and are the largest agricultural operation in
San Bernardino, California, where we have sustainably farmed since
the 1980s. The Company is also partnering with public water
agencies to implement the Cadiz Water Project, which was named a
Top 10 Infrastructure Project that over two phases will create a
new water supply for approximately 400,000 people and make
available up to 1 million acre-feet of new groundwater storage
capacity for the region.
Cadiz Inc. reported a net loss and comprehensive loss applicable to
common stock of $37.82 million for the year ended Dec. 31, 2020,
compared to a net loss and comprehensive loss applicable to common
stock of $29.53 million for the year ended Dec. 31, 2019. As of
March 31, 2021, the Company had $89.55 million in total assets,
$102.60 million in total liabilities, and a total stockholders'
deficit of $13.05 million.
CASABLANCA GLOBAL: S&P Places 'CCC+' ICR on CreditWatch Positive
----------------------------------------------------------------
S&P Global Ratings placed its ratings on Casablanca Global
Intermediate Holdings L.P. (ALG), including its 'CCC+' issuer
credit rating, on CreditWatch with positive implications.
Hyatt Hotels Corp. plans to acquire ALG for $2.7 billion.
S&P said, "We believe ALG's acquisition by a higher-rated entity
will improve its credit profile. In our view, the acquisition by
Hyatt will benefit ALG primarily by providing access to a larger
development platform to expand its rooms base and joining a larger
loyalty program. For more detail about the transaction and our view
of it, see our research update on Hyatt, published Aug. 16, 2021.
"We plan to resolve the CreditWatch when Hyatt closes its
acquisition of ALG, likely in the second half of 2021. We expect to
discontinue our ratings on ALG because Hyatt plans to repay ALG's
debt."
CBL PROPERTIES: Bankruptcy Court Confirms Plan of Reorganization
----------------------------------------------------------------
CBL Properties disclosed that on August 11, 2021, the United States
Bankruptcy Court for the Southern District of Texas entered an
order approving the Company's Plan of Reorganization (the "Plan").
As previously announced, on November 1, 2020, CBL filed petitions
in the Bankruptcy Court for voluntary relief under Chapter 11 of
Title 11 of the United States Bankruptcy Code. CBL received
overwhelming support for the Plan, with over 95% of votes cast for
all classes voted in favor of the Plan's confirmation. The
effective date of the plan is expected to be November 1, 2021.
"This confirmation is a huge milestone for CBL," said Stephen D.
Lebovitz, Chief Executive Officer of CBL. "After months of hard
work and collaborative negotiation, we are thrilled to receive such
unprecedented support of our plan from every creditor group, as
well as preferred and common equity. This plan provides a favorable
recovery to every constituency and a strong path forward for our
company and our business. Over the next few months, we will be
working to close these complex transactions and will emerge on
November 1st as a reenergized company with a bright future and
flexible capital structure."
As confirmed, the Plan calls for restructuring the Company's
balance sheet to provide for the elimination of more than $1.6
billion of debt and preferred obligations as well as a significant
reduction in interest expense. In exchange for their approximately
$1.375 billion in principal amount of Unsecured Notes and $133
million in principal amount of the secured credit facility,
Consenting Noteholders and other noteholders will receive, in the
aggregate, $95 million in cash, $555 million of new senior secured
notes, of which up to $100 million, upon election by the Consenting
Noteholders, may be received in the form of new convertible secured
notes and 89% in common equity of the newly reorganized Company.
Certain Consenting Noteholders will also provide up to $50 million
of new money in exchange for additional convertible secured notes.
The remaining Bank Lenders, holding $983.7 million in principal
amount under the secured credit facility, will receive $100 million
in cash and a new $883.7 million secured term loan. Existing common
and preferred stakeholders are expected to receive up to 11% of
common equity in the newly reorganized company.
The latest information on CBL's restructuring, including news and
frequently asked questions, can be found at
cblproperties.com/restructuring or
https://dm.epiq11.com/case/cblproperties/info.
No Solicitation or Offer
Any new securities to be issued pursuant to the restructuring
transactions may not be registered under the Securities Act of
1933, as amended (the "Securities Act"), or any state securities
laws but may be issued pursuant to an exemption from such
registration provided in the U.S. bankruptcy code. Such new
securities may not be offered or sold in the United States absent
registration or an applicable exemption from the registration
requirements of the Securities Act and any applicable state
securities laws. This press release does not constitute an offer to
sell or buy, nor the solicitation of an offer to sell or buy, any
securities referred to herein, nor is this press release a
solicitation of consents to or votes to accept any chapter 11 plan.
Any solicitation or offer will only be made pursuant to a
confidential offering memorandum and disclosure statement and only
to such persons and in such jurisdictions as is permitted under
applicable law.
About CBL Properties
Headquartered in Chattanooga, TN, CBL Properties, previously CBL &
Associates, (OTCMKTS: CBLAQ) -- http://www.cblproperties.com/-- is
a self-managed, self-administered, fully integrated real estate
investment trust (REIT) that is engaged in the ownership,
development, acquisition, leasing, management and operation of
regional shopping malls, open-air and mixed-use centers, outlet
centers, associated centers, community centers, and office
properties.
CBL's portfolio is comprised of 107 properties totaling 66.7
million square feet across 26 states, including 65 high-quality
enclosed, outlet and open-air retail centers and 8 properties
managed for third parties. It seeks to continuously strengthen its
company and portfolio through active management, aggressive leasing
and profitable reinvestment in its properties.
CBL, CBL & Associates Limited Partnership and certain other related
entities filed voluntary petitions for reorganization under Chapter
11 of the U.S. Bankruptcy Code in Houston, Texas, on Nov. 1, 2020
(Bankr. S.D. Tex. Lead Case No. 20-35226).
In their restructuring, the Debtors tapped Weil, Gotshal & Manges
LLP as their legal counsel, Moelis & Company as restructuring
advisor and Berkeley Research Group, LLC as financial advisor.
Epiq Corporate Restructuring, LLC, was the claims agent.
* * *
CBL & Associates Properties in early August 2021 won approval of
its reorganization plan that cut $1 billion in debt, mainly by
handing ownership to bondholders. Under the plan, bondholders will
get 89 percent of the new CBL and existing shareholders will get 11
percent.
CBL PROPERTIES: Posts Net Loss of $8.9M for Second Quarter 2021
---------------------------------------------------------------
CBL Properties (OTCMKTS: CBLAQ) on Aug. 17, 2021, announced results
for the second quarter ended June 30, 2021.
KEY TAKEAWAYS:
FFO, as adjusted, per diluted share, was $0.39 for the second
quarter 2021, compared with $0.02 per share for the second quarter
2020. The increase in FFO, as adjusted, per diluted share, as
compared with the prior year period is principally a result of
$0.15 per diluted share lower net interest expense and a $0.17 per
diluted share positive variance in the estimate for uncollectable
revenues, rent abatements and write-offs for past due rents. The
decline in net interest expense was primarily due to the
post-petition interest expense payments that are not required to be
made on the senior unsecured notes and secured credit facility
subsequent to the Company's bankruptcy filing on November 1, 2020.
The positive variance in the estimate for uncollectable revenues,
abatements and write-offs for past due rents was primarily a result
of the tenant accommodations that were made in the prior-year
period due to the impact of the pandemic.
Other major variances in the second quarter 2021 FFO, as adjusted,
per diluted share, compared with the prior year period included
$0.07 per diluted share of higher property NOI, including the
estimate for uncollectable revenues, rent abatements and write-offs
for past due rents. The second quarter 2021 also benefited from a
$0.06 per diluted share positive variance from undeclared preferred
dividends accrued in the prior year period. G&A expense during the
second quarter 2021 was approximately $0.04 per diluted share
lower, due to cost saving initiatives.
Sales for the second quarter 2021 increased 22.3% as compared with
the second quarter 2019. Sales for the six months ended June 30,
2021, increased 17.2% over the six months ended June 30, 2019.
Total portfolio same-center NOI increased 18.5% for the three
months ended June 30, 2021. Total portfolio same-center NOI for the
six months ended June 30, 2021, declined 1.9%.
Portfolio occupancy as of June 30, 2021, was 87.0%, representing a
160-basis point improvement from the sequential quarter and a
110-basis point decline compared with 88.1% as of June 30, 2020.
Same-center mall occupancy was 85.2% as of June 30, 2021,
representing a 200-basis point increase sequentially and a
160-basis point decline compared with 86.8% as of June 30, 2020. An
estimated 379-basis points of the decline in total mall portfolio
occupancy was due to store closures related to tenants in
bankruptcy.
"Shopping at the mall is back! The combination of pent-up demand,
stimulus checks, positive consumer sentiment and cabin fever led to
a rebound in sales across our portfolio over the last few months,"
said Stephen Lebovitz, Chief Executive Officer. "Sales at nearly
all our malls are exceeding 2019 levels, with many categories
showing double-digit increases. Traffic has picked up as well and
is approaching pre-pandemic levels. This recovery benefited second
quarter results, with percentage rents and short-term income
trending above expectations. Preliminary reports on back-to-school
are positive, which bodes well for the holiday sales season.
Same-center NOI increased more than 18%, much of which was driven
by the $33 million positive variance in the estimate for
uncollectable revenues and abatements. Even with inflation
pressures, we kept expenses, as well as capital expenditures, in
check.
"We are maintaining the positive momentum of redevelopments across
our portfolio and are strengthening our properties by converting
vacant parcels and former anchor stores into more productive uses.
In June, we opened the HCA office building at Pearland Town Center,
which will generate steady traffic for our stores and restaurants.
Just a few days ago, we celebrated the grand opening of Hollywood
Casino at York Galleria in York, PA, marking the second casino in
our portfolio. In July, we sold a former anchor location at
Eastgate Mall in Cincinnati that will be developed into a national
grocer and another former anchor location at Dakota Square in
Minot, ND, was sold to Scheel's sporting goods to bring their
latest prototype to the property. We are under negotiation on
several other locations across our portfolio to a wide range of
tenants including grocery, value retail, entertainment and
e-sports, hotel, multi-family and others that represent a diversity
of uses as we reinvent our malls. We are also adding exciting, new
local and regional specialty stores that are broadening our tenant
mix and revenues.
"We are pleased with the overwhelming support received for our
Chapter 11 Plan of Reorganization from all constituencies, with
over 95% of votes cast voting in favor of the plan. Following the
confirmation hearing on August 11th, the court entered the
confirmation order, providing a clear path to emergence. Between
now and our planned emergence date of November 1, we will be
working diligently to close and effect the approved restructuring
plan. The entire CBL organization is excited about our future. The
balance sheet and cash flow flexibility CBL will enjoy positions us
to implement our redevelopment strategy, as well as pursue new
growth opportunities. We are energized by these opportunities and
CBL's future prospects."
FINANCIAL RESULTS
Net loss attributable to common shareholders for the three months
ended June 30, 2021 was $8.9 million, or a loss of $0.05 per
diluted share, compared with net loss of $81.5 million, or a loss
of $0.42 per diluted share, for the three months ended June 30,
2020.
Net loss attributable to common shareholders for the six months
ended June 30, 2021 was $35.6 million, or a loss of $0.18 per
diluted share, compared with net loss of $215.3 million, or a loss
of $1.16 per diluted share, for the six months ended June 30,
2020.
FFO, as adjusted, allocable to common shareholders, for the three
months ended June 30, 2021 was $77.5 million, or $0.39 per diluted
share, compared with $4.7 million, or $0.02 per diluted share, for
the three months ended June 30, 2020. FFO, as adjusted, allocable
to the Operating Partnership common unitholders, for the three
months ended June 30, 2021 was $79.5 million compared with $4.9
million for the three months ended June 30, 2020.
FFO, as adjusted, allocable to common shareholders, for the six
months ended June 30, 2021 was $144.4 million, or $0.73 per diluted
share, compared with $52.0 million, or $0.28 per diluted share, for
the six months ended June 30, 2020. FFO, as adjusted, allocable to
the Operating Partnership common unitholders, for the six months
ended June 30, 2021 was $148.2 million compared with $56.5 million
for the six months ended June 30, 2020.
Percentage change in same-center Net Operating Income ("NOI")
Major variances impacting same-center NOI for the three months
ended June 30, 2021, include:
Same-center NOI increased $16.7 million, due to a $23.5 million
increase in revenues partially offset by a $6.8 million increase in
operating expenses.
Rental revenues increased $22.9 million, including a $29.6 million
increase in minimum and other rents and a $3.6 million increase in
percentage rents. Rental revenues also include a $10.3 million
decline in tenant reimbursements (net of any abatements). The
increase in rental revenues for the quarter was primarily due to
the $31.2 million positive variance from uncollectable revenues.
The total estimate for uncollectable revenues and abatements for
the second quarter 2021 was $8.6 million compared with a total of
$39.9 million in the prior year period.
Property operating expenses increased $5.0 million compared with
the prior year, primarily due to the reopening of CBL's portfolio.
Maintenance and repair expenses increased $3.6 million. Real estate
tax expenses declined by $1.5 million.
COVID-19 RENT COLLECTION UPDATE
The Company has collected approximately 90% of related gross rents
for the period April 2020 through June 2021. As of July 2021, CBL
had deferred approximately $40.5 million in rents. Of the
approximately 73% of the deferred amounts billed to-date, CBL has
collected approximately 93%.
LIQUIDITY
As of June 30, 2021, on a consolidated basis, the company had
$329.5 million available in unrestricted cash and marketable
securities.
Same-Center Sales Per Square Foot for Mall Tenants 10,000 Square
Feet or Less:
Sales for the second quarter 2021 increased 22.3% as compared with
the second quarter 2019, with 52 of CBL's 56 reporting malls
demonstrating an increase over the comparable period. For the six
months ended June 30, 2021, sales increased 17.2% as compared with
the six months ended June 30, 2019. Due to the temporary mall and
store closures that occurred in 2020, the majority of CBL's tenants
did not report sales for the full reporting period. As a result,
CBL is not able to provide a complete measure of sales for the
trailing twelve-month period.
FINANCING ACTIVITY AND LENDER DISCUSSIONS
In July 2021, the Company reached a comprehensive settlement
agreement with the existing lender to modify the loan secured by
The Outlet Shoppes at Laredo, subject to court approval and
documentation. The modified loan has a principal balance of $39.95
million, bears interest at LIBOR plus 3.25% and has a maturity date
of July 2023, with a one-year extension option available at the
Company's election. As part of the settlement, the parties have
agreed to a $5.0 million maximum unsecured deficiency claim,
certain agreed-upon covenants and defaults, and mutual releases.
The settlement is expected to be implemented through a stipulated
dismissal of the Laredo Outlet Shoppes chapter 11 case.
In July 2021, the Company reached an agreement with the lender to
amend the loan secured by Springs at Port Orange, which extends the
term of the note to December 31, 2021 and increases the principal
amount of the loan to $44.4 million ($19.3 million at CBL's share).
The interest rate was reduced from LIBOR plus 235 basis points to
LIBOR plus 200 basis points.
In August 2021, CBL entered into a forbearance agreement with the
lender for the $137.6 million non-recourse loan secured by Fayette
Mall in Lexington, KY, that provides that, subject to certain
conditions, the lender would forbear from exercising any rights
with respect to the loan maturity default until December 1, 2021.
CBL has reached an agreement, in principle, on the modification and
extension of the loan secured by Fayette Mall in Lexington, KY. The
agreement is subject to additional lender approvals and due
diligence. The loan is expected to be extended for two years, with
three additional one-year extension options, subject to certain
requirements. The fixed interest rate was reduced from 5.42% to
4.25%.
CBL anticipates cooperating with conveyance or foreclosure
proceedings for Park Plaza in Little Rock, AR ($76.8 million),
EastGate Mall in Cincinnati, OH ($30.3 million) and Asheville Mall
in Asheville, NC ($62.1 million). Park Plaza and Asheville Mall
were deconsolidated during the first quarter 2021. CBL no longer
controls either property following their transfer to receivership.
EastGate Mall is expected to be transferred into receivership
imminently.
The $71.3 million loan secured by Parkdale Mall and Crossing
matured in March 2021 and is currently in default. The $8.0 million
loan secured by Hamilton Crossing matured in April 2021 and is
currently in default. Additionally, the $43.0 million loan secured
by Alamance Crossing matured in July 2021 and is currently in
default. CBL is in discussion with each respective existing lender
regarding loan modifications and extensions.
Additionally, CBL is in the process of negotiating extensions and
modifications of the remaining property level mortgage loans with
maturities in 2021 and 2022.
RESTRUCTURING UPDATE
Following the confirmation hearing held on August 11, 2021, the
United States Bankruptcy Court for the Southern District of Texas
entered an order approving the Company's Plan of Reorganization.
The latest information on CBL's restructuring, including news and
frequently asked questions, can be found at
cblproperties.com/restructuring or
https://dm.epiq11.com/case/cblproperties/info.
DISPOSITIONS
In July 2021, CBL completed the sale of the former Sears location
at Dakota Square Mall in Minot, ND to Scheel's for $4.0 million.
Scheel's plans to expand the former Sears building to approximately
100,000-square-feet to accommodate their new prototype and relocate
from their existing location to the new store. Additionally, in
July, CBL sold a former department store in Cincinnati, Ohio for
$5.2 million, for redevelopment into a future grocer.
In July 2021, CBL entered into a contract for the sale of 62
residential units at Pearland Town Center in Houston, TX, for $8.75
million. The disposition is subject to due diligence, customary
closing conditions and approval by the Bankruptcy Court and is
expected to close in late '21.
Year-to-date, CBL has generated $15.7 million in gross proceeds
from asset sales.
DEVELOPMENT AND LEASING PROGRESS
During the second quarter, CBL celebrated the opening of a new
135-key Aloft hotel at Hamilton Place in Chattanooga, TN, and the
HCA medical office building at Pearland Town Center in Houston,
TX.
On August 12th, 2021, Hollywood Casino at York Galleria in York, PA
held its grand opening. Hobby Lobby at West Towne Mall in Madison,
WI, celebrated its grand opening recently and Rooms to Go at Cross
Creek in Fayetteville, NC will open later this year.
During the second quarter, CBL commenced construction on the
redevelopment of the former Herberger's location at Kirkwood Mall
in Bismarck, ND. Kirkwood Mall will welcome fast casual restaurant,
Pancheros Mexican Grill, Thrifty White Pharmacy in addition to
Chick-fil-A, Five Guys, and Blaze Pizza.
Additional offerings, including new restaurants, fitness, hotel and
other uses are planned or under negotiation and will be announced
as details are finalized.
Detailed project information is available in CBL's Financial
Supplement for Q2 2021, which can be found in the Invest --
Financial Reports section of CBL's website at cblproperties.com.
About CBL Properties
Headquartered in Chattanooga, TN, CBL Properties, previously CBL &
Associates, (OTCMKTS: CBLAQ) -- http://www.cblproperties.com/-- is
a self-managed, self-administered, fully integrated real estate
investment trust (REIT) that is engaged in the ownership,
development, acquisition, leasing, management and operation of
regional shopping malls, open-air and mixed-use centers, outlet
centers, associated centers, community centers, and office
properties.
CBL's portfolio is comprised of 107 properties totaling 66.7
million square feet across 26 states, including 65 high-quality
enclosed, outlet and open-air retail centers and 8 properties
managed for third parties. It seeks to continuously strengthen its
company and portfolio through active management, aggressive leasing
and profitable reinvestment in its properties.
CBL, CBL & Associates Limited Partnership and certain other related
entities filed voluntary petitions for reorganization under Chapter
11 of the U.S. Bankruptcy Code in Houston, Texas, on Nov. 1, 2020
(Bankr. S.D. Tex. Lead Case No. 20-35226).
In their restructuring, the Debtors tapped Weil, Gotshal & Manges
LLP as their legal counsel, Moelis & Company as restructuring
advisor and Berkeley Research Group, LLC as financial advisor.
Epiq Corporate Restructuring, LLC, was the claims agent.
* * *
CBL & Associates Properties in early August 2021 won approval of
its reorganization plan that cut $1 billion in debt, mainly by
handing ownership to bondholders. Under the plan, bondholders will
get 89 percent of the new CBL and existing shareholders will get 11
percent.
CEL-SCI CORP: Incurs $8.9 Million Net Loss in Third Quarter
-----------------------------------------------------------
CEL-SCI Corporation filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $8.94 million on zero grant income for the three months ended
June 30, 2021, compared to a net loss of $10.28 million on $195,874
of grant income for the three months ended June 30, 2020.
For the nine months ended June 30, 2021, the Company reported a net
loss of $28.16 million on zero grant income compared to a net loss
of $24.88 million on $530,106 of grant income for the nine months
ended June 30, 2020.
As of June 30, 2021, the Company had $79.64 million in total
assets, $19.85 million in total liabilities, and $59.79 million in
total stockholders' equity.
In response to the global outbreak of COVID-19 and the World Health
Organization's classification of the outbreak as a pandemic, the
Company continues to take the necessary precautions to ensure the
safety of its employees and to minimize interruptions to its
operations. Management follows the Centers for Disease Control and
Prevention's ("CDC") guidance and the recommendations and
restrictions provided by state and local authorities. The full
impact of the COVID-19 outbreak continues to evolve as of the date
of this report. As such, it is uncertain as to the full magnitude
of impact the pandemic will have on the Company's financial
condition, liquidity and future results of operations. Management
is actively monitoring the risks to public health and the impact of
overall global business activity on its financial condition,
liquidity, operations, suppliers, industry, and workforce.
The financial statements have been prepared assuming the Company
will continue as a going concern, but due to the Company's
recurring losses from operations and future liquidity needs, there
is substantial doubt about the Company's ability to continue as a
going concern. The financial statements do not include any
adjustments that might result from the outcome of this
uncertainty."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/725363/000165495421008919/cvm_10q.htm
About CEL-SCI Corporation
CEL-SCI -- http://www.cel-sci.com-- is a clinical-stage
biotechnology company focused on finding the best way to activate
the immune system to fight cancer and infectious diseases. The
Company's lead investigational therapy Multikine is currently in a
pivotal Phase 3 clinical trial involving head and neck cancer, for
which the Company has received Orphan Drug Status from the FDA.
The Company has operations in Vienna, Virginia, and near Baltimore,
Maryland.
CEL-SCI reported a net loss of $30.25 million for the year ended
Sept. 30, 2020, compared to a net loss of $22.13 million for the
year ended Sept. 30, 2019. As of March 31, 2021, the Company had
$48.37 million in total assets, $19.03 million in total
liabilities, and $29.33 million in total stockholders' equity.
BDO USA, LLP, in Potomac, Maryland, the Company's auditor since
2005, issued a "going concern" qualification in its report dated
Dec. 29, 2020, citing that since inception the Company has suffered
recurring losses from operations and expects to continue incurring
losses. In addition, the Company is dependent on raising
additional capital to continue to fund its operations. These
factors raise substantial doubt about the Company's ability to
continue as a going concern.
CINEMA SQUARE: Taps Pacifica Commercial as Real Estate Broker
-------------------------------------------------------------
Cinema Square, LLC seeks approval from the U.S. Bankruptcy Court
for the Central District of California to hire Pacifica Commercial
Realty to negotiate a lease of its properties in Atascadero,
Calif., for a period until Dec. 31, 2021.
The firm will be paid a commission of 6 percent of the base rent
paid in the first five years of a new lease, plus 3 percent of the
base rent thereafter.
Newlin Hastings, the firm's broker who will be providing the
services, 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:
Newlin Hastings
Pacifica Commercial Realty
2520 Professional Parkway
Santa Maria, CA 93455
Tel.: (805) 928-2800
Email: info.santamaria@pacificacre.com
About Cinema Square LLC
Cinema Square, LLC, owner of a small shopping center in Atascadero,
Calif., filed a petition for Chapter 11 protection (Bankr. C.D.
Calif. Case No. 21-10634) on June 14, 2021, disclosing up to $50
million in assets and up to $10 million in liabilities. Cinema
Square President Jeffrey C. Nelson signed the petition.
Judge Deborah J. Saltzman oversees the case.
Beall & Burkhardt, APC and Damitz, Brooks, Nightingale, Turner &
Morrisset serve as the Debtor's legal counsel and accountant,
respectively.
CITY COMMUNICATIONS: Case Summary & 6 Unsecured Creditors
---------------------------------------------------------
Debtor: City Communications, Inc.
Pobish Khan 300 Village Center Dr, Suite 103
Woodstock, GA 30188-5135
Chapter 11 Petition Date: August 18, 2021
Court: United States Bankruptcy Court
Northern District of Georgia
Case No.: 21-56170
Debtor's Counsel: Edward F. Danowitz, Esq.
DANOWITZ LEGAL, PC
300 Galleria Pkwy SE Ste 960
Atlanta, GA 30339-5949
E-mail: edanowitz@danowitzlegal.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Pobish Khan as CEO.
A full-text copy of the petition containing, among other items, a
list of the Debtor's six unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/QO5L5YA/City_Communications_Inc__ganbke-21-56170__0001.0.pdf?mcid=tGE4TAMA
CLASSIC CATERING: Seeks to Employ Jeff Owens as Accountant
----------------------------------------------------------
Classic Catering Inc. seeks approval from the U.S. Bankruptcy Court
for the Northern District of Alabama to hire Jeff Owens and
Associates Inc. to assist in the financial record-keeping, gather
tax basis information needed for the income tax preparation, and
prepare any necessary returns.
The firm will be paid at an hourly rate of $128.
Jeff Owens, the firm's accountant who will be providing the
services, 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:
Jeff Owens, CPA
Jeff Owens and Associates Inc.
P.O. Box 2687
Anniston, AL 36202-2687
Tel.: (256) 835-8260
Email: jeff@jowensinc.com
About Classic Catering
Classic Catering Inc., also known as Classic on Noble, filed a
Chapter 11 petition (Bankr. N.D. Ala. Case No. 21-40569) on June 9,
2021, listing up to 100,000 in assets and up to $500,000 in
liabilities. Cathryn L. Mashburn, secretary, signed the petition.
Judge James J. Robinson oversees the case.
The Law Offices of Harry P. Long, LLC and Jeff Owens and Associates
Inc. serve as the Debtor's legal counsel and accountant,
respectively.
CLEANSPARK INC: Incurs $16.7 Million Net Loss in Third Quarter
--------------------------------------------------------------
CleanSpark, Inc. filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing a net loss of $16.68
million on $11.92 million of total net revenues for the three
months ended June 30, 2021, compared to a net loss of $8.55 million
on $3.44 million of total 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 $16.44 million on $22.29 million of total net revenues
compared to a net loss of $16.28 million on $8.07 million of total
net revenues for the same period during the prior year.
As of June 30, 2021, the Company had $297.49 million in total
assets, $15.69 million in total liabilities, and $281.80 million in
total stockholders' equity.
As of June 30, 2021, the Company had total current assets of
$51,850,309 , consisting of cash, digital currency, accounts
receivable, and prepaid expenses and other current assets, and
total assets in the amount of $297,488,821. The Company's current
and total liabilities as of June 30, 2021 were $11,910,017 and
$15,693,207 respectively. The Company had working capital of
$39,940,292 as of June 30, 2021. During the three-month periods
ending June 30, 2021 and March 31, 2021, the Company mined
approximately 191 and 144 bitcoin, respectively, an increase of 47
bitcoin, or 32%, over the prior quarter. The average price of
bitcoin increased from $45,265 to $46,445, or 2.6%, during the
three-month period ending March 31, 2021 and June 30, 2021,
respectively.
Cleanspark said, "Our sources of liquidity and cash flows are used
to fund ongoing operations, research and development projects for
new products and technologies and provide ongoing support services
for our customers. Over the next year, we anticipate that we will
use our liquidity and cash flows from our operations to fund our
growth. In addition, as part of our business strategy, we
occasionally evaluate potential acquisitions of businesses and
products and technologies. Accordingly, a portion of our available
cash may be used at any time for the acquisition of complementary
products, services, or businesses. Such potential transactions may
require substantial capital resources, which may require us to seek
additional debt or equity financing. We cannot assure you that we
will be able to successfully identify suitable acquisition
candidates, complete acquisitions, integrate acquired businesses
into our current operations, or expand into new markets.
Furthermore, we cannot provide assurances that additional financing
will be available to us in any required time frame and on
commercially reasonable terms, if at all.
Given the Company's potential sources of liquidity and cash flows,
management believes that the Company has sufficient liquidity to
satisfy its anticipated working capital requirements for its
ongoing operations and obligations for at least the next twelve
months given that the Company's management prepares budgets and
monitors the financial results of the Company as a tool to align
liquidity needs to the recurring business requirements. However,
the Company shall continue to evaluate its capital expenditure
needs based upon factors including but not limited to the Company's
revenues from operations and mining, growth rate, the timing and
extent of spending to support development efforts, the expansion of
the Company's sales and marketing, the timing of new product
introductions, and the continuing market acceptance of the
Company's products and services and bitcoin prices. If cash
generated from operations is insufficient to satisfy the Company's
capital requirements, the Company may open a revolving line of
credit with a bank, or it may have to sell additional equity or
debt securities or obtain expanded credit facilities to fund its
operating expenses, pay its obligations, diversify its geographical
reach, and grow the Company. In the event such financing is needed
in the future, there can be no assurance that such financing will
be available to the Company, or, if available, that it will be in
amounts and on terms acceptable to the Company. If the Company
cannot raise additional funds when it needs or wants them, the
Company's operations and prospects could be negatively affected.
However, if cash flows from operations become insufficient to
continue operations at the current level, and if no additional
financing were obtained, then management would restructure the
Company in a way to preserve its business while maintaining
expenses within operating cash flows."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/827876/000166357721000429/clsk10q.htm
About CleanSpark
Headquartered in Bountiful, Utah, CleanSpark, Inc. --
www.cleanspark.com -- is in the business of providing advanced
energy software and control technology that enables a plug-and-play
enterprise solution to modern energy challenges. Its services
consist of intelligent energy monitoring and controls, microgrid
design and engineering and consulting services. Its software
allows energy users to obtain resiliency and economic optimization.
The Company's software is uniquely capable of enabling a microgrid
to be scaled to the user's specific needs and can be widely
implemented across commercial, industrial, military and municipal
deployment.
CleanSpark reported a net loss of $23.35 million for the year ended
Sept. 30, 2020, a net loss of $26.12 million for the year ended
Sept. 30, 2019, and a net loss of $47.01 million for the year ended
Sept. 30, 2018. As of March 31, 2021, the Company had $292.6
million in total assets, $8.89 million in total liabilities, and
$283.72 million in total stockholders' equity.
CLEARPOINT CHEMICALS: Taps David Carickhoff as Expert Witness
-------------------------------------------------------------
Clearpoint Chemicals, LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Alabama to hire David
Carickhoff, Jr. of Archer & Greiner, P.C. as a professional expert
witness.
The Debtor requires an expert witness to provide opinion on the
viability, value and collectability of its potential claims against
its insiders that may be brought pursuant to Sections 544, 547, and
548 of the Bankruptcy Code and under state law, including illegal
dividend and for breach of duty, as well as to determine a fair
settlement amount of those claims, if warranted.
The Debtor will pay Mr. Carickhoff a flat fee of $25,000.
Mr. Carickhoff disclosed in a court filing that he is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
Mr. Carickhoff can be reached at:
David W. Carickhoff, Jr.
Archer & Greiner, P.C.
300 Delaware Avenue, Suite 1100
Wilmington, DE 19801
Tel.: 302-777-4350
Fax: 302-777-4352
Email: dcarickhoff@archerlaw.com
About Clearpoint Chemicals
Clearpoint Chemicals, LLC, operates in the specialty chemical
services industry. It develops customer-specific chemical
solutions, provides in-house last mile logistics, and delivers
on-site application and management, and continued communication and
project assessment services.
Clearpoint Chemicals sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Ala. Case No. 20-12274) on Sept. 29,
2020. At the time of the filing, the Debtor disclosed assets of
between $10 million and $50 million and liabilities of the same
range.
Judge Jerry C. Oldshue oversees the case.
The Debtor tapped Silver, Volt & Garrett as its bankruptcy counsel.
R. Tate Young, Esq., an attorney practicing in Houston, and Michael
W. Huddleston, Esq., of Munsch, Hardt, Kopf & Harr, P.C., serve as
the Debtor's special counsel.
CONNOR FOREST: Seeks to Hire Chad Albrecht as Real Estate Broker
----------------------------------------------------------------
Connor Forest Management, LLC seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Wisconsin to hire Chad
Albrecht of Symes Realty to find a buyer for its property at 6580
Schmelling Lane, Laona, Wisc.
Mr. Abrecht will be paid a commission of 6 percent of the sale
price. Any cooperating firm will likewise receive a commission of
2.40 of the sale price.
Mr. Albrecht 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:
Chad Albrecht
Symes Realty
1721 School Lane
Suamico WI 54173
Tel: 920-471-8033
About Connor Forest Management
Laona, Wisc.-based Connor Forest Management, LLC is a privately
held company in the timber business. It also offers other services
such as trucking, land clearing, logging services, excavation and
firewood delivery.
Connor Forest Management filed a voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wis. Case No.
21-23637) on June 25, 2021, disclosing total assets of $2,212,324
and total liabilities of $4,373,227. Robert Connor, owner, signed
the petition. Judge Katherine M. Perhach oversees the case.
George B. Goyke, Esq., at Goyke & Tillisch, LLP, serves as the
Debtor's legal counsel.
CONTINENTAL RESOURCES: S&P Alters Outlook to Pos, Affirms BB+ ICR
-----------------------------------------------------------------
S&P Global Ratings revised its outlook on Oklahoma-based
exploration and production (E&P) company Continental Resources Inc.
to positive from stable and affirmed its 'BB+' issuer credit
rating.
At the same time, S&P affirmed its 'BB+' issue-level ratings on the
company's senior unsecured notes.
S&P said, "The positive outlook reflects our view that
Continental's positive DCF generation and commitment to further
absolute debt reduction will continue to support stronger credit
measures, including funds from operations (FFO) to debt of about
60% for at least the next two years.
"Our revised outlook reflects our expectation that credit measures
will improve significantly on a sustained basis, supported
longer-term by the company's absolute debt reduction. Continental's
production is largely unhedged, which has been beneficial to cash
flow and leverage metrics thus far in 2021 following the sharp run
up in both crude oil and natural gas prices. Under our current
price assumptions, including West Texas Intermediate (WTI) oil
prices of $60 per barrel (bbl) in the remainder of 2021 and $55/bbl
in 2022, and our recent upwardly revised Henry Hub gas price
assumptions of $3.50 per million British thermal units (mmBtu) for
the remainder of 2021 and $3.00/mmBtu in 2022, we expect FFO to
debt to average about 60% in 2021 and 2022. We expect debt to
EBITDA to average around 1.5x over the same period.
"Improved pricing and capital efficiency are driving strong free
operating cash flow (FOCF) in 2021. Continental has maintained a
moderate $1.4 billion capital spending program in 2021, which is
expected to deliver production growth of about 8% compared with
2020. Under our current price assumptions, we project FOCF of more
than $1.5 billion in 2021 and $1 billion in 2022. We expect the
primary use of this FOCF will be for debt repayment, although the
company's recent reinstatement of its dividend and $1 billion share
repurchase program (which has $683 million remaining) will also be
funded with FOCF.
"Continental has committed to further reducing absolute debt, which
we view as a key step in reaching investment grade ratings. During
the first half of 2021, Continental reduced its gross debt by $790
million, to about $4.74 billion. This included the repayment of
$160 million of borrowings on its revolving credit facility and the
remaining $630 million of its 2022 senior unsecured notes.
Management has committed to reducing its gross debt over the next
two years to below $4 billion, which we believe it could mostly
achieve if it elects to redeem its $650 million of remaining 2023
notes. The company also has a year-end 2021 net debt target of $3.7
billion, which compares with net debt of $4.6 billion at midyear,
given its anticipated strong DCF generation. We would look to see
both sustained strong credit measures, including FFO to debt of at
least 60%, and further absolute debt reduction before upgrading
Continental back to investment grade.
"The positive outlook reflects our view that Continental Resources'
credit measures will continue to improve, based on our expectation
that supportive commodity prices and a moderate capital spending
program will enable the company to generate material positive DCF
that we expect it will use primarily to make additional debt
repayments that should help to sustain financial measures at
appropriate levels for the ratings at weaker points in pricing
cycles. We expect FFO/debt of about 60% and DCF/debt of 10%-15%
over the next 12-24 months.
"We could revise the outlook to stable if we expected financial
measures to weaken, such that FFO to debt is expected to fall below
50% on a sustained basis. This would most likely occur if the
company pursues a more aggressive capital spending program than we
currently forecast or if commodity prices average below our current
price deck assumptions with no offsetting reductions in capital
spending. Furthermore, if the company pursued a more aggressive
shareholder-returns strategy and, as a result, we no longer believe
it will reach its debt reduction targets per our current
expectations, we could revise our outlook to stable.
"We could consider raising our rating over the next 24 months if
Continental Resources sustains FFO/debt at or above 60% and takes
additional steps to permanently reduce its outstanding gross debt
below current levels. This would most likely occur if supportive
commodity prices and a moderate capital spending program enabled
the company to continue to generate material positive DCF to fund
future debt repayment. In addition, we would anticipate the company
maintains a moderate financial policy consistent with
investment-grade peers."
CUSTOM TRUCK: Incurs $129.4 Million Net Loss in Second Quarter
--------------------------------------------------------------
Custom Truck One Source, Inc. filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing a
net loss of $129.36 million on $375.11 million of total revenue for
the three months ended June 30, 2021, compared to a net loss of
$13.15 million on $68.48 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 $157.26 million on $453.41 million of total revenues
compared to a net loss of $29.12 million on $150.22 million of
total revenue for the same period during the prior year.
As of June 30, 2021, the Company had $2.70 billion in total assets,
$437.09 million in total current liabilities, $1.39 billion in
total long-term liabilities, and $873.89 million in total
stockholders' equity.
The Company said, "Our principal sources of liquidity include cash
generated by operating activities and borrowings under revolving
credit facilities. We believe that our liquidity sources and
operating cash flows are sufficient to address our operating, debt
service and capital requirements over the next 12 months; however,
we are continuing to monitor the impact of COVID-19 on our business
and the financial markets."
As of June 30, 2021, the Company had $27.2 million in cash and cash
equivalents compared to $3.4 million as of Dec. 31, 2020. As of
June 30, 2021, the Company had $385.0 million of outstanding
borrowings under its ABL Facility compared to $251.0 million of
outstanding borrowing under the 2019 Credit Facility as of Dec. 31,
2020.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1709682/000170968221000050/nsco-20210630.htm
About Custom One Truck
Custom Truck One Source, Inc. (formerly known as Nesco Holdings,
Inc.) is a provider of specialty equipment, parts, tools,
accessories and services to the electric utility transmission and
distribution, telecommunications and rail markets in North America.
CTOS offers its specialized equipment to a diverse customer base
for the maintenance, repair, upgrade and installation of critical
infrastructure assets, including electric lines, telecommunications
networks and rail systems. The Company's coast-to-coast rental
fleet of more than 8,800 units includes aerial devices, boom
trucks, cranes, digger derricks, pressure drills, stringing gear,
hi-rail equipment, repair parts, tools and accessories. For more
information, please visit investors.customtruck.com.
The Company reported net losses of $21.28 million in 2020, $27.05
million in 2019, and $15.53 million in 2018. As of March 31, 2021,
the Company had $750.24 million in total assets, $65.07 million in
total current liabilities, $753.84 million in total long-term
liabilities, and $68.67 million in total stockholders' deficit.
DELEK US HOLDINGS: Fitch Assigns First Time 'BB-' LT IDR
--------------------------------------------------------
Fitch Ratings has assigned a first-time Long-Term Issuer Default
Rating (IDR) of 'BB-' to Delek US Holdings, Inc. Fitch has also
assigned a 'BB+'/'RR1' rating to the senior secured revolving
credit facility, and 'BB+'/'RR2' rating to Delek's senior secured
term loans. The Rating Outlook is Negative.
Delek's ratings reflect its medium size with 302,000bpd of
nameplate capacity, material diversification into non-refining
businesses and resulting integration, location-advantaged assets
near the Permian basin and Gulf of Mexico, and expected
conservative financial policy prioritizing liquidity preservation
over shareholder returns. These credit strengths are tempered by
relatively low asset complexity, small scale, geographic
concentration within PADD III, redetermination risks around its
revolver, volatile commodity pricing and crack spreads, and an
unfavorable regulatory environment, including RINs exposure.
The Negative Outlook reflects the risk that the refining sector
demand profile will be impaired for an extended period, as well as
uncertainty around Delek's potential RINs exposure in the event its
small refinery exemptions are not renewed by the EPA.
KEY RATING DRIVERS
Adequate Liquidity and Conservative Financial Policy: At 2Q21,
Delek (DK) exhibited significant liquidity buffers to fund negative
cash flow and capital expenditures with $833 million of cash on the
balance sheet, and approximately $700 million of availability under
its $1 billion revolver. The company also benefits from less
traditional liquidity levers such as drop downs to Delek Logistics
(e.g. 1Q20 Big Spring gathering assets; $100 million cash and 5
million common units) the ability to sell Delek Logistics (DKL)
equity in the market, and asset divestitures (2Q20 Bakersfield
refinery sale; $40 million cash).
In addition, management discontinued common dividends and
significantly reduced the capex budget, further enhancing
liquidity. While the revolver may be subject to energy-price-linked
redetermination, Fitch expects Delek to maintain sufficient
liquidity to fund necessary maintenance and growth capex, as well
as near-term cash burn associated with expected profitability
pressure from ongoing economic recovery.
Diversification Into Non-Refining Sectors: Delek has continuously
grown its logistics and retail segments, which has allowed the
company to mitigate volatility in refining. Delek Logistics, an MLP
in which the company has an 80% limited partner interest,
represents the midstream operations of the consolidated entity. The
company's strategy is to enhance and grow midstream operations
through joint ventures, drop downs and investments to increase
existing pipeline capacity, thereby diversifying the earnings
stream towards more stable cash flows.
Through increasing pipeline infrastructure, DK will continue to
grow its integrated platform enhancing feedstock and end market
optionality. Additionally, the company operates 252 retail
locations that offer fuel and merchandise offerings (food, tobacco
beverages). Retail provides additional cash flow diversification as
well as synergistic advantages due to approximately 80% integration
with existing downstream operations. Fitch views this
diversification and integrated platform as a credit positive that
helps to stabilize financial performance against the volatility of
the refining sector.
Relatively Small, Average Quality Asset Base: With 302 mbbl/d of
refining capacity, DK is notably smaller than peers CITGO (~750
mbbl/d) and PBF Holdings (PBF, ~1,000 mbbl/d) and between
HollyFrontier (HFC, ~678 mbbl/d) and CVR (207 mbbl/d). Quality is
limited by Delek's lower Nelson Complexity Indexed refineries,
ranging from 8.7-10.5 compared with more complex peers (PBF:
12.8-15.5, VLO Gulf Coast: 13.0). This lack of complexity is
tempered by Delek's flexibility, given their access to low cost
Permian crude and regional crudes, although differentials remain
weak.
Challenging Regulatory Environment: U.S. refiners face several
unfavorable regulatory headwinds that will cap long-term demand for
refined product. These include renewable requirements under the RFS
program, higher corporate average fuel economy (CAFE) standards,
and regulation of greenhouse gas emissions. These regulations are
expected to limit growth in domestic product demand and keep the
industry reliant on exports to maintain full utilization.
Delek's ethanol and biodiesel production is not currently
sufficient to fully meet its renewable fuel obligations. Delek also
has above average uncertainty regarding its RINs exposure, given
that it has historically received EPA small refinery exemptions
(SREs) for all four of its facilities. Management has stated that
the 2020 gross obligation for its four refineries was approximately
340 million RINs, although a portion of this obligation is offset
by RINs production, and could be further reduced by future
potential exemptions. There is no guarantee the EPA will continue
to grant the company SREs, which would lead to significant cash
outflows given high RINs prices.
High Volatility Industry: Refining is one of the most cyclical
corporate sectors, subject to periods of boom and bust, with abrupt
inflection points in crack spreads and feedstock costs over the
commodity cycle. Delek's production slate is geared primarily
towards gasoline and diesel/jet fuel.
DERIVATION SUMMARY
Delek (302,000bpd) operates on a smaller scale than Fitch rated
peers such as HollyFrontier Corporation (678,000bpd pro forma for
recent acquisitions, BBB-/Negative) and PBF Holding Company
(1.04mmbpd, B+/Negative), but has higher nameplate capacity than
CVR Energy (206,500bpd, BB-/Negative). While the company exhibits
higher leverage (3.6x, 2019) than CVR (1.4x, 2019) and larger peers
HollyFrontier (1.3x, 2019) and PBF (1.9x, 2019), Delek benefits
from material cash flow diversification from the midstream and
retail segments.
Similar to other peers, the company has the ability to process
discounted regional crudes, although crude spreads remain muted.
Delek has heightened uncertainty in terms of its RINs exposure,
given the lack of clarity around SREs and the fact that all four of
its refineries have historically been granted SREs. Fitch notes
that 2019 metrics are used to reflect the pre-pandemic
environment.
KEY ASSUMPTIONS
Fitch's key assumptions within the base case for the issuer
include:
-- WTI oil prices of $60/bbl in 2021, $52/bbl in 2022 and $50/bbl
thereafter;
-- Crack spreads gradually increase throughout the rating case to
pre-pandemic, historical averages;
-- Reduced capex in 2021 gradually increasing through the
forecast in line with management guidance;
-- Steady and growing cash flows from Logistics and Retail
segments due to ongoing and expected capital projects.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Material increase in size, scale or asset quality as evidenced
by an increase in refining capacity and/or asset complexity;
-- Stand-alone Total Debt/EBITDA sustained below 2.5x (Stand
alone Net Debt/EBITDA below 1.5x).
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Erosion of liquidity buffers resulting from prolonged negative
cash flow and/or material downward borrowing base
redetermination;
-- Inability to renew small refinery exemptions leading to
significant RINs exposure;
-- Stand-alone Total Debt/EBITDA sustained above 3.5x (Stand
alone Net Debt/EBITDA sustained above 2.5x);
-- Change in stated financial policy that prioritizes shareholder
returns over sustaining the liquidity 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 Buffers: At 2Q21, Delek exhibited sufficient
liquidity buffers, and Fitch expects the company to be able to
cover necessary maintenance, growth capex and near-term cash burn.
Limited Near-Term Maturities: The company's debt structure consists
primarily of a $1.25 billion first lien term loan, $1 billion first
lien revolver maturing in 2025 and 2023, respectively, with smaller
facilities (Hapoalim $40 million term loan and $50 million Reliant
revolver) due in 2022. Fitch believes that Delek's
location-advantaged (albeit small) asset base and midstream/retail
diversification inform a robust business model and reduce
refinancing risk.
ISSUER PROFILE
Delek U.S. Holdings, Inc. is a small U.S.-based downstream energy
company with petroleum refining assets, logistics and terminaling
assets, and convenience store retailing operations mainly in Texas,
Arkansas, and Louisiana (all refineries are in the PADD 3 region).
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.
DIAMOND SPORTS: Undertakes Debt Swap to Refinance Debt Load
-----------------------------------------------------------
Allison McNeely of Bloomberg News reports that Diamond Sports Group
LLC's near record-low bond prices following the failed renewal of
its Dish Network Corp. carrier deal could help the troubled
broadcaster undertake a much-needed debt exchange, according to
Bloomberg Intelligence.
Diamond Sports, owned by Sinclair Broadcast Group Inc., has been
negotiating with creditors for months over ways to refinance its $8
billion debt load. Bond trading suggests that investors who don't
support the company's plans are selling to those who do, and they
may be willing to put new money into the company in exchange for a
variety of rights and fees.
About Diamond Sports
Headquartered in Hunt Valley, Maryland, Diamond Sports Group, LLC,
was formed on March 11, 2019, and is the entity through which
Sinclair Broadcast Group, Inc., executed the acquisition of the
RSNs. Diamond owns and operates 22 RSNs that broadcast NBA, NHL
and MLB games on pay-TV platforms.
DIOCESE OF BUFFALO: Has 900 Abuse Claims in Bankruptcy Court
------------------------------------------------------------
Jay Tokasz of The Buffalo News reports that more than 900 child sex
abuse claims were filed against the Buffalo Diocese in federal
bankruptcy court by Saturday, the deadline for abuse victims to
come forward if they want part of a potential settlement that could
cost the diocese tens of millions of dollars.
The number of claims was double the largest number ever filed in
the more than 20 prior diocese bankruptcies in the U.S. since 2004.
"The total count right now is 924," said Ilan D. Scharf, attorney
for the committee of unsecured creditors in the diocese bankruptcy
case. "There are sometimes duplicate claims or amended claims and
we're still working through that, but 924 were filed."
"Unfortunately, and sadly, they are consistent and describe just
some horrific abuse that occurred here," he added.
Mr. Scharf also said that some claims may still be in the mail or
have otherwise not been processed yet.
The passing of the deadline Saturday clears the way for the pace of
negotiations among the diocese, its insurers and abuse victims to
pick up.
The claims will be analyzed and assessed, along with the diocese's
insurance, to determine which insurance policies cover which
claims, said Mr. Scharf.
"It's going to take some time to digest the data we just received,"
he said.
The diocese filed for Chapter 11 bankruptcy protection in February
2020 after it was named as a defendant in 260 Child Victims Act
lawsuits. Diocese officials said there was no way the diocese
could afford to continue its operations, while litigating or
settling the lawsuits.
At the time of the filing, diocese officials said they anticipated
more than 400 potential claimants.
"The Diocese is fully focused on fulfilling what this process
initiated by the Child Victims Act is all about, namely, bringing
about a sense of restitution, closure and healing for those who
were abused by members of the clergy. This is a tragedy of truly
epic proportions and as I have maintained since day one as bishop
of the Diocese of Buffalo, it is of paramount importance to deal
with these allegations forthrightly and to work to repair the
enormous damage that has been done not only to the reputation of
the Church here in Western New York, but most importantly to the
lives of those affected," Bishop Michael W. Fisher said in a
statement to The News on Monday, August 16, 2021.
"The process now continues and will be a protracted one as we work
through the legal requirements with the court-appointed creditors'
committee, which of course includes abuse survivors. We will also
be working with the various insurance carriers of the Diocese as we
address the financial implications of these many claims. It is my
hope and fervent prayer -- and I know the hope of many of the
Faithful across our Diocese -- that we can move forward and
ultimately bring a close to this very painful and sordid chapter
which in no way obscures the tremendous good accomplished each and
every day by our Church and those who live faithfully the Gospel of
Jesus Christ."
If all 924 claims move forward, it would amount to the largest
number of claimants ever in a diocese bankruptcy. The largest
number of claimants to date in a settled bankruptcy is 450 in the
Archdiocese of St. Paul and Minneapolis, according to Marie T.
Reilly, professor of law at Pennsylvania State University who
tracks Catholic Church related bankruptcy cases. The Diocese of
Rochester, which also is in a bankruptcy reorganization, received
about 465 claims.
Bankruptcy settlement figures for abuse claims range from $9.8
million in the Diocese of Fairbanks in 2008 to $210 million in the
Archdiocese of St. Paul and Minneapolis in 2018, according to
Reilly.
The Buffalo Diocese bankruptcy claims do not include 106 clergy sex
abuse survivors who settled with the diocese in 2019 through a
voluntary compensation program that paid out $17.5 million. Those
claimants agreed not to sue the diocese in exchange for cash
settlements.
The Buffalo Diocese bankruptcy filing put on hold the Child Victims
Act lawsuits that accuse Catholic priests and other employees of
sexually abusing children, in most cases decades ago.
Last December, Chief Judge Carl L. Bucki of the U.S. Bankruptcy
Court in the Western District of New York set Saturday as the
deadline for abuse victims to submit claims.
The diocese's lawyers had sought an earlier date, Jan. 15, 2021.
Bucki agreed with the committee of unsecured creditors that the
date should coincide with the deadline for filing a Child Victims
Act lawsuit, so that any victims who come forward with claims are
not confused by differing deadlines. A two-year window for filing
Child Victims Act lawsuits also expired on Saturday, August 14,
2021.
"The fact that we did not truncate the bar date in this case I
think gave everybody as much time as necessary to get their claim
in," said Scharf.
Kevin Brun, who is part of the committee of unsecured creditors and
has a claim for alleged abuse by a priest in 1976, said he was
ready to begin negotiations in good faith with the diocese.
"I'm hoping that finally, once and for all, that they do the right
thing," he said.
About The Diocese of Buffalo N.Y.
The Diocese of Buffalo, N.Y., is home to nearly 600,000 Catholics
in eight counties in Western New York. The territory of the
diocese is co-extensive with the counties of Erie, Niagara,
Genesee, Orleans, Chautauqua, Wyoming, Cattaraugus, and Allegany in
New York State, comprising 161 parishes. There are 144 diocesan
priests and 84 religious priests who reside in the Diocese.
The diocese through its central administrative offices (a) provides
operational support to the Catholic parishes, schools, and certain
other Catholic entities that operate within the territory of the
Diocese "OCE"; (b) conducts school operations through which it
provides parish schools with financial and educational support; (c)
provides comprehensive risk management services to the OCEs; (d)
administers a lay pension trust and a priest pension trust for the
benefit of certain employees and priests of the OCEs; and (e)
provides administrative support for St. Joseph Investment Fund,
Inc.
Dealing with sexual abuse claims, the Diocese of Buffalo sought
Chapter 11 protection (Bankr. W.D.N.Y. Case No. 20-10322) on Feb.
28, 2020. The diocese was estimated to have $10 million to $50
million in assets and $50 million to $100 million in liabilities as
of the bankruptcy filing.
The Honorable Carl L. Bucki is the case judge.
Bond, Schoeneck & King, PLLC, led by Stephen A. Donato, Esq., is
the diocese's counsel; Connors LLP and Lippes Mathias Wexler
Friedman LLP are its special litigation counsel; and Phoenix
Management Services, LLC is its financial advisor. Stretto is the
claims agent, maintaining the page:
https://case.stretto.com/dioceseofbuffalo/docket.
The Office of the U.S. Trustee appointed a committee of unsecured
creditors on March 12, 2020. The committee is represented by
Pachulski Stang Ziehl & Jones, LLP and Gleichenhaus, Marchese &
Weishaar, PC.
DIOCESE OF SANTA FE: 650 Properties in New Mexico Up for Auction
----------------------------------------------------------------
SVN Auctions Services, which the U.S. Bankruptcy Court for the
District of New Mexico appointed as auctioneer, will hold an online
bankruptcy auction for certain assets of Roman Catholic Church of
the Archdiocese of Santa Fe scheduled to start from Sept. 21, 2021,
to Sept. 28, 2021, for Phase 1, and November 2021 for Phase 2.
About 650 properties in New Mexico are up for sale to the highest
bidder, subject to the terms of sale and bidding procedures. A
list of properties slated for auction is available at SVN's Web
site at https://bit.ly/3AVqj0h
The sale requires a 2% broker cooperation.
The Auctioneer can be reached at:
SVN Auctions Services
Attn: David E. Gilmore
3316 Florida Avenue
Kenner, Louisiana 70065
Tel: 504-228-6606
505-217-3277
504-468-6800
Fax: 504-468-6811
Email: david.gilmore@svn.com
About the Archdiocese of Santa Fe
The Roman Catholic Church of the Archdiocese of Santa Fe --
https://www.archdiosf.org/ -- is an ecclesiastical territory or
diocese of the southwestern region of the United States in the
state of New Mexico. At present, the Archdiocese of Santa Fe covers
an area of 61,142 square miles. There are 93 parish seats and 226
active missions throughout this area.
The Archdiocese of Santa Fe sought Chapter 11 protection (Bankr.
D.N.M. Case No. 18-13027) on Dec. 3, 2018, to deal with child abuse
claims. It reported total assets of $49,184,579 and total
liabilities of $3,700,000 as of the bankruptcy filing. Judge David
T. Thuma oversees the case.
The archdiocese tapped Elsaesser Anderson, Chtd. and Walker &
Associates, P.C., as bankruptcy counsel, Stelzner, Winter,
Warburton, Flores, Sanchez & Dawes, P.A as special counsel, and
REDW LLC as accountant.
DIOCESE OF SYRACUSE: Seeks to Hire Moxfive LLC as Technical Advisor
-------------------------------------------------------------------
The Roman Catholic Diocese of Syracuse seeks approval from the U.S.
Bankruptcy Court for the Northern District of New York to hire
Moxfive, LLC as technical advisor with respect to non-bankruptcy
cybersecurity matters.
The firm will be compensated in accordance with the insurance
policy the diocese maintains with American International Group,
Inc., which covers, among other things, the financial costs
associated with a cybersecurity breach. The cyber coverage includes
a self-insured retention of $25,000.
Michael Wager, chief executive officer of Moxfive, disclosed in a
court filing that his firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Michael Wager
Moxfive, LLC
1751 Pinnacle Dr., Suite 600
Tysons, VA 22102
Tel: 833-568-6695
About the Diocese of Syracuse
The Roman Catholic Diocese of Syracuse, New York, through its
administrative offices (a) provides operational support to the
Catholic parishes, schools and certain other Catholic entities that
operate within the territory of the Diocese in support of their
shared charitable, humanitarian and religious missions; (b)
conducts school operations by managing tuition and scholarship
payments, employee payroll, and other school-related operating
expenses for separately incorporated Diocesan schools, as well as
providing parish schools with financial, operational and
educational support; and (c) provides comprehensive risk management
services to the OCEs through the Diocese's insurance program. For
more information, visit www.syracusediocese.org
The Roman Catholic Diocese of Syracuse, New York, filed its
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bank. N.D.N.Y. Case No. 20-30663) on June 19, 2020. Stephen
A. Breen, chief financial officer, signed the petition. At the time
of filing, the Debtor estimated $10 million to $50 million in
assets and $50 million to $100 million in liabilities.
Judge Margaret M. Cangilos-Ruiz oversees the case.
Bond, Schoeneck and King, PLLC serves as the Debtor's bankruptcy
counsel. The Debtor also tapped Mullen Coughlin LLC as special
counsel, Arete Advisors LLC as cybersecurity consultant, and
Moxfive LLC as technical advisor. Stretto is the claims agent and
administrative advisor.
The U.S. Trustee for Region 2 appointed a committee to represent
unsecured creditors in the Debtor's bankruptcy case. The committee
tapped Stinson, LLP as bankruptcy counsel and Saunders Kahler,
L.L.P. as local counsel.
EDGEWELL PERSONAL: S&P Affirms 'BB' ICR, Alters Outlook to Stable
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'BB' issuer credit rating and
revised its outlook to stable from negative on U.S.โbased
Edgewell Personal Care Co.
S&P said, "At the same time, we affirmed our 'BB' issue-level
rating on the senior unsecured notes. The recovery rating remains
'3'.
"The stable outlook reflects our expectation that over the next
year Edgewell will continue to increase its top line, driven by
volume growth while managing higher costs, such that adjusted
leverage stays in the low-3x area.
"The outlook revision to stable from negative reflects our
expectation that Edgewell will continue to increase its top line
while managing higher costs, such that adjusted debt to EBITDA
stays in the low-3x area in fiscal 2022. Edgewell has improved its
operating performance and credit metrics. Most recently, the
company posted better than expected third-quarter results and
raised its full year guidance and cost-saving target. Consumption
growth across all three segments, particularly sun care, drove the
performance. Its men's grooming business is gaining traction. The
integration of Cremo is on track, while market share losses in wet
shave and feminine care are stabilizing.
"We believe market share losses in the wet shave business are
stabilizing, though intense competition will continue from Procter
& Gamble Co. (P&G), new entrants, and private labels. Wet shave
drives the company's performance, accounting for about 65% of
operating profits. The dynamics of the category became more
difficult for Edgewell a few years ago as new entrants emerged and
industry behemoth Gillette reacted by lowering prices.
Additionally, the company suffered key distribution losses at
Costco and Sam's Club. Organic sales continued to decline last
year, driven by reduced category sales and demand from the COVID-19
pandemic. The category is beginning to recover following the
disruption last year. Market share losses in wet shave have seemed
to stabilize. In the most recent quarter, share for the Schick
franchise declined 40 basis points (bps), consistent with the
52-week trend. Although we assume a more rational competitive
environment going forward, we expect the company to continue to
cede share against intense competition from P&G, online shave
clubs, and private labels. On the other hand, women's systems
continued to be the primary growth driver, driven by key brands as
well as private labels. We believe both will continue to drive
growth."
The sun and skin care category provides an opportunity for growth
once coronavirus risk dissipates. In the most recent quarter, sun
and skin care organic sales increased over 29%, driven by strong
sun care and men's grooming sales, compared to a weak quarter last
year due to the COVID-19 pandemic. Sun care was particularly strong
with global organic sales increasing nearly 50%, driven by
consumption growth. S&P expects continued sun care growth for the
remainder of the season. As Edgewell tries to expand this category,
it could look to mergers and acquisitions, but it also has the
in-house capabilities to invest in innovation.
Feminine care seems to be stabilizing but still faces intense
competition. In the most recent quarter, organic net sales
increased in the mid-single-digit percentages while market share
declined 90 bps, better than last-quarter and 52-week trends.
Playtex Sport gained share in the quarter, reflecting new product
launches and stronger retail support. S&P believes this category
continues to face intense competition from P&G and Kimberly-Clark
Corp. that will limit Edgewell's ability to expand. It expects
flattish to modestly down sales in fiscal 2022.
S&P said, "We expect Edgewell to face margin pressure through
fiscal 2021 and into fiscal 2022, but it should partially offset
higher costs with pricing actions and cost-saving initiatives. We
expect continued cost pressure from rising commodity, labor, and
transportation costs to weigh on Edgewell's margins in the fiscal
fourth quarter and into fiscal 2022. The company took some pricing
in its sun care and Wet Ones portfolio and plans more in feminine
care, which should help partially offset higher costs. The company
also raised its Project Fuel saving guidance. We expect the
improved pricing and cost savings to mitigate higher commodity,
labor, and transportation costs.
"The stable outlook reflects our expectation that over the next
year Edgewell will continue to expand its top line, driven by
volume growth and managing costs, such that adjusted leverage stays
in the low-3x area."
S&P could lower the rating if it projects adjusted debt to EBITDA
will increase and remain above 4x, which could result from:
-- Substantially more aggressive financial policies than S&P
expects, including materially higher share repurchases, multiple
bolt-on acquisitions, or an unexpected transformational
acquisition;
-- Escalating competition from larger rivals and online shave
clubs, which results in more rapid market share losses and a
re-emergence of wet shave declines;
-- Higher input costs including resins and steel; or
-- Unexpected supply chain disruptions.
Although unlikely over the next year, S&P could raise its rating if
the company strengthens its business position and demonstrates
sustained adjusted EBITDA growth, along with more conservative
financial policies that allow it to sustain adjusted debt to EBITDA
below 3x. This could occur due to:
-- Good execution across the business, innovation, and new product
development;
-- Successful Project Fuel initiatives; and
-- Continued rational industry conditions.
EDWIN P. RANDOLPH: Has Until Dec. 28 to File Plan & Disclosures
---------------------------------------------------------------
Judge Michael G. Williamson has entered an order within which
debtor Edwin P. Randolph, Attorney at Law, LLC, will file a Plan
and Disclosure Statement on or before December 28, 2021.
A copy of the order dated Aug. 16, 2021, is available at
https://bit.ly/3mf7Ebx from PacerMonitor.com at no charge.
About Edwin P. Randolph
Edwin P. Randolph, Attorney at Law, LLC operates at its principal
place of business at 5008 W. Linebaugh Avenue, Ste.19, in Tampa,
Florida. The Debtor filed a petition under Subchapter V of Chapter
11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 21-03506) on
July 1, 2021.
On the Petition Date, the Debtor disclosed up to $50,000 in assets
and $100,000 to $500,000 in liabilities. The petition was signed
by Edwin P. Randolph, managing partner/owner.
Judge Michael G. Williamson presides over the case.
The Debtor is represented by McIntyre Thanasides Bringgold Elliott
Grimaldi Guito & Matthews, P.A.
ENTERPRISE CHARTER: Fitch Raises LongTerm IDR to 'CCC'
------------------------------------------------------
Fitch Ratings has upgraded the Long-Term Issuer Default Rating
(IDR) of Enterprise Charter School (NY) and the rating on
approximately $6.4 million in outstanding series 2011A revenue
bonds issued by the Buffalo and Erie County Industrial Land
Development Corporation (NY) on behalf of the Enterprise Charter
School (NY) to 'CCC' from 'C'.
SECURITY
The bonds are secured by a pledge of the gross revenues of ECS, a
first mortgage lien on the school's facilities, assignment of rents
and leases receivable, and a cash-funded debt service reserve fund
sized to maximum annual debt service (MADS).
ANALYTICAL CONCLUSION
The upgrade of the IDR and revenue bonds to 'CCC' from 'C' is due
to a legal ruling that indicates the school's closure and resulting
bond default is no longer imminent. The New York State Supreme
Court granted ECS a preliminary injunction allowing it to continue
to operate for the entirety of the 2021-2022 school year. During
this time, ECS and its authorizer, the Buffalo City School District
Board of Education (district, authorizer), will conduct discovery
in anticipation of a trial to determine ECS's future. The 'CCC'
rating recognizes that default remains a real possibility given the
potential of an unfavorable outcome in the pending lawsuit.
Fitch notes that the school's financial profile could support a
higher rating given ECS's consistently positive operating results
over the last several years, stable enrollment at the authorized
capacity, and prudent budget management.
KEY RATING DRIVERS
Revenue Defensibility -- Midrange: The midrange assessment reflects
ECS's history of stable enrollment and strong waitlist, offset by
weak academic performance compared with both local public-school
district and state averages.
Operating Risk -- Midrange: Fitch believes ECS has midrange
flexibility to vary costs with enrollment shifts and expects fixed
carrying costs for debt service and pension contributions to remain
moderate.
Financial Profile -- 'bbb': ECS's leverage metrics are consistent
with a 'bbb' assessment in Fitch's forward-looking rating case.
Asymmetric Additional Risk Considerations: Charter renewal risk is
more uncertain for ECS than for other Fitch-rated charter schools
given recent legal actions by ECS and its authorizer.
ESG - Factors: Enterprise Charter School has an ESG Relevance Score
of '5' for Group Structure due to the risk associated with charter
non-renewal.
RATING SENSITIVITIES
Factor that could, individually or collectively, lead to positive
rating action/upgrade:
-- A resolution of the current lawsuit between Enterprise Charter
School and its authorizer that leads to a charter renewal for
more than one year.
Factor that could, individually or collectively, lead to negative
rating action/downgrade:
-- An adverse outcome in the lawsuit or the rescinding of the
current preliminary injunction, which results in the school
losing their ability to operate as a charter school.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Sovereigns, Public Finance
and Infrastructure issuers have a best-case rating upgrade scenario
(defined as the 99th percentile of rating transitions, measured in
a positive direction) of three notches over a three-year rating
horizon; and a worst-case rating downgrade scenario (defined as the
99th percentile of rating transitions, measured in a negative
direction) of three notches over three years. The complete span of
best- and worst-case scenario credit ratings for all rating
categories ranges from 'AAA' to 'D'. Best- and worst-case scenario
credit ratings are based on historical performance.
CREDIT PROFILE
Enterprise Charter School opened in 2003 in the city of Buffalo,
NY. It currently serves around 400 students in grades K-8. ECS is
authorized by the local school district, Buffalo Public Schools
(BPS), and has had its charter renewed six times to date, albeit
for varying durations. The school's most recent two-year charter
expired on June 30, 2021. The short renewal was due to continued
deficiencies in meeting academic performance benchmark/indicators.
Current Developments
On March 31, 2021 the authorizer voted 7-2 in favor of not renewing
the ECS charter, citing lack of progress in academic performance
metrics compared with the local school district. Following the
authorizer's decision, Enterprise Charter School filed a lawsuit
with the New York State Supreme Court against the district.
Enterprise argued that the school board did not comply with the
lawful procedure articulated in the New York State Charter Schools
Act and its corresponding regulations, as well as having violating
the Open Meetings Law (OML) in reaching its decision not to renew
ECS's charter.
On June 2, the judge heard oral arguments and granted a temporary
restraining order (TRO) to prevent the closure of the school.
Subsequently, ECS was granted a preliminary injunction, allowing
the school to continue normal operations through the 2021-2022
academic year while the case begins a period of discovery. Upon the
completion of discovery, the court will schedule a trial at which
time the allegations set forth by ECS will be determined.
Despite the current litigation, demand for ECS has been strong. For
the upcoming 2021-2022 academic year, the school did not see any
decline in enrollment and currently has a waitlist of approximately
100 students (total enrollment is about 400). The school has
invested in addressing academic performance concerns through
different programs and management has indicated there has been
positive progress on school administered academic assessments.
ESG CONSIDERATIONS
Enterprise Charter School (NY) has an ESG Relevance Score of '5'
for Group Structure due to the risk associated with charter
non-renewal, which has a negative impact on the credit profile, and
is highly relevant to the rating, resulting in an implicitly lower
rating.
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.
FREEDOM SALES: Seeks to Hire Lane Law Firm as Bankruptcy Counsel
----------------------------------------------------------------
Freedom Sales & Services, LLC seeks approval from the U.S.
Bankruptcy Court for the Western 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) assisting the Debtor in the administration of the case;
(b) assisting the Debtor in analyzing its 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 action to protect and preserve the
interests of the Debtor;
(f) appearing, as appropriate, 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 firm's hourly rates are as follows:
Robert C. Lane, Esq. $525 per hour
Senior Associates $425 per hour
Associate Attorneys $350 - $400 per hour
Paralegals/legal assistants $125 - $175 per hour
The Debtor paid $7,700 to the law firm for financial advice and
representation.
Robert Lane, Esq., the firm's attorney who will be providing the
services, 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:
Robert C. Lane
The Lane Law Firm, PLLC
6200 Savoy, Suite 1150
Houston, TX 77036
Tel.: (713) 595-8200
Fax: (713) 595-8201
Email: notifications@lanelaw.com
About Freedom Sales & Services
Freedom Sales & Services, LLC filed a petition for Chapter 11
protection (Bankr. W.D. Texas Case No. 21-70120) on Aug. 6, 2021,
listing as much as $100,000 in both assets and liabilities. Angel
Borunda, owner and president, signed the petition. Judge Tony M.
Davis oversees the case. Robert Chamless Lane, Esq., at The Lane
Law Firm, is the Debtor's legal counsel.
FULLERTON PACIFIC: Taps Donald W. Reid as Bankruptcy Counsel
------------------------------------------------------------
Fullerton Pacific Interiors, Inc. seeks approval from the U.S.
Bankruptcy Court for the Central District of California to hire the
Law Office of Donald W. Reid to serve as legal counsel in its
Chapter 11 case.
The firm's services include:
(a) advising and assisting the Debtor with respect to
compliance with the requirements of the Office of the United States
Trustee;
(b) advising the Debtor regarding matters of bankruptcy law,
including the rights and remedies of the Debtor regarding its
assets and with respect to the claims of creditors;
(c) representing the Debtor in any proceedings or hearings in
the bankruptcy court and in any action in any other court where its
rights under the Bankruptcy Code may be litigated or affected;
(d) conducting examinations of witnesses, claimants or adverse
parties and preparing reports, accounts, and pleadings related to
the Chapter 11 case;
(e) advising the Debtor concerning the requirements of the
bankruptcy court and applicable rules as the same affect the Debtor
in the proceeding;
(f) assisting the Debtor in the negotiation, formulation,
confirmation and implementation of a Chapter 11 plan of
reorganization;
(g) making any bankruptcy court appearances; and
(h) performing other necessary legal services.
Donald Reid, Esq., the firm's attorney who will be providing the
services, will be paid at an hourly rate of $300.
The firm received a retainer fee in the amount of $7,500 from
Alberto Mordoki, the operations manager of the Debtor.
Mr. Reid 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:
Donald Reid, Esq.
Law Office of Donald W. Reid
PO Box 2227
Fallbrook, CA 92088
Tel.: 951-777-2460
Email: don@donreidlaw.com
About Fullerton Pacific
California-based Fullerton Pacific Interiors, Inc. filed a petition
for Chapter 11 protection (Bankr. C.D. Calif. Case No. 21-11775) on
July 19, 2021, disclosing up to $1 million in assets and up to $10
million in liabilities. Fullerton President Jacqueline Mordoki
signed the petition. The Debtor tapped the Law Office of Donald W.
Reid as legal counsel.
GB SCIENCES: Incurs $632,417 Net Loss in First Quarter
------------------------------------------------------
GB Sciences, Inc. filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing a net loss of $632,417
on zero sales revenue for the three months ended June 30, 2021,
compared to a net loss of $1.85 million on zero sales revenue for
the three months ended June 30, 2020.
As of June 30, 2021, the Company had $10.33 million in total
assets, $12.36 million in total liabilities, and a total
stockholders' deficit of $2.03 million.
The Company has sustained net losses since inception, which have
caused an accumulated deficit of $104,681,665 at June 30, 2021.
The Company had a working capital deficit of $5,580,031 at June 30,
2021, net of working capital of $260,970 classified as discontinued
operations, compared to $5,054,593 at March 31, 2021, net of
working capital of $439,979 classified as discontinued operations.
In addition, the Company has consumed cash in its operating
activities of $636,583 for the three months ended June 30, 2021,
including $2,954 used by discontinued operations, compared to
$323,845 used in operating activities, net of $235,779 provided by
discontinued operations for the three months ended June 30, 2020.
The Company said these factors, among others, raise substantial
doubt about its ability to continue as a going concern.
GB Sciences said, "Management has been able, thus far, to finance
the losses through a public offering, private placements and
obtaining operating funds from stockholders. The Company is
continuing to seek sources of financing. There are no assurances
that the Company will be successful in achieving its goals."
"Furthermore, Management believes the COVID-19 pandemic may have a
significant impact on the Company's business. The pandemic
presents a risk to the global economy, and it is possible that it
could have an impact on the operations of the Company in the near
term that could materially impact the Company's financials and
ability to continue as a going concern. Management has not been
able to measure the potential financial impact on the Company and
continues to monitor the impact of the pandemic closely, although
the extent to which the COVID-19 outbreak will impact our
operations, financing ability or future financial results is
uncertain."
"In view of these conditions, the Company's ability to continue as
a going concern is dependent upon its ability to obtain additional
financing or capital sources, to meet its financing requirements,
and ultimately to achieve profitable operations. Management
believes that its current and future plans provide an opportunity
to continue as a going concern. The accompanying financial
statements do not include any adjustments relating to the
recoverability and classification of recorded assets, or the
amounts and classification of liabilities that may be necessary in
the event the Company is unable to continue as a going concern."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1165320/000143774921019830/gblx20210630_10q.htm
About GB Sciences
Headquartered in Las Vegas, Nevada, GB Sciences, Inc. is a
phytomedical research and biopharmaceutical drug development
company whose goal is to create patented formulations of
plant-inspired, complex therapeutic mixtures for the prescription
drug market that target a variety of medical conditions. The
Company is engaged in the research and development of plant-based
medicines and plans to produce plant-inspired, complex therapeutic
mixtures based on its portfolio of intellectual property.
GB Sciences reported a net loss of $3.73 million for the year ended
March 31, 2021, compared to a net loss of $13.11 million for the
year ended March 31, 2020. As of March 31, 2021, the Company had
$10.81 million in total assets, $12.28 million in total
liabilities, and a total stockholders' deficit of $1.47 million.
Margate, Florida-based Assurance Dimensions, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated July 6, 2021, citing that the Company has suffered recurring
losses for the year ended March 31, 2021. The Company had a net
loss of $3,725,027, accumulated deficit of $103,886,232, net cash
used in operating activities of $2,185,220 and had negative working
capital of $5,054,593. These factors raise substantial doubt about
the Company's ability to continue as a going concern.
GIRARDI & KEESE: Auction to Include Furniture & Furnishings
-----------------------------------------------------------
Known for its famous case against PG&E, as featured in the film
Erin Brockovich, the high-profile law firm of Girardi Keese filed
for bankruptcy in December of 2020. It's furniture and furnishings
will be sold on August 25 through a public auction. The auction,
which is being conducted online by ThreeSixty Asset Advisors and
under the jurisdiction of the United States Bankruptcy Court, is
intended to help pay back the firm's many creditors.
The firm's insolvency stemmed from multiple lawsuits against both
Tom Girardi and the firm, alleging embezzlement and fraud. The
bankruptcy was preceded by the divorce filing by his wife of 20
years, Housewives of Beverly Hills star and pop singer, Erica
Jayne, and has been followed by Girardi being placed under the
conservatorship of his brother based on his deteriorating health.
"We are working hard to find as much money as possible in the
estate to pay down those who have been financially impacted by the
firm's insolvency - including both creditors and alleged victims,"
says court appointed Trustee, Elissa Miller. "The auction is one
piece of that process."
The auction will include a wide range of furnishings and equipment
from desks and computers to oriental rugs, an antique piano and a
Cadillac DTS. In addition, the sale will feature artwork (including
a limited edition Marc Chagall print), sports and entertainment
memorabilia (featuring everyone from Tiger Woods and Ronald Reagan
to The Beach Boys and Frank Sinatra), and nearly 100 rare and
vintage bottles of wine and champagne (including a bottle of The
Maiden, vintage 1997 and a magnum bottle of 1992 Bollinger
Champagne). Most of the items are being offered individually and
the auction is open for public participation at 360Bid.sale.
"I've conducted hundreds of bankruptcy auctions over 35 years, but
this one feels more personal," says Jeff Tanenbaum, President of
ThreeSixty Asset Advisors. "Typically, we're working to recoup
money for lenders who, while harmed, factor potential insolvencies
into their business model. But many of those suffering from this
bankruptcy are different โฆ these are individuals who already
suffered personal losses and didn't know what hit them when the
lawyers they turned to for help went bankrupt. The furniture and
collectibles we are selling will only help so much, but we hope
every dollar we generate will make a difference."
The auction will take place entirely online with items opening for
bidding on August 12 and closing sequentially on August 25 starting
at 10:30a.m. Interested parties can register and bid online at
360Bid.sale. Winning bidders will then be required to pick up their
items from the firm's now closed Los Angeles offices.
For more information about the sale, interested parties can request
more information by email at 316449@email4pr.com, go to
www.360Bid.sale or call 805-496-8087 extension 110.
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
GIRARDI & KEESE: Threesixty to Hold Aug. 25 Auction
---------------------------------------------------
Threesixty Asset Advisor LLC will hold an online public auction
starting at 10:30 a.m. (PDT) on Aug. 25, 2021, for sale of assets
of Girardi Keese.
Further information on sale, contact 1-888-345-SOLD ext. 110 (Toll
Free) or visit:
https://360assetadvisors.com/events/girardi-keese-law-offices/.
Threesity Asset can be reached at:
ThreeSixty Asset Advisors LLC
3075 E. Thousand Oaks Blvd.
Westlake Village, CA 91362
Tel: 805-496-8087
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
GREEN GROUP: Sept. 10 Disclosure Statement Hearing Set
------------------------------------------------------
Judge Nancy Hershey Lord has entered an order within which the
telephonic hearing to consider approval of the Amended Disclosure
Statement of debtor Green Group 11 LLC, shall be held on Sept. 10,
2021 at 2:30 p.m.
In addition, objections shall be filed and served no later than
August 20, 2021.
A copy of the order dated August 16, 2021, is available at
https://bit.ly/2VZWcFW from PacerMonitor.com at no charge.
About Green Group 11
Green Group 11, LLC is the owner and operator of a grocery store
located at 220 Greene Ave., Brooklyn, N.Y.
Green Group 11 filed a Chapter 11 petition (Bankr. E.D.N.Y. Case
No. 19-40115) on Jan. 8, 2019. In the petition signed by Michael
Kandhorov, manager, the Debtor disclosed $6,000 in assets and
$1,895,562 in liabilities. Judge Nancy Hershey Lord oversees the
case.
The Debtor tapped the Law Office of Ira R. Abel as bankruptcy
counsel, Jacobs PC as special counsel, and Spiegel, LLC as
accountant.
GREENSILL CAPITAL: Chapter 15 Case Summary
------------------------------------------
Chapter 15 Debtor: Greensill Capital (UK) Limited
(In Administration)
4 Hardman Square, Spinningfields
Manchester, M3 3EB
United Kingdom
Foreign Proceeding: Administration before English High Court
of Justice, CR-2021-000435
Type of Business: Greensill Capital is an independent financial
services firm.
Chapter 15 Petition Date: August 18, 2021
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 21-11473
Judge: Hon. Michael E. Wiles
Foreign Representatives: Christine Mary Laverty
Trevor Patrick O'Sullivan
William George Edward Stagg
30 Finsbury Square
London, EC2A 1AG
United Kingdom
Foreign
Representative's
Counsel: Laura R. Hall, Esq.
ALLEN & OVERY LLP
1221 Avenue of the Americas
New York, NY 10020
Tel: (212) 756-1171
E-mail: laura.hall@allenovery.com
Estimated Assets: Unknown
Estimated Debt: Unknown
A full-text copy of the Chapter 15 petition is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/3GM66ZY/Greensill_Capital_UK_Limited_in__nysbke-21-11473__0001.0.pdf?mcid=tGE4TAMA
GRIDIRON FIBER: Moody's Assigns B3 CFR & Rates New $360MM Loan B2
-----------------------------------------------------------------
Moody's Investors Service assigned a B3 corporate family rating and
a B3-PD probability of default rating to Gridiron Fiber Corp.
("Gridiron"), an indirect wholly owned subsidiary of MTN
Infrastructure TopCo ("Segra"). Moody's also assigned a B2 rating
to Gridiron's proposed $360 million first lien term loan due 2028
and $55 million revolving facility due 2026 and a Caa2 rating to
the proposed $110 million senior secured second lien term loan due
2029. Gridiron's rating outlook is stable.
Concurrently, Moody's withdrew Segra's B2 CFR and B3-PD PDR and
changed Segra's outlook to stable. The B2 rating on Segra's
existing secured credit facility remains unchanged. Moody's expects
to withdraw the ratings on Segra's credit facility when the
existing term loans are fully repaid and revolver terminated
following the previously announced sale of its commercial
business.
The proceeds from Gridiron's proposed first and second lien term
loans will be used to pay a distribution to Segra's shareholders
alongside the proceeds from the sale to fully pay off the existing
debt at Segra. Gridiron operates Segra's residential and SMB
business, which will remain under Segra after the closing of the
sale of its commercial fiber business to Cox Communications. The
closing of the Gridiron financing is conditioned upon the
concurrent closing of the sale of the commercial business to Cox
Communications and the repayment of Segra's existing debt.
Gridiron's credit profile is constrained by the aggressive
financial strategy of its sponsor EQT Infrastructure that tolerates
operating with very high leverage, and break-even free cash flows
for an extended period of time to support investment in growth.
Moody's estimates Gridiron's Debt/EBITDA (including pension and
other adjustments) of 8.5x at close, which will remain high, in
7.5x-7.8x range (as adjusted, including pension adjustment that
adds about one turn to leverage) through 2022.
Assignments:
Issuer: Gridiron Fiber Corp.
Probability of Default Rating, Assigned B3-PD
Corporate Family Rating, Assigned B3
Senior Secured 1st Lien Revolving Credit Facility, Assigned B2
(LGD3)
Senior Secured 1st Lien Lien Term Loan, Assigned B2 (LGD3)
Senior Secured 2nd Lien Term Loan, Assigned Caa2 (LGD5)
Withdrawals:
Issuer: MTN Infrastructure TopCo
Probability of Default Rating, Withdrawn , previously rated B3-PD
Corporate Family Rating, Withdrawn , previously rated B2
Outlook Actions:
Issuer: Gridiron Fiber Corp.
Outlook, Assigned Stable
Issuer: MTN Infrastructure TopCo
Outlook, Changed To Stable From Negative
RATINGS RATIONALE
Gridiron's B3 CFR reflects its small scale, limited free cash flows
and high leverage. The company's flattish revenues have been
pressured by low single digit declines in video and voice products
as well as access revenues (subsidy/contracted revenue recovery
based on participation in the regulatory programs). Government
subsidy programs, voice and video products generated limited EBITDA
but accounted for 26%, 22% and 17% of LTM 3/2021 revenue,
respectively. Revenue declines in these businesses are
counterbalanced by high-single digit revenue growth in broadband
(36% of total revenue as of LTM 3/2021), supported strong and
growing demand for data usage and high-speed internet.
Gridiron's coverage is regional, limited to the states of Virginia
(23% as measured by % of residential premises passed by fiber) and
North Carolina (77%), heightening its exposure to economic trends
and regulatory environments in these regions. The company faces
strong competition in its markets, with Charter Communications
overlapping 75% of Gridiron's current Fiber-To-The-Premise (FTTP)
passings.
Moody's expects that Gridiron will continue generating positive
cash flows from operations in the next 12-18 months. However, free
cash flows will be break-even or limited due to high capital
expenditures that absorb most of the company's operating cash flow.
Approximately 40% of the company's total capex is growth capex and
can be deferred, if necessary.
Gridiron's credit profile garners support from robust and growing
data demand for bandwidth and fiber infrastructure, a stable base
of contracted recurring revenues and strong EBITDA margin (Moody's
adjusted) of over 50%. Customer retention rates are strong, with
broadband monthly churn around 1.1%. Also supporting the rating is
a strong market position in its key markets, a high-grade, mostly
owned, fiber network with high capacity and speeds. As of May 2021,
the company's network was comprised of approximately 6.4K total
fiber route miles, including 5.9K owned to the customer premise and
the remaining 0.5K fiber miles leased for middle-mile network
backhaul. These assets position Gridiron to capture its fair share
of the strong broadband demand in its markets.
LIQUIDITY
Gridiron has good liquidity, supported by predictable operating
cash flows, full availability on its $55 million revolver at close,
and an extended debt maturity profile. Moody's expect Gridiron to
rely on its revolver to bridge the timing of its working capital
needs, investments, and cash receipts. The proposed revolver
matures in 2026 and is expected to have a springing first lien
leverage covenant, triggered by a 35% draw on the revolver. The
covenant level has not been yet determined but it is expected to be
set with at least a 35% cushion over the requirement.
Moody's expect Gridiron to generate approximately $65-$70 million
in EBITDA over the next twelve months. Together with cash of $30
million at close, total sources are sufficient to cover all
mandatory costs, including roughly $32 million in debt service
(interest and term loan amortization), $15 million maintenance
capex, taxes, working capital and investment in growth capex. The
company's capex is expected to be around 20% of revenue.
STRUCTURAL CONSIDERATIONS
Gridiron's debt instrument ratings reflect the probability of
default of the company, as reflected in the B3-PD probability of
default rating, an average expected family recovery rate of 50% at
default given the mix of first and second lien secured debt and the
particular instruments' ranking in the capital structure. The
company's first lien senior secured credit facility, consisting of
revolver due 2026 and term loan due 2028 are rated B2, one notch
above the CFR reflecting their priority position in the capital
stack. The second lien senior secured term loan is rated Caa2, two
notches below the CFR given its junior position in a capital
structure. The proposed debt instrument ratings incorporate Moody's
expectation that approximately $58 million in defined pension
obligations will be transferred from Segra to Gridiron at close,
and Gridiron Fiber Corp, a holdco, will be the obligor under the
pension liability. Accordingly, Moody's ranks the unsecured pension
obligation below the first and lien credit facilities in its
priority of claim waterfall.
Certain subsidiaries (regulated telecom subsidiaries in Virginia
that are prohibited from guaranteeing parent debt by local law) are
non-guarantors under the credit agreement. Each non-guarantor
subsidiary is part of the restricted group and bound by the
covenants of the credit agreement. Non-guarantor debt incurrence
capacity is limited, which prevents any structural subordination
for term loan lenders holding the equity pledge of all guarantor
and non-guarantor subsidiaries.
As proposed, the new credit facilities are expected to provide
covenant flexibility that if utilized could negatively impact
creditors. Notable terms include the following:
Incremental first lien debt capacity up to the greater of $68
million and 100% of latest quarter annualized EBITDA, plus unused
capacity reallocated from the general debt basket, plus unlimited
amounts subject to closing date first lien secured leverage ratio
no greater than closing date first lien secured leverage if pari
passu first lien secured. Similarly, the credit agreement allows an
incremental pari passu second lien capacity of the same amount,
less incremental first lien facilities, except that leverage is
calculated on a secured debt basis vs. first lien secured. Amounts
up to the greater of $68 million and 100% of latest quarter
annualized EBITDA may be incurred with an earlier maturity date
than the initial term loans.
There are no express "blocker" provisions which prohibit the
transfer of specified assets to unrestricted subsidiaries; such
transfers are permitted subject to carve-out capacity and other
conditions. Non-wholly-owned subsidiaries are not required to
provide guarantees; dividends or transfers resulting in partial
ownership of subsidiary guarantors could jeopardize guarantees,
with no explicit protective provisions limiting such guarantee
releases. There are no express protective provisions prohibiting an
up-tiering transaction.
The proposed terms and the final terms of the credit agreement may
be materially different.
The stable outlook reflects Moody's expectation that Gridiron will
maintain at least adequate liquidity, grow revenue and EBITDA in a
low single-digit percentage rate and reduce leverage.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's will consider an upgrade if Gridiron improves its scale and
business diversity, sustains leverage (Moody's adjusted
Debt/EBITDA) below 5.5x, commits to a financial policy supporting
operating at such leverage level, and its free cash flow to debt
(Moody's adjusted) is sustained above 5%. Maintaining good
liquidity will also be required for an upgrade.
Ratings will be downgraded if Gridiron is unable to delever to 7.5x
(Moody's adjusted), revenue declines or churn rates deteriorate.
Weak operating performance, free cash flow turning negative or
deterioration in liquidity could also lead to a downgrade.
Moody's notes that after the closing of the planned sale of Segra's
commercial business, Segra will primarily operate businesses
focused on residential and SMB customers, with a greater share of
revenue generated from voice and video businesses. Consequently
Segra and Gridiron will now be analyzed using the Pay TV industry
methodology (the Communications Infrastructure Industry methodology
was previously used for Segra).
The principal methodology used in these ratings was Pay TV
published in December 2018.
Gridiron is an independent provider of high-speed, fiber-based
connectivity solutions to primarily residential customers and small
business customers in Virginia and in North Carolina. The company
reported 125,000+ homes passed and 44,000+ fiber broadband
subscribers as of May 1, 2021. Gridiron's LTM 3/2021 revenue was
approximately $120 million. Gridiron is owned by EQT Infrastructure
III fund.
HANJIN INTERNATIONAL: S&P Upgrades ICR to 'B-', Outlook Negative
----------------------------------------------------------------
On Aug. 17, 2021, S&P Global Ratings raised its long-term issuer
credit rating on U.S.-based hotel company Hanjin International
Corp. (HIC) to 'B-' from 'CCC+'. At the same time, S&P raised the
issue rating on the company's senior secured first-lien loan to
'B+'. The recovery rating is '1'.
The negative outlook reflects HIC's strained liquidity and cash
flow due to high debt levels and interest expenses over the next 12
months. The company also faces significant maturities at the end of
2022 and early 2023.
S&P said, "We upgraded HIC because we believe it will be able to
manage ongoing cash needs with support from its parent and
guarantor Korean Air Lines Co. Ltd. (KAL). We expect HIC to receive
various liquidity and financial support from KAL, as seen over the
past 12 months. The airline helped refinance HIC's US$900 million
September 2020 maturities with an intercompany loan when the
external funding environment was difficult. Interest payments on
the intercompany loan are deferred until March 2023. KAL also
provided HIC with a US$50 million revolving credit facility, which
has been partially utilized. This is on top of a guarantee provided
by KAL when HIC replaced part of the intercompany loan with
external funding in December 2020.
"We anticipate HIC's discretionary cash flows will remain negative.
HIC had US$11 million in cash at end-2020. Operating cash flow will
be marginal in 2021, in our view." The company's US$12
million-US$13 million annual tax payments and US$20 million-US$25
million interest payment should be mostly covered by the credit
line from KAL. This includes a significant benefit from deferred
interest payments on its intercompany loan. Without that feature,
HIC's cash flow deficit would have been more severe.
HIC's debt capital structure is unsustainable. The company's
debt-to-EBITDA ratio is very high at well over 10x. HIC has nearly
US$1 billion in debt and its EBITDA ramp-up has been hampered by
COVID-19 related travel limitations. While demand for hotel rooms
in the U.S. is improving, the pace of the improvement is unlikely
to make HIC's debt capital structure sustainable. S&P estimates the
company is unlikely to achieve its normal run rate of US$30
million-US$50 million EBITDA for 2021.
The company has significant maturities with US$357 million senior
secured first-lien notes maturing in December 2022 and a US$585
million intercompany loan maturing March 2023. Considering the weak
operating performance, HIC will likely be dependent on its parent
company, KAL, for direct financial support or guarantee.
HIC's hotel operations have shown signs of recovery since the
second quarter of 2021. A recovery in the travel market in the U.S.
together with the company's cost-reduction efforts will help it
improve its net cash flow--excluding financing cost and taxes--to
near break-even, or marginally positive, over the next 12 months.
However, the COVID-19 situation in the U.S. is fluid. While demand
for hotel rooms in 2022 should be better than that of 2021, it
could still fluctuate meaningfully.
KAL will improve its credit metrics over 2021-2022. Despite the
sharp decline in airline passenger traffic due to COVID-19, KAL was
profitable in 2020 owing to its strong cargo business. The global
air cargo market is severely undersupplied, which led to
significantly higher margins. If the travel restrictions loosen,
cargo margins should rapidly normalize as cargo space for passenger
flights returns to the market. However, KAL should be able to
sustain its operating performance over the next one to two years,
in S&P's view, as its passenger business normalizes, and strong
pent-up demand offsets weakened cargo business.
KAL debt levels should reduce for 2021 and 2022, given its
equity-raising of Korean won (KRW) 3.3 trillion in March 2021,
conservative fleet refreshment, and ongoing non-core asset sales.
As a result, S&P estimates the company's ratio of debt to EBITDA
will improve to 5x-6x over 2021-2022 from 7.8x in 2019 and 2020.
S&P said, "We believe KAL's financial metrics are likely to be
somewhat negatively affected by the acquisition of South
Korean-headquartered Asiana Airlines Inc. That said, there should
be a positive effect on KAL's business profile due to the combined
entity's larger scale and operational synergies.
"The negative outlook is based on HIC's strained liquidity position
over the next 12 months. We project the company will have negative
free operating cash flow in 2021-2022, significant maturities
around the end of 2022 and early 2023. HIC will have to refinance
those maturities in an improved, albeit still fairly uncertain,
travel market in the U.S.
"We could lower the rating if HIC's liquidity sources decline
meaningfully in 2022; these sources include cash balance, the
undrawn portion of credit line from KAL, and net operating cash
flow. The decline could also happen if refinancing prospects are
uncertain as its end-2022 maturities draw closer. This would likely
be due to travel market conditions in the U.S.
"We could also downgrade HIC if its relationship with KAL weakens,
resulting in a lower likelihood of support from the parent
company.
"We could revise the outlook to stable if HIC's liquidity improves
(partially through stronger operating performance) and if we see a
stronger prospect of refinancing its sizable maturities around
end-2022 and early-2023."
HOUSTON AMERICAN: Incurs $45K Net Loss in Second Quarter
--------------------------------------------------------
Houston American Energy Corp. filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing a
net loss of $45,344 on $303,999 of oil and gas revenue for the
three months ended June 30, 2021, compared to a net loss of
$336,502 on $77,928 of oil and gas revenue for the three months
ended June 30, 2020.
For the six months ended June 30, 2021, the Company reported a net
loss of $313,820 on $632,487 of oil and gas revenue compared to a
net loss of $1.19 million on $225,064 of oil and gas revenue for
the same period during the prior year.
As of June 30, 2021, the Company had $11.15 million in total
assets, $443,622 in total liabilities, and $10.71 million in total
shareholders' equity.
Houston American said, "As a result of the steep global economic
slowdown that began in March 2020 as the coronavirus pandemic
spread, oil and gas demand and prices realized from oil and gas
sales declined sharply. While the COVID-19 crisis has subsided and
the global economy oil and gas prices have recovered, future spikes
in COVID-19 infection rates could result in declines in global
economic activity and oil and gas prices. Any such future declines
in prices would adversely affect the Company's revenues and
profitability."
During January and February 2021, the Company raised $6.5 million,
net of offering costs, from the sale of common stock.
With those funds, the Company believes that it has the ability to
fund, from cash on hand, its operating costs and anticipated
drilling operations for at least the next twelve months following
the issuance of these financial statements.
The actual timing and number of wells drilled during 2021 will be
principally controlled by the operators of the Company's acreage,
based on a number of factors, including but not limited to
availability of financing, performance of existing wells on the
subject acreage, energy prices and industry condition and outlook,
costs of drilling and completion services and equipment and other
factors beyond the Company's control or that of its operators.
In the event that the Company pursues additional acreage
acquisitions or expands its drilling plans, the Company may be
required to secure additional funding beyond its resources on hand.
While the Company may, among other efforts, seek additional funding
from "at-the-market" sales of common stock, and private sales of
equity and debt securities, it presently does not have any
commitments to provide additional funding, and there can be no
assurance that the Company can secure the necessary capital to fund
its share of drilling, acquisition or other costs on acceptable
terms or at all. If, for any reason, the Company is unable to fund
its share of drilling and completion costs, it would forego
participation in one or more of such wells. In such event, the
Company may be subject to penalties or to the possible loss of some
of its rights and interests in prospects with respect to which it
fails to satisfy funding obligations and it may be required to
curtail operations and forego opportunities.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1156041/000149315221019673/form10-q.htm
About Houston American Energy
Based in Houston, Texas, Houston American Energy Corp. is a
publicly-traded independent energy company with interests in oil
and natural gas wells, minerals and prospects. The company's
business strategy includes a property mix of producing and
non-producing assets with a focus on the Permian Basin in Texas,
Louisiana and Columbia.
Houston American reported a net loss of $4.04 million for the year
ended Dec. 31, 2020, a net loss of $2.51 million for the year ended
Dec. 31, 2019, and a net loss of $4.04 million for the year ended
Dec. 31, 2018. As of March 31, 2021, the Company had $11.19
million in total assets, $433,254 in total liabilities, and $10.76
million in total shareholders' equity.
INTELSAT SA: Asks Bankruptcy Court for Chapter 11 Extension
-----------------------------------------------------------
Chris Forrester of Advanced Television reports that Intelsat SA, in
a comprehensive motion filed August 13, 2021 with its Chapter 11
bankruptcy court, is asking the court to extend its bankruptcy
timetable.
Intelsat says that considerable progress is being made via
mediation between the various parties, including SES. Intelsat
says: "With the support and guidance of the Mediator, [we] have
exhaustively reviewed and considered every significant creditor
proposal in mediation and pushed their divergent stakeholders to
resolve issues. The mediation is confidential, and therefore, [we]
cannot describe in detail the numerous proposals and term sheets
that have been exchanged, and phone calls, video conferences, and
in-person meetings that have occurred in the nearly four months
since mediation began."
"To that end," says Intelsat, "additional consensus is slowly, but
surely, forming as some of the parties reach agreement in principle
on key terms. [We] believe that they are close to reaching
additional consensus on the terms of an amended plan that will
build on the consensus of the originally-filed Plan. What the
parties need now is not a premature end to exclusivity, which could
lead to extensive litigation, competing plans, and confusion, but
rather to remain focused on finishing the hard work that has been
accomplished to date in mediation and throughout these cases."
"The mediation sessions and negotiations resulted in multiple
proposals outlining the key economic terms for a potential amended
chapter 11 plan. Several of the Debtors' key constituencies were in
active discussions with each other, both directly and through the
Mediator," adds Intelsat.
Consequently, Intelsat is asking the court to extend by about three
months the periods during which [Intelsat] have the exclusive right
to file a chapter 11 plan through and including November 13th 2021.
It is also asking for the Solicitation Exclusivity Period to be
extended to January 13th 2022.
Intelsat outlined in its motion that plenty of other businesses in
bankruptcy have extended their exit process to 2 years (and beyond)
prior to wrapping up a reconstruction, and it has told the court
that its situation is extraordinarily complex. It entered Chapter
11 on May 13, 2020.
Intelsat has some $14.5 billion in debt obligations, but says
despite the complexity of its case and the claims they have made
"substantial progress" since the last extension and have continued
to expend extraordinary efforts to steer these cases towards a
successful resolution.
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.
JACKSONVILLE ADVANCED: May Use Cash Collateral Through Sept. 22
---------------------------------------------------------------
As disclosed in a proceeding memo, Judge Roberta Colton of the U.S.
Bankruptcy Court for the Middle District of Florida granted on a
third interim basis the motion to use cash collateral of
Jacksonville Advanced Machining, LLC until September 22, 2021.
The Court will continue hearing on the Debtor's cash collateral
motion on September 22 at 10 a.m.
About Jacksonville Advanced Machining
Jacksonville Advanced Machining, LLC, a Jacksonville, Fla.-based
manufacturer of metal parts, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. M.D. Fla. Case No. 3:21-bk-01149) on
May 7, 2021. In the petition signed by Ramkumar Devarajan,
president, the Debtor disclosed up to $500,000 in assets and up to
$10 million in liabilities. Judge Roberta A. Colton oversees the
case. Parker & DuFresne, P.A and William G. Haeberle, CPA, LLC
serve as the Debtor's legal counsel and accountant, respectively.
KANSAS CITY UNITED: Voluntary Chapter 11 Case Summary
-----------------------------------------------------
Debtor: Kansas City United Methodist Retirement Home, Inc.
d/b/a Kingswood Senior Living Community
10000 Wornall Road
Kansas City, MO 64114
Business Description: Kansas City United Methodist Retirement
Home, Inc. operates a continuing care
retirement community and assisted living
facility the elderly.
Chapter 11 Petition Date: August 18, 2021
Court: United States Bankruptcy Court
Western District of Missouri
Case No.: 21-41049
Judge: Hon. Cynthia A. Norton
Debtor's Counsel: Jonathan A. Margolies, Esq.
MCDOWELL, RICE, SMITH & BUCHANAN, PC
605 West 47th Street, Suite 350
Kansas City, MO 64112-1900
Tel: 816-753-5400
E-mail: jmargolies@mcdowellrice.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $50 million to $100 million
The petition was signed by Ross P. Marine as chairman of the
Board.
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/B4C3RTA/Kansas_City_United_Methodist_Retirement__mowbke-21-41049__0001.0.pdf?mcid=tGE4TAMA
KINGLAND REALTY: Unsec. Creditors Will Get 100% of Claims in Plan
-----------------------------------------------------------------
Kingland Realty Corp, Inc., filed with the U.S. Bankruptcy Court
for the Southern District of Florida a Disclosure Statement in
support of Chapter 11 Plan of Reorganization dated August 16,
2021.
Debtor owns a commercial building, free and clear, located at 1057
NW 79 Street, Miami, FL 33150-3158. Debtor operates a Bar called
the Tropicana Bar in this building and owns a liquor license. The
Liquor license is owned by an entity called King Tyson, Inc., which
is not in any bankruptcy at this time.
On or about December 23, 2017, a client of the Tropicana Bar,
Jonathan Soto, was shot and killed in the Bar allegedly by one of
his friends after an altercation. As a result of that death, the
heirs of Jonathan Soto sued the Debtor, King Tyson, Inc., Joyce
King and Carolyn King, the principals of the Debtor. The loss of
revenues from the Tropicana Bar due to Covid, and the inability to
pay the legal fees to defend the lawsuit forced the Debtor to seek
to reorganize under a Chapter 11 Reorganization Bankruptcy.
A Recent appraisal done by an independent commercial appraiser
reflect the value of the building at $320,000. King Tyson, Inc.
(not a Debtor) owns a liquor license which is valued at $200,000
with a lien of approximately $100,000. This equity will be used to
pay the creditors of the Debtor. The Debtor [building] has no
income. All the expenses of the building are paid from the revenues
generated by the Tropicana Bar.
Class I consists of the [Separately Classified] Allowed Unsecured
Claim held by Marta S. Perez, et. al. Debtor will pay the Creditor
the value of the Real Property $320,000.00 and equity in the Liquor
License in the approximate amount of $83,000.00 owned by a
non-debtor entity King Tyson, Inc. for a total of $403,000.00, as
follows:
* $2000 a month for months 1 to 36 for a total of $72,000.00.
Covid has affected the revenues at the Tropicana Bar. Now the Delta
Variant is expected to slow down the bar business even more.
* $3064.81 a month for months 37 to 144 for a total of
$331,000.00.
* Debtor has attempted to find financing for the property and
the liquor license in order to make a lump sum payment to the
Creditor, however, the maximum financing that that the Debtor is
able to obtain is $250,000 under extremely unfavorable terms that
would ultimately jeopardize the collateral to the detriment of the
Creditor and the Debtor.
Class II consists of the Allowed Unsecured Priority Claim held by
the Internal Revenue Service. The Internal Revenue Service is owed
$1,000.00 as per Claim # 3. On the Effective date of the Plan,
Debtor shall commence paying $250.00 each month until fully paid.
Class III consists of Allowed General Unsecured Claims. The total
owed to unsecured creditors as per the Claims filed in this case is
$749.59. On the Effective Date, each holder of an Allowed General
Unsecured Claim shall receive, in full and final satisfaction of
their respective claims, a 100% distribution in the amount of the
claim filed by the Bar date of 8/16/2021. Class III Claims are
Impaired.
Pursuant to 11 U.S.C. ยง1129(a)(15), unsecured creditors have a
right to object to plan confirmation. If creditors object to
confirmation of the Plan, the value of the property to be
distributed under the Plan shall not be less than the projected
disposable income of the Debtor (as defined in 11 U.S.C.
ยง1325(b)(2) to be received during the 5-year period beginning on
the date that the first payment is due under the Plan (or during
the period for which the Plan provides payments, whichever is
longer).
Funds to be used to make cash payments under the Plan shall derive
from the income generated from the Tropicana Bar.
A full-text copy of the Disclosure Statement dated August 16, 2021,
is available at https://bit.ly/2VXwilX from PacerMonitor.com at no
charge.
Attorney for the Debtor:
Elias Leonard Dsouza, Esq.
D&S Law Group, PA
8751 W. Broward Blvd., Suite 301
Plantation, FL 33324
Telephone: (954) 358-5911
Facsimile: (954) 357-2267
Email: Elias@DsouzaLegal.com
About Kingland Realty Corp
Kingland Realty Corp, Inc. filed a voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
21-15563) on June 6, 2021, listing under $1 million in both assets
and liabilities. Reatte Joyce King, president, signed the petition.
Judge Laurel M. Isicoff oversees the case. Elias Leonard Dsouza,
Esq., at D&S Law Group, PA serves as the Debtor's legal counsel.
LAWNWOOD PROFESSIONAL: Taps Cole Scott & Kissane as Special Counsel
-------------------------------------------------------------------
Lawnwood Professional Center Condominium Association seeks approval
from the U.S. Bankruptcy Court for the Southern District of Florida
to employ Cole, Scott & Kissane, P.A. as its special counsel.
The firm will represent the Debtor at the judicial settlement
conference in connection with the case in St. Lucie County Circuit
Court styled Laurel J. Valliere v. Lawnwood Professional Center
Condominium Association, Inc. 56-2019-CA-001315.
The firm's hourly rates are as follows:
Attorneys $400 per hour
Paralegals $150 per hour
Barry Postman, Esq., a partner at Cole Scott & Kissane, disclosed
in a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
Cole Scott can be reached at:
Barry A. Postman, Esq.
Cole, Scott & Kissane, P.A.
Esperante Building
222 Lakeview Avenue, Suite 120
West Palm Beach, FL 33401
Tel: (561) 383-9200
Fax: (561) 683-8977
Email: barry.postman@csklegal.com
About Lawnwood Professional Center
Condominium Association
Lawnwood Professional Center Condominium Association filed a
petition for Chapter 11 protection (Bankr. S.D. Fla. Case No.
21-13406) on April 9, 2021, listing up to $500,000 in assets and up
to $100,000 in liabilities. Judge Erik P. Kimball oversees the
case.
Kelley Fulton & Kaplan P.L., Cole Scott & Kissane P.A., and
Ackerman Rodgers CPA PLLC serve as the Debtor's bankruptcy counsel,
special counsel and accountant, respectively.
LIMETREE BAY: Committee Taps Pachulski as Bankruptcy Counsel
------------------------------------------------------------
The official committee of unsecured creditors appointed in the
Chapter 11 cases of Limetree Bay Services, LLC and its affiliates
seeks approval from the U.S. Bankruptcy Court for the Southern
District of Texas to hire Pachulski Stang Ziehl & Jones, LLP as its
bankruptcy counsel.
The firm's services include:
(a) assisting the committee in its consultations with the
Debtors regarding the administration of the cases;
(b) assisting the committee in analyzing the Debtors' assets
and liabilities, investigating the extent and validity of liens and
participating in and reviewing any proposed asset sales, asset
dispositions, financing arrangements, and cash collateral
stipulations or proceedings;
(c) assisting the committee in any manner relevant to
reviewing and determining the Debtors' rights and obligations under
leases and other executory contracts;
(d) assisting the committee in investigating the acts,
conduct, assets, liabilities, and financial condition of the
Debtors, the Debtors' operations and the desirability of the
continuance of any portion of those operations, and any other
matters relevant to the cases or to the formulation of a Chapter 11
plan;
(e) participating in the negotiation, formulation, and
drafting of a plan of liquidation or reorganization;
(f) advising the committee on issues concerning the
appointment of a trustee or examiner under Section 1104 of the
Bankruptcy Code;
(g) advising the committee regarding its powers and duties
under the Bankruptcy Code and the Bankruptcy Rules;
(h) assisting the committee in the evaluation of claims and in
litigation matters; and
(i) providing other necessary legal services to the committee.
The firm's hourly rates are as follows:
Partners $845 - $1,695 per hour
Of Counsel $695 - $1,275 per hour
Associates $695 - $750 per hour
Paraprofessionals $425 - $460 per hour
Michael Warner, Esq., a partner at Pachulski, disclosed in a court
filing that his firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Michael D. Warner, Esq.
Pachulski Stang Ziehl & Jones LLP
440 Louisiana Street, Suite 900
Houston, TX 77002
Tel.: 713.691.9385
Fax: 713.691.9407
Email: info@pszjlaw.com
About Limetree Bay
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. Texas 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.
The Debtors tapped Baker Hostetler as legal counsel and B. Riley
Financial Inc. as restructuring advisor.
The U.S. Trustee for Region 7 appointed an official committee of
unsecured creditors in the Debtors' cases on July 26, 2021. The
committee is represented by Pachulski Stang Ziehl & Jones, LLP.
405 Sentinel, LLC serves as administrative and collateral agent for
the DIP lenders.
LIVINGSTON INTERNATIONAL: S&P Withdraws 'B-' Long-Term ICR
----------------------------------------------------------
S&P Global Ratings withdrew all of its ratings on Livingston
International Inc., including its 'B-' long-term issuer credit
rating on the company, at the issuer's request. The company's
first-lien credit agreement was recently amended and no longer
requires the maintenance of a rating.
At the time of the withdrawal, the outlook on Livingston was
stable.
LOUISIANA CRANE: Seeks Approval to Hire Coddington Adjustment Co.
-----------------------------------------------------------------
Louisiana Crane & Construction, LLC seeks approval from the U.S.
Bankruptcy Court for the Western District of Louisiana to hire
Coddington Adjustment Co., LLC to evaluate its crane.
The firm, which specializes in heavy trucks and equipment, will be
paid at an hourly rate of $125, plus expenses.
Champ Coddington, Jr., chief executive officer of Coddington
Adjustment Co., 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:
Champ Coddington, Jr.
Coddington Adjustment Co., LLC
P.O. Box 634
Howell, NJ 07731-0634
Tel.: (732) 364-4200
Fax: 732-363-1396
Email: champ@coddingtonadj.com
About Louisiana Crane
Louisiana Crane & Construction, LLC is a Eunice, La.-based supplier
of traditional crane services and general oilfield construction,
pipeline, plant maintenance, rotating equipment, and millwright
services.
Louisiana Crane & Construction sought protection under Chapter 11
of the Bankruptcy Code (Bankr. W.D. La. Case No. 21-50198) on April
6, 2021. At the time of the filing, the Debtor had between $10
million and $50 million in both assets and liabilities. Judge John
W. Kolwe oversees the case. Heller, Draper & Horn, LLC is the
Debtor's legal counsel while Darnall Sikes & Frederick serves as
its accountant.
LOUISIANA CRANE: Seeks to Employ Darnall Sikes as Accountant
------------------------------------------------------------
Louisiana Crane & Construction, LLC seeks approval from the U.S.
Bankruptcy Court for the Western District of Louisiana to hire
Darnall Sikes & Frederick to perform an audit of its 401(k) Profit
Sharing Plan and prepare its 2020 tax returns.
The firm will receive the sum of $11,500 for its services and
reimbursement for out-of-pocket expenses incurred.
Danny Frederick, the firm's accountant who will be providing the
services, 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:
Danny P. Frederick, CPA
Darnall Sikes & Frederick
1231 East Laurel Avenue
Eunice, LA 70535
Tel.: 337-457-4146
Fax: 337-457-5060
Email: dannyf@dsfcpas.com
About Louisiana Crane
Louisiana Crane & Construction, LLC is a Eunice, La.-based supplier
of traditional crane services and general oilfield construction,
pipeline, plant maintenance, rotating equipment, and millwright
services.
Louisiana Crane & Construction sought protection under Chapter 11
of the Bankruptcy Code (Bankr. W.D. La. Case No. 21-50198) on April
6, 2021. At the time of the filing, the Debtor had between $10
million and $50 million in both assets and liabilities. Judge John
W. Kolwe oversees the case. Heller, Draper & Horn, LLC is the
Debtor's legal counsel while Darnall Sikes & Frederick serves as
its accountant.
MARY BRICKELL: DF VII Reit Opposes Disclosure Motion
----------------------------------------------------
DF VII Reit Holdings, LLC, objects to the motion of debtor Mary
Brickell Village Hotel, LLC for entry of an order scheduling a
Combined Disclosure Statement Hearing.
DF VII claims that the proposed schedule, including the September
6, 2021, deadline for objections (which is the Federal Labor Day
Holiday), does not provide for the notice required by Federal Rules
of Bankruptcy Procedure 2002(b) and 3017, and does not comply with
Local Rules of Bankruptcy Procedure 2002-1 or 3017-1.
Moreover, the Debtor has provided no explanation for the extremely
truncated proposed schedule. The Debtor, who has been in default of
its obligations to Lender for over a year, was in no apparent hurry
to resolve its debts in the state court litigation commenced by
Lender against the Debtor in and for Miami-Dade County, Florida
(Case No. 2021-006249-CA-13). However, now having filed for Chapter
11 protection to avoid a then-pending hearing on Lender's motion
for assignment of rents, Debtor proposes to have objections to its
just-filed Plan and Disclosure Statement due in less than 28 days.
Further, Lender contends that there a number of deficiencies and
objectionable provisions in Debtor's proposed plan, and Lender is
entitled to a sufficient time period to analyze and consider the
Plan and Disclosure Statement, conduct such discovery as is
necessary and to, ostensibly, discuss consensual resolution of
various issues with the Debtor and other parties-in-interest.
Accordingly, Lender submits that the Debtor should be required to
give adequate notice of the Disclosure Statement and Plan, that the
Disclosure Statement hearing be set for a date complaint with Rule
2002(b), and that, if the Disclosure Statement is approved at that
time, the Court consider an appropriate date for a hearing on the
confirmation of the proposed plan.
A full-text copy of DF VII's objection dated August 16, 2021, is
available at https://bit.ly/3srlI2N from PacerMonitor.com at no
charge.
DF VII is represented by:
David L. Gay
Florida Bar No. 839221
CARLTON FIELDS, P.A.
2 MiamiCentral
700 NW 1st Avenue, Suite 1200
Miami, Florida 33136-4118
Telephone: (305) 530-0050
Facsimile: (305) 530-0055
Email: dgay@carltonfields.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.
MOON GROUP: Seeks Cash Collateral Access
----------------------------------------
Moon Group, Inc. and affiliates ask the U.S. Bankruptcy Court for
the District of Delaware for authority to use the cash collateral
of primary lenders and provide adequate protection for its use.
The Primary Lenders are Kore Capital Corporation, Newtek Small
Business Finance, LLC, and North Avenue Capital, LLC.
The Debtor requires the use of cash collateral to fund the
operations of the Debtors' businesses and the administrative
expenses of these bankruptcy cases.
As adequate protection for the use of such cash collateral, the
Debtors intend to provide replacement liens and to protect the
value of the collateral by continuing to operate the Debtors'
businesses as going concerns during the reorganization process.
The only parties believed to assert an interest in the Debtors'
cash collateral are the Primary Lenders. The Primary Lenders'
interests arise from these credit facilities made to the Debtor:
(a) Kore extended a revolving line of credit in the original
principal amount of $3,000,000 pursuant to a revolving credit and
Security Agreement dated May 15, 2020, as such agreement has been
amended;
(b) Newtek extended a commercial loan in the original
principal amount of $5,000,000 pursuant to a loan and security
agreement dated June 27, 2019; and
(c) North Avenue extended a commercial loan in the original
principal amount of $10,000,000 pursuant to a loan and security
agreement dated June 28, 2019.
Kore asserts that as of the Petition Date, the aggregate
outstanding principal balance of the Kore Loan exceeds $5.6
million.
The Debtors believe the indebtedness to Kore is substantially less
than the value of the collateral and that Kore is oversecured.
The Debtors assert that the Primary Lenders are adequately
protected by the granting of replacement liens -- only to the
extent their prepetition security interests are perfected and
enforceable -- and the continuation of the Debtors' businesses.
In addition, as it relates to Kore, the Debtors' accounts
receivable exceed the amount of the Kore Loan, and the resulting
equity cushion affords additional adequate protection.
As adequate protection for any diminution in value of the Primary
Lenders' interests, the Debtors request that the Court grant the
Primary Lenders security interests equivalent to a lien granted
under section 364(c)(2) and (3) of the Bankruptcy Code, as
applicable, in and upon the Debtors' personal property, including
Cash Collateral, whether such property was acquired before or after
the Petition Date, to the extent: (i) that the type of personal
property is currently part of the Primary Lenders' Collateral as of
the Petition Date; (ii) that the Primary Lenders' prepetition
security interests in the collateral are valid and properly
perfected, and (iii) of the amount of any diminution in value of
the collateral. If granted, the Replacement Liens will adequately
protect the Primary Lenders' interests from any potential
depreciation and deterioration.
In addition to the proposed Replacement Liens, the Primary Lenders
are also adequately protected as a result of the continuation of
the Debtors' business operations.
A copy of the motion is available at https://bit.ly/3z0fTfn from
PacerMonitor.com.
About Moon Group, Inc.
Moon Group, Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 21-11140) on August 12,
2021. The Debtor's affiliates, Moon Landscaping, Inc., Moon
Nurseries, Inc., Moon Site Management, Inc., Moon Wholesale, Inc.,
and Rickert Landscaping, Inc. also filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code.
In the petition signed by John D. Pursell, Jr. chief executive
officer, the Debtor disclosed up to $50,000 in assets and up to $50
million in liabilities.
William D. Sullivan, Esq. at Sullivan Hazeltine Allinson LLC is the
Debtor's counsel.
MR. CAMPER: Taps Sternberg, Naccari & White as Co-Counsel
---------------------------------------------------------
Mr. Camper, LLC seeks approval from the U.S. Bankruptcy Court for
the Eastern District of Louisiana to hire Sternberg, Naccari &
White, LLC as co-counsel with Gerdes Law Firm, LLC.
The firm will be responsible for preparing first day motions and
related documents as well as the subchapter V plan.
Ryan Richmond, Esq., the firm's attorney who will be providing the
services, will be paid an hourly fee of $250.
The Debtor paid $3,000 to the law firm as a retainer fee.
Mr. Richmond 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:
Ryan J. Richmond, Esq.
Sternberg, Naccari & White, LLC
251 Florida Street, Suite 203
Baton Rouge, LA 70801
Tel.: (225) 412-3667
Fax: (225) 286-3046
Email: ryan@snw.law
About Mr. Camper LLC
Mr. Camper, LLC, doing business as Yogi Bear's Jellystone Camp
Resort, owns and operates the Yogi Bear's Jellystone Campground in
Robert, La. It is a part of the Yogi Bear's Jellystone Park Camp
network of campsites and resorts throughout the United States and
Canada.
Mr. Camper filed a Chapter 11 petition (Bankr. E.D. La. Case No.
19-11775) on July 1, 2019, and obtained confirmation of its
bankruptcy plan on June 1, 2020. On Aug. 11, 2021, when its
Chapter 11 case was terminated, the Debtor filed a petition under
Subchapter V of Chapter 11 (Bankr. E.D. La. Case No. 21-11051).
Leo Congeni has been appointed to serve as the Debtor's Subchapter
V trustee.
In the petition signed by Maurice J. LeBlanc, Jr., managing member,
the Debtor listed $1 million to $10 million in both assets and
liabilities.
Sternberg, Naccari & White and Gerdes Law Firm, LLC represent the
Debtor as legal counsel.
NASHEF LLC: Wins Cash Collateral Access Through November 4
----------------------------------------------------------
Judge Christopher J. Panos of the U.S. Bankruptcy Court for the
District of Massachusetts authorized Nashef LLC to use cash
collateral through the earlier of (i) November 4, 2021, or (ii) a
further Court order. The cash collateral may be used solely during
the specified period, pursuant to the budget, or as expressly
agreed to in writing by the Secured Parties and the U.S. Trustee.
Hometown Bank; Harvard Funding LLC; the Internal Revenue Service;
the Massachusetts Department of Unemployment Assistance; and the
Massachusetts Department of Revenue are granted a continuing
postpetition replacement lien and security interest in all
postpetition property of the estate, of the same type against which
they held validly perfected liens and security interest as of the
Petition Date. The Replacement Liens shall maintain the same
priority, validity and enforceability as the liens on the
Collateral, and shall be recognized to the extent of any diminution
in the value of the collateral resulting from the use of cash
collateral pursuant to the Tenth Order.
A continued hearing on the Debtor's use of cash collateral will be
held on November 4, 2021 at 10 a.m., by telephone. Objections are
due by November 2 at 4:30 p.m.
A copy of the Tenth Order is available for free at
https://bit.ly/3yS7bPZ from PacerMonitor.com.
About Nashef LLC
Nashef LLC, a privately held company in Fitchburg, Mass.
Nashef LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Mass. Case No. 20-40199) on Feb. 6, 2020. In the
petition signed by Eyad Nashef, manager, the Debtor disclosed $170
in assets and $1,559,000 in liabilities.
Judge Christopher J. Panos oversees the case.
The Debtor is represented by James P. Ehrhard, Esq. at Ehrhard &
Associates, P.C.
NEIMAN MARCUS: Reintroduces Itself After Exiting Bankruptcy
-----------------------------------------------------------
Sharon Edelson of Forbes reports that Dallas-based luxury retailer
Neiman Marcus announced the launch of its fall campaign,
"Re-Introduce Yourself." The ad's title works on several levels,
with consumers (hopefully) re-introducing themselves to the art of
shopping during the health crisis, and also refers to the retailer
putting its best foot forward after surviving a bankruptcy and
reorganization.
The retailer emerged from bankruptcy in September 2020 following
one of the highest-profile retail collapses during the health
crisis. Neiman's crumpled under its heavy debt load, but with it's
bankruptcy reorganization approved, the retailer was able to exit
Chapter 11 with much less debt, however, its crown jewel flagship
at Manhattanโs Hudson Yards had to be shuttered.
"With a history rich in magical stories and vibrant fashion, the
retailer is writing its own future, filled with optimism, love and
the extraordinary," Neiman's said of the ad campaign. "Simply put,
Neiman Marcus is better than ever."
Consumers will be the judge of that. But for now, the campaign
encourages customers to embrace how they, the world, and Neiman
Marcus have changed and evolved over the past 2020.
Imagined by the in-house creative team, the 360-degree marketing
campaign comes to life across multi-media print and digital
advertising, native content, social media, and in-store visuals and
events. The retailer's new and exclusive brands are at the
forefront of storytelling that invites customers to re-introduce
themselves to the art of fashion and reframe their place in the
modern world with new rules, new perspectives, and new
self-expressions.
"We were stripped of who we were, drew the curtains and waited for
a sign.... Maybe this time softened you or maybe it hardened your
resolve. The world is waiting to meet you. We may be stripped of
who we were, but look at what we've become," the voice over of a
commercial intones as a real Neiman Marcus style advisor leads a
model (client) through a larva-to-butterfly transformation.
"The connection of being relevant," said Daz McColl, Neiman Marcus
chief marketing officer, "we worked very hard to achieve that. It
can certainly stand alone for the fall season. This is the hero
spot. We'll do 15, 30 and 60-second versions. Weโre using
different environments. As the season progresses, weโre very
proud of this being symbolic of the metamorphosis."
"The upward business momentum we've experienced has been an
optimistic sign of new possibilities and a new world," said Lana
Todorovich, president and chief merchandising officer. "This season
calls for all of us to re-introduce who we are and what we;ve
learned about ourselves. It's time for Neiman Marcus to do the
same, and we want our customers to not only meet us again but know
that we're in this together. We look forward to introducing them to
new brands as part of our integrated luxury retail strategy and
meeting them where they shop - in our stores, on our website, and
through our in-store and digital style advisors."
Bright skies, swirling leaves, and the invigorating freshness of
the fall season all exude the crispness of change. It signals new
beauty, new ideas, new perspectives, new connections, and a new
sense of self. Shot on-location in Art Omi's sculpture and
architecture park in upstate New York, on the Million Air runway in
Dallas, and in-studio, Neiman Marcus' fall campaign concept
captures that sentiment and the juxtaposition of consumers'
re-emergence into work, life, and nature, featuring over 40 new
luxury and emerging brands as part of the almost 100 brands
featured in the campaign across women's, men's, children's, home,
and beauty.
About Neiman Marcus Group
Neiman Marcus Group LTD, LLC -- https://www.neimanmarcus.com/ -- is
a luxury omni-channel retailer conducting store and online
operations principally under the Neiman Marcus, Bergdorf Goodman,
and Last Call brand names. It also operates the Horchow e-commerce
website offering luxury home furnishings and accessories. Since
opening in 1907 with just one store in Dallas, Neiman Marcus and
its affiliates have strategically grown to 67 stores across the
United States.
Weeks after being forced to temporarily shutter stores due to the
coronavirus pandemic, Neiman Marcus Group and 23 affiliates sought
Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-32519) on
May 7, 2020, after reaching an agreement with a significant
majority of our creditors to undergo a financial restructuring that
will substantially reduce the Company's debt load, and provide
access to considerable financing to ensure business continuity.
Kirkland & Ellis LLP is serving as legal counsel to the Company,
Lazard Ltd. is serving as the Company's investment banker, and
Berkeley Research Group is serving as the Company's financial
advisor. Stretto is the claims agent, maintaining the page
https://cases.stretto.com/NMG
Judge David R. Jones oversees the cases.
The Extended Term Loan Lenders are represented by Wachtell, Lipton,
Rosen & Katz as legal counsel, and Ducera Partners LLC as
investment banker.
The Noteholders are represented by Paul, Weiss, Rifkind, Wharton &
Garrison LLP as legal counsel and Houlihan Lokey as investment
banker.
NINE POINT: Bowline Energy Acquires Williston Basin Assets
----------------------------------------------------------
Bowline Energy LLC ("Bowline") on Aug. 11, 2021, announced the
purchase of Nine Point Energy's Williston Basin assets. The
purchase was effectuated through a Chapter 11 Section 363 process
and was approved by the Bankruptcy Court and closed on August 9,
2021.
The Williston Basin remains one of the premier oil and gas basins
in the United States and Bowline is excited by the prospects of
growing its operations in this basin. The purchase of the Nine
Point assets gives Bowline a strong production base and steady cash
flows. Coupling these attributes with Bowline's sound balance
sheet, the company expects to commence a development program,
funded out of cash flows, and begin evaluating strategic M&A
opportunities in the near future.
Bowline is also pleased to report that the company is in compliance
with NDIC's gas capture goals for the months of June and July 2021.
In addition, Bowline anticipates that it will meet or exceed
NDIC's 91% gas capture goal in August 2021 and beyond. This
provides Bowline with the flexibility to explore a myriad of
long-term midstream solutions while providing a beneficial
disposition of its gas. Bowline appreciates the support of its
North Dakota field team for implementing our innovative gas capture
solutions in a safe and expeditious manner.
About Bowline Energy LLC
Bowline Energy -- http://www.bowlineenergy.com-- is a private
exploration and production company focused on value creation
through the safe, efficient acquisition and development of oil and
gas assets within the Williston Basin.
About Nine Point Energy
Nine Point Energy Holdings, Inc. -- https://ninepointenergy.com/ --
is a private exploration and production company focused on value
creation through the safe, efficient development of oil and gas
assets within the Williston Basin.
Nine Point Energy Holdings, Inc. sought Chapter 11 protection
(Bankr. D. Del. Case No. 21-10570) as the Lead Case, on March 15,
2021. The three affiliates that concurrently filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code are
Nine Point Energy, LLC (Bankr. D. Del. Case No. 21-10571), Foxtrot
Resources, LLC (Bankr. D. Del. Case No. 21-10572), and Leaf
Minerals, LLC (Bankr. D. Del. Case No. 21-10573). The cases are
assigned to Judge Mary F. Walrath.
The Debtors estimated assets and liabilities (on a consolidated
basis) in the range $100 million to $500 million.
The Debtors tapped as counsel the following: Michael R. Nestor,
Esq. Kara Hammond Coyle, Esq. Ashley E. Jacobs, Esq., and Jacob D.
Morton, Esq., at Young Conaway Stargatt & Taylor, LLP; Richard A.
Levy, Esq., Caroline A. Reckler, Esq., and Jonathan Gordon, Esq.,
at Latham & Watkins LLP; and George A. Davis, Esq., Nacif Taousse,
Esq., Alistair K. Fatheazam, Esq., and Jonathan J. Weichselbaum,
Esq., at Latham & Watkins LLP.
The Debtors engaged AlixPartners LLP as their financial advisor,
Perella Weinberg Partners L.P. as their investment banker, and
Lyons, Benenson & Co., Inc., as their compensation consultant.
NORTONLIFELOCK INC: Moody's Puts Ba2 CFR on Review for Downgrade
----------------------------------------------------------------
Moody's Investors Service placed NortonLifeLock Inc.'s ratings,
including the Ba2 Corporate Family Rating, Ba2-PD Probability of
Default Rating, Baa3 senior secured bank credit facility rating,
and Ba3 senior unsecured rating on review for downgrade following
the announcement of an agreement to acquire Avast Holding B.V.
(Avast, Ba1 stable) in a cash and stock transaction. Reflecting the
fully-committed interim funding for the transaction and current
liquidity position, NortonLifeLock's Speculative Grade Liquidity
rating of SGL-1 remains unchanged.
NortonLifeLock plans to acquire Avast for about $8.6 billion to
$9.2 billion of total purchase price excluding transaction fees
using an election feature where Avast shareholders can elect a
majority stock option or majority cash option. The acquisition is
subject to approval of NortonLifeLock and Avast shareholders, as
well as regulatory bodies, and is expected to close in mid-calendar
year 2022. NortonLifeLock will finance the acquisition with cash
and $5.4 billion (excluding $750 million short duration cash
bridge, which will be repaid shortly after the close of the
transaction) of committed interim debt financing. The company
additionally plans to refinance a portion of its unsecured
indebtedness that is due in 2022 prior to closing of the merger.
RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR
DOWNGRADE OF THE RATINGS
The review for downgrade reflects high execution risks given the
transformative nature of the Avast acquisition and large size of
targeted synergies, as well high initial leverage. Pro forma for
the initial financing, Moody's estimates NortonLifeLock's
debt/EBITDA at around 5.5x (Moody's adjusted, proforma combined for
the twelve months ended July 2, 2021, excluding cost synergies) or
about 4.7x including anticipated cost synergies. The acquisition is
not expected to close until mid-calendar year 2022 and actual
leverage at closing may differ.
The review of NortonLifeLock's ratings will focus on: (1) the
strategic rationale and product models for the combined company,
(2) details and achievability of the integration plan and cost
synergies, including targeted areas and the timing of costs and
synergy capture, (3) deleveraging plans and financial policy, (4)
any conditions placed on the combined company in order to obtain
regulatory approval, and (5) details on the terms of the final debt
capital structure. Moody's expects that a downgrade, if any, would
be limited to one notch.
The Avast acquisition will add a strong consumer security brand in
European and other international markets and significantly increase
NortonLifeLock's market share and geographic diversity outside
North America. However, Avast's freemium business model is very
different than NortonLifeLock's pay model with uncertainty as to
how the two brands will operate post close. While some products are
complementary at the two companies, many are competitive. There
will be potential to cross sell LifeLock identity protection
products into Avast's customer base for example, but Avast also has
its own lower priced BreachGuard service and how and if the
products will co-exist has not be disclosed.
The following ratings were affected:
On Review for Downgrade:
Issuer: NortonLifeLock Inc.
Probability of Default Rating, Placed on Review for Downgrade,
currently Ba2-PD
Corporate Family Rating, Placed on Review for Downgrade, currently
Ba2
Senior Secured Bank Credit Facility, Placed on Review for
Downgrade, currently Baa3 (LGD2)
Senior Unsecured Regular Bond/Debenture, Placed on Review for
Downgrade, currently Ba3 (LGD5)
Outlook Actions:
Issuer: NortonLifeLock Inc.
Outlook, Changed To Rating Under Review From Stable
The principal methodology used in these ratings was Software
Industry published in August 2018.
NortonLifeLock Inc. (formerly Symantec Corporation), headquartered
in Tempe, AZ, is a leading provider of consumer security software.
Revenues were approximately $2.6 billion for the twelve months
ended July 2, 2021.
NORWICH ROMAN: Seeks to Hire Ice Miller as Bankruptcy Counsel
-------------------------------------------------------------
The Norwich Roman Catholic Diocesan Corporation seeks approval from
the U.S. Bankruptcy Court for the District of Connecticut to employ
Ice Miller, LLP to serve as lead counsel in its Chapter 11 case.
The firm's services include:
(a) advising the Debtor of its rights, powers, and duties and
the continued 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 court hearings and matters
pertaining to its affairs;
(e) representing the Debtor in 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
creditors and other parties-in-interest, and responding to creditor
inquiries;
(h) taking all necessary action to protect and preserve the
Debtor's estate;
(i) reviewing applications and motions filed in the case;
(j) negotiating and preparing, if applicable, a plan of
reorganization, disclosure statement, and all related documents,
and taking any necessary action to obtain confirmation of the
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;
(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 it might take
to collect and recover property for the benefit of its estate;
(q) reviewing financial reports to be filed by the Debtor;
and
(r) performing all other necessary legal services.
The firm's hourly rates are as follows:
Attorneys $395 to $940 per hour
Paralegals $240 to $490 per hour
Louis DeLucia, Esq., a partner at Ice Miller, 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:
Louis DeLucia, Esq.
Alyson M. Fiedler, Esq.
Ice Miller LLP
1500 Broadway, Suite 2900
New York, NY 10036
Tel: (215) 377-5007
Fax: (215) 377-5008
Email: louis.delucia@icemiller.com
alyson.fiedler@icemiller.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.
OUTLOOK THERAPEUTICS: Incurs $12.2 Million Net Loss in 3rd Quarter
------------------------------------------------------------------
Outlook Therapeutics, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $12.20 million for the three months ended June 30, 2021,
compared to a net loss of $3.01 million for the three months ended
June 30, 2020.
For the nine months ended June 30, 2021, the Company reported a net
loss of $39.76 million compared to a net loss of $25.32 million for
the nine months ended June 30, 2020.
As of June 30, 2021, the Company had $32.88 million in total
assets, $20.13 million in total liabilities, and $12.75 million in
total stockholders' equity.
"The past quarter for Outlook Therapeutics has been truly
transformative for the company. With all three of our registration
clinical trials now completed, including our NORSE TWO pivotal
trial, we possess positive, statistically significant results to
support our plans to submit a BLA for ONS-5010 in the first
calendar quarter of 2022. I believe there is a tremendous amount
of opportunity ahead for Outlook Therapeutics and, since I joined
as CEO at the beginning of July, the dedication of this team, and
the potential of ONS-5010, have continued to reinforce my
confidence in our position as an up-and-coming leader in the retina
space. We are dedicated to building momentum, shareholder value,
and ultimately potentially bringing the first FDA-approved
ophthalmic formulation of bevacizumab to the retina community,"
commented Mr. C. Russell Trenary III, president and chief executive
officer of Outlook Therapeutics.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1649989/000155837021011701/otlk-20210630x10q.htm
About Outlook Therapeutics
Outlook Therapeutics, Inc., formerly known as Oncobiologics, Inc.
-- http://www.outlooktherapeutics.com-- is a late clinical-stage
biopharmaceutical company working to develop the first FDA-approved
ophthalmic formulation of bevacizumab for use in retinal
indications, including wet AMD, DME and BRVO. If ONS-5010, its
investigational ophthalmic formulation of bevacizumab, is approved,
Outlook Therapeutics expects to commercialize it as the first and
only on-label approved ophthalmic formulation of bevacizumab for
use in treating retinal diseases in the United States, Europe,
Japan and other markets.
Outlook Therapeutics reported a net loss attributable to common
stockholders of $48.87 million for the year ended Sept. 30, 2020,
compared to a net loss attributable to common stockholders of
$36.04 million for the year ended Sept. 30, 2019. As of March 31,
2021, the Company had $45.11 million in total assets, $24.46
million in total liabilities, and $20.65 million in total
stockholders' equity.
KPMG LLP, in Philadelphia, Pennsylvania, the Company's auditor
since 2015, issued a "going concern" qualification dated Dec. 23,
2020, citing that the Company has incurred recurring losses and
negative cash flows from operations since its inception and has an
accumulated deficit of $289.7 million as of Sept. 30, 2020 that
raise substantial doubt about its ability to continue as a going
concern.
PAUL EVANS: Lender Sets Public Sale for August 25
-------------------------------------------------
On August 25, 2021, at 11:00 a.m. prevailing Pacific time,
bocm3-Paul Evans-Senior Debt, LLC ("Lender") will conduct a virtual
public sale and disposition (the "Sale") of the assets owed by Paul
Evans LLC in accordance with the provisions of New York Code
Annotated Sec. 9-610, et. seq., or other applicable Uniform
Commercial Code. The Sale will take place online via Zoom and in
person at the offices of Brian Testo Associates, LLC, in Westlake
Village, CA. Pre-qualified bidders may participate in the sale
online or in person.
The assets to be sold consist of certain of the tangible and
intangible assets used in the business of Paul Evans.
For a more specific list of the Assets, auction registration
requirements or to arrange an inspection of the assets, please
contact the auctioneer at
Brian Testo
Brian Testo Associates, LLC
4035 East Thousand Oaks Blvd, Suite 105
Westlake Village, CA 91362
Phone: 818-592-6592
Cell: 818-312-1699
E-mail: briantesto@btesto.com
Auction Case Manager:
Joanne Nall
Cell: 818-355-2659
E-mail: joanne@btesto.com
Attorneys for creditor bocm3-Megalopolis-Senior Debt, LLC:
Joseph D. Brydges
Michael Best & Friedrich LLP
One South Pinckney Street, Suite 700
P.O. Box 1806 Madison, WI 53701-1806
Phone: 608-283-2262
E-mail: jdbrydges@michaelbest.com
Paul Evans LLC -- https://www.paulevansny.com/ -- operates a retail
shoe company.
PHIO PHARMACEUTICALS: Incurs $2.7-Mil. Net Loss in Second Quarter
-----------------------------------------------------------------
Phio Pharmaceuticals Corp. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $2.69 million for the three months ended June 30, 2021, compared
to a net loss of $1.67 million for the three months ended June 30,
2020.
For the six months ended June 30, 2021, the Company reported a net
loss of $6.09 million compared to a net loss of $4.02 million for
the six months ended June 30, 2020.
"The first half of 2021 was just the start of what promises to be
an exciting period in our development of the INTASYL enabled
immunotherapy compounds across our pipeline. Over the past several
months, we have generated positive new preclinical data from
different studies that support the initiation of two first-in-human
studies of our lead asset PH-762, an INTASYL compound that targets
the checkpoint protein PD-1, in cancer patients. Looking ahead, we
are finalizing the studies required for the regulatory submissions
for each program and expect to be in a position to initiate both
studies in the first half of 2022," said Dr. Gerrit Dispersyn,
President and CEO of Phio. "Overall, we are very excited by the
overwhelmingly positive data generated by our pipeline of INTASYL
based product candidates. This data shows that the INTASYL
platform is a valuable alternative to other direct therapeutic
approaches, but can also be used to improve cell based
immunotherapy products."
As of June 30, 2021, the Company had $31.66 million in total
assets, $2.81 million in total liabilities, and $28.84 million in
total stockholders' equity.
At June 30, 2021, the Company had cash of $29.4 million as compared
with $14.2 million at Dec. 31, 2020. The Company expects its
current cash will be sufficient to fund currently planned
operations to the second quarter of 2023.
The Company has reported recurring losses from operations since its
inception and expects to continue to have negative cash flows from
operations for the foreseeable future. Historically, the Company's
primary source of funding has been from the sales of its
securities. The Company's ability to continue to fund its
operations is dependent on obtaining funding from third parties,
such as proceeds from the issuance of debt, sale of equity, or
strategic opportunities, in order to maintain its operations. This
is dependent on a number of factors, including the market demand or
liquidity of the Company's common stock. There is no guarantee
that debt, additional equity or other funding will be available to
us on acceptable terms, or at all. If the Company fails to obtain
additional funding when needed, it would be forced to scale back or
terminate its operations or seek to merge with or to be acquired by
another company.
While the Company believes that the coronavirus pandemic has not
had a significant impact on its financial condition and results of
operations at this time, the potential economic impact brought by,
and the duration of, the coronavirus pandemic is difficult to
assess or predict. There may be developments outside of the
Company's control that require it to adjust its operating plans and
given the nature of the situation, the Company cannot reasonably
estimate the impact of the coronavirus pandemic on its financial
condition, results of operations or cash flows in the future.
The Company believes that its existing cash should be sufficient to
fund operations for at least the next 12 months from the date of
the release 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/1533040/000168316821003476/phio_iq2-20210630.htm
About Phio Pharmaceuticals
Marlborough, Massachusetts-based Phio Pharmaceuticals Corp. --
http://www.phiopharma.com-- is a biotechnology company developing
the next generation of immuno-oncology therapeutics based on its
self-delivering RNAi therapeutic platform. The Company's efforts
are focused on silencing tumor-induced suppression of the immune
system through its proprietary INTASYL platform with utility in
immune cells and/or the tumor micro-environment. The Company's
goal is to develop powerful INTASYL therapeutic compounds that can
weaponize immune effector cells to overcome tumor immune escape,
thereby providing patients a powerful new treatment option that
goes beyond current treatment modalities.
Phio Pharmaceuticals reported a net loss of $8.79 million for the
year ended Dec. 31, 2020, compared to a net loss of $8.91 million
for the year ended Dec. 31, 2019. As of March 31, 2021, the
Company had $33.86 million in total assets, $2.46 million in total
liabilities, and $31.40 million in total stockholders' equity.
PHUNWARE INC: Incurs $8.3 Million Net Loss in Second Quarter
------------------------------------------------------------
Phunware, Inc. filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing a net loss of $8.29
million on $1.44 million of net revenues for the three months ended
June 30, 2021, compared to a net loss of $3.51 million on $2.21
million of net revenues for the three months ended June 30, 2020.
For the six months ended June 30, 2021, the Company reported a net
loss of $20.66 million on $3.08 million of net revenues compared to
a net loss of $7.47 million on $4.85 million of net revenues for
the same period a year ago.
As of June 30, 2021, the Company had $34.21 million in total
assets, $23.73 million in total liabilities, and $10.48 million in
total stockholders' equity.
"We were extremely encouraged by the continued operational momentum
for our business during Q2 despite the ongoing pandemic, as we
further accelerated our MaaS platform vision and adoption across a
number of key fronts including new product introduction and
indirect channel expansion," said Alan S. Knitowski, president, CEO
and Co-Founder of Phunware. "Not only have we formally rolled out
our entire blockchain-enabled Mobile Loyalty Ecosystem specific to
PhunToken, PhunCoin and PhunWallet on a direct-to-consumer basis as
promised, but we have also executed a brand new, global, multi-year
distribution agreement with an anchor Fortune 500 distribution
partner for our indirect channel. Looking ahead, I am confident
that the near-term and long-term opportunities for our business are
promising, as we enter the second half of the year with a solid
balance sheet, a growing pipeline of customers and a robust slate
of enterprise cloud solutions for mobile."
"We are pleased with the efforts our team has made to build the
pipeline and drive new customer and partner relationships in the
face of continued headwinds from the COVID-19 pandemic," said Matt
Aune, CFO of Phunware. "These relationships take time to build,
but we are pleased to see that total backlog is trending up quarter
over quarter and we are working hard to build off that momentum
into the second half of 2021. Phunware is well positioned for
success as we continue to reduce liabilities, eliminate debt and
focus efforts on both organic and inorganic growth opportunities."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1665300/000162828021017003/phun-20210630.htm
About Phunware
Headquartered in Austin, Texas, Phunware, Inc. --
http://www.phunware.com-- is a Multiscreen-as-a-Service (MaaS)
company, a fully integrated enterprise cloud platform for mobile
that provides companies the products, solutions, data and services
necessary to engage, manage and monetize their mobile application
portfolios and audiences globally at scale.
Phunware reported a net loss of $22.20 million for the year ended
Dec. 31, 2020, compared to a net loss of $12.87 million for the
year ended Dec. 31, 2019. As of March 31, 2021, the Company had
$54.93 million in total assets, $38.37 million in total
liabilities, and $16.56 million in total stockholders' equity.
PRIMELINE ENERGY: Receives Notice of Default, Acceleration
----------------------------------------------------------
Primeline Energy Holdings Inc. on Aug. 11, 2021, disclosed that it
has received notice of the occurrence of an event of default under
the loan facility from the syndicate of banks (the "Syndicate")
which provided finance for Primeline's share of the development
cost of the LS 36-1 gas field, and of acceleration and demand for
repayment of the principal amount of the loan of US
$152,761,912.70, together with interest and penalties. As
previously disclosed, production at LS 36-1 has been shut down, and
Primeline has no source of revenue with which to repay the loan.
The Syndicate has yet to provide notification to Primeline with
regard to enforcement of security for the loan.
Primeline confirms that, other than as disclosed in prior press
releases, there have been no โmaterial business developments
since its press release of August 21, 2020 and the filing on
February โโ13, 2020 of the Company's latest interim financial
report for the period ended December 31, 2019.โ
Primeline is an independent, China-focused oil and gas exploration
and production company with shares listed on the TSX Venture
Exchange under the symbol "PEH".
PURDUE PHARMA: David Sackler to Testify in Bankruptcy Trial
-----------------------------------------------------------
Jeremy Hill of Bloomberg News reports that a member of the
billionaire Sackler family that owns Purdue Pharma LP will likely
take the stand later this week in bankruptcy court as part of the
drugmaker's opioid settlement trial.
David Sackler, a descendant of Raymond Sackler, provided a sworn,
written statement to the bankruptcy court about the sweeping
releases he and other family members will receive if Purdue's
bankruptcy judge approves its proposed settlement. He'll be made
available for live questioning sometime this week, lawyers
confirmed during the drugmaker's Chapter 11 proceedings on Monday,
August 16, 2021.
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.
R & R INDUSTRIES: Wins Final OK on $1MM Legalist DIP Loan
---------------------------------------------------------
Judge Lori V. Vaughan of the U.S. Bankruptcy Court for the Middle
District of Florida authorized R & R Industries to obtain, on a
final basis, a senior secured post-petition financing for $1
million from Legalist DIP GP, LLC. The DIP Loan will be used in
the ongoing operations of the Debtor's business.
As security for the Debtor's obligations under the DIP Documents,
the DIP Lender is granted a valid, binding, continuing,
enforceable, fully-perfected first priority senior priming security
interest in and lien on the Collateral, subject to the Permitted
Liens. The DIP Liens shall not be subject or subordinate to or
made pari passu with any lien or security interest that is avoided
and preserved for the benefit of the Debtor and its estates. The
Priming Liens shall not be subject to or subordinate to or made
pari passu with any liens arising after the Petition Date.
All obligations under the DIP Documents shall constitute allowed
claims against the Debtor, with priority over all administrative
expenses, diminution in value claims and all other claims against
the Debtor, and shall be payable from the Collateral and any
proceeds of the Collateral. The DIP Superpriority Claims, however,
shall be subordinate to fees payable to the Subchapter V Trustee
and fees payable to the U.S. Trustee under Section 1930(a) of Title
28 of the U.S. Code.
Use of Cash Collateral
Judge Vaughan also authorized the Debtor to use the Cash Collateral
to pay, when due, the expenses set forth in the approved budget,
subject to permitted variances.
The U.S. Small Business Administration is entitled to adequate
protection of its interests equal to the aggregate diminution in
the value of its interests in the Collateral. As additional
adequate protection, the Debtor shall make a $50,000 cash payment
to the SBA from the DIP Loan proceeds to be applied to the SBA Loan
balance.
The SBA Prepetition Liens shall continue to exist to the same
validity, extent and priority as they did prepetition, subordinate
only to the DIP Liens. As security for payment of the SBA Loan,
the SBA is granted (subordinate to the DIP Liens) first priority,
properly perfected, valid and enforceable security interests in
postpetition collateral, which are not subject to any claims and
which are otherwise unavoidable and not subject to
recharacterization or subordination.
The Debtor obtained a prepetition loan from the SBA through its
Economic Injury Disaster Loan program, which loan is secured by a
senior blanket lien on the Debtor's assets. The SBA consented to
entry of the current Order.
Creditors TVT and TVT 2.0 filed proofs of claim in the Debtor's
case, claiming an interest in the assets of the Debtor. The Court
ruled that the liens of TVT and TVT 2.0 shall retain the same
validity, extent and priority as existed prepetition, subordinate
only to the liens of the DIP Lender and the SBA. TVT and TVT 2.0
also consented to entry of the current order.
A copy of the final order is available for free at
https://bit.ly/3iNos7i from PacerMonitor.com.
About R & R Industries
R & R Industries, a Florida S corporation formed in 1964,
specializes in the installation of roofing, heating, air
conditioning and ventilation systems for commercial, industrial and
residential properties. Located at 500 Carswell Avenue, in Daytona
Beach, Florida, R&R has been serving the Daytona Beach area for
over 55 years.
The Debtor filed a petition under Subchapter V of Chapter 11 of the
Bankruptcy Code (Bankr. M.D.Fla. Case No. 01050) on March 11, 2021
in the U.S. Bankruptcy Court for the Middle District of Florida.
In the petition, Larry T. Beasley II, president, the Debtor
estimated between $1 million and $10 million in both assets and
liabilities. Law Offices of Scott W. Spradley, P.A., is the
Debtor's attorney. Judge Lori V. Vaughan oversees the case.
R. INVESTMENTS: Unsecured Creditors to Recover "125%" in Plan
-------------------------------------------------------------
Debtor R. Investments, RLLP filed with the U.S. Bankruptcy Court
for the District of Colorado a Disclosure Statement in support of
the Chapter 11 Plan of Reorganization dated August 16, 2021.
The Debtor noted that in the DS Exclusivity Objection, DS VI, LLC
alleged that it may propose a chapter 11 plan that would pay
Holders of Unsecured Claims 10% of such Claims while it would pay
itself 90% of its Claim. Thus far, DS has taken no action to put
forth its alleged plan or any plan for that matter. Moreover,
under Debtor's proposed Plan, RI-2 NewCo will repay Holders of
Allowed Unsecured Claims 125% of such Claims through Distributions
received on account of their Class A Units thereby generating a
bigger return to Holders of Allowed Unsecured Claims.
The Debtor's Plan provides for the reorganization of Debtor's
business and affairs through the creation of RI-2 NewCo. The DS VI,
LLC Secured Claim will be paid by the issuance of a promissory note
by RI-2 NewCo and which will be paid in full with 10% interest over
three years. The DS Unsecured Claim will be treated the same as
all other Allowed Unsecured Claims. Each Holder of an Allowed
Unsecured Claim shall receive one Class A Unit in RI-2 NewCo in
exchange for each $5,000 of their Allowed Unsecured Claim carried
through to the second decimal point. Holders of Class A Units
shall receive 125% of their Allowed Unsecured Claims until paid in
full. Holders of Interests shall receive Class B Units in RI-2
NewCo. The Debtor anticipates that all creditors' Allowed Claims
will be paid in full under the terms of the Plan.
RI-2 NewCo shall own all of the membership interests in RI-2 SubCo.
RI-2 SubCo shall own: (a) all of Debtor's Prepetition Real Estate
Assets, free and clear of all liens, claims, encumbrances, and
interests; (b) all of the membership interests in any future
special purpose entities that acquire and own distressed real
property consisting of multifamily and/or hospitality ("Distressed
Properties"); and (c) all of Steffens' and Perrin's right, title,
and interest in, and to, all of Non-Debtor Affiliates.
The Plan effectively brings all of Debtor and Non-Debtor
Affiliate's business operations under a single roof. RI-2 NewCo
shall be a real estate investment business, and identify no less
than three Distressed Properties for acquisition each year by RI-2
SubCo through special purpose entities. Steffens shall be the
manager and person in control of RI-2 NewCo and RI-2 SubCo. For
illustration purposes only, parties in interest should consult the
Entity Formation Schematic.
Lastly, the Reorganized Debtor shall exist for a limited purpose
which is to wind up Debtor's affairs and to help effectuate the
terms of the Plan. The Reorganized Debtor shall have all of the
rights, powers, and standing of a debtor in possession under
section 1107 of the Bankruptcy Code, and such other rights, powers,
and duties incident to causing performance of Reorganized Debtor's
obligations under the Plan as may be necessary.
The Debtor believes that the Plan is fair and equitable, maximizes
the value of Debtor's Estate, and provides the greatest likelihood
for recovery to all creditors. Under the Plan, all Holders of
Allowed Unsecured Claims shall receive equity interests in a NewCo
and will receive distributions totaling 125% of their Allowed
Unsecured Claims until they are paid in full. In the absence of
this Plan, Debtor's secured lender, DS VI, LLC, would be entitled
to foreclose its security interest in all of Debtor's assets and
still not likely be paid in full. Accordingly, the Debtor believes
that approval of the Plan is in the best interests of the Estate as
it provides the best recovery possible to all creditors, and urges
acceptance and approval of the Plan by all creditors.
The Plan will treat claims as follows:
* Class 1 consists of Allowed Priority Non-Tax Claims. Each
Holder of an Allowed Priority Non-Tax Claim shall receive in full
satisfaction, settlement, release, and discharge of and in exchange
for such Allowed Priority Non-Tax Claim: (y) Cash equal to the
unpaid portion of such Allowed Priority Non-Tax Claim; or (z) such
other treatment as to which Reorganized Debtor and such Holder
shall have agreed upon in writing. Class 1 is Unimpaired.
* Class 2 consists of Allowed Secured Claim of DS VI, LLC. The
DS Secured Claim shall be paid as follows: (i) RI-2 NewCo shall
issue a promissory note to DS in the principal amount of
$750,000.00 (the "DS Note"); (ii) DS's prepetition Liens against
Debtor's Assets, existing as of the Petition Date, shall be
unaltered by the Plan and shall secure the DS Note; (iii) the DS
Note shall bear interest at the rate of 10% per annum; (iv) the
monthly payments due under the DS Note shall be $28,359.00, which
is based on a thirty month amortization of the DS Secured Claim;
(v) RI-2 NewCo shall make thirty monthly payments; (vi) the DS Note
shall be paid satisfied and paid in full on the third anniversary
of the Effective Date; (vii) RI-2 NewCo shall be permitted to
prepay any portion of the DS Note without premium or penalty at any
time; (viii) RI-2 NewCo shall provide DS with quarterly financials;
and (ix) except as expressly provided, the DS Loan Documents shall
be cancelled.
* Class 3 consists of Allowed Unsecured Claims. Each Holder of
an Allowed Unsecured Claim shall receive in exchange for their
Unsecured Claim one non-voting Class A unit in RI-2 NewCo for every
$5,000.00 of their Allowed Unsecured Claim carried through to the
second decimal point (each a "Class A Unit"). All Distributions
provided under the Plan shall be distributable pro rata to Holders
of Class A Units until the Holder of such units has received
Distributions totaling 125% of such Holder's Allowed Unsecured
Claim. When a Holder of Class A Units has received Distributions
totaling 125% of their Allowed Unsecured Claim such Class A Units
shall be cancelled.
* Class 4 consists of Equity Interests of Travis Steffens and
Jessica Perrin. All of the Interests in Debtor shall be cancelled.
Holders of Interests in Debtor shall receive in exchange for their
Interests their pro rata share of the voting Class B units in RI-2
NewCo (each a "Class B Unit"). Holders of Class B Units may agree
to assign, bestow, convey, or grant their interests in Class B
Units to employees of RI-2 NewCo after the Effective Date. RI-2
NewCo shall make periodic Distributions of 30% of the free cash
flows of RI-2 NewCo's business.
On the Effective Date, the Reorganized Debtor shall create RI-2
NewCo and all Holders of Allowed Unsecured Claims shall
automatically be members of RI-2 NewCo. The principle purpose of
RI-2 NewCo shall be to own all of the membership interests in RI-2
SubCo. RI-2 SubCo shall own: (a) all of Debtor's Prepetition Real
Estate Assets, free and clear of all liens, claims, encumbrances,
and interests, unless as expressly otherwise provided for in this
Plan; (b) all of the membership interests in any future special
purpose entities that acquire and own distressed real property
consisting of Distressed Properties; and (c) all of Steffens' and
Perrin's right, title, and interest in, and to, all of Non-Debtor
Affiliates.
Debtor is currently presenting deals to a large real estate
investor located in Boca Raton, Florida, who has previously
partnered with Debtor with the Tampa Hotel, and has expressed
interest to heavily invest in deals sourced by Debtor and/or
entities created under the Plan, i.e., RI-2 NewCo or RI-2 SubCo.
Debtor has a strong network of other third-party investors that it
is intending on presenting deals for the acquisition of Distressed
Properties. These parties include the Investments Limited, Silver
Point, and Mid-Am, which have expressed an interest in partnering
with entities that are created under the Plan, i.e., RI-2 NewCo or
RI-2 SubCo, provided that Debtor can reorganize its debts and
emerge from chapter 11. Debtor's emergence from chapter 11 is
critical and will be a catalyst for securing future funding
partners who have all expressed great interest in Debtor's business
model but are reluctant to do so until this Chapter 11 Case is
concluded.
A full-text copy of the Disclosure Statement dated August 16, 2021,
is available at https://bit.ly/3mddfz9 from PacerMonitor.com at no
charge.
Counsel for Debtor:
MOYE WHITE LLP
Timothy M. Swanson (47267)
Patrick R. Akers (54803)
1400 16th Street, 6th Floor
Denver, Colorado 80202
Tel: (303) 292-2900
Fax: (303) 292-4510
E-mail: tim.swanson@moyewhite.com
patrick.akers@moyewhite.com
About R. Investments
R. Investments, RLLP sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Colo. Case No. 21-11011) on March 4,
2021. William Travis Steffens, chief executive officer, signed the
petition. At the time of the filing, the Debtor was estimated to
have $500,000 to $1 million in assets and $10 million to $50
million in liabilities. Judge Elizabeth E. Brown oversees the case.
The Debtor tapped Moye White, LLP as bankruptcy counsel and the Law
Offices of Silver & Brown as special counsel.
R.A. BORRUSO: Gets Cash Collateral Access Thru Sept 20
------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida
authorized R.A. Borruso, Inc. to use cash collateral on an interim
basis, pursuant to the budget, pending a further hearing on the
motion. The hearing is schedule for September 20, 2021 at 2 p.m.
The Debtor is authorized to use Cash Collateral including, without
limitation, cash, deposit accounts, accounts receivable, and
proceeds from their business operations in accordance with the
budget, with a 10% variance. The Debtor is not authorized to pay a
car allowance to Anthony Borruso.
The Debtor is authorized to provide adequate protection to the
Lenders pursuant to the terms and conditions of the Interim Order.
As adequate protection with respect to the Lenders' interests in
the Cash Collateral, the Lenders are granted a replacement lien in
and upon all of the categories and types of collateral in which
they held a security interest and lien as of the Petition Date to
the same extent, validity and priority that they held as of the
Petition Date.
A copy of the order and the Debtor's budget is available for free
at https://bit.ly/3yLqFWE from PacerMonitor.com.
About R.A. Borruso, Inc.
R.A. Borruso, Inc. sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 20-06495) on August 27,
2020. The Debtor's case is jointly administered with that of
affiliated companies, Nine Family Circle Holdings, Inc. and AJRANC
Insurance Agency, Inc. (Bankr. M.D. Fla. Lead Case No. 20-06493).
AJRANC Insurance Agency's case is the lead case.
In the petition signed by Ryan A. Borruso, president, the Debtor
R.A. Borruso disclosed up to $50,000 in assets and $10 million in
liabilities.
Judge Caryl E. Delano oversees all three cases.
Scott A. Stichter, Esq. at Stichter, Riedel, Blain and Postler,
P.A. is the Debtors' counsel.
REGENTS COURT: Trustee Taps KenWood & Associates as Accountant
--------------------------------------------------------------
Allison Byman, the Chapter 11 trustee for Regents Court Investors,
LLC, seeks approval from the U.S. Bankruptcy Court for the Southern
District of Texas to hire KenWood & Associates, P.C. as accountant.
The firm's services include:
(a) preparing any necessary federal and state income, payroll,
sales, franchise and excise tax returns and reports of the
bankruptcy estate;
(b) providing evaluations and advice to the trustee on tax
matters which may arise, including the determination of the tax
basis of estate assets and the evaluation of the tax effects of the
sale of assets of the estate;
(c) locating, obtaining, inventorying and preserving the
accounting, business, and computer records of the Debtor;
(d) analyzing the Debtor's books and records and financial
transactions regarding possible fraudulent, post-petition or
preferential transfers to which the estate may be entitled to a
recovery;
(e) analyzing the books and records and financial transactions
of entities and individuals to which the Debtors are related, may
be related, or may have been related at some prior date to
determine the value of any assets and existence of possible
fraudulent transfers to which the estate may be entitled to a
recovery; and
(f) assisting the trustee as an accountant or expert witness
in litigation of the estate, assisting in examinations and
discovery under Federal Rule of Bankruptcy Procedure 2004 and the
Federal Rules of Civil Procedures, and preparing any required
expert reports related to litigation matters.
The firm's hourly rates are as follows:
David E. Bott, CPA $335 per hour
Deborah J. Abbott, CPA $230 per hour
Carolyn Crabtree, CPA $160 per hour
Christopher W. Hale, CPA $175 per hour
Sandra Y. Salamanca, CPA $130 per hour
David Bott, the firm's accountant who will be providing the
services, 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:
David E. Bott, CPA
KenWood & Associates, P.C.
14090 Southwest Freeway, Suite 200
Sugar Land, TX 77478
Tel.: 281-243-2300
Fax: 281-243-2326
Email: debott@kenwoodpc.com
About Regents Court Investors
Regents Court Investors, LLC is a limited liability company formed
under the laws of the State of Texas for the purpose of acquiring
and developing a tract of property at 8940 Long Point Road,
Houston.
On May 31, 2021, an involuntary petition under Chapter 11 (Bankr.
S.D. Texas Case No. 21-31802) was filed against Regents Court
Investors by petitioning creditors Meredith Capital Corporation,
David William Hall Architecture, and Benchmark Engineering. Leonard
H. Simon, Esq., at Pendergraft & Simon, LLP, represents the
petitioning creditors.
Judge Jeffrey P. Norman oversees the Debtor's Chapter 11 case.
Allison D. Byman is the trustee appointed in the Debtor's case. The
trustee tapped Byman & Associates, PLLC as legal counsel and
KenWood & Associates, P.C. as accountant.
RESTORATIVE BRAIN: Seeks to Employ WM Law as Legal Counsel
----------------------------------------------------------
Restorative Brain Clinic, Inc. seeks approval from the U.S.
Bankruptcy Court for the Western District of Missouri to hire WM
Law to serve as legal counsel in its Chapter 11 case.
The firm's services include:
(a) preparing bankruptcy forms and schedules and attending
Section 341 meeting and court hearings;
(b) preparing the disclosure statement and Chapter 11 plan;
(c) filing monthly operating reports;
(d) dealing with creditors; and
(e) resolving plan confirmation issues.
The firm's hourly rates are as follows:
Ryan A. Blay, Esq. $300 per hour
Jeffrey L. Wagoner, Esq. $300 per hour
G. Addam Fera, Esq. $300 per hour
Errin Stowell, Esq. $300 per hour
Douglas Sisson $125 per hour
Ana Van Noy $125 per hour
Betsy Hayman $125 per hour
The Debtor paid $8,262 to the law firm as retainer and $1,738 as
the Chapter 11 filing fee.
Jeffrey Wagoner, Esq., president of WM Law, disclosed in a court
filing that his firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Jeffrey L. Wagoner, Esq.
Ryan A. Blay, Esq.
15095 W. 116th St.
Olathe, KS 66062
Tel.: (913) 422-0909
Fax (913) 428-8549
Emails: bankruptcy@wagonergroup.com
blay@wagonergroup.com
About Restorative Brain
Restorative Brain Clinic, Inc. owns and operates a mental health
facility for men, women, and children in south Kansas City, Mo.
Restorative Brain Clinic sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Mo. Case No. 21-40866) on July 13,
2021, disclosing $117,100 in assets and $1,467,469 in liabilities.
Judge Dennis R. Dow oversees the case. The Debtor tapped WM Law,
PC as legal counsel.
SC SJ HOLDINGS: Fairmont San Jose and Accor Settle Dispute
----------------------------------------------------------
Becky Yerak of MarketWatch reports that the bankrupt Fairmont San
Jose hotel, which is scheduled to seek approval of its chapter 11
plan in the third week of August 2021, has reached an agreement on
terms of its reorganization with former operator Accor SA.
The property is being rebranded Signia Hilton San Jose and will be
managed by Hilton Worldwide Holdings Inc.'s Signia division. Signia
will make a $15 million payment and guarantee a $25 million
mezzanine loan from JPMorgan Chase.
The hotel and Accor, which controls the Fairmont brand, have fought
for months and are in arbitration over potential contract
termination damages. In June 2021, a bankruptcy judge estimated
Accor could have suffered damages of as much as $22.24 million when
the hotel owner terminated the management agreement.
The agreement reached between Fairmont San Jose and Accor includes
potentially paying Accor's unsecured claim from possible property
sales. The remaining disputes will continue to be handled in
arbitration.
About SC SJ Holdings and FMT SJ
San Ramon, California-based Eagle Canyon Management's SC SJ
Holdings LLC owns The Fairmont San Jose, an 805-room luxury hotel
located at 170 South Market St., San Jose, Calif. The hotel is
near
many of the largest Fortune 1000 corporations and is a popular
location for conferences and conventions, particularly in the
technology industry.
On March 5, 2021, SC SJ Holdings' affiliate, FMT SJ LLC, filed a
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Case No. 21-10521). On March 10, 2021, SC SJ
Holdings sought Chapter 11 protection (Bankr. D. Del. Case No.
21-10549). The cases are jointly administered under Case No.
21-10549.
At the time of the filing, SC SJ Holdings disclosed assets of
between $100 million and $500 million and liabilities of the same
range. FMT SJ disclosed that it had estimated assets of between
$500,000 and $1 million and liabilities of between $100 million and
$500 million.
The Debtors tapped Pillsbury Winthrop Shaw Pittman, LLP, as their
bankruptcy counsel, Cole Schotz P.C. as local counsel, and Verity
LLC as financial advisor. Stretto is the claims agent and
administrative advisor.
SOARING STARS: Taps Tilman Dunbar as Bankruptcy Counsel
-------------------------------------------------------
Soaring Stars Therapy & Learning Center, Inc. seeks approval from
the U.S. Bankruptcy Court for the District of Puerto Rico to hire
the Law Offices of Tilman Dunbar, Jr. to serve as legal counsel in
its Chapter 11 case.
The firm's services include:
a. giving the Debtor legal advice with respect to its powers
and duties under the Bankruptcy Code;
b. preparing legal papers;
c. preparing a disclosure statement and plan of reorganization
as necessary; and
d. performing all other necessary legal services.
The firm's hourly rates are as follows:
Tilman Dunbar, Jr., Esq. $350 per hour
Associates $250 per hour
Paralegal $100 per hour
The Debtor expected to pay the amount of $5,600 to the law firm
within one year.
Tilman Dunbar, Jr., Esq., 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:
Tilman Dunbar, Jr.
Law Offices of Tilman Dunbar, Jr.
11201 Lockwood Drive, Suite B
Silver Spring, MD 20901
Tel: (301) 439-1945
Email: tdunbar@tdunbarlawoffices.com
About Soaring Stars
Soaring Stars Therapy & Learning Center, Inc. sought protection for
relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case
No. 21-14195) on June 25, 2021, listing under $1 million in both
assets and liabilities. Judge David E. Rice oversees the case.
The Debtor tapped The Law Offices of Tilman Dunbar, Jr. and TWA
Financial Network, LLC as legal counsel and accountant,
respectively.
SOURCE HOTEL: Mall Complex and Hotel Up for Sale
------------------------------------------------
Tess Sheets of The Orange County Register reports that the massive
entertainment and mall complex in Buena Park, The Source, and its
adjacent unfinished hotel are on the market.
NAI Capital's Chris Jackson, who is on a team representing The
Source's owners in the sale, said there's no asking price on either
property, which could be sold together or separately. The hotel is
in the midst of bankruptcy proceedings.
The priority is the hotel, Jackson said. Chapter 11 protections in
the Central District of California were filed earlier this 2021 for
The Source Hotel, LLC, a seven-story project that is nearly, but
not yet, completed.
The 600,000-square-foot retail, dining and entertainment piece of
The Source is also being shopped, "but it's not in the bankruptcy,
so it's not a pressing type thing," Jackson said.
"The hotel is under bankruptcy. We're trying to sell that first,
unless somebody comes together to buy the whole thing altogether,"
he said.
The roughly 152,000-square-foot hotel is about 85% finished, which
Jackson touted as an opportunity for buyers to add value.
"There's upside in that, so that's why there's a lot of demand," he
said. "We're getting a lot of activity because of that."
The seller is asking for offers on the property to be submitted by
Sept. 30, 2021 and the best one will then be selected, he said.
Buena Park Mayor Connor Traut said he welcomes a buyer to take over
the entertainment hub and finish the hotel. The Source project,
while bringing top notch dining to the area, "has largely been a
source of frustration for Buena Park," he said.
The $325 million entertainment complex was stalled for years in the
beginning, finally opening in 2016 after nearly a decade of
planning. Traut noted that the plans for the property have changed
over the years, and housing elements proposed by the developers
didn't pan out. He said he hopes plans can be adapted to meet
current housing needs of residents.
Multiple attempts to reach a representative for M+D Properties, the
developers of the site, were not returned.
With interest in malls waning as shoppers move online, Traut sees
the project as having been plagued, in part, by "unfortunate
timing."
"They needed to adjust and adapt, and they definitely made that
attempt, but they've also failed with the hotel, and ensuring that
they have the funds to make this successful in the long run," he
said.
He said he looks forward to a new owner coming in with a "fresh
vision," and completing the hotel, which would be a boon to the
eateries already established at The Source. He doesn't anticipate
it'll sit long on the market due to its potential and how near it
is to being finished.
"It's very close to being a world-class hotel," he said. "My
understanding is somewhere between $10 (million) and $15 million is
all thatโs needed to complete this massive, high end hotel."
In the meantime, The Source is still drawing patrons with its
clothing and jewelry stores, movie theater, e-sports gaming center
and a bevy of other businesses. Traut considers the restaurant and
retail space as โthe one shining gem right now,โ which
continues to bring people in.
About The Source Hotel
The Source Hotel, LLC owns a four-star, full-service Hilton Hotel
development located in Buena Park, Calif.
The Source Hotel sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Case No. 21-10525) on Feb. 26,
2021. Donald Chae, manager, signed the petition. In the petition,
the Debtor disclosed assets of between $50 million and $100 million
and liabilities of the same range.
Judge Erithe A. Smith oversees the case.
Levene Neale Bender Yoo & Brill L.L.P. is the Debtor's legal
counsel.
STONEMOR INC: Incurs $35.4 Million Net Loss in Second Quarter
-------------------------------------------------------------
StoneMor Inc. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q disclosing a net loss of $35.39
million on $82.98 million of total revenues for the three months
ended June 30, 2021, compared to a net loss of $3.91 million on
$66.60 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 $40.01 million on $161.29 million of total revenues
compared to net income of $5.09 million on $131.70 million of total
revenues for the six months ended June 30, 2020.
As of June 30, 2021, the Company had $1.71 billion in total assets,
$1.84 billion in total liabilities, and a total stockholders'
deficit of $131.41 million.
The Company's primary sources of liquidity are cash generated from
operations, proceeds from asset sales and the remaining proceeds
from the sale of the 2029 Notes. The Company's primary cash
requirements, in addition to normal operating expenses, are for
capital expenditures, net contributions to the merchandise and
perpetual care trust funds and debt service. Amounts contributed
to the merchandise trust funds will be withdrawn at the time of the
delivery of the product or service sold to which the contribution
related, which will reduce the amount of additional borrowings or
asset sales needed. Based on the Company's forecasted operating
performance, the issuance of the 2029 Notes and the redemption of
the 2024 Notes, the Company believes that it will be able to
continue as a going concern for the next twelve-month period.
Net cash used in operating activities was $1.6 million for the six
months ended June 30, 2021 compared to net cash provided by
operating activities of $1.2 million during the six months ended
June 30, 2020. The $2.8 million change in operating cash flows was
primarily due to the change in working capital items which resulted
in a net decrease in operating cash inflows of $20.9 million, which
was offset in part by an $18.1 million increase which resulted from
a reduction in the net loss excluding non-cash items due to
improved operating performance and expense management efforts.
Net cash provided by investing activities for the six months ended
June 30, 2021 was $3.2 million as compared to $44.5 million for the
six months ended June 30, 2020. The cash provided by investing
activities for the six months ended June 30, 2021 was attributable
to proceeds from divestitures of $6.6 million, partially offset by
capital expenditures for purchases and maintenance of property,
plant and equipment of $3.4 million. Net cash provided by
investing activities during the six months ended June 30, 2020
consisted of proceeds from divestitures of $48.3 million, offset in
part by cash used for capital expenditures for purchases and
maintenance of property, plant and equipment of $3.8 million.
Net cash provided by financing activities for the six months ended
June 30, 2021 was $45.2 million as compared to $39.0 million of net
cash used in financing activities for the six months ended June 30,
2020. The cash provided by financing activities for the six months
ended June 30, 2021 was primarily due to proceeds from the issuance
of the 2029 Notes offset partially by the full redemption of the
2024 Notes and the related early redemption fee and costs of
financing. Net cash used in financing activities during the six
months ended June 30, 2020 was primarily due to the redemption of
$51.7 million of the 2024 Notes, using proceeds from the Oakmont
Sale, the Olivet Sale and other immaterial dispositions, offset in
part by $17.0 million of proceeds from the issuance of equity.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1753886/000156459021044195/ston-10q_20210630.htm
About StoneMor Inc.
StoneMor Inc. (http://www.stonemor.com),headquartered in Bensalem,
Pennsylvania, is an owner and operator of cemeteries and funeral
homes in the United States, with 304 cemeteries and 70 funeral
homes in 24 states and Puerto Rico. StoneMor's cemetery products
and services, which are sold on both a pre-need (before death) and
at-need (at death) basis, include: burial lots, lawn and mausoleum
crypts, burial vaults, caskets, memorials, and all services which
provide for the installation of this merchandise.
StoneMor reported a net loss of $8.36 million for the year ended
Dec. 31, 2020, compared to a net loss of $151.94 million for the
year ended Dec. 31, 2019. As of March 31, 2021, the Company had
$1.68 billion in total assets, $1.77 billion in total liabilities,
and a total stockholders' deficit of $96.53 million.
SVXR, INC: $1MM DIP Loan, Cash Collateral Access OK'd
-----------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of California,
San Jose Division, has authorized SVXR, Inc. to use cash collateral
on an interim basis and obtain postpetition financing.
The Debtor needs to obtain funds and liquidity in the amount of the
DIP Commitment to pay the costs and expenses of administering the
Chapter 11 Case, and to administer and preserve the value of its
business and estate.
The Debtor is authorized to borrow up to $1,000,000 of the DIP
Commitment in DIP Loans in one or more DIP Draws on the terms of
the DIP Loan Documents from certain investment fund(s) managed by
Legalist DIP GP, LLC, without application to or further Court
order.
The Debtor is authorized to access and use Cash Collateral to
manage the administration of the Chapter 11 Case and auction sale
process, and support the continuity of the Debtorโs operations.
The Court says all interest, fees, and expenses (expressly
including all DIP Lender Expenses) contemplated by the DIP Loan
Documents are authorized to be incurred by the Debtor as DIP
Obligations and approved for payment on an interim basis as DIP
Superpriority Claims, without application to or further order by
the Court.
The proceeds of the DIP Loans will be used by the Debtor
exclusively to (a) pay DIP Lender Expenses, (b) pay all other DIP
Obligations, and (c) pay other amounts permitted under the Budget;
provided that no portion of the DIP Loans will be used for fees,
costs, or expenses incurred by any party in (x) investigating or
pursuing any claim or cause of action against the DIP Lender, any
Affiliate thereof, or any other Indemnified Person or (y)
questioning or challenging, or taking any other action that could
reasonably be expected otherwise to impair, any DIP Loans, DIP
Liens, DIP Superpriority Claims, DIP Obligations, DIP Loan
Documents, or right or remedy of the DIP Lender.
The Debtor is authorized to grant the DIP Lender automatically
perfected DIP Liens in all DIP Collateral to secure payment of all
DIP Obligations, comprising, pursuant to Bankruptcy Code section
364(d)(1), senior DIP Liens on all DIP Collateral subject to
Existing Liens.
The DIP Liens and DIP Superpriority Claims will be subject to the
payment of: (i) all fees required to be paid to the clerk of the
Court and to the Office of the United States Trustee under 28
U.S.C. section 1930(a) (plus interest at the statutory rate) for
the period up to the occurrence of a Carve-Out Trigger, (ii) the
documented and unpaid fees, costs and expenses that were accrued or
incurred prior to the Carve-Out Trigger by each person or firm
retained by the Debtor and the Committee, if any, as an estate
professional for the benefit of such Professional and payable under
sections 330 and 331 of the Bankruptcy Code, to the extent allowed
by an order of the Court, subject to the terms of the Interim DIP
Order and any other orders entered by the Court; (iii) reasonable
fees and expenses incurred by a trustee under section 726(b) of the
Bankruptcy Code not to exceed $20,000; and (iv) up to a maximum
amount of $200,000 of unpaid documented fees, costs and expenses
accrued or incurred by Professionals following the occurrence of
the Carve-Out Trigger, payable under sections 330 and 331 of the
Bankruptcy Code and subsequently allowed by order of the Court.
A final hearing on the matter is scheduled for September 2, 2021 at
3 p.m., objections are due September 1.
A copy of the order is available at https://bit.ly/37H9adZ from
Omni Agent Solutions, the notice and claims agent.
About SVXR, Inc.
SVXR, Inc. -- https://svxr.com -- offers high speed inspection and
metrology technology to the semiconductor packaging industry. The
Debtor filed a Chapter 11 petition (Bankr. N.D. Cal. Case No.
21-51050) on August 4, 2021.
On the Petition Date, the Debtor estimated $1 million to $10
million in assets, and $10 million to $50 million in liabilities.
The petition was signed by Daniel Trepanier, CEO & president.
Paul Hastings LLP serves as the Debtor's counsel. Omni Agent
Solutions is the Debtor's notice, claims and administrative
advisor.
TEMPO ACQUISITION: $450MM Debt Raise No Impact on Moody's Ba3 CFR
-----------------------------------------------------------------
Moody's Investors Service said that Tempo Acquisition, LLC's (dba
Alight) $450 million, incremental first-lien debt raise to acquire
Aon's retiree exchange business plus two smaller, unnamed bolt-on
acquisitions pressures the company's already high leverage, but
does not affect its ratings. Since the incremental debt represents
slightly less than 20% of Alight's current, nearly $2.5 billion
funded debt balance, and since Moody's sees minimal disruption to
the anticipated pace of deleveraging, the acquisitions have no
impact on Alight's Ba3 corporate family rating and Ba3-PD
probability of default rating, the Ba3 ratings of its first-lien
debt instruments, nor on the SGL-1 speculative grade liquidity
rating. Alight's outlook remains stable.
Lincolnshire, IL-headquartered Tempo Acquisition, LLC (dba Alight
Solution; NYSE: ALIT) provides outsourced healthcare and retirement
benefits administration services and human resources technology
solutions. Moody's expects the company to generate 2021 revenue of
$2.80 billion.
TIANJIN JAHO: Seeks Cash Collateral Access
------------------------------------------
Tianjin Jaho Investment Inc. renewed its request asking the U.S.
Bankruptcy Court for the Western District of Washington for
authority to use cash collateral, approve property management
agreement, and pay the property manager monthly.
The entities that assert an interest in the cash collateral are
Construction Loan Services II, LLC, in its capacity as servicer &
agent for 1Sharpe Opportunity Intermediate Trust; and SYS LLC.
CLS is secured on the property pursuant to a deed of trust with an
assignment of rents clause. The assignment of rents clause gives
rise to cash collateral. It is the only creditor with an assignment
of rents clause and cash collateral interest.
SYS is secured by a mechanic's lien that does not reach any of the
rent, i.e., cash collateral.
The Bankruptcy Court previously denied the Debtor's request as moot
after the court considered the motion, the records and files in the
case, and oral argument. The Debtor had sought to use cash
collateral to pay for maintenance of the property, payment of
utilities, landscape maintenance, installation of window blinds as
units are rented, management fees, and refuse removal. Before
filing the prior motion, the Debtor obtained a limited consent from
CLS aka Builders Capital, to use cash collateral in order to
maintain the Emerald Court apartment building located at 10111 9th
Ave West, Everett, WA 98204.
In the renewed motion, the Debtor noted its proposed order does not
provide for adequate protection payments at this point because:
a. The building has been in lease up and there are any number
of items necessary to complete lease up. These include blinds.
There have been other items of a life safety nature that needed to
be installed.
b. Until this month there has not been sufficient cash flow
from the units to be able to pay any amount due to the lender.
The building has 27 units rented and one additional unit rented as
of September 1, 2021. Currently the building is producing actual
rent in the amount of $45,313.50 per month. It is apparent that
since the hiring of the Rental Connection as property managers, the
rate of apartment rentals and income have increased dramatically.
A copy of the motion and the Debtor's six-month budget is available
at https://bit.ly/3k0kdF3 from PacerMonitor.com.
The Debtor projects $14,188 in total expenses for the first month;
$13,708 in total expenses for the second
month;
$14,028 in total expenses for the third month;
$15,479 in total expenses for the fourth
month;
$15,879 in total expenses for the fifth month;
and
$16,279 in total expenses for the sixth month.
A hearing on the matter is set for August 27.
About Tianjin Jaho Investment
Houston-based Tianjin Jaho Investment, Inc. filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
W.D. Wash. Case No. 21-11047) on May 26, 2021. Charles Xi,
president, signed the petition. At the time of filing, the Debtor
had between $10 million and $50 million in both assets and
liabilities.
Judge Christopher M. Alston presides over the case.
The Law Office of Marc S. Stern and Paul Taggart serve as the
Debtor's legal counsel and accountant, respectively. The Rental
Connection Inc. is the property manager and leasing agent.
TLASJ LLC: Unsecured Creditors to Recover 10% in Plan
-----------------------------------------------------
TLASJ, LLC, submitted an Amended Disclosure Statement for the
Amended Plan of Reorganization dated August 15, 2021.
Under the Plan the Debtor will arrange $20.5 million of new funding
as follows: (i) $15 million new first mortgage construction
financing, plus (ii) $5.5 million from new common equity investors.
The Debtor will use the new funding to make payments under the Plan
and construct 55 townhomes, which will be rented out for profit.
The funding will be consummated and all creditors will be paid on
the Effective Date. No future payments are anticipated to be paid
by the Debtor after the Effective Date.
The Debtor's projections of Plan payments will be provided along
with the arranged financing for the project. The Plan will be
funded by the Debtor at a closing whereupon the new construction
financing and equity pay off all the secured, impaired, and
unsecured creditors.
The Amended Plan will treat claims as follows:
* Class 2 consists of Allowed Secured Claim of Cambia Entities
aka Cambia Capital Partners, LLC and Cambia Investment, LLC. The
Class 2 Allowed Secured Claim of the Cambia Entities shall be paid
at the later date of i) 30 business days after the confirmation of
the Plan or ii) October 1, 2021 for a total of $6,750,000 including
all costs, interest, and legal fees of this Creditor class.
* The Class 3 Allowed Secured Claim of the U.S. Small Business
Association shall be paid 10% of its outstanding balance with the
balance paid by the Guarantor. U.S. Small Business Association
shall be paid and shall retain its liens until paid as provided in
this Plan and then shall provide a release of all liens.
* Class 4 will consist of Allowed Unsecured Claims, other than
the Claims of Class 6 Insiders. Class 4 Claims shall be paid 10%
of their face amount of their Allowed Claims paid at the Later date
of i) 30 business days after the confirmation of the Plan or ii)
October 1, 2021. These creditors may pursue the Guarantor directly
if their Claims are so guaranteed.
* Class 5 will consist of Allowed Preferred Equity Interests
in the Debtor. Class 5 Interests shall be converted to common
equity under the Plan equal to up 20% of the Common Equity in a new
entity buying the Property from the Debtor subject to this creditor
class providing the equity to recapitalize the Debtor.
Upon the Effective Date, all property of the Debtor and its Estate
shall vest in the Reorganized Debtor to transfer to the new buying
entity, subject to the Allowed Secured Claims.
A full-text copy of the Amended Disclosure Statement dated August
15, 2021, is available at https://bit.ly/3soIDvy from
PacerMonitor.com at no charge.
Counsel for the Debtor:
Joyce W. Lindauer, Esq.
Kerry S. Alleyne, Esq.
Guy H. Holman, Esq.
Joyce W. Lindauer Attorney, PLLC
1412 Main St., Suite 500
Dallas, TX 75202
Telephone: (972) 503-4033
Facsimile: (972) 503-4034
About TLASJ LLC
TLASJ, LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Texas Case No. 21-10248) on April 5, 2021. At
the time of the filing, the Debtor disclosed total assets of up to
$50 million and total liabilities of up to $10 million. Judge
Christopher H. Mott oversees the case. Joyce W. Lindauer Attorney,
PLLC is the Debtor's legal counsel.
TOUCH OF HEAVEN: Ordered to Revise Disclosures by Aug. 31
---------------------------------------------------------
On Aug. 10, 2021, the U.S. Bankruptcy Court for the Northern
District of Ohio held a hearing on the chapter 11 disclosure
statement filed by debtor Touch of Heaven Ministries, Inc.
At the Disclosure Statement Hearing, the Court noted some areas
where the Disclosure Statement should be revised before the Court
could approve it as containing "adequate information" within the
meaning of 11 U.S.C. Sec. 1125(a)(1).
The chapter 11 plan of reorganization may also need revision before
it can be potentially confirmable and thus eligible for
solicitation. Other objecting parties independently echoed the
Court's comments, particularly with respect to feasibility, asset
valuation, postpetition financing, the proposed treatment of
abstaining creditors, and the proposed changes in the relationship
between Herring Bank and the bondholders it serves as trustee.
On Aug. 16, 2021, Judge Alan M. Koschik ordered that:
* The Debtor will file its final amended disclosure statement
and plan no later than Aug. 31, 2021, and shall separately file
redlined versions of each showing changes from the current
Disclosure Statement and Plan.
* Sept. 8, 2021, is fixed as the last day to file objections
to the final amended disclosure statement.
* Sept. 10, 2021, at 10:00 a.m. is the hearing on the
then-current version of the Disclosure Statement.
A copy of the order dated August 16, 2021, is available at
https://bit.ly/3k2eCxV from PacerMonitor.com at no charge.
Attorney for the Debtor:
James F. Hausen
215 E. Waterloo Rd, Suite 17
Akron, OH 44319
Phone: 234-678-0626
Fax: 234-201-6104
About Touch of Heaven Ministries
Touch of Heaven Ministries, Inc., a company based in Akron, Ohio,
filed a Chapter 11 petition (Bankr. N.D. Ohio Case No. 19-53062) on
Dec. 31, 2019. In the petition signed by Godess Clemons,
chairwoman, Board of Directors, the Debtor disclosed $1,517,368 in
assets and $1,688,729 in liabilities. The Hon. Alan M. Koschik is
the presiding judge. The Debtor hired Bates and Hausen, LLC, as its
legal counsel.
URBAN COMMONS: Seeks to Hire Lewis Brisbois as New Counsel
----------------------------------------------------------
Urban Commons Gramercy, LLC seeks approval from the U.S. Bankruptcy
Court for the Central District of California to hire Lewis Brisbois
Bisgaard & Smith, LLP to substitute for G&B Law, LLP.
The firm's services include:
a. advising the Debtor concerning its rights, powers, and
responsibilities under U.S. bankruptcy law and the requirements of
the Office of the U.S. Trustee;
b. preparing legal papers;
c. providing legal services with respect to formulating and
negotiating a plan of reorganization or liquidation or a structured
dismissal of the bankruptcy case;
d. representing the Debtor in negotiations and proceedings
relating to the administration of the bankruptcy estate, the terms
of a Chapter 11 plan of reorganization or liquidation, and the sale
of the Debtor's real property;
e. prosecuting and defending actions commenced by or against
the Debtor and analyzing the interests of the joint tenants
claiming ownership interest in its property and the amount to be
paid to them in consideration thereof, and preparing necessary
objections to proofs of claim filed against the bankruptcy estate;
f. investigating and prosecuting preference, fraudulent
transfer, and other action arising under the Debtor's avoiding
powers; and
g. performing other necessary legal services.
The billing rates for attorneys range from $325 to $510 per hour.
Paraprofessionals charge an hourly fee of $150. The primary
attorneys who will provide legal services to the Debtor are:
Amy L. Goldman $510 per hour
Aviram E. Muhtar $495 per hour
Maria L. Garcia $325 per hour
Lewis Brisbois and its attorneys are "disinterested persons" as
defined in Section 101(14) of the Bankruptcy Code, according to
court papers filed by the firm.
The firm can be reached through:
Aviram E. Muhtar, Esq.
Amy L. Goldman, Esq.
Maria L. Garcia, Esq.
Lewis Brisbois Bisgaard & Smith LLP
633 West 5th Street, Suite 4000
Los Angeles, CA 90071
Tel: 213-250-1800
Fax: 213-250-7900
E-mail: Aviram.Muhtar@lewisbrisbois.com
Amy.Goldman@lewisbrisbois.com
Maria.L.Garcia@lewisbrisbois.com
About Urban Commons Gramercy
Urban Commons Gramercy, LLC is a single asset real estate debtor
(as defined in 11 U.S.C. Section 101(51B)). It owns a fee simple
title to a property located in Los Angeles, having a current value
of $13.50 million.
Urban Commons Gramercy filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case
No. 21-11234) on Feb. 16, 2021, listing $13,500,000 in assets and
$7,238,825 in liabilities. Howard Wu, authorized representative,
signed the petition.
Judge Ernest M. Robles oversees the case.
Lewis Brisbois Bisgaard & Smith, LLP, serves as the Debtor's legal
counsel.
US CONSTRUCTION: Unsecured Creditors to Recover 10% in 5 Years
--------------------------------------------------------------
US Construction Services, LLC, filed with the U.S. Bankruptcy Court
for the Southern District of Texas a Disclosure Statement and
accompanying Plan of Reorganization dated August 16, 2021.
The Plan is based on the future income generated by U.S.
Construction and collection of its accounts receivables. Special
counsel has been retained to assist in the collection of those
receivables. Its income and receivables are the sole source of
revenue for payment of allowed claims under the Plan. U.S.
Construction believes that the total amount projected to be paid to
the General Unsecured Creditor Class will satisfy the best interest
of creditors test as required by the Code.
U.S. Construction has been able to operate profitably since filing
for relief under Chapter 11 on February 19, 2021. Prior to the
Petition Date, the Debtor began lowering its monthly expenses by
reducing its workforce and entering a new lease for its operations.
U.S. Construction has also returned certain collateral to its
secured creditors in exchange for credits and a reduction of
secured debt. In 2020, the Debtor generated $1,132,702.0 in total
income with a loss of $529.06 of net income. In 2021, through the
date of filing this Disclosure Statement, the Debtor has already
generated $528,731.99 with $80,820.86 of net income.
Whitney Jones will continue to manage U.S. Construction and will
receive a monthly salary of approximately $10,000.00 per month for
a combined annual salary of $120,000.00. It is expected that
monthly net income from U.S. Construction will be sufficient to
fund the expected monthly outlays.
The Plan will treat claims as follows:
* Class 1 consists of the Secured Claim by Veritex Community
Bank. The Secured Claim of Veritex Community Bank in the
approximate amount of $1,265,980.75 will be amortized over 84
months with 6.00% interest.
* Class 2 consists of the Secured Claim of Allegiance Bank.
The Secured Claim of Allegiance Bank in the approximate amount of
$300,000.00 will be paid as follows: Interest-only monthly payments
in the amount of $850.00, beginning the 1st day of the first full
month following the Effective Date with a like payment on the first
day of each succeeding month thereafter until the project which is
the subject of the loan is concluded. At that time, from the
proceeds of the sale will be used to pay off the loan and the
remaining will be awarded to the Debtor.
* Class 3 consists of the Secured Claim of the Texas
Comptroller of Public Accounts. Texas Comptroller of Public
Account's prepetition allowed claim in the approximate amount of
$9,456.15 will be paid in full through 60 equal monthly
installments in the amount of $179.53.
* Class 4 consists of the Secured Claim of Pasadena
Independent School District. The Secured Claim of Pasadena
Independent School District in the amount of $12,092.47 will be
amortized over 60 months with 5.25% interest for a monthly payment
in the amount of $229.59.
* Class 5 consists of the Secured Claim of the City of
Houston. The Secured Claim of the City of Houston in the amount of
$4,949.09 will be amortized over 60 months with 5.25% interest for
a monthly payment in the amount of $93.96.
* Class 6 consists of the Secured Claim of Harris County. The
Secured Claim of Harris County in the amount of $9,336.68 will be
amortized over 60 months with 5.25% interest for a monthly payment
in the amount of $177.27.
* Class 7 consists of General Unsecured Creditors. U.S.
Construction will pay 10% percent of the unsecured creditors in
Class 7 claims over 5 years without interest. Payments will be made
beginning on the 1st day of the first full month following the
Effective Date with like payments to be on the 1st day of each
succeeding month thereafter. All payments will be shared pro-rata
amongst the Class 7 creditors. This Class is Impaired.
* Class 8 consists of the Equity Holder in this case. The sole
Equity Holder consists of U.S. Construction's sole managing member
Whitney Jones. Mr. Jones will retain his equity interest in U.S.
Construction.
The Plan is based on the future earnings of U.S. Construction and
collection of its accounts receivable through the assistance of
special counsel. U.S. Construction believes that the Estate will
generate sufficient future income and collect its receivables to
fund the obligations under the proposed in the Plan and that no
further reorganization proceedings will be likely.
A full-text copy of the Disclosure Statement dated August 16, 2021,
is available at https://bit.ly/3yYz8Ww from PacerMonitor.com at no
charge.
Attorney for the Debtor:
Gabe Perez, Esq.
Jonathan Zendeh Del, Esq.
Zendeh Del & Associates, PLLC
1813 61st Street, Suite 101
Galveston, TX 77511
Tel: (409) 740-1111
Fax: (409) 515-5007
Email: gabe@zendehdel.com
About US Construction Services
US Construction Services, LLC, is a privately held company in the
residential building construction industry.
US Construction Services sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex. Case No. 21-80029) on Feb. 19,
2021. Whitney Jones, the managing member, signed the petition. In
the petition, US Construction Services declared total assets of
$2,400,000 and total liabilities of $1,262,826.
Judge Jeffrey P. Norman oversees the case.
The Debtor is represented by Zendeh Del & Associates, PLLC.
VENUS CONCEPT: Posts $242K Net Income in Second Quarter
-------------------------------------------------------
Venus Concept Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing net income
of $242,000 on $25.83 million of revenue for the three months ended
June 30, 2021, compared to a net loss of $9.77 million on $17
million of revenue for the three months ended June 30, 2020.
For the six months ended June 30, 2021, the Company reported a net
loss of $9.19 million on $48.43 million of revenue compared to a
net loss of $60.47 million on $31.50 million of revenue for the six
months ended June 30, 2020.
As of June 30, 2021, the Company had $147.27 million in total
assets, $110.43 million in total liabilities, ($782,000) in
non-controlling interests and $37.63 million in total stockholders'
equity.
Management Commentary:
"We delivered second quarter revenue results that exceeded our
expectations, and reflect strong execution of our focused
commercial strategy and continued improvements in the operating
environment," said Domenic Serafino, chief executive officer of
Venus Concept. "Total revenue increased 14% quarter-over-quarter,
driven primarily by a 17% sequential increase in total subscription
and systems revenue, and a 21% sequential increase in sales to
customers in the U.S. We are very encouraged by the strong
execution from our global sales team in the second quarter. We
believe our performance in the second quarter represents continued
evidence that our targeted commercial strategy has us well
positioned to return to above-market growth as the global
aesthetics and hair restoration markets continue to recover as we
progress through 2021."
Mr. Serafino continued: "Our second quarter subscription and
systems revenue results, combined with the substantial increase in
our pipeline, led to the increase in our full year 2021 guidance
which now calls for total revenue in the range of $102.0 million to
$107.0 million, representing an increase of approximately 31% to
37%, year-over-year. We continue to expect to drive strong
operating leverage in 2021, as well. Importantly, the longer-term
outlook for the Company is compelling as we continue to make
progress in the area of product development including our efforts
to develop the next generation robotic technology for medical
aesthetic applications."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1409269/000156459021044162/vero-10q_20210630.htm
About Venus Concept
Toronto, Ontario-based Venus Concept Inc. is an innovative global
medical technology company that develops, commercializes, and
delivers minimally invasive and non-invasive medical aesthetic and
hair restoration technologies and related practice enhancement
services. The Company's aesthetic systems have been designed on a
cost-effective, proprietary and flexible platform that enables the
Company to expand beyond the aesthetic industry's traditional
markets of dermatology and plastic surgery, and into
non-traditional markets, including family and general practitioners
and aesthetic medical spas.
Venus Concept reported a net loss of $82.82 million for the year
ended Dec. 31, 2020, compared to a net loss of $42.29 million for
the year ended Dec. 31, 2019. As of March 31, 2021, the Company
had $148.76 million in total assets, $112.81 million in total
liabilities, and $35.95 million in stockholders' equity.
Toronto, Canada-based MNP LLP issued a "going concern"
qualification in its report dated March 29, 2021, citing that the
Company has reported recurring net losses and negative cash flows
from operations that raises substantial doubt about its ability to
continue as a going concern.
VIASAT INC: Fitch Affirms 'B+' LongTerm IDR, Outlook Positive
-------------------------------------------------------------
Fitch Ratings has affirmed Viasat, Inc.'s and Viasat Technologies
Limited's Long-Term Issuer Default Ratings (IDRs) at 'B+'. In
addition, Fitch has affirmed the senior secured debt of both
companies at 'BB+'/'RR1', and Viasat's senior unsecured notes at
'BB-'/'RR3'. The Rating Outlook is Positive.
The affirmation reflects strong revenue growth prospects for fiscal
years 2022 and 2023, with growth in all three of its business
segments. This is balanced against moderate leverage for the
rating, but high capital intensity and free cash flow deficits, as
the company is funding its satellite build program, including two
high-capacity satellites expected to be launched in calendar year
2022 and a third thereafter. The major boost in capacity provided
by these satellites should lead to a slower rate of deployment of
satellites in future years, leading to improved FCF. Fitch believes
an upgrade is possible following a successful launch and deployment
of service on the first of these satellites.
KEY RATING DRIVERS
Solid EBITDA Growth: Revenues declined about 2% in fiscal 2021
(ending March 31, 2021) due to effects from the coronavirus
pandemic. Despite the revenue decline, Fitch-calculated EBITDA grew
15%, with strong growth in satellite services EBITDA due to revenue
growth and cost controls. In addition, the EBITDA loss in
commercial networks lessened. Pre-pandemic, revenues grew strongly
in fiscal 2019 and fiscal 2020 at 30% and 12%, respectively.
Revenue growth approximating 20% is expected in fiscal 2022, with
in-flight connectivity (IFC) revenue improving and contributions
from acquisitions early in the year.
In fiscal 2022, satellite services revenues are expected to grow
more strongly than the 5% growth in fiscal 2021, as air traffic
picks up, Delta Air Lines is onboarded and inactive aircraft return
to service. Residential broadband revenues, which grew during the
pandemic, may grow slower until the ViaSat-3 launch, as the company
manages its operations to accommodate accelerating demand from IFC
applications. Additionally, government system revenues are expected
to return to growth after a 6% decline in fiscal 2021.
Leverage Expectations: Fitch estimates Viasat Inc.'s gross leverage
will approximate 4.2x at FYE 2022 (net leverage of 3.8x) as an
increase in debt is only partly offset by solid, low- to mid-teens
EBITDA growth. Gross leverage and net leverage were 3.4x and 2.9x,
respectively, at FYE 2021. FCF deficits due to high satellite
related funding of capex is expected to push gross leverage to 4.6x
by FYE 2023, but this is expected to be the leverage peak.
FCF Deficits from High Capex: Viasat is in the midst of a high
capex period, as it is building three third-generation
high-throughput satellites at a total cost of $2 billion or more.
The first, ViaSat-3 (Americas), is expected to be launched in early
calendar 2022, which, when placed into service following in-orbit
testing, is expected to boost revenue as the satellite's utilized
capacity grows. Capex is expected to remain high as ViaSat-3 (EMEA)
is launched about six months later. ViaSat-3 (APAC) is expected to
follow six to nine months after the EMEA satellite. The company has
indicated as a frame of reference that positive FCF may follow
about three quarters after the launch of the second ViaSat-3
satellite.
Execution Risk: Viasat is in the construction phase of a
three-satellite constellation that will require the company to
execute on the construction phase of the satellites, as well as on
growth strategies once the satellites are in service to sustain
EBITDA and cash flow growth. The company is expected to benefit
from a strong revenue backlog, as well as the additional global
markets opened up by the ViaSat-3 satellites. Once completed, the
three satellites will provide approximately eight times the
capacity of Viasat's existing fleet.
Revenue Backlog: Viasat had a $2.2 billion backlog at June 30, 2021
(up 5% over the prior year), of which a little over one-half is
expected to be delivered over the next 12 months. The company does
not include amounts in backlog if the company does not have
purchase orders. The backlog does not include anticipated purchase
orders for commercial aircraft in-flight connectivity (IFC) systems
or service revenues under agreements.
At June, 2021, the company provided in-flight internet services to
1,400 active commercial aircraft (another 150 remained inactive due
to the pandemic). At June 30, 2021, the company anticipated another
roughly 1,160 aircraft would be put into service under existing
agreements. A majority of the company's contracts can be terminated
at the convenience of its customers for little or no penalties.
Strong Competitive Position: Viasat benefits from vertical
integration which drives cost efficiencies. The company operates
with a strong competitive position within certain business
segments, primarily the Satellite Services segment (fixed
residential broadband and in-flight connectivity) where existing
competitors may have weaker financial profiles or technology
positions. Its share in the North American narrow-body market has
grown significantly over the past several years.
The company is expected to face competition in satellite services
from low-earth orbit satellite networks (LEOs) in development.
Viasat is expected to have a material advantage in cost/ bit of
capacity and leveraging its existing business platform, while being
disadvantaged in terms of latency.
In the Government Systems and Commercial Networks segments, Viasat
has a relatively strong competitive position with its product
portfolio, but faces competition from higher rated companies with
stronger and more diversified businesses.
DERIVATION SUMMARY
In the Government Systems and Commercial Systems segments, Viasat
competes against higher rated companies that have access to much
greater resources. In the Government Systems segment, there are
numerous competitors, but major competitors in the manufacture of
defense electronic against which Viasat competes include BAE
Systems plc ('BBB'/Stable) and Collins Aerospace.
In the Commercial Networks segment, the company also competes
against much larger companies, included Airbus SE
('BBB+'/Negative), General Dynamics, L3Harris Technologies
(BBB/Positive) and MAXAR Technologies.
In the satellite services business, as a provider of communications
infrastructure, comparable businesses to Viasat would include
several companies unrated by Fitch, such as Telesat Canada,
Intelsat, SBA Communications and Zayo Group Holdings. Unlike some
of these companies, Viasat provides services directly to consumers
in its satellite services segment. Given its vertically integrated
strategy, which not only includes satellite services, but the
development and manufacture of equipment, the company's EBITDA
margins are lower than the pure service providers. Fitch believes
the company's vertical integration provides a competitive advantage
over pure services providers.
In the in-flight connectivity segment, Viasat competes against
Intelsat, which acquired GoGo Inc., Anuvu (formerly Global Eagle
Entertainment), Inmarsat and Panasonic Avionic Corporation.
KEY ASSUMPTIONS
Fitch's key assumptions within the rating case for the issuer
include:
-- Fitch assumes revenue grows just over 20% in fiscal 2022
primarily due acquisitions and a moderate recovery in inflight
connectivity revenues. Revenues grow in the mid-teens in
fiscal 2023 and moderate thereafter.
-- Fitch calculated EBITDA margins decline by 100-150 bps in
fiscal 2022 to the low 20% range as certain costs increase
prior to the launch of ViaSat-3 satellite late in the fiscal
year (or early in the next).
-- Over fiscal years 2022-2023, capex is in the $1.2 billion to
$1.3 billion annually.
-- The first ViaSat-3 launch is completed around the end of the
fourth quarter of fiscal 2022; Fitch assumes the pacing is in
line with Viasat's guidance of the second satellite following
six months later, and the third satellite following in a six
to-nine-month interval from the second satellite.
Recovery:
Fitch contemplates a scenario in which default is the result of one
or a combination of a number of scenarios, such as revenue and
EBITDA pressure from new or existing competitors that have managed
to reduce Viasat's cost advantage in the satellite business, delays
in satellite launches, or an increase in competition in the
government systems business. Fitch assumes Viasat would be
successfully reorganized.
Recovery assumptions are based on the company's strong cost
position, with very low space capital costs in millions per Gbps
and high capacity and strong backlog in its three business
segments, and patterns of consistent adjusted EBITDA growth in the
mid-teens over the past decade. These strengths are balanced
against the execution risk posed by its planned satellite launches,
including the potential for delays, and the longer-term development
of competitors.
Under this scenario, Fitch estimates a going-concern EBITDA
run-rate of $400 million, which is moderately below projected
EBITDA for fiscal2022. fiscal2022 expectations currently include
some improvement for its IFC business following a stressed
fiscal2021, and relatively strong growth in other business lines.
Fitch did not include potential value from satellites under
construction, which had a book value of $1.5billion as of June 30,
2021 and would provide significant liquidation value, even if
materially discounted. While no value was included given the
uncertainties posed by the stress scenario in estimating a
reasonable value, some value could be included as satellites near
completion.
Fitch assumes Viasat will receive a going-concern recovery multiple
of 6.0x EBITDA under this scenario, which is supported by the
following:
Comparable Reorganizations: The 2020 Industrial, Manufacturing,
Aerospace and Defense Bankruptcy Enterprise Values and Creditor
Recoveries case study, Fitch noted that the three aerospace and
defense defaulting companies had exit multiples between 4.8x-6.9x.
SpeedCast International Limited, a satellite communications and
network service provider, emerged from bankruptcy in early 2021
with a multiple of 8.7x.
Unlike Viasat, SpeedCast did not own its own satellites, and had a
less diversified revenue stream. A significant percentage of its
customers are in the maritime and oil and gas industries, and faced
headwinds and impacts from the coronavirus pandemic that greatly
affected its liquidity position.
Fitch forecasts a going-concern valuation of $2.4 billion and
recovery multiple of 6.0x, which results in a post-reorganization
enterprise value of $2.16 billion, after the deduction of expected
administrative claims (10%). Viasat's first-lien debt, assuming a
fully drawn revolver, is fully recovered, leading to a 'BB+'/'RR1'
rating, and the recovery on the unsecured debt equates to a
'BB-'/'RR3' rating.
Although the Ex-Im facility is at an entity that generates only 1%
of revenues, Fitch assumes that the facility is fully recovered as
under the "best interests" test whereby the recovery on a class of
claims in a going concern reorganization would be no less than it
would be under a Chapter 7 liquidation. The Ex-Im facility is
secured by significant collateral value as the satellite at that
entity provides approximately two-thirds of the company's capacity
that supports an approximately $1.4 billion (Q1 fiscal 22
annualized) revenue stream for satellite services and government
systems services.
RATING SENSITIVITIES
Factor that could, individually or collectively, lead to positive
rating action/upgrade:
-- Gross debt leverage, and net FFO leverage, sustained below
5.0x, combined with the successful launch and deployment of
service on the first ViaSat-3 satellite.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Gross debt leverage and net FFO leverage sustained above 6.0x;
-- Material delays or issues with respect to anticipated
satellite launches, or delays in achieving revenue and EBITDA
growth from future satellites.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Non-Financial Corporate
issuers have a best-case rating upgrade scenario (defined as the
99th percentile of rating transitions, measured in a positive
direction) of three notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of four notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are
based on historical performance.
LIQUIDITY AND DEBT STRUCTURE
Liquidity: Viasat's liquidity is relatively strong given
availability on its revolver and available cash balances, and is
partly offset by FCF deficits. At June 30, 2021, cash and cash
equivalents amounted to $276 million.
At June 30, 2021, Viasat had approximately $320 million of capacity
on its $700 million revolver, after $60 million in letters of
credit. Viasat also had $88 million outstanding under an Ex-Im
credit facility, a senior secured direct loan facility.
The company had originally fully drawn $362 million under the Ex-Im
credit facility, and of the amount borrowed, approximately $321
million, was used to finance up to 85% of the cost of construction,
launch and insurance of the ViaSat-2 satellite and related costs.
Upon the receipt of the insurance proceeds related to ViaSat-2, the
entire proceeds of $188 million received in fiscal 2019 and fiscal
2020 were used to pay down the facility, as required.
The company is required by the terms of its senior secured credit
facilities to have insurance on 75% of the net book value of
certain covered satellites. The company has in-orbit insurance on
ViaSat-2, ViaSat-1, WildBlue-1 and the Anik F2 satellites.
Fitch expects an FCF deficit of around $575 million to $625 million
in fiscal 2022 and fiscal 2023, owing to higher capex, which is
expected to exceed fiscal 2021's capex of $885 million. The company
has provided a frame of reference that positive FCF may follow
shortly after the launch of the second ViaSat-3 satellite, which is
expected to be approximately six months after the early-2022 launch
of the first ViaSat-3 satellite.
ISSUER PROFILE
Viasat, Inc. is a vertically integrated technology provider, with
an end-to-end platform of high-capacity satellites, ground
infrastructure and user terminals. By being vertically integrated,
the company can provide cost effective and high-speed broadband
solutions through a broad market consisting of enterprise,
government and consumer users.
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.
VILLAGES HEALTHCARE: May Use Cash Collateral Thru Aug. 31
---------------------------------------------------------
As disclosed in a proceeding memo, Judge Roberta Colton of the U.S.
Bankruptcy Court for the Middle District of Florida granted on an
interim basis the Amended Motion to Use Cash Collateral of Villages
Healthcare Services, LLC until August 31, 2021.
CRF Small Business Loan Co. objected to the request.
About Villages Healthcare Services, LLC
Villages Healthcare Services, LLC, d/b/a Central Florida
Regenerative Medicine, provides regenerative therapy for joint pain
and other conditions which services The Villages and Lady Lake,
Florida area.
The healthcare provider sought Chapter 11 protection (Bankr. M.D.
Fla. Case No. 21-01833) on July 27, 2021. On the Petition Date,
the Debtor estimated $100,000 to $500,000 in assets and $1,000,000
to $10,000,000 in liabilities. The petition was signed by Dr.
Lawrence T. Restieri, the Debtor's member manager.
The Law Offices of Jason A. Burgess, LLC serves as counsel for the
Debtor.
CRF Small Business Loan Company, LLC, as lender, is represented by
Lutz, Bobo & Telfair, P.A.
VYANT BIO: Incurs $4.2 Million Net Loss in Second Quarter
---------------------------------------------------------
Vyant Bio, Inc. filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing a net loss of $4.19
million on $1.95 million of total revenues for the three months
ended June 30, 2021, compared to a net loss of $1.33 million on
$99,000 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 $11.55 million on $2.17 million of total revenues compared
to a net loss of $3.31 million on $267,000 of total revenues for
the six months ended June 30, 2020.
As of June 30, 2021, the Company had $65.40 million in total
assets, $5.34 million in total liabilities, and $60.06 million in
total stockholders' equity.
Cash and cash equivalents totaled $26.5 million as of June 30,
2021.
"We have achieved a tremendous amount of momentum in the first 90
days since launching the Vyant Bio brand and completing the merger
we announced at the end of March 2021. Vyant Bio is committed to
transforming the way drugs are discovered by quickly adapting to
exciting new technologies and combining capabilities in ways that
leverage their strengths," stated Jay Roberts, CEO of Vyant Bio.
"Our internal teams of scientists, data scientists and engineers,
coupled with the capabilities of select strategic partners that are
now integrated into our platform, allow us all to work together to
design and develop superior therapeutics and position us to build a
robust pipeline of novel therapeutics targeting degenerative and
developmental neurological disorders and cancers with high unmet
needs."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1349929/000149315221020254/form10-q.htm
About Vyant Bio
Vyant Bio, Inc. (formerly known as Cancer Genetics, Inc.) is
emerging as an advanced biotechnology drug discovery company. With
capabilities in data, science (both biology and chemistry),
engineering and regulatory, the Company is rapidly identifying
small and large molecule therapeutics and derisking decision making
through multiple in silico, in vitro and in vivo modalities.
Vyant Bio reported a net loss of $8 million for the year ended Dec.
31, 2020, compared to a net loss of $6.71 million for the year
ended Dec. 31, 2019. As of Dec. 31, 2020, the Company had $8.35
million in total assets, $4.37 million in total liabilities, and
$3.98 million in total stockholders' equity.
WATTSTOCK LLC: Case Summary & 11 Unsecured Creditors
----------------------------------------------------
Debtor: Wattstock LLC
4040 North Central Expressway
Ste 850
Dallas, TX 75204
Chapter 11 Petition Date: August 17, 2021
Court: United States Bankruptcy Court
Northern District of Texas
Case No.: 21-31488
Judge: Hon. Stacey G. Jernigan
Debtor's Counsel: Davor Rukavina, Esq.
MUNSCH HARDT KOPF & HARR, P.C.
500 N. Akard Street, Suite 3800
Dallas, TX 75201-6659
Tel: 214-855-7500
E-mail: drukavina@munsch.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Patrick Jenevein as manager.
A copy of the Debtor's list of 11 unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/QLHFNVY/Wattstock_LLC__txnbke-21-31488__0002.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/IGXBCOA/Wattstock_LLC__txnbke-21-31488__0001.0.pdf?mcid=tGE4TAMA
WOW BAR: Case Summary & 16 Unsecured Creditors
----------------------------------------------
Debtor: The WOW Bar, LLC
d/b/a The Wow Bar, Blow Dry & Style Bar
100 3rd Ave So, #502
Minneapolis, MN 55401
Business Description: The WOW Bar, LLC is part of the personal
care services industry.
Chapter 11 Petition Date: August 17, 2021
Court: United States Bankruptcy Court
District of Minnesota
Case No.: 21-41457
Judge: Hon. Kathleen H. Sanberg
Debtor's Counsel: Alexander J. Beeby, Esq.
LARKIN HOFFMAN DALY & LINDGREN LTD.
8300 Norman Center Dr.
Suite 1000
Minneapolis, MN 55437-1060
Tel: 9528353800
Fax: 9528353333
Email: abeeby@larkinhoffman.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Parrel Caplan as CEO.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 16 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/QGPIALI/The_WOW_Bar_LLC__mnbke-21-41457__0001.0.pdf?mcid=tGE4TAMA
[*] Eric Nelsen Joins AlixPartners as Managing Director
-------------------------------------------------------
AlixPartners, the global consulting firm, on Aug. 17, 2021,
disclosed that Eric Nelsen, a seasoned expert in the oil & gas
industry and in industrial revenue and growth areas in several
industries, has joined as a Managing Director. He will be based in
AlixPartners' Houston office.
During his more than 30 years in management consulting, Mr. Nelsen
has specialized in helping companies grow shareholder value through
a focus on strategy development, operations, and effective
implementation. The breadth of topics he has led includes
market-driven growth planning, customer-needs assessments,
new-offerings development, sales effectiveness, loyalty marketing,
post-acquisition strategy and integration of assets and networks,
franchise development, site and back-office operations design and
implementation, and large change-management efforts, including
organization and process design and implementation. He has worked
extensively in Asia and Europe as well as throughout the Americas.
Prior to joining AlixPartners, Mr. Nelsen was a partner at the
consulting firm Oliver Wyman and a leader in its oil & gas
practice. From 1992 to 2006, he worked at the consulting firm
Mercer Management, where he rose to partner level.
Mr. Nelsen holds an MBA from Stanford University, where he
graduated with distinction as an Arjay Miller Scholar and was named
scholar of the year by its marketing department faculty. He also
holds a bachelor's degree from Dartmouth College in Hanover, New
Hampshire.
"Eric's deep experience in the energy industry, and in revenue
enhancement in many industries, will be of great value to companies
grappling with today's unprecedented levels of disruption," said
Simon Freakley, CEO of AlixPartners. "We are delighted to welcome
Eric to AlixPartners."
About AlixPartners
AlixPartners -- http://www.alixpartners.com/-- is a results-driven
global consulting firm that specializes in helping businesses
successfully address their most complex and critical challenges.
Its clients include companies, corporate boards, law firms,
investment banks, private equity firms, and others. Founded in
1981, AlixPartners is headquartered in New York, and has offices in
more than 20 cities around the world.
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Doris E. Melendez
Bankr. C.D. Cal. Case No. 21-11363
Chapter 11 Petition filed August 11, 2021
represented by: Lionel Giron, Esq.
In re Socal MRO LLC
Bankr. C.D. Cal. Case No. 21-14335
Chapter 11 Petition filed August 11, 2021
See
https://www.pacermonitor.com/view/737NBGI/SOCAL_MRO_LLC__cacbke-21-14335__0001.0.pdf?mcid=tGE4TAMA
represented by: RoseAnn Frazee, Esq.
FRAZEE LAW GROUP
E-mail: roseann@frazeelawgroup.com
In re High Plains Mesa Management, LLC
Bankr. E.D. Cal. Case No. 21-11971
Chapter 11 Petition filed August 11, 2021
See
https://www.pacermonitor.com/view/FME4EXY/High_Plains_Mesa_Management_LLC__caebke-21-11971__0001.0.pdf?mcid=tGE4TAMA
represented by: Gary M. Kaplan, Esq.
FARELLA BRAUN + MARTEL LLP
E-mail: gkaplan@fbm.com
In re Ricky Don Thornton and Linda Holmes Thornton
Bankr. E.D.N.C. Case No. 21-01804
Chapter 11 Petition filed August 11, 2021
See
https://www.pacermonitor.com/view/YOTVJNI/Ricky_Don_Thornton_and_Linda_Holmes__ncebke-21-01804__0001.0.pdf?mcid=tGE4TAMA
represented by: Trawick Stubbs, Esq.
Laurie B. Biggs, Esq.
STUBBS & PERDUE, P.A.
E-mail: tstubbs@stubbsperdue.com/
lbiggs@stubbsperdue.com
In re Mulato Green Group, LLP
Bankr. N.D. Ohio Case No. 21-61087
Chapter 11 Petition filed August 11, 2021
See
https://www.pacermonitor.com/view/OSW6YPI/Mulato_Green_Group_LLP__ohnbke-21-61087__0001.0.pdf?mcid=tGE4TAMA
represented by: Edwin H. Breyfogle, Esq.
EDWIN H. BREYFOGLE
E-mail: edwinbreyfogle@sssnet.com
In re Bristol Properties LLC
Bankr. D.R.I. Case No. 21-10619
Chapter 11 Petition filed August 11, 2021
See
https://www.pacermonitor.com/view/E7FCRZI/Bristol_Properties_LLC__ribke-21-10619__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Vikram Srinivasan
Bankr. N.D. Cal. Case No. 21-51065
Chapter 11 Petition filed August 12, 2021
In re Care Share Manager Corp.
Bankr. D. Nev. Case No. 21-13987
Chapter 11 Petition filed August 12, 2021
See
https://www.pacermonitor.com/view/HJI6QXY/CARE_SHARE_MANAGER_CORP__nvbke-21-13987__0001.0.pdf?mcid=tGE4TAMA
represented by: Seth D Ballstaedt, Esq.
BALLSTAEDT LAW FIRM DBA BALL BANKRUPTCY
E-mail: help@bkvegas.com
In re Luis Arevalo
Bankr. S.D.N.Y. Case No. 21-22465
Chapter 11 Petition filed August 12, 2021
represented by: Anne Penachio, Esq.
PENACHIO MALARA, LLP
In re Sein Divine, LLC
Bankr. W.D.N.C. Case No. 21-30468
Chapter 11 Petition filed August 12, 2021
See
https://www.pacermonitor.com/view/Y5QTIDA/Sein_Divine_LLC__ncwbke-21-30468__0001.0.pdf?mcid=tGE4TAMA
represented by: John C. Woodman, Esq.
ESSEX RICHARDS, P.A.
E-mail: jwoodman@essexrichards.com
In re Shirley Manning Powell
Bankr. W.D. Va. Case No. 21-60890
Chapter 11 Petition filed August 12, 2021
See
https://www.pacermonitor.com/view/FDOMJHA/Shirley_Manning_Powell__vawbke-21-60890__0001.0.pdf?mcid=tGE4TAMA
represented by: David Cox, Esq.
COX LAW GROUP, PLLC
E-mail: david@coxlawgroup.com
In re Regina Cargullo Ventura
Bankr. N.D. Cal. Case No. 21-51069
Chapter 11 Petition filed August 13, 2021
represented by: Arasto Farsad, Esq.
In re Damico's, LLC
Bankr. M.D. Fla. Case No. 21-04235
Chapter 11 Petition filed August 13, 2021
See
https://www.pacermonitor.com/view/7OWGU5A/Damicos_LLC__flmbke-21-04235__0001.0.pdf?mcid=tGE4TAMA
represented by: Joseph A. Pack, Esq.
PACK LAW
E-mail: joe@packlaw.com
In re Just Relax Massage and Spa, LLC
Bankr. M.D. Fla. Case No. 21-04234
Chapter 11 Petition filed August 13, 2021
See
https://www.pacermonitor.com/view/N7IGSFY/Just_Relax_Massage_and_Spa_LLC__flmbke-21-04234__0001.0.pdf?mcid=tGE4TAMA
represented by: Joseph A. Pack, Esq.
PACK LAW
E-mail: joe@packlaw.com
In re Piz Family Deli, Inc.
Bankr. S.D.N.Y. Case No. 21-35618
Chapter 11 Petition filed August 13, 2021
See
https://www.pacermonitor.com/view/6I7XHDA/Piz_Family_Deli_Inc__nysbke-21-35618__0001.0.pdf?mcid=tGE4TAMA
represented by: Michelle L. Trier, Esq.
GENOVA, MALIN & TRIER, LLP
In re Netgen Transportation LLC
Bankr. N.D. Tex. Case No. 21-41924
Chapter 11 Petition filed August 13, 2021
See
https://www.pacermonitor.com/view/5TAJCZY/Netgen_Transportation_LLC__txnbke-21-41924__0001.0.pdf?mcid=tGE4TAMA
represented by: Clayton L. Everett, Esq.
NORRED LAW, PLLC
E-mail: clayton@norredlaw.com
In re Anwarul Islam Chunnu
Bankr. E.D.N.Y. Case No. 21-42090
Chapter 11 Petition filed August 16, 2021
represented by: Richard Feinsilver, Esq.
In re Mitchell K. Cohen
Bankr. E.D.N.Y. Case No. 21-42091
Chapter 11 Petition filed August 16, 2021
See
https://www.pacermonitor.com/view/TLTZI3Y/Mitchell_K_Cohen__nyebke-21-42091__0001.0.pdf?mcid=tGE4TAMA
represented by: Alla Kachan, Esq.
LAW OFFICES OF ALLA KACHAN, P.C.
E-mail: alla@kachanlaw.com
In re Deyo Transportation Services, LLC
Bankr. W.D. Tex. Case No. 21-70126
Chapter 11 Petition filed August 16, 2021
See
https://www.pacermonitor.com/view/FC6UZRI/Deyo_Transportation_Services_LLC__txwbke-21-70126__0001.0.pdf?mcid=tGE4TAMA
represented by: Robert Chamless Lane, Esq.
THE LANE LAW FIRM
E-mail: notifications@lanelaw.com
In re Alarmas Computarizadas, Inc.
Bankr. D.P.R. Case No. 21-02431
Chapter 11 Petition filed August 16, 2021
See
https://www.pacermonitor.com/view/K6IUCDI/ALARMAS_COMPUTARIZADAS_INC__prbke-21-02431__0001.0.pdf?mcid=tGE4TAMA
represented by: Roberto L. Mateo Rivera, Esq.
ROBERTO L. MATEO RIVERA, ESQ.
E-mail: mateolaw@msn.com
In re Ronald Lee Moore
Bankr. N.D. Ala. Case No. 21-40791
Chapter 11 Petition filed August 17, 2021
represented by: Tameria Driskill, Esq.
In re Joseph L Sanders
Bankr. C.D. Cal. Case No. 21-12001
Chapter 11 Petition filed August 17, 2021
represented by: Todd Cleary, Esq.
In re Khosro V. Farahani
Bankr. N.D. Cal. Case No. 21-30571
Chapter 11 Petition filed August 17, 2021
represented by: Eric Gravel, Esq.
In re Title Quest Investments LLC
Bankr. S.D. Fla. Case No. 21-17969
Chapter 11 Petition filed August 17, 2021
See
https://www.pacermonitor.com/view/65DM52A/Title_Quest_Investments_LLC__flsbke-21-17969__0001.0.pdf?mcid=tGE4TAMA
represented by: Chad Van Horn, Esq.
VAN HORN LAW GROUP, P.A.
E-mail: chad@cvhlawgroup.com
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors.
Copyright 2021. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000.
*** End of Transmission ***