/raid1/www/Hosts/bankrupt/TCR_Public/211028.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, October 28, 2021, Vol. 25, No. 300
Headlines
122 STATE STREET: Unsecureds to be Paid in Full over 5 Years
1362 H ST: Seeks Approval to Hire Recondc as Realtor
25-16 37TH AVE: Seeks to Hire Shafferman & Feldman as Legal Counsel
ADVANCED SAWMILL: U.S. Trustee Unable to Appoint Committee
AEROSPACE PRECISION: Seeks to Tap David A. Ray as Legal Counsel
AGM GROUP: Partners With Meten for Blockchain, Crypto Mining Biz
AIRPORT HOSPITALITY: Case Summary & 3 Unsecured Creditors
ALL SAINTS EPISCOPAL: Seeks to Hire Neligan LLP as Legal Counsel
ALPINE 4: Debuts on Nasdaq, Acquires Identified Technologies
ALS LIQUIDATION: Unsecureds to Recover 3% to 9% in Liquidating Plan
ARCHDIOCESE OF SANTA FE: Priest Can't Object to Molestation Claim
ATHABASCA OIL: S&P Ups ICR to 'B-' on Completion of Debt Offering
AULT GLOBAL: Unit to Provide Bitcoin Production Updates on Nov. 15
AUTO-SWAGE PRODUCTS: Creditors to Get Proceeds from Property Sale
AVIANCA HOLDINGS: To Become UK Company If U.S. Judge OKs Plan
AVIANCA HOLDINGS: Updates Engine Loan Claims; Files Amended Plan
BGT INTERIOR: Nov. 30 Plan & Disclosure Hearing Set
BGT INTERIOR: Unsecured Creditors to Recover 7% to 10% in Plan
BIZGISTICS INC: Taps Redcross, Martin & Associates as Accountant
BL SANTA FE: Seeks to Hire ValueScope as Restructuring Advisor
BLOX INC: Acquires Exploration Licence for Grumesa Project in Ghana
BOULDER BOTANICAL: Seeks to Hire Berken Cloyes as Legal Counsel
BT MCCARTHY: Seeks to Hire Lampley Law Office as Bankruptcy Counsel
CBL PROPERTIES: Anticipates NYSE Relisting After Chapter 11 Exit
CONWAY COURT 1: Seeks to Hire Van Dam as Bankruptcy Counsel
CRESTLLOYD LLC: Case Summary & 20 Largest Unsecured Creditors
DITECH HOLDING: LHES Claims Reclassified to Gen. Unsecured Claims
DOMAN BUILDING: Fitch Assigns 'B' LongTerm IDR, Outlook Stable
DRW HOLDINGS: Moody's Hikes CFR to Ba2 & Alters Outlook to Stable
ECHO GLOBAL: S&P Assigns 'B' Issuer Credit Rating, Outlook Stable
ELWOOD ENERGY: Moody's Cuts Rating on $84MM Secured Bond to Ba2
ENGINEERED INVESTMENT: Dec. 14 Plan Confirmation Hearing Set
EVEREST REAL: Seeks Approval to Tap MouerHuston as Special Counsel
FINANCE OF AMERICA: Fitch Affirms 'B+' LT IDRs, Outlook Stable
FLUSHING AIRPORT: Nov. 16 Plan Confirmation Hearing Set
FUTURUM COMMUNICATIONS: Taps Lance Steinhart as Special Counsel
GOLDEN 8 MAPLE: Updates Mohammad A. Malik Secured Claim Pay Details
GRAY TELEVISION: Moody's Rates New $1,125MM Unsecured Notes 'B3'
GREENSILL CAPITAL: Plan With Reduced Releases Okayed
GRUPO POSADAS: Case Summary & 30 Largest Unsecured Creditors
GRUPO POSADAS: Mexican Hotel Chain Starts Prepack in U.S.
GULF COAST HEALTH: U.S. Trustee Appoints Creditors' Committee
HARDY ALLOYS: Seeks to Hire Villa & White as Bankruptcy Counsel
IMERYS TALC: Seeks Chapter 11 Mediator After Plan Process Stalls
INSTITUTO MEDICO: Must Produce Docs on Plan Payments to Condado
INSYS THERAPEUTICS: Feds Say Execs Owe $48 Mil. for Duping Insurers
K3D PROPERTY: Has Deal on Cash Collateral Access
KNOWLTON DEVELOPMENT: S&P Assigns 'B-' ICR, Outlook Negative
KORE WIRELESS: Moody's Affirms B3 CFR Following SPAC Transaction
LATAM AIRLINES: CEO Cuts Costs, Emissions During Bankruptcy
LATAM AIRLINES: OK to Appoint Mediator to Forward Bankruptcy Plan
LINKMEYER PROPERTIES: Dec. 16 Disclosure Statement Hearing Set
LTL MANAGEMENT: Must Explain Bankruptcy Filing in North Carolina
MAINSTREET PIER: Taps Adam Lewis of Marcus & Millichap as Broker
MARTIN MIDSTREAM: Incurs $6.9 Million Net Loss in Third Quarter
MICHAEL LEVINE: Seeks to Hire Zigmond Snow & Lang as Accountant
MTE HOLDINGS: J. Wilson May Proceed with Appeal
NATEL ENGINEERING: S&P Alters Outlook to Stable, Affirms CCC+ ICR
NEELKANTH HOTELS: Objection to US Bank's Claim Overruled in Part
NEXTPLAY TECHNOLOGIES: Sells $1.67 Secured Note to Streeterville
OLD WORLD TIMBER: Taps Kaplan Johnson Abate & Bird as Counsel
OPTION CARE: Prices Offering of $500 Million 4.375% Senior Notes
PECF USS: S&P Assigns 'B-' ICR, Alters Outlook to Positive
PETROLIA ENERGY: Issues Series B Preferred Stock to Directors
POLYMER INSTRUMENTATION: Taps Morgan Lewis as Special Counsel
PROVIDENT FUNDING: Fitch Affirms 'B+' IDR & Alters Outlook to Neg.
RESONETICS LLC: $205MM Loans Add-on No Impact on Moody's B3 CFR
ROBLOX CORP: Moody's Assigns First Time 'Ba2' Corp. Family Rating
ROCKLAND INDUSTRIES: Seeks to Tap Aaron Posnik & Co. as Auctioneer
ROCKLAND INDUSTRIES: Seeks to Tap The Stump Corporation as Broker
S-TEK 1 LLC: Court Allows Hartman's Joint Representation
SALEH'S CO: Seeks to Employ Groshong Law as Bankruptcy Counsel
SEADRILL LIMITED: Weil Gotshal 3rd Update on RigCo Lenders
SEADRILL LTD: Court Okays Plan to Cut Billions of Debt
SEQUENTIAL BRANDS: Armstrong, Horwood Advise 2 Equity Holders
SPEED INDUSTRIAL: Seeks to Hire Balch & Bingham as Legal Counsel
TELIGENT INC: Taps PharmaBioSource as Real Estate Consultant
TENTLOGIX INC: Nov. 16 Hearing on Disclosure Statement
TERRA MANAGEMENT: Seeks to Hire Haynie & Company as Tax Accountant
TRIUMPH HOUSING: Dec. 16 Plan Confirmation Hearing Set
TWIN PEAKS: S&P Affirms 'BB' Rating on Charter School Rev. Bonds
UNITED WHOLESALE: Fitch Affirms 'BB-' LT IDR, Outlook Stable
WB SUPPLY: Court Conditionally Approves Plan and Disclosure
[^] Recent Small-Dollar & Individual Chapter 11 Filings
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122 STATE STREET: Unsecureds to be Paid in Full over 5 Years
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122 State Street Group, LLC, filed with the U.S. Bankruptcy Court
for the Western District of Wisconsin a Disclosure Statement
describing Plan of Reorganization dated October 25, 2021.
The Debtor is a limited liability company. The Debtor's commercial
real estate is located at 122 State Street, Madison, Wisconsin (the
"Property") and was originally purchased in June 1986 by the
members of the Debtor who referred to themselves as 122 State
Street Group.
The Debtor filed its proposed Chapter 11 Plan of Reorganization for
consideration by its creditors. Debtor's Plan of Reorganization
provides for payment in full of allowed secured, priority and
general unsecured claims. All proposed payments under the Debtor's
Plan of Reorganization shall be made monthly from the Debtor's
continued management and rental of commercial units within the
Property. The amortization of these obligations are proposed to be
extended to provide for adequate cash flow and debt service.
The Plan will treat claims as follows:
* Class 1 consists of the Secured Claim of The Park Bank. The
Bank's secured claim in the amount of $3,687,632.42 shall be paid
in full with interest at the fixed rate of 4.75% per annum,
amortized over 30 years with a balloon payment due within 7 years
after the effective date. The Bank's claim shall be paid by the
Debtor in monthly payments in the amount of $19,236.44.
* Class 2 consists of the Secured Claim of the Dane County
Treasurer. The Treasurer is the holder of a secured claim for the
2020 Real Estate Taxes in the amount of $69,731.87 currently owed
for the Debtor's real property. The Treasurer's claim shall be paid
in full with interest at the rate of 12% per annum, over a term of
4 years from the effective date, in monthly payments of $1,836.31.
* Class 3 consists of the Secured Claim of Strand Associates
Inc. Strand has a secured claim against the Debtor by way of a
money judgment entered in Dane County as Case Number 2019SC005108
entered against the Debtor on August 22, 2019 and docketed on
August 26, 2019 in the amount of $4,856.89. The money judgment
claim shall be paid in full with interest at the rate of 4.25% per
annum, over a term of 5 years from the effective date, in monthly
payments of $90.00.
* Class 4 consists of all priority unsecured claims. The
Internal Revenue Service has an estimated priority claim in the
amount of $1,500.00 for estimated partnership taxes for 2018, 2019
and 2020. Said claim shall be paid in full with interest at the
rate of 3% per annum over a period of 1 year with monthly payments
of $127.04.
* Class 5 consists of all allowed general non-priority
unsecured claims which total $33,859.23. According to the Debtor's
Liquidation Analysis, general unsecured claimants shall be paid in
full, with interest at the rate of 3.0% per annum, amortized over 5
years in equal month payments of $608.41. These claimants shall
share a pro rata monthly distribution from this sum with the first
payment to be made within 30 days of the Debtor obtaining rents
estimated to occur by no later than January 2022. The sum does not
include the unscheduled claim of Godfrey & Kahn, S.C., which filed
a proof of claim in the amount of $20,002.50. Debtor is evaluating
that claim but, currently, believes it is not the entity
responsible for payment of this debt.
* Class 6 consists of equity holders of the Debtor. The
Debtor's equity holders shall retain their ownership interest upon
confirmation of this Plan.
To effectuate the proposed Plan, the Debtor shall continue its
operation in the residential rental business and parking lot rental
business. The Debtor will utilize profits, revenues, income from
operations, and cash on hand on the effective date.
A full-text copy of the Disclosure Statement dated October 25,
2021, is available at https://bit.ly/3vOfQlT from PacerMonitor.com
at no charge.
Attorneys for Debtor:
Kristin J. Sederholm, Esq.
Krekeler Strother, SC
2901 West Beltline Hwy., Suite 301
Madison, WI 53713
Telephone: (608) 258-8555
Facsimile: (608) 258-8299
Email: ksederho@ks-lawfirm.com
About 122 State Street Group
122 State Street Group, LLC, filed a voluntary petition for relief
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wis. Case No.
21-11567) on July 26, 2021, listing $1 million to $10 million in
both assets and liabilities. Harold Langhammer, authorized member,
signed the petition. Krekeler Strother, SC, serves as the Debtor's
legal counsel.
1362 H ST: Seeks Approval to Hire Recondc as Realtor
----------------------------------------------------
1362 H St. Development, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Columbia to employ the firm of Recondc as
realtor in connection with the sale of its property located at 1362
H. Street NE, Washington, D.C.
Recondc will receive a commission of 6 percent of the sale
proceeds. The realtor would split its commission to pay 3 percent
to the buyer's agent, if any.
Wes Neal, a real estate agent at Recondc, disclosed in a court
filing that the firm does not represent interest adverse to the
Debtor or the estate in the matters upon which it is to be
engaged.
The firm can be reached through:
Wes Neal
Recondc
3123 & 3125 M. St. NW. Georgetown
Washington, DC
Telephone: (202) 577-4824
Email: wes@recondc.com
About 1362 H St. Development
1362 H St. Development, LLC is the owner of a restaurant located at
1362 H St. NE, Washington, DC, having a comparable sale value of $2
million.
1362 H St. Development sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.D.C. Case No. 21-00138) on May 20, 2021,
listing as much as $10 million in both assets and liabilities.
Judge Elizabeth L. Gunn oversees the case.
Capital Justice Attorneys, LLP and Analytic Financial Group, LLC
serve as the Debtor's legal counsel and financial advisor,
respectively.
25-16 37TH AVE: Seeks to Hire Shafferman & Feldman as Legal Counsel
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25-16 37th Ave Owners, LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of New York to employ Shafferman &
Feldman, LLP to serve as legal counsel in its Chapter 11 case.
The firm's services include:
(a) providing advice to the Debtor with respect to its powers
and duties under the Bankruptcy Code in the continued operation of
its business and the management of its property;
(b) negotiating with creditors of the Debtor, preparing a plan
of reorganization and taking the necessary legal steps to
consummate the plan, including, if necessary, negotiations to get
financing for the plan;
(c) appearing before the various taxing authorities to work
out a plan to pay taxes owing in installments;
(d) preparing legal documents and appearing before the court;
and
(e) performing all other necessary legal services.
Joel Shafferman, Esq., the firm's attorney who will be providing
the services, charges an hourly fee of $450. His firm received a
retainer in the amount of $10,000.
As disclosed in court filings, Shafferman & Feldman does not
represent interests materially adverse to the Debtor and its
estate, creditors or equity holders.
The firm can be reached through:
Joel M. Shafferman, Esq.
Shafferman & Feldman, LLP
137 Fifth Avenue, 9th Floor
New York, NY 10010
Tel: (212) 509-1802
Fax: (212) 509-1831
Email: shaffermanjoel@gmail.com
About 25-16 37th Ave Owners LLC
Hollywood, Fla.-based 25-16 37th Ave Owners, LLC is a single asset
real estate debtor (as defined in 11 U.S.C. Section 101(51B)).
25-16 37th Ave Owners filed its voluntary petition for Chapter 11
protection (Bankr. E.D.N.Y. Case No. 21-42662) on Oct. 19, 2021,
listing $250,000 in assets and $18,437,803 in liabilities. Judge
Jil Mazer-Marino presides over the case.
Joel M. Shafferman, Esq., at Shafferman & Feldman, LLP represents
the Debtor as legal counsel.
ADVANCED SAWMILL: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------------
The U.S. Trustee for Region 21, until further notice, will not
appoint an official committee of unsecured creditors in the Chapter
11 case of Advanced Sawmill Machinery, Inc., according to court
dockets.
About Advanced Sawmill Machinery
Advanced Sawmill Machinery, Inc., is a Holt, Fla.-based company
that owns and operates a precision machine shop.
Advanced Sawmill filed a petition for Chapter 11 protection (Bankr.
N.D. Fla. Case No. 21-30612) on Sept. 20, 2021, listing up to $1
million in assets and up to $10 million in liabilities. Brenda W.
Steffens, executive vice president, signed the petition. Judge
Jerry C. Oldshue, Jr. oversees the case. Byron Wright III, Esq.,
at Bruner Wright, P.A. is the Debtor's legal counsel.
AEROSPACE PRECISION: Seeks to Tap David A. Ray as Legal Counsel
---------------------------------------------------------------
Aerospace Precision, Inc. seeks approval from the U.S. Bankruptcy
Court for the Southern District of Florida to employ David A. Ray,
PA as its legal counsel.
The firm's services include:
(a) advising the Debtor with respect to its responsibilities
in complying with the United States Trustee's Guidelines and
Reporting Requirements and with the rules of the bankruptcy court;
(b) preparing legal papers;
(c) protecting the interests of the Debtor in all matters
pending before the court; and
(d) representing the Debtor in negotiations with its creditors
and in the preparation and confirmation of a Chapter 11 plan.
The firm received a retainer in the amount of $10,000 from Lee
Boothe, a shareholder of the Debtor, which was applied in part to
fees incurred pre-bankruptcy, leaving a remaining retainer balance
of $4,562.
David Ray, Esq., the firm's owner and the primary attorney in this
engagement, will be billed at his hourly rate of $425.
In addition, the firm will seek reimbursement for expenses
incurred.
Mr. Ray disclosed in a court filing that his firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
David A. Ray, Esq.
David A. Ray, PA
303 Southwest 6th Street
Fort Lauderdale, FL 33315
Telephone: (954) 399-0105
Email: dray@draypa.com
About Aerospace Precision
Aerospace Precision, Inc. filed a voluntary petition for Chapter 11
protection (Bankr. S.D. Fla. Case No. 21-20198) on Oct. 24, 2021.
Judge Peter D. Russin oversees the case. David A. Ray, PA serves
as the Debtor's legal counsel.
AGM GROUP: Partners With Meten for Blockchain, Crypto Mining Biz
----------------------------------------------------------------
AGM Group Holdings Inc. has entered into a strategic partnership
with Meten Holding Group Ltd.
The partnership will primarily focus on research and development
support for blockchain applications, and in establishing a supply
chain for cryptocurrency mining. The agreement includes an initial
order from Meten for 1,500 Bitcoin mining machines worth US$12
million. Meten also has an option to purchase additional
machines.
AGMH through its strategic partnership with HighSharp (Shenzhen
Gaorui) Electronic Technology Co., Ltd has built a cutting-edge R&D
capability with engineers who are experts in blockchain and related
technologies, which is also the major reason why Meten chose to
partner with AGMH.
Mr. Chenjun Li, co-chief executive officer of AGMH, commented, "We
are delighted to partner with Meten to further develop a blockchain
ecosystem that integrates technology, products, sales and service.
Building on our recently announced AGMH-HighSharp partnership, we
see growing demand for our high-performance mining hardware and
related computing equipment. These partnerships further validate
our position in the cryptocurrency mining world. Looking ahead, we
are optimistic in our ability to help mining clients to augment
their computing power, enabling their success in the rapidly
growing cryptocurrency industry while generating value for our
shareholders."
Mr. Jason Zhao, co-founder and executive director of Meten, said,
"We are thrilled to be working with AGMH. With respective
strengths, we believe our partnership will further unlock the full
potential of the blockchain and cryptocurrency business, putting
both of us on the best path to success."
About AGM Group Holdings
Headquartered in Wanchai, Hong Kong, AGM Group Holdings Inc. is a
software company, currently providing fintech software and trading
education software and website service.
AGM Group reported a net loss of $1.07 million for the year ended
Dec. 31, 2020, a net loss of $1.56 million for the year ended Dec.
31, 2019, and a net loss of $8.41 million for the year ended Dec.
31, 2018. As of June 30, 2021, the Company had $5.98 million in
total assets, $2.88 million in total liabilities, and $3.09 million
in total shareholders' equity.
Flushing, New York-based JLKZ CPA LLP, the Company's auditor since
2019, issued a "going concern" qualification in its report dated
April 22, 2021, citing that the Company has incurred substantial
losses during the year, which raises substantial doubt about its
ability to continue as a going concern.
AIRPORT HOSPITALITY: Case Summary & 3 Unsecured Creditors
---------------------------------------------------------
Debtor: Airport Hospitality, LLC
11225 Loan Eagle Drive
Bridgeton, MO 63044
Business Description: Airport Hospitality is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: October 26, 2021
Court: United States Bankruptcy Court
Eastern District of Missouri
Case No.: 21-43925
Debtor's Counsel: Spencer Desai, Esq.
THE DESAI LAW FIRM
13321 North Outer Forty Road
Suite 300
Chesterfield, MO 63017
Tel: 314-666-9781
E-mail: spd@desailawfirmllc.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Harinder Singh as manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's three unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/IDVEIQY/Airport_Hospitality_LLC__moebke-21-43925__0001.0.pdf?mcid=tGE4TAMA
ALL SAINTS EPISCOPAL: Seeks to Hire Neligan LLP as Legal Counsel
----------------------------------------------------------------
All Saints Episcopal Church seeks approval from the U.S. Bankruptcy
Court for the Northern District of Texas to employ Neligan, LLP to
serve as legal counsel in its Chapter 11 case.
The firm's services include:
(a) advising the Debtor and its management, officers and
directors of their rights, powers and duties;
(b) advising the Debtor and its management, officers and
directors on issues involving operations and finances;
(c) negotiating documents, preparing pleadings and
representing the Debtor at hearings related to those matters;
(d) taking all necessary actions to protect and preserve the
Debtor's estate, which include prosecuting any litigation on behalf
of the Debtor, defending the Debtor in contested matters and
litigation in the bankruptcy court, negotiating disputes in which
the Debtor is involved, and preparing objections to claims filed
against the estate;
(e) preparing legal papers;
(f) preparing or responding to discovery, responding to
creditor inquiries and information requests, representing the
Debtor at the initial interview and Section 341 creditors' meeting,
and assisting the Debtor in negotiations with creditors;
(g) assisting in the preparation of bankruptcy schedules,
statements of financial affairs, and monthly operating reports;
(h) advising the Debtor in connection with its restructuring
and plan of reorganization;
(h) drafting, negotiating and seeking approval of a plan of
reorganization and related transaction documents; and
(i) performing all other necessary legal services.
The hourly rates charged by Neligan attorneys range from $525 to
$775. The rate for paralegal services is $150 per hour.
Neligan received a retainer of $100,000.
As disclosed in court filing, Neligan is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Patrick J. Neligan, Jr., Esq.
Neligan LLP
325 N. St. Paul, Suite 3600
Dallas, TX 75201
Tel: 214-840-5300
Email: pneligan@neliganlaw.com
About All Saints Episcopal Church
All Saints Episcopal Church, a parish in The Episcopal Church in
North Texas, filed its voluntary petition for Chapter 11 protection
(Bankr. N.D. Texas Case No. 21-42461) on Oct. 20, 2021, listing as
much as $10 million in both assets and liabilities. Christopher N.
Jambor, rector, chairman and president, signed the petition.
Patrick J. Neligan, Jr., Esq., at Neligan LLP represents the Debtor
as legal counsel.
ALPINE 4: Debuts on Nasdaq, Acquires Identified Technologies
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Alpine 4 Holdings, Inc. has acquired Identified Technologies, a
drone mapping software company, which will reside under Alpine 4's
A4 Aerospace, Inc. portfolio.
Identified Technologies (Identified) provides 2D data, 3D
volumetrics, orthomosaics, as built versus as planned comparisons,
as well as progress and cost forecasting and change detection for
industrial clientele. Identified's software and services take care
of everything from FAA compliance and flight planning to advanced
analytics. Identified empowers ENR 400 companies, including Lane
Construction, Vulcan Materials, Granite Construction and PJ Dick
with the ability to map highways, mines, and landfills in near
real-time.
As part of A4 Aerospace, Identified will seamlessly and vertically
integrate with the Vayu Aerospace Corporation as well as other
third-party drone manufactures. The addition of this new Driver
Company continues to round out the A4 Aerospace Portfolio. With an
array of use cases, Identified opens doors into numerous sectors in
this still burgeoning drone economy.
Kent B. Wilson, Alpine 4 CEO, had this to say, "What a great way to
kick off our corporate debut on the Nasdaq. When we purchased
Impossible Aerospace Corporation and Vayu (US), Inc. last year and
merged them into Vayu Aerospace Corporation, we knew we had three
world-class airframes to offer our customers. But we also
recognized the need to either create or acquire a software platform
that could be tethered to our airframes to deliver real-time
information from all the potential data that could be collected
from our drone offerings. That day was realized today when A4
Aerospace completed the acquisition of Identified Technologies.
Identified's robust mapping technology and Vayu's US-1, G1 and G2
airframes are the perfect blend of a hardware/software stack for
our aerospace clientele."
Richard Zhang, founder and CEO of Identified added, "We're thrilled
to now be part of the Alpine 4 umbrella of companies, and to be
collaborating directly with the Vayu Aerospace Corp. When I
started Identified Technologies nine years ago, I set out to use
drone technology to implement a new approach to offsite management.
We've developed a deep expertise in analyzing drone data. When
paired with Vayu's world-class airframes, we're positioned to grab
market share in this space. Together we can bring global impact to
the market with a totally integrated, enterprise-scale solution.
I'm tremendously excited for what the future holds as we
congratulate Alpine 4 celebrating the kickoff of the Nasdaq."
About Alpine 4
Alpine 4 Holdings, Inc (formerly Alpine 4 Technologies, Ltd) is a
publicly traded conglomerate that is acquiring businesses that fit
into its disruptive DSF business model of drivers, stabilizers, and
facilitators. As of April 14, 2021, the Company was a holding
company that owned nine operating subsidiaries: ALTIA, LLC; Quality
Circuit Assembly, Inc.; Morris Sheet Metal, Corp; JTD Spiral, Inc.;
Deluxe Sheet Metal, Inc.; Excel Construction Services, LLC;
SPECTRUMebos, Inc.; Impossible Aerospace, Inc.; and Vayu (US),
Inc.
Alpine 4 Holdings reported a net loss of $8.05 million for the year
ended Dec. 31, 2020, compared to a net loss of $3.13 for the year
ended Dec. 31, 2019, and a net loss of $7.91 million for the year
ended Dec. 31, 2018. As of June 30, 2021, the Company had $94.03
million in total assets, $47.12 million in total liabilities, and
$46.91 million in total stockholders' equity.
ALS LIQUIDATION: Unsecureds to Recover 3% to 9% in Liquidating Plan
-------------------------------------------------------------------
ALS Liquidation LLC and its affiliated debtors and the official
committee of unsecured creditors appointed in the Debtors' Chapter
11 Cases (the "Creditors' Committee," and together with the
Debtors, the "Plan Proponents"), filed a Combined Disclosure
Statement and Chapter 11 Plan of Liquidation dated October 25,
2021.
This Combined Disclosure Statement and Plan is the product of the
Debtors' and the Creditors' Committee's efforts to create an
efficient process for the wind down of the Debtors' Estates and
their exit from chapter 11 in a manner that maximizes value under
the circumstances.
This Combined Disclosure Statement and Plan contemplates the
establishment of certain liquidating trusts by and through which
the Liquidating Trustee(s) will: (i) marshal the remaining assets
of the Debtors' estates, including the proceeds from the sale of
substantially all of the Debtors' assets and certain retained
causes of action; (ii) implement the terms of the Bankruptcy Court
approved Sale by segregating and distributing certain cash held for
the benefit of non-insider general unsecured creditors; (iii)
review, reconcile, and resolve claims; and (iv) make distributions
to holders of allowed claims.
Sale of the Debtors' Assets
Despite a marketing process run by the Debtors' investment banker,
JD Merit, the Debtors did not receive any competing bids for the
Debtors' Assets by the bid deadline set forth in the Bidding
Procedures Order. Accordingly, on October 20, 2020, the Bankruptcy
Court entered the Sale Order, approving the Sale to the Purchaser
pursuant to the terms of the Asset Purchase Agreement. The Sale
subsequently closed on October 26, 2020. The Debtors ceased
operations upon the closing of the Sale.
The purchase price for the Assets sold under the Asset Purchase
Agreement, consisted of a combination of (i) a credit bid and
assumption of the Prepetition Obligations and the DIP Financing
Obligations, (ii) the Estate Cash of $650,000, (iii) the Unsecured
Cash Amount of $500,000, and (iv) the assumption of certain other
obligations (including the payment of cure amounts associated with
assigned contracts). By virtue of the purchase, all of the Debtors'
liabilities related to the Prepetition Obligations and the DIP
Financing Obligations have been satisfied in full and the Excluded
Assets (including the Retained Causes of Action), the Estate Cash,
and the Unsecured Cash Amount are all free and clear of the
Prepetition Liens and the DIP Liens.
Upon the closing of the Sale, the Purchaser transferred the Estate
Cash to the Debtors and, consistent with the Asset Purchase
Agreement, transferred the Unsecured Cash Amount into a segregated
bank account not controlled by the Debtors. As set forth in the
Asset Purchase Agreement, the Unsecured Cash Amount (i) was
contributed by the Purchaser for the sole benefit of non Insider
Holders of Allowed General Unsecured Claims (ii) is not property of
the Debtors’ Estates and (iii) neither the Debtors nor the
Purchaser have any interest in the Unsecured Cash Amount. Moreover,
the Asset Purchase Agreement provides that the Unsecured Cash
Amount shall be used only through a separate liquidating trust to
be established for the sole benefit of Holders of Allowed General
Unsecured Claims.
The Plan implements the terms of the Bankruptcy Court approved
Asset Purchase Agreement by (i) establishing the GUC Sub-trust for
the sole benefit of Holders of Allowed General Unsecured Claims and
(ii) transferring and vesting the Unsecured Cash Amount in the GUC
Sub-trust.
The Plan will treat claims as follows:
* Class 1 consists of Secured Claims. Each Holder of an
Allowed Secured Claim, at the option of the Plan Proponents or the
Liquidating Trustee, as applicable, shall receive on or as soon as
reasonably practicable after the Effective Date in full and final
satisfaction, settlement, and release of and in exchange for such
Allowed Secured Claim: (A) return of the collateral securing such
Allowed Secured Claim; or (B) a Distribution of Cash from the
Estate Cash equal to the amount of such Allowed Secured Claim; or
(C) such other treatment which the Plan Proponents or the
Liquidating Trustee, as applicable, and the Holder of such Allowed
Secured Claim have agreed upon in writing. This Class will receive
a distribution of 100% of their allowed claims.
* Class 2 consists of Priority Non-Tax Claims. Each holder of
an Allowed Priority Unsecured Non-Tax Claim against the Debtors
shall receive on or as soon as reasonably practicable after the
Effective Date, on account of and in full and complete settlement,
release and discharge of, and in exchange for, such Allowed
Priority Unsecured Non-Tax Claim, either a Distribution of Cash
from the Estate Cash equal to the full unpaid amount of such
Allowed Priority Unsecured Non-Tax Claim, or such other treatment
as the Plan Proponents or the Liquidating Trustee, as applicable,
and the holder of such Allowed Priority Unsecured Non-Tax Claim
shall have agreed. This Class will receive a distribution of 100%
of their allowed claims.
* Class 3 consists of General Unsecured Claims. Each Holder of
an Allowed General Unsecured Claim against the Debtors shall
receive on account of and in full and complete settlement, release
and discharge of, and in exchange for, such Allowed General
Unsecured Claim its Pro Rata share of: (i) the Unsecured Cash
Amount; (iii) the Beneficial Interest in the GUC Sub-trust in
accordance with the Liquidating Trust Agreement; (iii) any
remaining Estate Cash after all Allowed Administrative Claims,
Allowed Priority Tax Claims, Allowed Secured Claims, and Allowed
Priority Non-Tax Claims have been paid, resolved, or reserved for,
as applicable; and (iv) the Beneficial Interest in the Apex
Liquidating Trust in accordance with the Liquidating Trust
Agreement. This Class has $6 million - $9 million total amount of
claims and receive a distribution of 3% - 9% of their allowed
claims.
* Class 4 consists of Insider Claims. Each Holder of an
Allowed Insider Claim against the Debtors shall receive on account
of and in full and complete settlement, release and discharge of,
and in exchange for, such Allowed Insider Claim its Pro Rata share
of: (i) any remaining Estate Cash after all Allowed Administrative
Claims, Allowed Priority Tax Claims, Allowed Secured Claims, and
Allowed Priority Non-Tax Claims have been paid, resolved, or
reserved for, as applicable; and (ii) the Beneficial Interest in
the Apex Liquidating Trust in accordance with the Liquidating Trust
Agreement. This Class will receive a distribution of 0% - 1% of
their allowed claims.
* Class 6 consists of Equity Interests. On the Effective Date,
all Interests shall be deemed canceled, extinguished and of no
further force or effect, and the Holders of Interests shall not be
entitled to receive or retain any property on account of such
Interest.
On and after the Effective Date, all Assets and liabilities of the
Debtors shall be treated as though they were merged into the Estate
of ALS Liquidation LLC for all purposes associated with
Confirmation and Consummation, and all guarantees by any Debtor of
the obligations of any other Debtor shall be eliminated so that any
Claim and any guarantee thereof by any other Debtor, as well as any
joint and several liability of any Debtor with respect to any other
Debtor shall be treated as one collective obligation of the
Debtors, subject to all rights, claims, defenses, and arguments
available to the Debtors or the Liquidating Trustee.
A full-text copy of the Combined Disclosure Statement dated October
25, 2021, is available at https://bit.ly/3Bf80mh from
PacerMonitor.com at no charge.
Counsel to the Debtors:
Goldstein & McClintock, LLLP
Maria Aprile Sawczuk, Esq.
501 Silverside Road, Suite 65
Wilmington, DE 19809
E-mail: marias@goldmclaw.com
-- and --
Harley J. Goldstein, Esq.
Jeffrey C. Dan, Esq.
111 W. Washington Street, Suite 1221
Chicago, IL 60602
harleyg@goldmclaw.com
jeffd@goldmclaw.com
Counsel to the Creditors' Committee:
Archer & Greiner PC
David W. Carickhoff, Esq.
Alan M. Root, Esq.
300 Delaware Ave, Suite 1100
Wilmington, DE 19801
dcarickhoff@archerlaw.com
aroot@archerlaw.com
About ALS Liquidation
ALS Liquidation LLC, formerly known as Apex Linen Service LLC, and
its affiliates sought Chapter 11 protection (Bankr. D. Del. Case
No. 20-11774) on July 6, 2020. Chris Bryan, president and
authorized representative, signed the petitions. At the time of
the filing, ALS Liquidation was estimated to have $10 million to
$50 million in both assets and liabilities.
Judge Laurie Selber Silverstein oversees the cases.
The Debtors tapped Goldstein & McCintock LLLP as their bankruptcy
counsel, GlassRatner Advisory & Capital Group LLC as chief
restructuring officer, JD Merit & Co. as investment banker and
Lauterbach & Amen LLP as accountant. Stretto is the claims and
noticing agent.
On July 23, 2020, the U.S. Trustee for Region 3 appointed an
official committee of unsecured creditors in the Debtors' cases.
The committee is represented by Archer & Greiner, P.C.
ARCHDIOCESE OF SANTA FE: Priest Can't Object to Molestation Claim
-----------------------------------------------------------------
A claimant in the bankruptcy case of the Roman Catholic Church of
the Archdiocese of Santa Fe, whose identity is confidential,
alleges that Father Patrick Hough molested him when he was a
teenager.
Fr. Hough vehemently denies the allegation and wants to clear his
name; he cannot pursue his vocation until the allegations against
him are withdrawn or proven false. To achieve the latter, Fr.
Hough has moved for leave to object to Claimant's proof of claim,
with the goal of disproving the allegations at a final hearing on
the claim objection. The Claimant and the Debtor object, arguing
that Fr. Hough lacks standing to object and that allowing him to do
so is not in the best interests of the estate.
The parties have asked the United States Bankruptcy Court for the
District of New Mexico to rule without a final, evidentiary
hearing. Being sufficiently advised, the Court concluded that Fr.
Hough is not a party-in-interest in the bankruptcy case and thus
his request is denied.
Were the Debtor to object to the Claim, the Court said it would
consider allowing Fr. Hough to intervene in the contested matter.
Failing that, Fr. Hough is free to file a defamation claim against
the Claimant in state court or intervene in the State Court Action
captioned John Doe 124 v. U.S. Central and Southern Province,
Society of Jesus and Immaculate Conception Albuquerque, No.
D-202-cv-201908893, once the stay has been lifted.
A full-text copy of the Opinion dated October 22, 2021, is
available at https://tinyurl.com/3xa5a49c from Leagle.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.
ATHABASCA OIL: S&P Ups ICR to 'B-' on Completion of Debt Offering
-----------------------------------------------------------------
S&P Global Ratings raised its long-term issuer credit rating on
Athabasca Oil Corp. (AOC) to 'B-' from 'CCC' and removed the rating
from CreditWatch, where it had been placed with developing
implications Oct. 7, 2021. Although S&P expects the pre-existing
US$450 million 9.875% second-lien debt will be imminently repaid,
it is also raising the debt issue rating to 'B+' and removing the
debt issue rating from CreditWatch developing.
Athabasca Oil Corp. (AOC) completed a new debt offering of US$350
million senior secured second-lien debt on Oct. 22, 2021. The
US$350 million 9.75% second-lien debt was rated 'B+' with a '1'
recovery rating on Oct. 7, 2021. Proceeds from this new debt issue,
and cash on hand, will be used to repay the company's upcoming
February 2022 US$450 million debt maturity.
The new debt issue eliminates the refinancing risk that previously
constrained the rating and liquidity position. S&P said, "Although
our previous forecasts indicated improved funds from operation
(FFO) and free operating cash flow (FOCF) generation, our previous
projected liquidity would not have been sufficient to fully repay
the US$450 million February 2022 notes, which was the single
significant factor underpinning our 'CCC' issuer credit rating and
negative outlook. The completed refinancing removes the previously
projected liquidity deficit and constraint on the rating. Having
extended the debt maturity to 2026, AOC's hedge-supported FFO
generation now ensures the company has more than sufficient
liquidity to fully fund all upcoming obligations. Given the
improved weighted-average debt maturity profile of about five
years, compared with the previous weighted-average debt maturity of
less than 12 months, we believe AOC's capital structure has
improved, as a lengthier maturity schedule reduces refinancing risk
and gives the company more time to manage business- or financial
market-related setbacks."
AOC's hedges in place through year-end 2022, reduced long-term
debt, and marginally lower expected interest costs have materially
strengthened the company's cash flow and leverage metrics. Before
considering hedges recently put in place, S&P Global Ratings
estimated AOC's two-year average FFO-to-debt ratio in the 20%-25%
range, based on its current West Texas Intermediate (WTI) price and
Western Canadian Select (WCS) differential assumptions for 2021 and
2022. S&P said, "The company's updated hedge position has locked in
a WCS price that increases our projected thermal oil revenues by
about 10% in 2022. Given the company's limited scale and with
thermal oil accounting for about 70%-75% of its daily average
production, the advantageous hedges can have an amplified effect on
revenues and cash flow. In addition, our forecast fully adjusted
debt and FFO benefit from the projected decrease in long-term debt
and reduced associated interest costs for the US$350 million
second-lien notes. In combination, these factors moved our
projected 2021-2022 average FFO-to-debt ratio from the bottom half
of the 20%-30% range (under our previous base-case scenario) to the
upper end of the 30%-45% range."
AOC's cash flow generation and profitability are inherently
vulnerable to WTI and WCS differential volatility due to the
company's limited scale and narrow operational focus. Active
hedging has materially reduced potential downside risk to AOC's
cash flow generation through year-end 2022. In the absence of
continued effective hedging, the company's revenues and cash flow
will remain vulnerable to WTI and WCS volatility, given the
company's heavy oil-dominant product mix and limited scale. In the
recent past, AOC's fully adjusted FFO-to-debt ratio weakened from
about 22% at year-end 2019 to less than 5% during the 2020
downturn. Beyond the timeframe of its current hedge position, under
S&P's current base-case assumptions, its forecast indicates AOC's
fully adjusted FFO-to-debt ratio could again fall below 10%. In the
absence of a meaningful hedge position, small changes in WTI or WCS
could move the company's leverage metrics. For example, on an
unhedged basis, either a US$5 change in WTI or WCS would move AOC's
fully adjusted FFO-to-debt ratio by one category. This inherent
volatility limits both financial profile and rating upside.
The stable outlook reflects S&P Global Ratings' expectation that
AOC's cash flow generation and liquidity position, which have
materially strengthened with the refinancing of the February 2022
debt maturity, and extensive hydrocarbon price hedging, will ensure
its cash flow and leverage metrics remain at levels needed to
support the 'B-' rating. S&P said, "Specifically, we are projecting
our two-year (2021-2022) average FFO-to-debt ratio in the 35%-40%
range. Given the substantial hedges in place through year-end 2022,
we believe there is little downside risk to our projected FFO and
leverage metrics during our current 12-month outlook period."
S&P said, "We would lower the rating if AOC's cash flow and
leverage metrics or liquidity position deteriorated. We believe
this could occur if AOC materially outspends cash flow generation,
causing its two-year average FFO-to-debt ratio to fall to the lower
end of the 12%-20% range, and the company's total sources of
liquidity fall short of its required spending, with no prospect of
improvement during our 12-month outlook period."
In the absence of its business risk profile improving, through
increased operational diversification and improved unhedged
profitability, AOC would need to materially strengthen and maintain
strong cash flow and leverage metrics through a cyclical downturn
to support an upgrade. S&P said, "Given AOC's limited scale and
reliance on active hedging to support cash flow generation, we
believe an upgrade would be contingent on the company's ability to
consistently lock in strong WCS pricing, such that it would
generate a two-year average FFO-to-debt ratio consistently above
45%. As AOC's unhedged cash flow metrics are highly sensitive to
small WTI price movements, we believe the company will be
challenged to consistently generate FFO-to-debt metrics above this
threshold, given its current scale and product mix."
AULT GLOBAL: Unit to Provide Bitcoin Production Updates on Nov. 15
-------------------------------------------------------------------
Ault Global Holdings, Inc.'s subsidiary, BitNile, Inc., will begin
bimonthly reporting, starting Nov. 15, 2021, of the number of
bitcoin miners installed and the amount of BTC mined at its
Michigan data center. The bimonthly reports will be available at
www.BitNile.com.
The company recently reported that it is currently mining
approximately $10 million worth of BTC on an annualized run rate
basis based on current market conditions. The company further
stated that it anticipates that the production of BTC will grow to
about $15 million on an annualized basis by the end of October.
Milton "Todd" Ault, III, the company's executive chairman, stated,
"In order to be transparent in a blockchain world predicated on a
basis of enabling transparency, the company will start reporting
how many miners are installed as well as how much BTC has been
mined. We believe this information is important to our partners
and shareholders and are excited about the expected contributions
from BitNile to our topline revenues and bottom-line results."
The company previously announced a purchase agreement with Bitmain
for the expected installation of 3,000 S19j Pro Antminers by the
end of August 2022, which are in addition to the 1,000 S19j Pro
Antminers received in September 2021, thereby increasing the gross
mining revenue to approximately $48 million annually based on an
assumed market value of BTC of $45,000. With the current market
value of BTC having increased to approximately $66,000, the company
believes that gross proceeds could reach approximately $64 million
annually based on current market conditions. The company notes
that all estimates are subject to volatility in price, the
fluctuation in the difficulty of production and price of BTC, and
other factors that may impact the results of production or
operations.
About Ault Global Holdings
Ault Global Holdings, Inc. (fka DPW Holdings, Inc.) is a
diversified holding company pursuing growth by acquiring
undervalued businesses and disruptive technologies with a global
impact. Through its wholly and majority-owned subsidiaries and
strategic investments, the Company provides mission-critical
products that support a diverse range of industries, including
defense/aerospace, industrial, telecommunications, medical, and
textiles. In addition, the Company extends credit to select
entrepreneurial businesses through a licensed lending subsidiary.
Ault Global reported a net loss of $32.73 million for the year
ended Dec. 31, 2020, compared to a net loss of $32.94 million for
the year ended Dec. 31, 2019. As of June 30, 2021, the Company had
$259.10 million in total assets, $27.71 million in total
liabilities, and $231.39 million in total stockholders' equity.
AUTO-SWAGE PRODUCTS: Creditors to Get Proceeds from Property Sale
-----------------------------------------------------------------
Auto-Swage Products, Inc. submitted a First Amended Disclosure
Statement for Liquidating Plan of Reorganization dated October 22,
2021.
The only significant asset of the Debtor is the real property
located at 726 River Road, Shelton, Connecticut (the "Property").
The Property consists of several individual building lots that have
been effectively merged. Several structures are on the Property,
including a main production building and a wastewater treatment
building.
The Debtor intends to use the Chapter 11 process to sell the
Property and then winddown and liquidate as an entity. The Debtor
has no employees and no operations. Upon the sale of the Property,
the Debtor will distribute the proceeds to creditors. The Debtor
will then dissolve as an entity and conclude its affairs.
Stalking Horse Agreement
The Stalking Horse Buyer has offered to purchase the Property free
and clear of all claims and liens, other than the DEEP Stipulation
and related remediation requirements, for a Purchase Price of
$1,125,000.00. The Stalking Horse Agreement contains no
contingencies other than CT-DEEP acknowledging that, provided that
the Stalking Horse Buyer complies with the remediation requirements
set forth in Consent Order No. 2017001DEEP issued on April 4, 2017
(the "Consent Order"), CT-DEEP will not seek additional enforcement
action concerning the known environmental contamination.
The Stalking Horse Agreement was contingent on CT-DEEP's
acknowledgment that performance of the items enumerated in that
certain letter dated May 24, 2021 from Sheri Hardman, LEP of
Sovereign Consulting, Inc., shall be sufficient to satisfy the
requirements of the Consent Order. The Stalking Horse Buyer had 30
days from the execution of the Stalking Horse Agreement (which
occurred on June 21, 2021) to satisfy this condition (the
"Contingency Period"). On August 4, 2021, the Stalking Horse Buyer
and the Debtor executed an amendment to the Stalking Horse
Agreement extending the Contingency Period 60 days. Ultimately,
after extensive negotiations, the Stalking Horse Buyer waived this
contingency.
Proposed Sale Time Line
Since the Petition Date, the Debtor has been working toward
consummating a sale and marketing the Property. On September 15,
2021, the Court granted the Debtor's Application to Retain Levey
Miller Maretz, LLC as Real Estate Broker and Consultant to the
Debtor (the "LMM Retention Application"). Since that time LMM has
been actively marketing and showing the Property. The Property is
listed on LoopNet, a "for Sale" sign has been placed at the
Property, and showings have occurred.
Given the extensive pre-petition marketing and additional post
petition marketing, the Debtor submits that the Property has been
extensively exposed to the market. Therefore, the Debtor proposes
the following to expeditiously effectuate a sale of the Property.
Because the Sale Motion, Plan and Disclosure Statement have all
been filed contemporaneously with the Petition, the precise dates
for the items will be set by the Court.
The Plan will treat claims as follows:
* Class 1 consists of the Secured Claim of Shelton. The Class
1 Secured Claim of Shelton in the amount of $574,567.83 shall be
paid in full on the Effective Date of the Plan. Shelton's Secured
Claim is unimpaired.
* Class 2 consists of the Allowed Secured Claim of the IRS.
The Secured Claim of Class 2 in the amount of $284,443.37 shall be
paid in full on the Effective Date of the Plan. The IRS' Secured
Claim is unimpaired.
* Class 3 consists of the Allowed Secured Claim of Precious
Metals Sales, Inc. and Uyemura International Corp. The Secured
Claim of Class 3 in the amount of $80,601.12 shall be paid in full
on the Effective Date of the Plan. Class 3's Secured Claim is
unimpaired.
* Class 4 consists of the Disputed Secured Claim of Santa
Energy. The Secured Claim of Class 4 was paid in full prior to the
Petition Date. Santa Energy will not receive any payment under the
Plan. Further, pursuant to Bankruptcy Code § 506(d), the Debtor
will request that the Court issue, as part of the Confirmation
Order, an order vacating Santa Energy's lien. Santa Energy's claim
and lien will be disallowed in full.
* Class 5 consists of Secured Claim of Aquarion in the amount
of $2,550.58 as set forth on that certain Judgment Lien recorded in
volume 3835 at Page and volume 3761 at 332 of the Shelton Land
Records. This claim will be paid in full on the Effective Date.
Class 5's Secured Claim is unimpaired.
* Class 6 consists of the Allowed Secured Claim of CT-DOL: The
Secured Claim of Class 6 in the amount of $44,115.16 shall be paid
in full on the Effective Date of the Plan. Class 6's Secured Claim
is unimpaired.
* Class 7 consists of the Allowed Secured Claim of CT-DEEP.
The Allowed Secured Claim of Class 7, shall be paid the sum of
$158,395.61 on the Effective Date of the Plan. Prior to the
Petition Date, the Debtor and CT-DEEP reached an agreement, the
DEEP Stipulation, whereby the Debtor will pay $158,395.61 to
resolve the CT-DEEP Claim. On the Effective Date, the Debtor will
assume the DEEP Stipulation and pay CT-DEEP the $158,395.61.
CT-DEEP's Allowed Secured Claim is impaired.
* Class 8 consists of General Unsecured Claims. This Class has
approximately $24,000.00 allowed amount of claims. Allowed Class 8
Claims (General Unsecured Claims) shall be paid a pro rata share of
the Unsecured Creditors Fund. Payment shall be the later of (a) the
Effective Date or (b) upon an Unsecured Claim becoming an Allowed
Unsecured Claim. Holders of Class 8 Claims are impaired.
* Class 9 consists of Equity Interests in the Debtor. Equity
Interests are Impaired under the Plan and on the Effective Date,
all Equity Interests the Debtor shall be cancelled and discharged
and shall be of no further force and effect, whether surrendered
for cancellation or otherwise, and holders of Equity Interests
shall not receive or retain any distributions or property under the
Plan on account of such Equity Interests.
The Debtor intends to sell the Property pursuant to the Stalking
Horse Agreement, subject to higher and better offers as set forth
in the Sale Motion and Bidding Procedures. While the Debtor has
extensively marketed the Property for several years prior to the
Petition Date, the Debtor has retained Levey Miller & Maretz, LLC
(the "Broker") to engage in a marketing program for a period of
approximately 2 months from September 15, 2021 until November 19,
2021, and, if additional Qualified Bidders are identified, to hold
an auction among the Stalking Horse Bidder and other Qualified
Bidders.
If no other Qualified Bidders are identified, the Debtor will sell
the Property pursuant to the Stalking Horse Agreement. Mr. Brenton
will also pay to the Debtor's estate $30,000 to resolve any claim
concerning his retention of certain assets. Mr. Brenton would make
this payment to the Debtor prior to the confirmation hearing on the
Plan. Upon a sale of the Property and closing, all Creditors will
be paid pursuant to the terms of the Plan.
A full-text copy of the First Amended Disclosure Statement dated
October 22, 2021, is available at https://bit.ly/3pHd6Wo from
PacerMonitor.com at no charge.
Debtor's Counsel:
Jeffrey M. Sklarz (ct20938)
Joanna M. Kornafel (ct29199)
Green & Sklarz LLC
1 Audubon St, 3rd Fl
New Haven, CT 06511
Tel: 203-285-8545
Fax: 203-823-4546
Email: jsklarz@gs-lawfirm.com
jkornafel@gs-lawfirm.com
About Auto-Swage Products
Auto-Swage Products, Inc., is a Connecticut corporation engaged in
metal finishing operations. The Debtor sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case No.
21-50502) on Aug. 7, 2021, disclosing $626,883 in total assets and
$1,239,385 in total liabilities. Judge Julie A. Manning oversees
the case. Jeffrey M. Sklarz, Esq., at Green & Sklarz, LLC serves
as the Debtor's legal counsel.
AVIANCA HOLDINGS: To Become UK Company If U.S. Judge OKs Plan
-------------------------------------------------------------
Steven Church and Ezra Fieser of Bloomberg News report that should
Avianca Holdings SA win approval to exit bankruptcy, it will become
a U.K. incorporated company, a move that surprised the federal
judge overseeing the airline's reorganization in New York.
U.S. Bankruptcy Judge Martin Glenn said he was "unhappy" that the
proposed new corporate home of the company wasn't disclosed to the
public earlier. Judge Glenn asked several pointed questions about
whether the company is considering another reorganization under
U.K. laws.
The new owners would have an advantage if the company goes bankrupt
under U.K. business restructuring rules, Judge Glenn said.
On Aug. 10, 2021, the Debtors filed a plan of reorganization which
provides for, among other things, (a) the conversion of the
Aggregate Tranche B DIP Obligations Amount into equity interests
of a new holding company of the reorganized Debtors ("Reorganized
AVH"), (b) an equity raise by Reorganized AVH in an aggregate
amount equal to $200,000,000, to be funded through cash payments
by certain of the Supporting Tranche B Lenders, and (c) the issue
of certain "exit" notes in full and final settlement of Tranche A-1
DIP Facility Claims and Tranche A-2 DIP Facility Claims.
A copy of the Plan Supplement detailing the proposed transactions
prior to closing is available at:
https://www.kccllc.net/avianca/document/2011133211025000000000015
About Avianca Holdings SA
Avianca -- https://aviancaholdings.com/ -- is the commercial brand
for the collection of passenger airlines and cargo airlines under
the umbrella company Avianca Holdings S.A. Bogota, Colombia-based
Avianca has been flying uninterrupted for 100 years. With a fleet
of 158 aircraft, Avianca serves 76 destinations in 27 countries
within the Americas and Europe.
Avianca Holdings S.A. and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
20-11133) on May 10, 2020. At the time of the filing, the Debtors
disclosed $7,273,900,000 in assets and $7,268,700,000 in
liabilities.
Judge Martin Glenn oversees the cases.
The Debtors tapped Milbank LLP as general bankruptcy counsel;
Urdaneta, Velez, Pearl & Abdallah Abogados and Gomez-Pinzon
Abogados S.A.S. as restructuring counsel; Smith Gambrell and
Russell, LLP as aviation counsel; Seabury Securities LLC as
financial restructuring advisor and investment banker; FTI
Consulting, Inc. as financial restructuring advisor; and Kurtzman
Carson Consultants LLC as claims and noticing agent.
The U.S. Trustee for Region 2 appointed a committee of unsecured
creditors in Debtors' bankruptcy cases on May 22, 2020. The
committee is represented by Willkie Farr & Gallagher, LLP.
AVIANCA HOLDINGS: Updates Engine Loan Claims; Files Amended Plan
----------------------------------------------------------------
Avianca Holdings S.A., et al., submitted a Further Modified Joint
Chapter 11 Plan dated October 24, 2021.
The Modified Joint Plan discusses the alterations made to Class 3
which consists of all Engine Loan Claims. The Engine Loan Claims
shall be Allowed in the aggregate amount of $52,226,711, plus
accrued and unpaid interest (at the revised non-default rate) and
all applicable fees, costs, expenses, and other amounts due under
the terms of the Engine Loan Agreement.
The Engine Loan Agreement will be amended as of the Effective Date
in accordance with an amendment to be included in the Plan
Supplement. Notwithstanding anything in this Plan to the contrary,
the Engine Loan Claims shall remain outstanding and be in full
force and effect as of the Effective Date under the amended Engine
Loan Agreement and are not satisfied, cancelled, extinguished,
discharged, or released by this Plan, the Confirmation Order, or on
account of the Confirmation or Consummation of this Plan.
Class 21 consists of all Existing SAI Equity Interests. Each
holder of an Allowed Existing SAI Equity Interest shall have its
Interest Reinstated. On the Effective Date, holders of Existing SAI
Equity Interests may receive payment of any accrued but unpaid
dividends on account of such Existing SAI Equity Interests.
Delivery of Distributions on 2023 Notes Claims
Except as otherwise reasonably requested by the 2023 Notes
Indenture Trustee, all distributions to holders of Allowed 2023
Notes Claims shall be deemed completed when made to the 2023 Notes
Indenture Trustee. The 2023 Notes Indenture Trustee shall hold or
direct such distributions for the benefit of the holders of Allowed
2023 Notes Claims. The 2023 Notes Indenture Trustee shall arrange
to deliver such distributions to or on behalf of its holders,
subject to the 2023 Notes Indenture Trustee's charging lien.
If the 2023 Notes Indenture Trustee is unable to make, or consents
to the Debtors or the Reorganized Debtors, as applicable, making
such distributions, the Debtors or the Reorganized Debtors, as
applicable, with the 2023 Notes Indenture Trustee's cooperation,
shall make such distributions to the extent practicable to do so;
provided, that until such distributions are made, the 2023 Notes
Indenture Trustee’s charging lien shall attach to the property to
be distributed in the same manner as if such distributions were
made through the 2023 Notes Indenture Trustee. The 2023 Notes
Indenture Trustee shall have no duties or responsibility relating
to any form of distribution that is not DTC eligible, and the
Debtors or the Reorganized Debtors, as applicable, shall seek the
cooperation of DTC so that any distribution on account of an
Allowed 2023 Notes Claim that is held in the name of, or by a
nominee of, DTC shall be made through the facilities of DTC on the
Effective Date or as soon as practicable thereafter.
For the avoidance of doubt, nothing in the Plan or in the
Confirmation Order shall alter, modify, prejudice, or impair in any
respect the First Stipulation and Order Between Debtors and Finance
Parties Concerning Certain Collateral (as amended, restated,
modified, and/or supplemented from time to time, including as
supplemented by the Supplemental First Stipulation and Order
Between Debtors and Finance Parties Concerning Certain Collateral,
the "Adequate Protection Stipulation"), including without
limitation, the rights of Wilmington Savings Fund Society, FSB
("WSFS"), as the Applicable Authorized Representative under the
Collateral Sharing Agreement dated as of November 1, 2019, among
Avianca Holdings S.A., the other grantors party thereto, Wilmington
Savings Fund Society FSB, as Trustee for the First Lien Secured
Parties and each other Authorized Representative from time to time
party to the CSA, as amended, joined, supplemented or otherwise
modified from time to time (the "CSA"), to apply amounts held in
connection with the Adequate Protection Stipulation to the payment
of the fees, expenses, and costs of WSFS and its advisors, Pryor
Cashman LLP and Paul Hastings LLP.
Following the payment in full of the fees, expenses and costs of
WSFS and its advisors, WSFS is authorized to distribute any
remaining amounts held by WSFS in connection with the Adequate
Protection Stipulation, pro rata, in accordance with the CSA to (i)
the 2023 Notes Indenture Trustee, for further distribution to
holders of record of the 2023 Notes as of August 11, 2020; (ii)
Citibank, N.A., as Authorized Representative under the CSA; and
(iii) Banco de Bogota S.A. New York Agency, as Authorized
Representative under the CSA, for further distribution in
accordance with the terms of the applicable Secured Credit Document
(as defined in the CSA).
Notwithstanding any provision in the Plan to the contrary, the
Debtors or the Reorganized Debtors shall promptly pay in Cash in
full on the Effective Date, or as reasonably practicable
thereafter, all accrued and unpaid reasonable and documented 2023
Notes Indenture Trustee Claims incurred up to the Effective Date
without (i) any reduction to recoveries of the holders of 2023
Notes Claims; (ii) any requirement to file a fee application with
the Bankruptcy Court, (iii) the need for itemized time detail, or
(iv) any requirement for Bankruptcy Court review.
"Chubb Insurance Program" means any insurance policies that have
been issued by ACE American Insurance Company, Federal Insurance
Company, Chubb INA International Holdings Ltd., and each of their
affiliates and successors to any of the Debtors (or their
predecessors) at any time, and all agreements, documents, or
instruments relating thereto. The Chubb Insurance Program shall not
include surety bonds, surety guaranties, or surety-related
products.
"Claims Bar Date Order" means the Order (I) Establishing Bar Dates
for Filing Proofs of Claim, (II) Approving Proof of Claim Forms,
Bar Date Notices, and Mailing and Publication Procedures, (III)
Implementing Uniform Procedures Regarding 503(b)(9) Claims, and
(IV) Providing Certain Supplemental Relief.
"Eligible Holder" means a holder of an Allowed General Unsecured
Avianca Claim that is eligible to hold the New Common Equity and
the Warrants under any applicable non-bankruptcy law that is not
exempted by section 1145 of the Bankruptcy Code.
"Engine Loan Amendment" means the proposed amendment to the Engine
Loan Documents, which shall be included in the Plan Supplement.
"Ineligible Holder" means a holder of an Allowed General Unsecured
Avianca Claim that is ineligible to hold the New Common Equity and
the Warrants under any applicable non-bankruptcy law that is not
exempted by section 1145 of the Bankruptcy Code.
A copy of the Modified Joint Plan dated October 24, 2021, is
available at https://bit.ly/2Zw7cNc from Kccllc, the claims agent.
Counsel for the Debtors:
Dennis F. Dunne
Evan R. Fleck
Benjamin Schak
Kyle R. Satterfield
MILBANK LLP
55 Hudson Yards
New York, New York 10001
Telephone: (212) 530-5000
Facsimile: (212) 530-5219
- and -
Gregory A. Bray
MILBANK LLP
2029 Century Park East, 33rd Floor
Los Angeles, CA 90067
Telephone: (424) 386-4000
Facsimile: (213) 629-5063
About Avianca Holdings SA
Avianca -- https://aviancaholdings.com/ -- is the commercial brand
for the collection of passenger airlines and cargo airlines under
the umbrella company Avianca Holdings S.A. Bogota, Colombia-based
Avianca has been flying uninterrupted for 100 years. With a fleet
of 158 aircraft, Avianca serves 76 destinations in 27 countries
within the Americas and Europe.
Avianca Holdings S.A. and its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
20-11133) on May 10, 2020. At the time of the filing, the Debtors
disclosed $7,273,900,000 in assets and $7,268,700,000 in
liabilities.
Judge Martin Glenn oversees the cases.
The Debtors tapped Milbank LLP as general bankruptcy counsel;
Urdaneta, Velez, Pearl & Abdallah Abogados and Gomez-Pinzon
Abogados S.A.S. as restructuring counsel; Smith Gambrell and
Russell, LLP as aviation counsel; Seabury Securities LLC as
financial restructuring advisor and investment banker; FTI
Consulting, Inc. as financial restructuring advisor; and Kurtzman
Carson Consultants LLC as claims and noticing agent.
The U.S. Trustee for Region 2 appointed a committee of unsecured
creditors in Debtors' bankruptcy cases on May 22, 2020. The
committee is represented by Willkie Farr & Gallagher, LLP.
BGT INTERIOR: Nov. 30 Plan & Disclosure Hearing Set
---------------------------------------------------
On Oct. 22, 2021, debtor BGT Interior Solutions, Inc., filed with
the U.S. Bankruptcy Court for the Southern District of Texas a
Disclosure Statement and Chapter 11 Plan.
On Oct. 25, 2021, Judge Eduardo V. Rodriguez conditionally approved
the Disclosure Statement and ordered that:
* Nov. 24, 2021, is set as the deadline for filing and serving
written objections to the Disclosure Statement and Plan.
* Nov. 24, 2021, is set as the deadline for filing acceptances
or rejections of the Plan.
* Nov. 30, 2021, at 3:00 p.m., is the hearing on the
confirmation of the Plan and final approval of the Disclosure
Statement.
A copy of the order dated Oct. 25, 2021, is available at
https://bit.ly/3nxp6Hb from PacerMonitor.com at no charge.
About BGT Interior Solutions
BGT Interior Solutions, Inc., owns and operates a business known as
BGT Interior Services, Inc., which provides multi-family luxury
interior finish packages to the construction industry in Texas and
nationwide. The company specializes in custom turn-key flooring
and countertop packages to fit a variety of multi-family,
hospitality, or commercial settings. The company offers custom
design services and interior finish packages, providing its
customers a single point of contact from fabrication to
installation.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 21-32124) on June 23,
2021. In the petition signed by Robert Wagner, vice president and
director, the Debtor disclosed up to $50,000 in both assets and
liabilities.
Judge Eduardo V. Rodriguez oversees the case.
Kimberly A. Bartley, Esq., at Waldron & Schneider, L.L.P., is the
Debtor's counsel.
Veritex Community Bank, as creditor, is represented by Crady Jewett
McCulley & Houren LLP.
BGT INTERIOR: Unsecured Creditors to Recover 7% to 10% in Plan
--------------------------------------------------------------
BGT Interior Solutions, Inc., filed with the U.S. Bankruptcy Court
for the Southern District of Texas a Disclosure Statement in
support of Plan of Reorganization dated October 22, 2021.
The Debtor has promulgated the Plan consistent with the provisions
of the Bankruptcy Code. The purpose of the Plan is to provide an
opportunity for the Debtor to remain in business. Once the Plan is
completed, the Debtor will continue to operate as a going concern.
The Debtor believes that the Plan provides for the maximum possible
recovery available for all Classes of Claims and Equity Interests.
BGT is proposing to sell all of its assets, including all tangible
furniture, fixtures, equipment, inventory, accounts receivables,
claims, and causes of action for 1,000,000.00 to a newly formed
company to be called BGT Interiors, Inc. ("Purchaser"). Keith
Wagner, the sole shareholder of the Debtor, will be the majority
owner of the Purchaser. The Purchaser anticipates at least one
minority shareholder in addition to Mr. Wagner. The Purchaser will
purchase the assets subject to the obligations owed to Veritex
Community Bank, the US Small Business Administration, and the Texas
Comptroller. In addition to Mr. Wagner personally guaranteeing the
payment of all obligations transferred by the Purchaser, Casa
Investments, Inc., a related company owned by Mr. Wagner, will
continue to pledge its real property assets as collateral for the
obligations owed to Veritex Community Bank.
BGT proposes to appoint Robert Wagner as the Plan Manager with the
authority to manage BGT's business affairs and property, liquidate
all remaining assets of BGT, and the power to investigate, evaluate
and pursue any claims and causes of action retained by in the Plan.
The Plan Manager will also distribute to the Holders of Claims and
Interests proceeds and recoveries obtained during the wind down
process under the Plan.
The Debtor intends to accept the Purchaser's offer to acquire the
assets of the Debtor for a gross purchase price of $1,000,000.00.
After payment of the critical vendor claims, the Debtor estimates
$2,407,355.00 in general unsecured claims remain, exclusive of the
disputed claims of Gables Construction, Inc. and Moss & Associates,
LLC. The estimated unsecured balance further excludes any unsecured
claim which may be held by Veritex as such claim will be paid as
provided herein. After addressing all administrative, secured, and
priority claims, the Debtor anticipates a 7%-10% return to general
unsecured creditors.
During the pendency of this bankruptcy case, BGT has collected
approximately $5,119,767.00 of the pre-Petition accounts
receivable. Additionally, from June 23, 2021, through October 20,
2021, the Debtor's continued operations have generated
approximately $9,632,038.00 in accounts receivable.
Based on the Claims Register and Debtor's Schedules, after payment
of the critical vendor claims, the Debtor has approximately
$4,992,114.40 in general unsecured claims, of which $1,584,759.40
are classified as disputed, contingent, and/or unliquidated, and
$1,000,000.00 of which are held by the sole equity shareholder of
the Debtor.
Class 11 consists of the allowed general unsecured claims of the
unsecured creditors in this Estate. The deadline for filing proofs
of claim is October 25, 2021. After payment in full of all Allowed
Class 1 and Class 2 claims and the payment of $500,000.00 to Class
10 claims, Holders of Allowed Class 11 Unsecured Claims will
receive a Pro Rata share of remaining net sales proceeds until all
Class 11 Claims are paid in full or the net sales proceeds are
depleted. The Debtor estimates approximately $650,000.00 in funds
will be available to pay Class 11 Claims.
Class 12 consists of the ownership interest in the Debtor. These
parties shall receive nothing under the Plan unless and until all
other classes are paid in full.
Except as otherwise provided in the Plan, upon the Effective Date
of the Plan, all property of BGT and of its Bankruptcy Estate will
be sold to Purchaser free and clear of liens, claims and
encumbrances except as otherwise provided by the Plan or by
applicable law. The Plan Agent may use, acquire, or dispose of
property and compromise or settle any Claims, Interests, or Causes
of Action without supervision or approval by the Bankruptcy Court
and free of any restrictions of the Bankruptcy Code or Bankruptcy
Rules.
A full-text copy of the Disclosure Statement dated October 22,
2021, is available at https://bit.ly/3biwu3M from PacerMonitor.com
at no charge.
Counsel for the Debtor:
Kimberly A. Bartley, Esq.
Waldron & Schneider, PLLC
15150 Middlebrook Drive
Houston, TX 77058
Tel: (281) 488-4438
Fax: (281) 488-4597
Email: kbartley@ws-law.com
About BGT Interior Solutions
BGT Interior Solutions, Inc. owns and operates a business known as
BGT Interior Services, Inc., which provides multi-family luxury
interior finish packages to the construction industry in Texas and
nationwide. The company specializes in custom turn-key flooring and
countertop packages to fit a variety of multi-family, hospitality,
or commercial settings. The company offers custom design services
and interior finish packages, providing its customers a single
point of contact from fabrication to installation.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Tex. Case No. 21-32124) on June 23,
2021. In the petition signed by Robert Wagner, vice president and
director, the Debtor disclosed up to $50,000 in both assets and
liabilities.
Judge Eduardo V. Rodriguez oversees the case.
Kimberly A. Bartley, Esq., at Waldron & Schneider, L.L.P. is the
Debtor's counsel.
Veritex Community Bank, as creditor, is represented by Crady Jewett
McCulley & Houren LLP.
BIZGISTICS INC: Taps Redcross, Martin & Associates as Accountant
----------------------------------------------------------------
Bizgistics, Inc. seeks approval from the U.S. Bankruptcy Court for
the Middle District of Florida to employ Redcross, Martin &
Associates, Inc. to prepare and file its annual tax return for
2020.
The hourly rates of the firm's professionals are as follows:
Certified Public Accountant $450 per hour
Senior Level Staff $275 per hour
Other Professionals $85 per hour
Thane Martin, a certified public accountant at Redcross, Martin &
Associates, disclosed in a court filing that the firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Thane Martin, CPA
Redcross, Martin & Associates, Inc.
1 Winding Drive
Monroe Building, Suite 206
Philadelphia, PA 19131
Telephone: (215) 732-1146
Facsimile: (215) 732-1333
About Bizgistics
Bizgistics, Inc., a freight transportation arrangement services
provider based in Rydal, Pa., filed a voluntary petition for
Chapter 11 protection (Bankr. M.D. Fla. Case No. 21-02197) on Sept.
12, 2021, listing as much as $10 million in both assets and
liabilities. Darrell Giles, chief executive officer and director,
signed the petition.
Judge Roberta A. Colton oversees the case.
The Debtor tapped Underwood Murray, PA as legal counsel and
Redcross, Martin & Associates, Inc. as accountant.
BL SANTA FE: Seeks to Hire ValueScope as Restructuring Advisor
--------------------------------------------------------------
BL Santa Fe, LLC and BL Santa Fe (MEZZ) LLC seek approval from the
U.S. Bankruptcy Court for the District of Delaware to hire
ValueScope, Inc. as restructuring advisor.
The firm's services include:
(a) determining the fair market value of various current debt
and equity interests, as if the Debtors' resort is to continue
operations;
(b) determining the fair market value of current debt and
equity interests, as if the resort underwent a liquidation
process;
(c) reviewing real property appraisals of the Debtors' real
property and personal property;
(d) reviewing current projections and plans for the Debtors
and the resort;
(e) preparing a valuation analysis and report of the proposed
restructured interests, solvency, and value of the Debtors upon
restructuring; and
(f) providing support in the Debtors' Chapter 11 cases,
including performing additional analyses, expert testimony and
expert witness support, if and when necessary.
The firm's hourly rates are as follows:
Principal $485 per hour
Associate $230 - $485 per hour
Dr. Scott D. Hakala, principal at ValueScope, 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:
Dr. Scott D. Hakala
ValueScope, Inc.
950 E. State Highway 114, Suite 120
Southlake, TX 76092
Phone: (817) 481-6347
Fax: (817) 481-4905
Email: shakala@valuescopeinc.com
About BL Santa Fe
BL Santa Fe, LLC and BL Santa Fe (MEZZ), LLC own and operate
Bishop's Lodge, a luxury resort located at 1297 Bishops Lodge
Road,
Santa Fe, N.M.
The Debtors filed petitions for Chapter 11 protection (Bankr. D.
Del. Lead Case No. 21-11190) on Aug. 30, 2021, listing $50 million
to $100 million in both assets and liabilities. Judge Craig T.
Goldblatt oversees the cases.
The Debtors tapped the Law Offices of Frank J. Wright, PLLC and
Young Conaway Stargatt & Taylor, LLP as legal counsel, and
ValueScope, Inc. as restructuring advisor. Stretto serves as the
Debtors' claims and noticing agent and administrative advisor.
BLOX INC: Acquires Exploration Licence for Grumesa Project in Ghana
-------------------------------------------------------------------
Blox Inc. has signed an agreement to acquire the Exploration
Licence for the Grumesa Project in Ghana. The concession has a
43-101 report dated September 2010 showing a total of 931,541
ounces Au, comprising 569,492 ounces Au indicated and 362,049
ounces Au inferred.
"This is an exciting project for us, and we look forward to working
with ASI as the project unfolds" said Chairman Tony Pickett. "Our
philosophy is to reduce our carbon footprint wherever possible and
feasible, and to work towards zero carbon emissions inside the mine
gate."
The Agreement is subject to the Minerals Commission and the
Minister of Lands and Natural Resources giving their consent for
the transfer of the concession to Blox, Inc normal course of
business this transaction may take several months to close.
The Property and Location
The Grumesa Project (Project) is in Ghana, West Africa, and is
situated approximately 50km to the south of the regional town of
Obuasi and 350km northwest of the capital city of Accra. The
Grumesa Project area consists of the Grumesa-Awisam Prospecting
license (PL2-30) which is comprised of two discontiguous blocks
with a combined area of 37.8km2.
The larger Grumesa Block has an area of 34.3km2 while the smaller
Awisam Block has an area of 3.5km2. The license is wholly owned by
Perseus Mining Limited (Perseus).
Geology and Mineralisation
The Project area is situated within a sequence of Lower Proterozoic
Birimian (2.17 to 2.18Ga) coeval meta-volcanic, metasedimentary
(basin) rocks and Tarkwaian (back arc) epiclastics, on the eastern
flank of the Ashanti Belt.
Gold mineralisation at the Project occurs primarily within an
inter-bedded sequence of coarse clastic conglomerates, sandstones
and siltstones of the Kayeya Conglomerate unit which forms part of
the Lower Proterozoic Birimian to upper Tarkwaian stratigraphy.
43-101 Report recommendations
The Project is prospective for the discovery of additional
resources and further exploration targeting extensions to existing
mineral resources as well as the discovery of additional zones.
Subsequent work on exploration at the Project and the evaluation of
existing mineral resources should include the following:
* Deeper infill drilling to better target depth extensions to
mineralised zones as most of the drilling has been confined to a
depth of 60m.
* Further investigation should be made into the
structural/lithological controls on the mineralisation to
accurately target higher grade mineralised zones.
* Completion of pit optimisation studies to assess the economic
viability of the Project as a low cost, low grade, high tonnage
deposit.
* A comprehensive bulk density sampling program across the
extent of the project area to better define density values for each
lithological domain.
It is envisaged the project will produce at circa 30-50k ounces per
annum for more than ten years at low cost. Further information
shall be announced as the geological team accesses the full
potential and preferred way forward to develop the project.
In accordance with the Strategic Alliance Agreement of 2018 between
Blox and Ashanti Sankofa Inc (ASI), ASI has elected to be involved
with this project, and has assumed primary responsibility to
prepare the feasibility study for submission for a mining license.
About Blox
Headquartered in New York, Blox, Inc. is primarily engaged in
acquiring and exploring mineral properties plus the development of
mineral resources for mining with the intent of applying green
innovation plus renewable energy and technology to traditional
mining methods.
Blox reported a net loss of $12.85 million for the year ended March
31, 2020, a net loss of $11.61 million for the year ended March 31,
2019, and a net loss of $1.49 million for the year ended March 31,
2018.
Morgan & Company LLP, in Vancouver, Canada, the Company's auditor
since 2013, issued a "going concern" qualification in its report
dated July 10, 2020, citing that the Company incurred losses from
operations since inception, has not attained profitable operations
and is dependent upon obtaining adequate financing to fulfill its
operating activities. These conditions raise substantial doubt
about the Company's ability to continue as a going concern.
BOULDER BOTANICAL: Seeks to Hire Berken Cloyes as Legal Counsel
---------------------------------------------------------------
Boulder Botanical & Bioscience Laboratories, Inc. seeks approval
from the U.S. Bankruptcy Court for the District of Colorado to
employ Berken Cloyes, PC as its bankruptcy counsel.
The firm's services include:
(a) advising the Debtor regarding its powers and duties;
(b) advising the Debtor regarding its responsibilities to
comply with the U.S. Trustee's Operating Guidelines and Reporting
Requirements and the rules of the bankruptcy court;
(c) preparing legal papers;
(d) protecting the interests of Debtor in all matters pending
before the court;
(e) representing the Debtor in negotiation with its creditors
to prepare a plan of reorganization;
(f) negotiating with third-parties expressing interest in
purchasing the assets of the Debtor as a going-concern; and
(g) assisting the Debtor in the preparation of reports of
operation and other relevant financial disclosures.
The hourly rates of the firm's attorneys and staff are as follows:
Stephen Berken $350 per hour
Sean Cloyes $350 per hour
Joshua Sheade $350 per hour
Paralegals $125 per hour
In addition, the firm will seek reimbursement for expenses
incurred.
Berken Cloyes received $2,000 from the Debtor prior to the Chapter
11 filing.
Sean Cloyes, Esq., a managing attorney at Berken Cloyes, disclosed
in a court filing that the firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Sean Cloyes, Esq.
Stephen E. Berken, Esq.
Berken Cloyes PC
1159 Delaware St.
Denver, CO 80204
Telephone: (303) 623-4357
Facsimile: (720) 554-7853
Email: sean@berkencloyes.com
stephenberkenlaw@gmail.com
About Boulder Botanical
Boulder Botanical & Bioscience Laboratories, Inc. filed a voluntary
petition for Chapter 11 protection (Bankr. D. Colo. Case No.
21-15340) on Oct. 21, 2021, listing up to $500,000 in assets and up
to $10 million in liabilities. Berken Cloyes PC serves as the
Debtor's counsel.
BT MCCARTHY: Seeks to Hire Lampley Law Office as Bankruptcy Counsel
-------------------------------------------------------------------
BT McCarthy, Inc. seeks approval from the U.S. Bankruptcy Court for
the Middle District of Florida to employ Lampley Law Office to
serve as legal counsel in its Chapter 11 case.
The firm's services include:
a. advising the Debtor as to its powers and duties under the
Bankruptcy Code;
b. preparing legal papers;
c. representing the Debtor at the meeting of creditors,
hearings, pretrial conferences, and trials;
d. assisting in negotiations with creditors and other parties
in interest in formulating and preparing a plan of reorganization
and disclosure statement, and taking any other necessary steps to
confirm the plan;
e. representing the Debtor in negotiating with potential
funding sources and preparing documents necessary to obtain
funding; and
f. performing other necessary legal services.
Lampley will charge an hourly fee of $250. The firm received a
$5,000 retainer from the Debtor for pre-bankruptcy work and filing
fee.
As disclosed in court filings, Lampley is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Jeffrey Lampley, Esq.
Lampley Law Office
5237 Summerlin Commons Blvd., Suite 217
Fort Myers, FL 33907
Tel: (239) 275-2289
Email: jlampley@lampleylaw.com
About BT McCarthy, Inc.
Naples, Fla.-based BT McCarthy, Inc. classifies its business as
"Other Specialty Trade Contractors."
BT McCarthy filed its voluntary petition for Chapter 11 protection
(Bankr. M.D. Fla. Case No. 21-01354) on Oct. 8, 2021, listing as
much as $10 million in both assets and liabilities. Marc Darby,
president of BT McCarthy, signed the petition. Jeffrey Lampley,
Esq., at Lampley Law Office represents the Debtor as legal counsel.
CBL PROPERTIES: Anticipates NYSE Relisting After Chapter 11 Exit
----------------------------------------------------------------
On October 27, 2021 CBL Properties (NYSE: CBL) announced that
following its planned emergence from the Chapter 11 restructuring
process on November 1, 2021, the common stock of the newly
reorganized company is expected to commence trading on the New York
Stock Exchange (NYSE). CBL expects trading to commence November 2,
2021, under the symbol "CBL."
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.
About CBL Properties
Headquartered in Chattanooga, TN, CBL Properties owns and manages a
national portfolio of market‑dominant properties located in
dynamic and growing communities. CBL's portfolio is comprised of
105 properties totaling 63.9 million square feet across 24 states,
including 63 high-quality enclosed, outlet and open-air retail
centers and six properties managed for third parties. CBL seeks to
continuously strengthen its company and portfolio through active
management, aggressive leasing and profitable reinvestment in its
properties. On the Web: http://cblproperties.com/
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.
CONWAY COURT 1: Seeks to Hire Van Dam as Bankruptcy Counsel
-----------------------------------------------------------
Conway Court 1, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Massachusetts to hire Van Dam Law, LLP to serve
as legal counsel in its Chapter 11 case.
Michael Van Dam, the firm's attorney who will be providing the
services, will be paid at an hourly rate of $475.
Mr. Dam 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:
Michael Van Dam, Esq.
Van Dam Law LLP
233 Needham Street, Suite 540
Newton, MA 02464
Tel: 617-969-2900
Fax: 617-964-4631
Email: mvandam@vandamlawllp.com
About Conway Court
Lincoln, Mass.-based Conway Court 1, LLC filed a petition for
Chapter 11 protection (Bankr. D. Mass. Case No. 21-11533) on Oct.
21, 2021, listing up to $10 million in assets and up to $1 million
in liabilities. Thomas P. Farrell, general manager, signed the
petition. Judge Frank J. Bailey oversees the case. The Debtor
tapped Michael Van Dam, Esq., at Van Dam Law, LLP as legal counsel.
CRESTLLOYD LLC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: Crestlloyd, LLC
4470 W Sunset Blvd #362
Los Angeles, CA 90027
Chapter 11 Petition Date: October 26, 2021
Court: United States Bankruptcy Court
Central District of California
Case No.: 21-18205
Judge: Hon. Deborah J. Saltzman
Debtor's Counsel: David B. Golubchik, Esq.
LEVENE, NEALE, BENDER, YOO & GOLUBCHIK L.L.P.
2818 La Cienega Avenue
Los Angeles, CA 90034
Tel: (310) 229-1234
E-mail: dbg@lnbyb.com
Estimated Assets: $100 million to $500 million
Estimated Liabilities: $100 million to $500 million
The petition was signed by Lawrence R. Perkins of
SierraConstellation Partners LLC, as manager.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/5G7KMNA/Crestlloyd_LLC__cacbke-21-18205__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Creative Art Partners Purchase of $750,000
6542 Hayes Dr. Artwork
Los Angeles, CA 90048
2. Branden Williams Loan $400,000
257 N. Cannon Dr.
2nd Fl.
Beverly Hills, CA 90210
Tel: 310-626-4248
Email: brandenwilliams@mac.com
3. C.G.S. Custom Windows, Doors, $389,904
Glass Specialists Bath Enclosures,
4536 Ish Drive and Mirrors
Simi Valley, CA
93063
Tom Yang
Tel: 805-577-8829
Email: tomy@custom-glass.com
4. Dennis Palma Project $364,000
146 Beach Way Management
Monterey, CA 93940
Tel: (831) 901-9783
5. Vesta (aka Showroom Lease of $275,705
Interiors, LLC) Furniture
8905 Rex Road & Accessories
Pico Rivera, CA 90660
Julian Buckner
Tel: 323-348-1551
Email: hello@vestahome.com
6. Centurion Air, LLC Audio Video and $225,000
13932 Arrow Creek Road Shades
Draper, UT 84020
Michael T. Pyle
7. Made by TSI, Inc. Built-ins for $223,028
888 Biscayne Blvd Bars & Kitchen,
#209 and Lighting
Miami, FL 33132 Fixtures
8. Italian Luxury Design Kitchen Builtins $155,700
4 NE 39 St. Closets and Wine
Miami, FL 33137 Room Shelving
9. West Valley Green Landscaping $150,000
Landscaping, Inc. Installation &
14761 Tupper St. Maintenance
Panorama City, CA 91402
Tel: (818) 894-5434
10. LA DWP Utilities $44,990
P.O. Box 30808
Los Angeles, CA 90030
Tel: 1-800-499-8840
11. KN Coating Waterproofing $26,800
201 E. Tamarack Ave and Water
Inglewood, CA 90301 Intrusion
Tel: (310) 418-2530 Repair to
Master Pool
12. West Coast Gates Drive Gate and $20,270
339 Isis Ave. Garage Door
Inglewood, CA 90301
Tel: (310) 445-5067
13. Bradford Sheet Metal Sheet Metal Work $16,132
4164 Sopp Road
Mojave, CA 93501
Tel: 661-951-6507
Email: bradfordsheetmetal@gmail.com
14. CAD Stone Works Inc. Interior and $13,950
4533 Van Nuys BI Exterior Stone
#201 Install
Sherman Oaks, CA 91403
Cesar Hernandez
Tel: (833) 223-7866
15. Crest Real Estate Permit Processing $13,794
11150 Olympic Bl.
#700
Los Angeles, CA 90064
Jason Somers
Tel: (310) 994-6657
Email: info@crestrealestate.com
16. Davidson Accountancy Corp. Accounting $12,495
William N. Davidson, CPA Services
14011 Ventura Blvd.,
Ste. 302
Sherman Oaks, CA 91423
17. Jabs Pools and Spas, LLC Construction of $10,900
8055 Matillja Ave. Pools and Water
Panorma City, CA 91402 Features
Georgina Rendon
Tel: (818) 683-3100
18. Midland Contractors, Inc. "A" Permit Work $10,000
PO Box 8312
Van Nuys, CA 91409
Bruce Partovi
Tel: 818-783-3874
Email: info@midlandinc.com
19. Biabani & Associates, Inc. Electrical $8,800
1600 Sawtelle Bl Engineering
#104
Los Angeles, CA 90025
Alex Biabani
Tel: (310) 268-1665
Email: info@elecPLAN.com
20. Draken Security Security $8,500
8225 Encinco Ave Guard
Northridge, CA 91325 Services
Jaime Salanga
Tel: 818-616-9696
Email: info@drakensecurity.com
DITECH HOLDING: LHES Claims Reclassified to Gen. Unsecured Claims
-----------------------------------------------------------------
Liberty Home Equity Solutions, Inc. and Finance of America Reverse
LLC filed administrative expense claims for subservicing against
Reverse Mortgage Solutions, Inc., in these Chapter 11 Cases:
Liberty Home -- $4.14 million
Finance of America -- $14 million
In its Fifty-Second Omnibus Claim Objection, the Plan
Administrator, on behalf of the Wind Down Estates, seeks to
reclassify those claims as General Unsecured Claims. LHES and FoA
each responded in opposition to the Objection, and in support of
their claims. The Plan Administrator filed a single reply to the
Responses.
Pursuant to the Claims Procedures Order, the U.S. Bankruptcy Court
for the Southern District of New York conducted a Sufficiency
Hearing on the Subservicing Administrative Expense Claims, at which
time counsel for the Plan Administrator and counsel for LHES and
FoA were heard by the Court.
Accordingly, the Court found that LHES and FoA have not met their
burden of demonstrating plausible grounds for according their
claims administrative expense priority under the Bankruptcy Code.
Accordingly, as a matter of law, the Court sustained the Objection
and reclassifies the LHES Administrative Expense Claim and the FoA
Administrative Expense Claim as General Unsecured Claims.
A full-text copy of the Memorandum Decision and Order dated Oct.
21, 2021, is available at https://tinyurl.com/986cjhpn from
Leagle.com.
Attorneys for the Plan Administrator:
Ray C. Schrock, P.C., Esq.
Richard W. Slack, Esq.
Sunny Singh, Esq.
WEIL, GOTSHAL & MANGES LLP
767 Fifth Avenue
New York, NY 10153
Attorneys for Liberty Home Equity Solutions, Inc. and Finance of
America Reverse LLC:
Peter S. Partee, Sr., Esq.
E-mail: ppartee@HuntonAK.com
Robert A. Rich, Esq.
HUNTON ANDREWS KURTH LLP
200 Park Avenue
New York, NY 10166
About Ditech Holding Corporation
Ditech Holding Corporation and its subsidiaries --
http://www.ditechholding.com/-- are independent servicer and
originator of mortgage loans. Based in Fort Washington,
Pennsylvania, the Debtors have approximately 3,300 employees and
service a diverse loan portfolio.
Ditech Holding and certain of its subsidiaries, including Ditech
Financial LLC and Reverse Mortgage Solutions, Inc., filed
voluntary
Chapter 11 petitions (Bankr. S.D. N.Y. Lead Case No. 19 10412) on
Feb. 11, 2019, after reaching terms with lenders of a Chapter 11
plan that will reduce debt by $800 million.
The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel,
Houlihan Lokey as investment banker and AlixPartners LLP as
financial advisor. Epiq Bankruptcy Solutions LLC served as claims
and noticing agent.
Kirkland & Ellis LLP and FTI Consulting Inc. served as the
consenting term lenders' legal counsel and financial advisor,
respectively.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors in the Debtors' cases on Feb. 27, 2019. The
creditors' committee tapped Pachulski Stang Ziehl & Jones LLP as
its legal counsel and Goldin Associates, LLC, as its financial
advisor.
On May 2, 2019, the U.S. trustee appointed an official committee
of
consumer creditors. The consumers committee tapped Quinn Emanuel
Urquhart & Sullivan, LLP, as counsel and TRS Advisors LLC, as
financial advisor.
On Sept. 26, 2019, the Bankruptcy Court confirmed Ditech's Chapter
11 bankruptcy plan, which became effective four days later.
DOMAN BUILDING: Fitch Assigns 'B' LongTerm IDR, Outlook Stable
--------------------------------------------------------------
Fitch Ratings assigned a Long-Term Issuer Default Rating (IDR) of
'B' to Doman Building Materials Group Ltd. (DBM; Doman). Fitch has
also assigned 'B'/'RR4' ratings to the company's 2023 and 2026
unsecured bonds. The Rating Outlook is Stable.
DBM's IDR and Stable Outlook reflect Fitch's expectation that
leverage levels will be relatively high after lumber prices and
demand normalize. Fitch forecasts total debt to operating EBITDA to
situate around 5.0x by YE FY 2022. The IDR also considers Doman's
relatively commoditized product offering and thin EBITDA and FCF
margins inherent to the two-step building products distribution
sector.
The cyclicality of the residential housing market and the company's
susceptibility to swings in lumber prices are also factored into
the rating. DBM's scale and position as one of the top North
American pressure treated lumber manufacturers and distributors
along with its sufficient liquidity position are reflected in the
'B' IDR.
KEY RATING DRIVERS
Increasing Leverage Levels: Fitch expects total debt to operating
EBITDA (excluding capitalized leases as debt and including lease
amortization and interest as an operating expense) to be about 2.6x
at YE 2021 pro forma for the company's acquisition of Hixson Lumber
Sales in June 2021, or 4.0x on an as-reported basis. Fitch then
expects leverage levels to increase meaningfully due to expected
declines in operating EBITDA in 2022 caused by a pullback in lumber
prices and sales volumes following the surge in late 2020 and early
2021.
Fitch's assumption for low- to mid-single digit volume declines and
lumber prices averaging about USD500 per thousand board feet leads
to total debt to operating EBITDA increasing to about 5.0x by YE
2022. Fitch forecasts modest volume increases and relatively flat
lumber prices thereafter, resulting in leverage situating around
4.5x to 5.0x during the rating horizon.
Capital Allocation and Dividends: Fitch expects management to apply
modest amounts of FCF after dividends towards debt reduction during
the rating horizon, which is consistent with management's strategy
of maintaining a flexible balance sheet and relatively conservative
credit metrics. The company has historically issued quarterly
dividends which has constrained FCF generation after dividends and
gross capex. However, the company has demonstrated willingness to
protect credit metrics via equity issuances and dividend reductions
opportunistically and during periods of uncertainty. Fitch expects
common dividends to be CAD40 million-CAD45 million annually during
the next few years.
Susceptibility to Lumber Volatility: Doman's revenues are highly
concentrated towards the sale of lumber. The company estimates
about 65% of pro forma sales (including Hixson) are from pressure
treated lumber. The remaining 35% of sales are from the company's
building products distribution sales, which also includes some sale
of lumber. The company's high lumber exposure weighs negatively on
the rating due to the commoditized nature of the product offering
and volatility of pricing, particularly in recent years. Fitch's
expectation for meaningfully lower lumber prices in 2022 than 2021
will result in yoy revenue and EBITDA declines in FY 2022.
Competitive Position: DBM's competitive position is weaker than
more highly rated building products manufacturers in Fitch's
coverage due to its position as a two-step distributor in the
building products supply chain, its relatively low brand equity and
mostly commoditized product offerings. However, company's scale and
position as the number two pressure treated wood manufacturer in
North America position it well within lumber and building products
distribution. Fitch believes this scale and manufacturing capacity
provide modest competitive advantages relative to distributors with
only local presences and niche product offerings.
Low EBITDA and FCF Margins: DBM's profitability metrics are low
relative to more highly-rated peers, but are commensurate with a
'B'-category building products issuer. Fitch-adjusted (including
capitalized lease costs as operating expenses) EBITDA margins have
historically been in the 4.5%-6.0% range, while FCF margins after
dividends have been flat to slightly negative. Fitch-adjusted
EBITDA margins improved to over 7% in 2020 and Fitch expects
similar margin performance in 2021 due to strong demand and rising
lumber prices in the first half of the year. Fitch expects
Fitch-adjusted EBITDA margins to situate in the 5.5%-6.0% range in
2022 and beyond while FCF margins after dividends remain slightly
positive. Modestly higher margins at Hixson and some cost synergies
contribute to Fitch's slightly higher run-rate profitability
expectation than pre-pandemic.
Cyclical End-Market Exposure: The majority of DBM's sales are
directed to the Canadian and United States residential real estate
markets. Management estimates that about half of the company's
distribution sales are exposed to residential new housing and the
other half exposed to repair and remodel demand. The company's wood
pressure sales have modest exposure to agricultural and industrial
end-markets. DBM's pressure treated wood sales are highly exposed
to decking and fencing demand, which Fitch believes experienced a
pull forward in demand during the pandemic.
DERIVATION SUMMARY
DBM's IDR reflects Fitch's expectation that the company will
maintain relatively high leverage levels beginning in 2022, its
relatively weaker competitive position as a two-step distributor in
the building products supply chain, the high cyclicality of its end
markets, and its low operating margins. The company's scale and
strong market position within the pressure wood treating industry
in North America and its diversified footprint across the U.S. and
Canada are also reflected in the rating.
Fitch expects DBM to maintain credit metrics that are modestly
stronger than its closest Fitch-rated peer, LBM Acquisition, LLC
(LBM; B/Negative). LBM is less exposed to the volatile lumber
market than DBM, has greater scale and typically maintains slightly
higher EBITDA and FCF margins. LBM's highly aggressive capital
allocation strategy weighs negatively on its credit profile when
compared to DBM. Park River Holdings, Inc. (B/Negative) has a
stronger margin profile and less commoditized product offering than
DBM, but maintains higher leverage levels than DBM.
KEY ASSUMPTIONS
-- Revenues increase 47% in 2021 driven by the addition of
Hixson, high lumber prices and strong demand;
-- Fitch forecasts FY2022 revenue to be about 18% lower than pro
forma FY 2020 revenue (about CAD2.2 billion to 2.3 billion)
due to normalizing lumber prices and volumes declining mid-
single digits;
-- Lumber prices situate in the USD400-USD550 per thousand bf
range in FY 2022 and beyond, compared to average 1H21 prices
of over USD1,000 per thousand bf;
-- Fitch-adjusted EBITDA margins (which considers capitalized
lease expense an operating expense) above 7% in 2021 due to
high lumber prices and strong demand, declining to 5.5%-6.0%
during the remainder of the rating horizon;
-- Total debt to operating EBITDA in the 4.5x to 5.0x range in FY
2022 through FY 2024;
-- FCF after dividends slightly positive in FY 2022 through FY
2024;
-- FCF after dividends applied towards debt reduction.
Recovery Analysis Assumptions
The recovery analysis assumes that DBM would be considered a going
concern (GC) in bankruptcy and that the company would be
reorganized rather than liquidated. Fitch has assumed a 10%
administrative claim in the analysis.
Fitch's GC EBITDA estimate of CAD105 million estimates a
post-restructuring sustainable level of EBITDA. This is about 20%
below Fitch-forecasted FY 2022 EBITDA.
The GC EBITDA is based on Fitch's assumption that distress would
arise from weakening in the housing market combined with lumber
prices sustaining at below average levels. Fitch estimates that
annual revenues that are about 15% below forecasted FY 2022 levels
and Fitch-adjusted EBITDA margins of about 5.5% would capture the
lower revenue base of the company after emerging from a housing
downturn in a lower lumber price environment, plus a sustainable
margin profile after right sizing, which leads to Fitch's CAD105
million GC EBITDA assumption.
Fitch assumed a 5.5x enterprise value (EV) multiple to calculate
the GC EV in a recovery scenario. The company purchased Hixson
Lumber Sales in June 2021 for 5.0x Fitch-calculated FY2020 EBITDA
and 10.9x FY 2019 EBITDA. The 5.5x GC EBITDA multiple is below the
multiples applied in the recovery analyses of LBM Acquisition, LLC
(6.0x EV multiple) and Chariot Holdings, LLC (6.5x EV multiple)
mainly due to Doman's relatively smaller scale, less diversified
business and weaker profitability metrics when compared to these
peers. Fitch used a similar EBITDA multiple for the recovery
analysis of Park River.
Priority claims over the unsecured debt include the ABL revolver
and about CAD23 million of other secured debt. Fitch assumes the
ABL has CAD350 million outstanding at the time of a potential
recovery, which accounts for shrinkage in the available borrowing
base during a period of deflating lumber prices and contracting
volumes that causes a default. Remaining claims are recovered by
the unsecured debtholders, resulting in a recovery corresponding to
an 'RR4' for DBM's 2023 and 2026 unsecured notes.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Fitch's expectation that total debt to operating EBITDA will
be sustained below 4.0x;
-- Fitch's expectation that the company will maintain FCF margins
(after dividends) in the low- to mid-single digit percentages;
-- The company significantly lowers its proportion of sales from
lumber or reduces exposure to the cyclical new home
construction market in order to reduce earnings and credit
metric volatility through lumber and housing cycles;
-- The company maintains a strong liquidity position with no
material short-term debt obligations.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Fitch's expectation that total debt to operating EBITDA will
be sustained above 5.5x;
-- Total available liquidity maintained below CAD50 million;
-- Fitch's expectation that FCF generation (after dividends) will
be sustained at neutral or negative levels;
-- Significant and sustained contraction in lumber prices leading
to Fitch's expectation for meaningfully higher leverage levels
(above 5.5x total debt to operating EBITDA) or a potential
covenant breach under the ABL credit agreement.
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: DBM's liquidity position was sufficient as of
July 31, 2021 following its acquisition of Hixson. The company had
CAD358 million outstanding under its CAD500 million ABL revolver,
leaving CAD66 million of availability under its borrowing base. The
company had CAD4.4 million of cash as of June 30, 2021. During the
trailing 12-month period, the company has maintained about
CAD50-CAD100 million of availability on its ABL.
Fitch believes current liquidity is adequate to fund operations and
fixed charges, but the company has limited cushion to avoid a
challenging liquidity scenario, particularly during a stressed
environment that results in negative FCF generation or worsening
capital markets access. Fitch forecasts the company to generate
slightly positive FCF after dividends in its base case and to pay
down its ABL over time, leading to a moderately improving liquidity
position during the next few years.
Debt Maturities: The company's near-term debt maturities consist of
mandatory term loan amortization, equipment line payments and
promissory note payments which should total around CAD5 million
annually. DBM's CAD60 million unsecured note matures in 2023. Fitch
expects the company to refinance this debt or draw on its ABL to
meet this maturity. The ABL is currently set to expire in 2024.
Doman's capitalized lease amortization and interest expense totals
CAD25 million-CAD30 million annually, which Fitch deducts from
operating EBITDA.
ISSUER PROFILE
Doman Building Materials Group Ltd. (DBM; Doman) is a manufacturer
and distributor of lumber products and building materials in the
United States and Canada. The company's operations include the
manufacture and distribution of pressure treated lumber and the
distribution of construction materials and sourced specialty
building products such as roofing, insulation, siding, electrical
products and others. DBM's products primarily serve the new home
construction and home renovation end-markets in the U.S. and
Canada.
ESG CONSIDERATIONS
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.
SUMMARY OF FINANCIAL ADJUSTMENTS
Fitch adds back merger and integration expense and stock-based
compensation to operating EBITDA. Per Fitch's criteria, operating
lease liabilities are not considered debt. Fitch deducts lease
amortization and lease interest expense from operating EBITDA. This
totals about CAD26 million to CAD27 million annually. Fitch's
calculation of total debt includes the 2023 and 2026 unsecured
bonds, ABL borrowings outstanding, promissory notes outstanding,
term loans and equipment lines outstanding, and bank overdrafts.
DRW HOLDINGS: Moody's Hikes CFR to Ba2 & Alters Outlook to Stable
-----------------------------------------------------------------
Moody's Investors Service upgraded DRW Holdings, LLC's Corporate
Family Rating to Ba2 from Ba3 and its senior secured bank credit
facility rating to Ba3 from B1. DRW's outlook has been changed to
stable from positive.
Upgrades:
Issuer: DRW Holdings, LLC
Corporate Family Rating to Ba2 from Ba3
Senior Secured Bank Credit Facility to Ba3 from B1
Issuer rating to Ba3 from B1
Outlook Actions:
Issuer: DRW Holdings, LLC
Outlook, Changed to Stable from Positive
RATINGS RATIONALE
The upgrade of the CFR to Ba2 from Ba3 reflects DRW's reduction of
its positions in less liquid commercial real estate, its careful
use of balance sheet leverage, its strong performance thus far in
2021 and the continuation of its risk control and liquidity
management disciplines.
The upgrade of the issuer and credit facility ratings to Ba3 from
B1 follows from the upgrade of the CFR. The one notch differential
between the CFR and these holding company ratings recognizes the
holding company's structural subordination to DRW's operating
companies, where the preponderance of the group's debt and
debt-like obligations reside.
The stable outlook reflects DRW's position as a technology-driven
trading organization in operation that commands strong market
shares in numerous futures and options contracts. DRW is
diversified by trading strategy, asset class and venue, which
provides some cushion against shifting markets in trading
environments. In addition, DRW's management team (most of whom have
served at the company together for two decades) have demonstrated
an ability to nimbly respond to changing market conditions, which
has led to a positive skew to trading revenues.
DRW also maintains a portfolio of less liquid commercial real
estate and venture capital investments. Over the past two or three
years, DRW has reduced its equity capital committed to commercial
real estate, leaving more equity supporting the liquidity-provision
strategies, and this was a key factor behind the upgrades. The
venture capital investments focus on applied technologies to
enhance DRW's trading capabilities or opportunities and Moody's
expects these investments to continue.
DRW's trading centers around arbitraging closely related risk
positions across cash and derivatives markets and across venues
with many counterparties. This can result in relatively large
balances of risk, financing and settlement related positions.
Although the market risk of these positions are closely related and
offset, these strategies can generate high levels of reported
leverage. DRW carefully controls this risk through its emphasis on
liquid instruments, diversification of funding counterparties and
by shrinking the balance sheet when market opportunities recede.
The Ba2 CFR reflects DRW's limited diversification into less
capital-intensive businesses and the inherently high level of
operational risk of DRW's trading activities. The inherent
operational risk underlying its activities could result in rapid
and severe losses and a deterioration in liquidity and funding in
the event of a severe risk management failure.
DRW's trading approach creates some reliance on prime brokers and
the firm has been managing this risk by adding and diversifying
brokers. The firm also maintains a liquidity reserve, held in
readily available cash and liquid instruments, that covers observed
historical liquidity requirements measured at a high confidence
level.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
DRW's ratings could be upgraded should it significantly expand its
market share while diversifying its revenue through the development
of lower risk and profitable business activities; continue to
reduce its trading capital dedicated to less-liquid and higher risk
assets; and further bolster its capital and liquidity, while
continuing to strengthen and diversify its key prime brokerage and
counterparty relationships resulting in a more durable liquidity
profile.
DRW's ratings could be downgraded should it increase its risk
appetite or suffer from a risk management or operational failure;
experience adverse changes in corporate culture or management
quality; sustain reduced profitability from changes in the market
or regulatory environment; increase its capital distributions in a
manner that is not commensurate with its historic trends; or change
its funding mix to a significantly heavier weighting towards
long-term debt and away from equity.
The principal methodology used in these ratings was Securities
Industry Market Makers Methodology published in November 2019.
ECHO GLOBAL: S&P Assigns 'B' Issuer Credit Rating, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings assigned its 'B' issuer credit rating to Echo
Global Logistics Inc. and its 'B+' issue-level rating and '2'
recovery rating (70%-90%; rounded estimate: 70%) to its proposed
first-lien credit facilities, which include a $100 million
revolving credit facility and a $550 million term loan.
S&P said, "We view Echo as a mid-tier participant in the fragmented
global third-party logistics industry. The company provides freight
brokerage services, primarily for truckload (TL) and
less-than-truckload (LTL) shipments. Rather than owning equipment
and providing transportation directly, freight brokers find a
carrier that will execute the shipment, then pay the carrier and
charge the shipper for the cost of transportation plus a premium.
Echo also provides managed transportation services for some of its
larger customers to help optimize their shipping plans and reduce
costs. Echo competes against a large number of participants in the
third-party logistics industry, including larger firms with a wider
variety of service offerings and more recent market entrants from
the technology industry. We believe the company's larger
competitors could more easily source capacity or subsidize the
rates they offer their customers given their larger volumes and
financial resources. Nonetheless, we note that Echo provides
services to a large number of small- and mid-size businesses, as
well as some large customers in the manufacturing and wholesale and
retail trade end markets.
"We expect Echo will benefit from the continued surge in demand for
freight transportation while supply chain constraints persist.
Increased business and consumer spending are bolstering the demand
for freight. At the same time, freight capacity across various
transportation modes has become constrained, particularly on the
ground. For example, the ongoing driver shortage has contributed to
lower trucking capacity and higher spot market rates. Overall, we
expect freight pricing to remain elevated for the remainder of 2021
and into 2022. That said, we believe freight prices will begin to
moderate later in 2022 as supply headwinds ease and consumer
spending trends normalize.
"We expect Echo's credit metrics to improve modestly over our
forecast. We expect that the pace of the expansion in the company's
revenue will moderate somewhat in 2022 as its pricing normalizes
slightly while its volumes benefit from the continued macroeconomic
expansion. Following the transaction with The Jordan Co., we expect
Echo's total debt to increase significantly from its 2020 levels.
Therefore, although we expect strong revenue and EBITDA growth in
2021, we forecast the company's credit metrics will weaken from
their historical levels, including debt to EBITDA increasing to the
6x area in 2021 (from the 2x area in 2020) before improving to the
mid-5x area in 2022.
"The stable outlook on Echo reflects our expectation that it will
benefit from strong demand for freight transportation and the
increased use of its proprietary software for efficiency gains.
Therefore, we forecast its debt to EBITDA will improve to the
mid-5x area in 2022, from the high-5x area in 2021, and sustain
funds from operations (FFO) to debt in the 10%-15% range over the
same period."
S&P could lower its rating on Echo in the next 12 months if its
leverage increases above 6.5x on a sustained basis. This could
occur if:
-- The company's operating performance deteriorates due to weaker
demand for freight transportation; or
-- The company aggressively pursues debt-financed acquisitions or
shareholder distributions.
S&P said, "We could raise our rating on Echo in the next 12 months
if we expect it to reduce its debt to EBITDA below 5.0x and
maintain FFO to debt in the high-teen percent area on a sustained
basis. We would also require management to commit to maintaining
its ratios at these levels before raising our rating." This could
occur if:
-- The company materially improves its profitability through
increased operating efficiency or pricing; and
-- It uses its excess cash flow to repay its debt, leading to a
faster-than-expected improvement in its leverage.
ELWOOD ENERGY: Moody's Cuts Rating on $84MM Secured Bond to Ba2
---------------------------------------------------------------
Moody's Investors Service downgraded the rating on Elwood Energy
LLC's $84 million 8.159% senior secured bond due 2026 to Ba2 from
Ba1. The rating outlook is stable.
RATINGS RATIONALE
The downgrade to Ba2 reflects a more challenging business
environment for Elwood's collection of 1.35 GW of peaking power
plant units, which rely on capacity auction revenues for debt
service. The outlook for PJM Interconnection, L.L.C. (Aa2 stable)'s
2023/2024 capacity auction has darkened considerably, particularly
in the COMED zone where Elwood competes. Recent legislation passed
in Illinois to subsidize nuclear facilities increases projected
supply in the COMED zone that will bid into the next capacity
auction. This development could further pressure COMED capacity
auction prices below the weak June 2021 price of $68 per mw-day for
the 2022/2023 planning year, a significant stepdown from the
current $195 per mw-day price for the 2021/2022 planning year.
Owing to its amortizing debt schedule, Elwood has a modest level of
remaining debt outstanding and with current high COMED capacity
prices, its metrics are very strong with 2.35x debt service
coverage ratio (DSCR), Debt/EBITDA just under 1x and $56 debt/kw as
of June 30, 2021. Additionally, when the lower capacity prices
become effective in June 2022, Elwood will have repaid an
additional $27 million of principal leaving about $58 million of
debt (including unamortized bond premiums) outstanding by year-end
2022. Moody's projects year-end 2022 metrics to result in a DSCR of
1.5x, 1.1x Debt/EBITDA and $36 Debt/kw. Moody's estimate that
Elwood needs to receive an $88 per mw-day 23/24 BRA COMED capacity
price to maintain a 1.0x DSCR in 2023 owing to higher scheduled
debt service in 2023.
The debt terms also include a PSA contingency reserve that traps
cash at Elwood if the project is not able to meet a 48-month
forward looking and backward looking 1.4x DSCR test. Currently
management projects that pricing in COMED will rise in the next
auction and thus its forward projections do not contemplate a cash
trap to occur. The next distribution is estimated at around $40
million and is scheduled for January 5, 2022. PJM Interconnection
has requested FERC approval to delay the 2023/2024 auction from
early December 2021 to late January 2022. Elwood's distribution
date in early January falls between the two possible auction
dates.
Elwood Energy is owned by a 50%/50% joint venture between Electric
Power Development Co., Ltd. (J-Power) (A2 stable), a large,
diversified Japanese power generation company and John Hancock Life
Insurance Company (A2, stable), which Moody's evaluates on a
consolidated basis with Manulife Financial Corp. US Operations.
Moody's believe that J-Power is committed to supporting the Elwood
debt through its maturity in 2026 in the event that the next few
COMED capacity price outcomes remain weak. Elwood has access to a
$20 million credit facility provided by the sponsor group which is
available to fund any requirements in this scenario. The ownership
has made substantial investments in Elwood in recent years,
including $14 million in 2021 for major maintenance and capital
expenditures including a hot gas path inspection for unit 5; $13
million in over 2020 and 2021 to build a lateral gas pipeline
connection to the Allianz pipeline (thus retaining fuel supply
diversity); and $20 million in 2019 to add blackstart capabilities
which it is contracted to provide to PJM from 2020-2025. Elwood has
also entered into a 600MW HRCO with J. Aron & Company that Moody's
estimate will provide $3.6 million of incremental revenue annually
to Elwood commencing in January 2021 through December 2023. J-Power
is in late construction for the Jackson plant, a 1,300MW CCGT that
is nearby Elwood, with an expected COD in April 2022.
Outlook
The stable outlook reflects Moody's view that J-Power will support
the debt service coverage in the event that capacity auction prices
fail to improve and that Elwood will continue to maintain high
plant availability.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
Factors that could lead to an Upgrade
The rating could be upgraded if market conditions in COMED improve
such that Moody's expected capacity prices to clear above $100 per
mw-day in the next two PJM capacity auctions covering the 2023/24
and 2024/25 May-June periods or if it enters into contracts
resulting in steady debt service coverage metrics of at least 1.5x
through the debt maturity in 2026.
Factors that could lead to a Downgrade
A downgrade could occur if Elwood's debt service coverage ratios
decline below 1.0x for a sustained period, which could occur in
2023 if capacity auction pricing in COMED declines below $69 per
mw-day. A downgrade could also occur if Elwood is unable to produce
power in a scarcity situation for an extended period of time or
experienced a major operational disruption.
Profile
Elwood Energy LLC owns a 9-unit gas-fired power plant located in
Elwood, Illinois. It competes in the COMED sub-region of PJM and
operates as a peaking facility with an average capacity utilization
factor around 2-5%.
Methodology
The principal methodology used in this rating was Power Generation
Projects Methodology published in June 2021.
ENGINEERED INVESTMENT: Dec. 14 Plan Confirmation Hearing Set
------------------------------------------------------------
On July 29, 2021, debtor Engineered Investment, LLC, filed with the
U.S. Bankruptcy Court for the Northern District of Georgia a
Disclosure Statement with regard to Plan of Reorganization.
On Oct. 25, 2021, Judge James R. Sacca approved the Disclosure
Statement and ordered that:
* Dec. 7, 2021, is fixed as the last day for filing written
acceptances or rejections of the plan (the "Ballot").
* Dec. 14, 2021, at 10:30 a.m., in Courtroom 1404, United
States Courthouse, 75 Ted Turner Drive, S.W., Atlanta, Georgia
30303 is fixed as the hearing on confirmation of the Plan.
* Dec. 7, 2021, is fixed as the last day for filing and
serving written objections to confirmation of the plan.
A copy of the order dated Oct. 25, 2021, is available at
https://bit.ly/3vJ5ZOg from PacerMonitor.com at no charge.
Attorney for the Debtor:
Kenneth Mitchell, Esq.
Giddens, Mitchell & Associates, P.C.
3951 Snapfinger Parkway, Suite 555
Decatur, GA 30035
Phone: (770) 987 7007
About Engineered Investments
Based in Stone Mountain, Ga., Engineered Investments, LLC, filed a
voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr.
N.D. Ga. Case No. 20-61777) on Jan. 31, 2020, listing under $1
million in both assets and liabilities. Judge James R. Sacca
oversees the case. Kenneth Mitchell, Esq., at Giddens, Mitchell &
Associates, P.C., is the Debtor's legal counsel.
EVEREST REAL: Seeks Approval to Tap MouerHuston as Special Counsel
------------------------------------------------------------------
Everest Real Estate Investments, LLP seeks approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
MouerHuston, PLLC as its special counsel.
MouerHuston will represent the Debtor in the lawsuit styled Lisa
Ayers as Representative of the Estate of Ronald Bruce Long and
Victoria Long v. Everest Real Estate Investments, LLP, Everest Real
Estate Investments LLP d/b/a ICON Hospital LLP, Icon Hospital LLP
and Davita, Inc., Cause No. 2019-17007, in the 189th Judicial
District, Harris County, Texas.
The hourly rates of MouerHuston's attorneys and staff are as
follows:
Allison J. Miller-Mouer, Esq. $380 per hour
Brittney N. Wallace, Paralegal $170 per hour
Ms. Miller-Mouer, a partner at MouerHuston, disclosed in a court
filing that her firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Allison J. Miller-Mouer, Esq.
MouerHuston PLLC
349 Heights Blvd.
Houston, TX 77007
Telephone: (832) 209-8836
Facsimile: (832) 209-8158
Email: allison@mouerhuston.com
About Everest Real Estate Investments
Everest Real Estate Investments, LLP -- http://www.setexaser.com/
-- is a health care services provider established in Humble, Texas,
specializing in general acute care hospital. It offers completely
comprehensive medical care, treating both major and minor
injuries.
Everest Real Estate filed a Chapter 11 petition (Bankr. S.D. Tex.
Case No. 20-34077) on Aug. 14, 2020, listing up to $50 million in
both assets and liabilities. Thomas Vo, M.D., managing partner,
signed the petition.
Judge Christopher M. Lopez oversees the case.
The Debtor tapped The Gerger Law Firm, PLLC as bankruptcy counsel
and MouerHuston, PLLC as special counsel. Doeren Mayhew CPAs and
Advisors is the Debtor's accountant.
FINANCE OF AMERICA: Fitch Affirms 'B+' LT IDRs, Outlook Stable
--------------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Ratings
(IDRs) of Finance of America Companies Inc. and its subsidiaries,
Finance of America Equity Capital LLC and Finance of America
Funding LLC (together FOA) at 'B+'. In addition, Fitch has affirmed
Finance of America Funding LLC's senior unsecured debt rating at
'B'/'RR5'. The Rating Outlook is Stable.
KEY RATING DRIVERS
IDRs and SENIOR DEBT
The affirmation of FOA's ratings reflect its moderate franchise and
track record as a U.S. non-bank mortgage originator and lender,
experienced senior management team, appropriate risk controls,
sufficient reserves to cover potential repurchase claims, modest
valuation risk associated with mortgage servicing rights (MSRs),
good historical asset quality, improved funding flexibility, and
sufficient earnings coverage of interest expense.
Fitch believes the highly cyclical nature of the mortgage
origination business and the capital intensity and valuation of
MSRs within the mortgage servicing business represent primary
rating constraints for non-bank mortgage companies more broadly.
Furthermore, the mortgage business is subject to intense
legislative and regulatory scrutiny, which further increases
business risk, and the imperfect nature of interest rate hedging
can introduce liquidity risks related to margin calls and/or
earnings volatility.
Rating constraints specific to FOA include its higher leverage
relative to peers, continued reliance on secured, short-term,
wholesale funding facilities, elevated key person risk related to
its founder and Chairman, Brian Libman, and private equity
ownership through an affiliated investment vehicle of The
Blackstone Group Inc. (Blackstone), which could impact the firm's
strategic and financial targets.
FOA is not subject to material asset quality risks because nearly
all originated loans are sold to investors shortly after
origination. However, FOA has exposure to potential losses due to
repurchase or indemnification claims from investors under certain
warranty provisions. Fitch expects FOA will continue to build
reserves for loan production to account for this risk. FOA's
historic repurchase claims have been minimal, and the company has
had sufficient reserves to cover these charges, which Fitch expects
to continue.
Fitch believes FOA's multi-product origination approach is well
positioned relative to peers, which has resulted in relatively
stable operating performance in 2021, as forward originations
scaled back due to industry competition. Annualized pre-tax return
on average assets amounted to 4.2% in 1H21, which was below the
four-year average of 5.0% from 2017-2020, but compares favorably
relative to peers. Rising rates are expected to drive lower forward
origination activity, which Fitch expects will challenge operating
performance in the near term, even with higher rates reducing the
amortization of MSRs.
Fitch evaluates FOA's leverage metrics primarily on the basis of
gross debt to tangible equity, excluding the liabilities associated
with the firm's agency and private label reverse mortgage
securitizations. On this basis, leverage was 10.0x, as of June 30,
2021, up from 6.8x as of Dec. 31, 2020, which is within Fitch's 'b'
category capitalization and leverage benchmark range for balance
sheet intensive finance and leasing companies with an 'a' category
operating environment score.
Following the completion of its merger transaction with the special
purpose acquisition company (SPAC), Replay Acquisition Corp. in
April 2021, leverage increased due to one-time adjustments related
to goodwill and intangibles, which reduced tangible equity. While
Fitch expects FOA's leverage to decline below 7.5x over the next
several quarters with the retention of earnings, the pace of
deleveraging could be delayed given the challenging competitive
environment, which will pressure earnings.
Similar to other mortgage peers, FOA is reliant on the wholesale
debt markets to fund operations, with secured debt representing 91%
of total debt at June 30, 2021, which is within the 'b' category
funding, liquidity and coverage benchmark for finance and leasing
companies with an 'a' category operating environment score. Roughly
50% of FOA's facilities were committed at June 30, 2021, which is
consistent with peers, but below that of finance and leasing
companies more broadly.
Most of FOA's funding facilities mature within one year, which
exposes FOA to increased liquidity and refinancing risk. Fitch
would view an extension of the firm's funding duration and an
increase in funding commitments favorably.
As of June 30, 2021, FOA had approximately $157 million of
unrestricted cash and available borrowing capacity of $2.7 billion
on its funding facilities, which Fitch believes is sufficient to
fund originations and operations. Additionally, FOA has a $25
million sublimit under its $50 million committed MSR facility,
which could be utilized to fund servicing advances on Fannie and
Freddie MSRs, if necessary, which Fitch views favorably.
The Stable Rating Outlook reflects Fitch's expectation that
leverage will decline over the next several quarters given
management's intention to increase tangible equity through retained
earnings. Fitch also expects FOA will maintain good asset quality
and generation of solid earnings, while maintaining access to
diversified funding and sufficient liquidity.
The senior unsecured debt rating is one notch below the Long-Term
IDR, reflecting the subordination to secured debt in the capital
structure and limited pool of unencumbered assets, which translates
into weaker relative recovery prospects in a stressed scenario.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to negative
rating action/downgrade include:
-- An inability to reduce leverage to 7.5x or below over the next
several quarters; inability to refinance maturing funding
facilities and maintain sufficient liquidity to effectively
manage elevated servicer advances or to meet margin call
requirements and inconsistent operating performance could
result in negative rating actions.
-- Regulatory scrutiny resulting in FOA incurring substantial
fines that negatively impact its franchise or operating
performance and/or the departure of Brian Libman, who has led
the growth and direction of the company, could also drive
negative rating momentum.
Factors that could, individually or collectively, lead to positive
rating action/upgrade include:
-- Upward rating momentum would be supported by further
improvement in leverage, such that debt-to-tangible equity is
sustained below 5.0x;
-- Improved funding flexibility, including an extension of
funding duration;
-- Increase in the proportion of committed facilities and/or an
increase in unsecured debt and unencumbered assets;
-- Enhanced liquidity profile;
-- Continued growth of the business that enhances FOA's
franchise;
-- Maintenance of consistent operating performance;
-- A continuation of strong asset quality performance; and
-- Demonstrated effectiveness of corporate governance policies.
The unsecured debt rating is primarily sensitive to changes in the
Long-Term IDR and secondarily to the funding mix and available
collateral. A material increase in unencumbered assets and recovery
prospects could narrow the notching between the Long-Term IDR and
the unsecured notes, while a material increase in secured debt
could result in wider notching.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Financial Institutions and
Covered Bond issuers have a best-case rating upgrade scenario
(defined as the 99th percentile of rating transitions, measured in
a positive direction) of three notches over a three-year rating
horizon; and a worst-case rating downgrade scenario (defined as the
99th percentile of rating transitions, measured in a negative
direction) of four notches over three years. The complete span of
best- and worst-case scenario credit ratings for all rating
categories ranges from 'AAA' to 'D'. Best- and worst-case scenario
credit ratings are based on historical performance.
ESG CONSIDERATIONS
FOA has an ESG Relevance Score of '4' for Governance Structure due
to elevated key person risk related to its founder and Chairman,
Brian Libman, who has led the growth and strategic direction of the
company. An ESG Relevance Score of '4' means Governance Structure
is relevant to FOA's rating but not a key rating driver. However,
it does have an impact to the rating in combination with other
factors.
FOA also has an ESG Relevance Score of '4' for Customer Welfare —
Fair Messaging, Privacy and Data Security, due to its exposure to
compliance risks that include fair lending practices, debt
collection practices and consumer data protection, which has a
negative impact on the credit profile and is relevant to the rating
in conjunction with other factors.
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
FLUSHING AIRPORT: Nov. 16 Plan Confirmation Hearing Set
-------------------------------------------------------
On Oct. 12, 2021, Debtor Flushing Airport Holdings LLC submitted a
Second Amended Disclosure Statement describing Plan of
Reorganization.
On Oct. 22, 2021, Judge Nancy Hershey Lord approved the Disclosure
Statement and ordered that:
* Nov. 9, 2021 is fixed as the last day for submitting written
acceptances or rejections to the Plan.
* Nov. 9, 2021, is fixed as the last day for submitting
ballots indicating acceptance or rejection of the Plan in order to
be counted with regard to acceptance or rejection of the Plan.
* Nov. 16, 2021 at 3:30 p.m. is the Confirmation Hearing.
* Nov. 15, 2021 is fixed as the last day for filing and
serving written objections to confirmation of the Plan.
A full-text copy of the order dated October 22, 2021, is available
at https://bit.ly/3nzZBoP from PacerMonitor.com at no charge.
Counsel for Debtor, Flushing Airport Holdings LLC:
Mark A. Frankel, Esq.
Backenroth Frankel & Krinsky, LLP
800 Third Avenue, 11th Floor
New York, NY 10022
Telephone: (212) 593-1100
Facsimile: (212) 644-0544
Email: mfrankel@bfklaw.com
About Flushing Airport Holdings
Flushing Airport Holdings LLC is a Single Asset Real Estate debtor
(as defined in 11 U.S.C. Section 101(51B)). It is the fee simple
owner of a property located at 131-05 23rd Avenue College Point NY,
11356 having a comparable sale value of $3 million.
Flushing Airport Holdings LLC filed a voluntary petition under
Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 20
40864) on Feb. 26, 2020. In the petition signed by Maurizio
Oppedisano, managing member, the Debtor estimated $3,000,000 in
assets and $8,302,724 in liabilities.
On March 4, 2020, a petitioning creditor filed an involuntary
Chapter 7 petition for affiliate, Disano Trucking, Inc. (Bankr.
E.D.N.Y. Case No. 20-41349). A Chapter 7 petition was also filed
for Maurizio Oppedisano (Bankr. E.D.N.Y. Case No. 20-41348) on
March 4. The three cases are not jointly administered.
Judge Nancy Hershey Lord is assigned to Debtor Flushing Airport
Holdings' case.
Mark Frankel, Esq., at Backenroth Frankel & Krinsky, LLP, serves as
the Debtor's counsel.
FUTURUM COMMUNICATIONS: Taps Lance Steinhart as Special Counsel
---------------------------------------------------------------
Futurum Communications Corporation and its affiliates seek approval
from the U.S. Bankruptcy Court for the District of Colorado to
employ Lance J.M. Steinhart, PC as special counsel.
The Debtors require a special counsel to identify and obtain
approvals from governmental units to transfer their
telecommunications-related licenses, permits, and authorizations.
The hourly rates of the firm's attorneys range from $295 to $895.
Lance Steinhart, Esq., disclosed in a court filing that his firm is
a "disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Lance J.M. Steinhart, Esq.
Lance J.M. Steinhart, PC
1725 Windward Concourse, Suite 150
Alpharetta, GA 30005
Telephone: (770) 232-9200
Facsimile: (770) 232-9208
Email: info@telecomcounsel.com
About Futurum Communications Corporation
Futurum Communications Corporation -- https://forethought.net –-
is an independent locally owned internet, cloud and communications
service provider with offices in Denver, Grand Junction and
Durango.
Futurum Communications filed a petition for Chapter 11 protection
(Bankr. D. Colo. Case No. 21-11331) on March 21, 2021, listing up
to $50 million in both assets and liabilities. Affiliates San
Isabel Telecom, Inc. and Brainstorm Internet, Inc. filed their
voluntary Chapter 11 petitions (Bankr. D. Colo. Case Nos. 21-12534
and 21-12549) on May 12, 2021. Jawaid Bazyar, president, signed the
petitions.
Judge Kimberley H. Tyson oversees the cases.
The Debtors tapped Onsager Fletcher Johnson, LLC as bankruptcy
counsel, Lance J.M. Steinhart, PC as special counsel, and SL Biggs
as accountant.
GOLDEN 8 MAPLE: Updates Mohammad A. Malik Secured Claim Pay Details
-------------------------------------------------------------------
Golden 8 Maple LLC submitted an Amended Disclosure Statement
describing Chapter 11 Plan.
The Amended Disclosure Statement discusses the alterations in the
secured claims of Mohammad A. Malik in Class 2. The total amount of
secured loan principal is $18,300,000.00 with a total default 24%
interest $8,080,000.00 since June 5, 2020. Thus the total amount of
secured debt is $26,380,000.00.
Mohammad A. Malik will be paid in full principal $18,300,000.00.
Mohammad A. Malik will be paid an interest of 6% non-default
contract instead of 24% default interest. The total amount of
secured debt will be $19,764,000.00 instead of $24,156,000.00. The
adjusted secured debt will be paid in full, in cash of a total
value $19,764,000.00 on or about January 5, 2022, while the
Debtor's property can be refinanced and this claims holder Mohammad
A. Malik can be fully paid from the loan proceeds of a
refinancing.
The Amended Disclosure Statement does not alter the proposed
treatment for unsecured creditors and the equity holder:
* Class 3 Non-priority unsecured creditors will be impaired.
This Class will be paid in full, in cash of a total value
$1,920,300 (without 2% simple annual interest) instead of
$2,028,091 on or about Jan. 5, 2022, while the Debtor's property is
refinanced. This Class will receive a distribution of 94.69% of
their allowed claims.
* Class 4 Equity security holders of the Debtor will be
impaired. This Class will have no repayment until Class 1, Class 2,
and Class 3 are satisfied. The Debtor will continue the operation
of the regular business during the Plan.
A full-text copy of the Amended Disclosure Statement dated October
22, 2021, is available at https://bit.ly/30XgORk from
PacerMonitor.com at no charge.
About Golden 8 Maple
Golden 8 Maple LLC is engaged in activities related to real estate.
The Company owns a real property located at 134-38 Maple Ave.,
Flushing, NY valued at $22.5 million (using potential transaction
valuation method).
The Debtor filed Chapter 11 Petition (Bankr. E.D.N.Y. Case No.:
21-42452) on September 28, 2021. Hon. Jil Mazer-Marino oversees the
case. Sang J. Sim, Esq. of SIM DEPAOLA, LLP is the Debtor's
Counsel.
In the petition signed by Xiangyu Cao, managing member, the Debtor
disclosed up to $22,691,000 in assets and up to $28,408,091 in
liabilities.
GRAY TELEVISION: Moody's Rates New $1,125MM Unsecured Notes 'B3'
----------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to Gray Television,
Inc.'s proposed $1,125 million senior unsecured notes. Gray's B1
corporate family rating, B1-PD probability of default rating, the
Ba2 rating on the company's existing senior secured debt and the B3
rating on the company's senior unsecured notes remain unchanged.
The speculative grade liquidity rating is also unchanged at SGL-1.
The outlook is stable.
The new notes will be used alongside a recently announced $1.5
billion Term Loan D to finance the acquisition of Meredith Local
Media Group which is expected to close in Q4 2021.
The transaction is subject to customary closing conditions and
regulatory approvals and is expected to close in Q4 2021.
Assignments:
Issuer: Gray Television, Inc.
Senior Unsecured Regular Bond/Debenture, Assigned B3 (LGD5)
RATINGS RATIONALE
Following the close of the transaction, Gray will own television
stations in 113 designated market areas (DMAs) and will reach 36%
percent of US television households, including the number-one
ranked television station in 79 DMAs and the first and/or second
highest ranked television station in 101 of its DMAs (Comscore's
2020 average all-day ratings). Moody's expects that the transaction
will be immediately free cash flow accretive and that the expected
$55 million of synergies are easily attainable with a low cost to
achieve.
The B1 CFR reflects Gray's long standing commitment to a prudent
financial policy as well as Moody's expectations that, absent
voluntary debt payment, leverage (Moody's adjusted on a 2-year
average basis) will remain around 5.3x-5.5x pro-forma for the
Meredith acquisition and that of Quincy Media, Inc. which closed in
August.
Gray's B1 rating reflects the company's exposure to the inherently
volatile TV advertising market with around 50% of the company's
revenues coming from core (excl. political) TV advertising which
declined materially in 2020 as a result of the impact from the
COVID-19 pandemic on the economy. The other half of the company's
revenue are derived through retransmission fees which have grown as
a result of rate increases but are also be subject to increased
pressure from cord cutting which Moody's expect could accelerate in
the future.
Gray's B1 rating also reflects the company's large and improved
scale as reflected in a quasi-national footprint of its network of
broadcast stations as well as the strong market position of these
stations in their DMAs. Gray's rating is also supported by the
company's strong cash flow generation with over $500 million
generated in 2020 despite the COVID-19 disruption. The rating
incorporates Moody's expectation that following the Quincy and
Meredith acquisitions, Gray will not engage in large M&A.
The stable outlook reflects Moody's expectations that while the
Meredith acquisition will cause a temporary increase in leverage,
Gray will continue to generate meaningful free cash flow and a
prudent and leverage conscious financial policy. The stable outlook
also reflects Moody's expectations that the company will maintain a
very good liquidity profile in 2021 and beyond.
Gray has a very good liquidity profile as reflected in the SGL-1
rating. At the end of September 2021, the company had $322 million
of cash on hand. The company also has a fully undrawn (and not
expected to be drawn on) revolving credit facility which is being
upsized to $500 million concurrently with the new Term Loan D
raise. In addition, Moody's expects Gray to continue to generate
material free cash flow, even under assumptions of continued
secular pressures on advertising and MVPD subscriber attrition.
Gray also has the option to pay in kind the dividend on its $650
million preferred shares (8% cash rate, 8.5% PIK) to conserve cash.
If it were to draw on its revolver, the company would have to
comply with a first lien senior secured net leverage ratio covenant
of 4.5x stepping down to 4.25x on the second anniversary post
closing. Moody's expects Gray to maintain ample headroom under the
covenant in the coming quarters.
The instrument ratings reflect the probability of default of the
company, as reflected in the B1-PD Probability of Default Rating,
an average expected family recovery rate of 50% at default given
the mix of secured and unsecured debt in the capital structure, and
the particular instruments' ranking in the capital structure. The
Ba2 (LGD2) rating on the company's senior secured credit facilities
reflects their first priority ranking above the company's senior
unsecured notes, which are rated B3 (LGD5).
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
Given the ongoing disruption caused by the COVID-19 pandemic,
upwards movement on the rating is currently limited until
visibility over the recovery of the TV advertising market is
established. Upwards pressure would also require the company to
maintain leverage (Moody's adjusted on a two year basis) below 4.5x
on a sustained basis while also maintaining its strong free cash
flow generation.
Downward pressure on the ratings could ensue should Gray's leverage
trends above 5.5x on a sustained basis as a result of weak
performance or more aggressive financial policies or should
liquidity or covenant compliance weaken.
Headquartered in Atlanta, GA, Gray Television, Inc. is a television
broadcast company that currently owns and operates television
stations across 101 markets that reach approximately 25% of US
television households. Gray operates the number 1 or 2 ranked
stations in about 91% of its markets.
Meredith is a diversified media company with magazine publishing,
brand licensing, and television broadcasting operations. The
company currently operates two business segments, National Media
(NMG), and Local Media (LMG). The National Media segment includes
national consumer media brands delivered via multiple media
platforms including print magazines and digital and mobile media,
brand licensing activities, database-related activities, and
business-to-business marketing products and services. Meredith's
Local Media Group portfolio includes 17 television stations
reaching 11 percent of U.S. households and 30 million viewers.
Meredith's portfolio is concentrated in large, fast-growing
markets, with seven stations in the nation's Top 25 markets,
including Atlanta, Phoenix, St. Louis, and Portland, and 13
stations in the Top 50. In the last twelve months ended March 31
2021, Meredith generated revenue of around $3 billion.
The principal methodology used in this rating was Media published
in June 2021.
GREENSILL CAPITAL: Plan With Reduced Releases Okayed
----------------------------------------------------
Vince Sullivan of Law360 reports that the Chapter 11 plan of
Greensill Capital received court approval Tuesday, October 26,
2021, in New York, but only after the bankruptcy judge declined to
approve aspects of its releases that would have covered non-debtors
without the consent of creditors.
During a virtual hearing, U.S. Bankruptcy Judge Michael E. Wiles
said the plan provisions that would provide releases of potential
creditor claims against non-debtor Greensill Capital UK and
Greensill Capital Management Co. Ltd. should be trimmed so only
creditors who cast ballots on the Plan would be granting those
releases.
About Greensill Capital
Greensill is an independent financial services firm and principal
investor group based in the United Kingdom and Australia. It
offers structures trade finance, working capital optimization,
specialty financing and contract monetization. Greensill Capital
Pty is the parent company for the Greensill Group.
Greensill began to unravel in March 2021 when its main insurer
stopped providing credit insurance on US$4.1 billion of debt in
portfolios it had created for clients including Swiss bank Credit
Suisse.
Greensill Capital (UK) Limited and Greensill Capital Management
Company (UK) Limited filed for insolvency in Britain on March 8,
2021. Matthew James Byrnes, Philip Campbell-Wilson and Michael
McCann of Grant Thornton were appointed as administrators.
Greensill Capital Pty Ltd. filed insolvency proceedings in
Australia. Matt Byrnes, Phil Campbell-Wilson, and Michael McCann of
Grant Thornton Australia Ltd, were appointed as voluntary
administrators in Australia.
Greensill Capital Inc. filed for Chapter 11 bankruptcy (Bankr.
S.D.N.Y. Case No. 21-10561) on March 25, 2021. Jill M. Frizzley,
director, signed the petition. In the petition, the Debtor listed
assets of between $10 million and $50 million and liabilities of
between $50 million and $100 million. The case is handled by Judge
Michael E. Wiles.
In the Chapter 11 case, the Debtor tapped Segal & Segal LLP as
bankruptcy counsel, Mayer Brown LLP as special counsel, and GLC
Advisors & Co., LLC and GLCA Securities, LLC as investment bankers
and financial advisors. Matthew Tocks is the chief restructuring
officer of the Debtor. The official committee of unsecured
creditors is represented by Arent Fox LLP.
Greensill Capital (UK) Limited filed a Chapter 15 petition (Bankr.
S.D.N.Y. Case No. 21-11473) to seek U.S. recognition of its UK
proceedings on Aug. 18, 2021. ALLEN & OVERY LLP, led by Laura R.
Hall, is the Debtor's counsel in the Chapter 15 case.
GRUPO POSADAS: Case Summary & 30 Largest Unsecured Creditors
------------------------------------------------------------
Two affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Grupo Posadas S.A.B. de C.V. (Lead Case) 21-11831
Prolongacion Paseo de la
Reforma 1015, Torre A, Piso 9
Col. Santa Fe Cuajimalpa,
Alcaldia Cuajimalpa
Mexico City, Mexico
Operadora del Golfo de Mexico, S.A. de C.V. 21-11832
Business Description: The Debtors are hospitality companies based
in Mexico City, Mexico that own, lease,
franchise, operate and manage hotels,
resorts and villas mainly located in urban
and coastal areas in Mexico. The Debtors
own or have an interest in a total of 185
hotels and over 28,600 rooms in Mexico and
the Caribbean.
Chapter 11 Petition Date: October 26, 2021
Court: United States Bankruptcy Court
Southern District of New York
Judge: Hon. Sean H. Lane
Debtors' Counsel: Richard J. Cooper, Esq.
Jane VanLare, Esq.
CLEARY GOTTLIEB STEEN & HAMILTON LLP
One Liberty Plaza
New York, New York 10006
Tel: (212) 225-2000
(212) 225-2872
Fax: (212) 225-3999
Email: jvanlare@cgsh.com
rcooper@cgsh.com
Debtors'
Claims &
Noticing
Agent: PRIME CLERK LLC
Grupo Posadas'
Estimated Assets: $500 million to $1 billion
Grupo Posadas'
Estimated Liabilities: $500 million to $1 billion
Operadora del Golfo's
Estimated Assets: $10 million to $50 million
Operadora del Golfo's
Estimated Liabilities: $100 million to $500 million
The petitions were signed by Jose Carlos Azcarraga Andrade as CEO.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/ZUAQPSY/Grupo_Posadas_SAB_de_CV__nysbke-21-11831__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/CCCJN7Y/Operadora_del_Golfo_de_Mexico__nysbke-21-11832__0001.0.pdf?mcid=tGE4TAMA
Consolidated List of Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. 7.875% Senior Notes due 2022 Unsecured Debt $392,605,000
Danny Lee, Vice President
Citibank, N.A. | Agency & Trust
388 Greenwich Street,
New York, NY 10013
Tel: 212-816-4936
Fax: 347-632-8640
Email: danny1.lee@citi.com
2. Servicio de Administracion Unsecured Debt $17,715,671
Tributaria (Internal Revenue (Tax Credits)
Services) March 2022
Bahia de Santa Barbara No. 23. installment
Col Veronica Anzures
Alcaldia Miguel Hidalgo, C.P. 11300 CDMX
3. Servicio de Administracion Unsecured Debt $17,715,671
Tributaria (Internal Revenue (Tax Credits)
Services) March 2023
Bahia de Santa Barbara No. 23. installment
Col Veronica Anzures
AlcaldIa Miguel Hidalgo,
C.P. 11301 CDMX
4. Sigma Foodservice Unsecured $1,185,532
Commercial S DE RL DE CV
Acueducto 610 Industrial El Lechugal
Santa Catarina Santa Catarina
Nuevo Leon, Cp 66378
Mexico
5. Promotora Torcaz Sa DE CV Unsecured $1,023,012
Monte Elbruz 124-201 Polanco
Miguel Hidalgo Mexico
Distrito Federal, Cp 11560
Mexico
6. Accenture SC Unsecured $678,661
Blvd Manuel A Camacho 138 Piso 7
Lomas De Chapultepec
Miguel Hidalgo Mexico
Distrito Federal, Cp 11000
Mexico
7. TRAVELCLICK INC Unsecured $598,479
300 N Martingale Suite 500
Schaumburg IL 60173
US
8. BOOKING COM BV Unsecured $507,010
Bp Amsterdam 1000 Amsterdam
Amsterdam, NY CP 1639
Amsterdam
9. ORACLE DE MEXICO SA DE CV Unsecured $381,661
Montes Urales 470 P B
Lomas De Chapultepec
Miguel Hidalgo Mexico
Distrito Federal, Cp 11000
Mexico
10. TELEFONOS DE MEXICO SAB DE CV Unsecured $371,149
Parque Via 198 Sta Maria La Ribera
Cuauhtemoc Mexico
Distrito Federal, Cp 6500
Mexico
11. GRUPO POSADAS SAB DE CV-FACCG Unsecured $367,539
Blvd Kokulkan Km 16.5
Lote 44 Zona Hotelera Sur Cancun
Quintana Roo, Cp
Mexico
12. ACCENTURE SC Unsecured $246,870
Blvd Manuel A Camacho 138
Piso 7 Lomas De Chapultepec,
Miguel Hidalgo Mexico,
Distrito Federal, Cp 11000
13. NEKOTEC TECNOLOGIA SA DE CV Unsecured $244,375
Av De La Palma 8 6 Piso
San Fernando La Herradura
Miguel Hidalgo Mexico
Distrito Federal, Cp 52787
Mexico
14. GALAZ YAMAZAKI RUIZ URQUIZA SC Unsecured $235,488
Paseo De La Reforma 489
Piso 6 Cuauhtemoc
Cuauhtemoc Mexico
Distrito Federal, Cp 6500
Mexico
15. TCA SOFTWARE SOLUTIONS SA DE CV Unsecured $233,580
Canada 415 Vista Hermosa
Monterrey Monterrey
Nuevo Leon, Cp 64620
Mexico
16. FIVEPALS INC Unsecured $231,813
866 6th Avenue, 9th Floor
New York NY 10001
US
17. SABRE GLBL INC Unsecured $217,490
Sabre Drive 3150 Md 8510
Southlake TX 76092
US
18. EL MAHARAJA DE LA Unsecured $214,715
RIVIERA SA DE CV
Av Juarez Lote 9 Y 10 Ejido
Solidaridad Playa Del Carmen
Quintana Roo, Cp 77712
Mexico
19. AXA SEGUROS SA DE CV Unsecured $162,958
Periferico Sur 3325 Piso 11
San Jeronimo Aculco
La Magdalena Contreras Mexico
Distrito Federal, Cp 10400
Mexico
20. HERNANDEZ SOLIS ADRIANA Unsecured $161,468
Jaca 6 Int 502 Santa Cruz Atoyac
Benito Juarez Mexico
Distrito Federal, Cp 3310
Mexico
21. GRUPO POSADAS SAB DE CV-AQCUG Unsecured $157,972
Blvd Kukulkan Km 13 Lote 258 B
Zona Hotelera Cancun
Quintana Roo, Cp 77500
Mexico
22. PLAYA MARINA FIESTA Unsecured $156,947
AMERICANA PUNTA
VARADERO-CFAVA
Punta Hicacos Final S/N Matanzas
Varadero
Matanzas, Cp 42200
Mexico
23. FRUTAS Y VERDURAS Unsecured $142,219
ZIRACUA SA DE CV
Boulevard Flor De Pitahaya Mzn 21
Lt 8 Sn Brisas Del Pacifico
Los Cabos
Baja California Sur, Cp 23473
Mexico
24. GRUPO POSADAS SAB DE CV-FACAG Unsecured $141,597
Av Costera Miguel Aleman 97
Club Deportivo
Acapulco
Guerrero, Cp 39690
Mexico
25. GRUPO POSADAS SAB DE CV-FALCG Unsecured $138,091
Carr Transpeninsular Km 10.3
Cabo Del Sol, Cabo San Lucas,
Baja California Sur, Cp 23410
26. JIANLU SA DE CV Unsecured $136,496
Av Eje 6 Nave 1 Local A23
Ejidos Del Moral, Iztapalapa
Mexico, Distrito Federal, Cp 9040
27. PLM PREMIER SAPI DE CV Unsecured $134,998
Av. Paseo De La Reforma 445
Piso 9 Cuauhtemoc
Cuauhtemoc Mexico
Distrito Federal, Cp 6500
Mexico
28. DATAVISION DIGITAL SA DE CV Unsecured $113,193
Avenida Patriotismo 48 Piso 6 Escandon
Miguel Hidalgo Ciudad De Mexico
Distrito Federal, Cp 11800
Mexico
29. ECODELI COMERCIAL SA DE CV Unsecured $111,562
Av Restauradores Ote 1001 Int 2
Fracc Los Arcos
Leon Leon
Guanajuato, Cp 37490
Mexico
30. IBS SOFTWARE AMERICAS INC Unsecured $110,691
Circle 75 Parkway 900, Suite 550
Atlanta GA 30339
US
GRUPO POSADAS: Mexican Hotel Chain Starts Prepack in U.S.
---------------------------------------------------------
On Oct. 26, 2021, Grupo Posadas S.A.B. de C.V. (BMV: POSADASA)
announced that it has advanced its previously announced debt
restructuring by obtaining additional support from holders of its
7.875% senior notes due 2022 (the "Existing Notes"). This
consensual financial solution will reduce the Company's debt
service obligations and extend the schedule on which its debt
matures by 5.5 years, to December 30, 2027, allowing Grupo Posadas
to prioritize the use of cash for operating activities to preserve
jobs and help maintain the high quality for which its hotels are
known.
To implement the financial solution in the most expedited manner,
Grupo Posadas and one of its subsidiaries commenced "prepackaged"
in-court restructuring proceedings in the U.S. by filing voluntary
Chapter 11 petitions in the U.S. Bankruptcy Court for the Southern
District of New York. Given that the Company has already obtained
the necessary support from noteholders, with 100% of those voting
having voted to approve the Company's Plan of Reorganization (the
"Plan"), it is expected that the process will be completed within
approximately 60 days.
"Today marks the culminating step toward achieving a sustainable
capital structure for Grupo Posadas," said Jose Carlos Azcarraga,
Chief Executive Officer of Grupo Posadas. "This comprehensive debt
restructuring, which we announced two months ago as part of our
ongoing efforts to maximize our financial flexibility and best
manage the COVID-19-related challenges affecting the entire
hospitality industry globally, will enable us to emerge from the
pandemic as a financially stronger enterprise. Appropriately
capitalized to meet our go-forward business needs and open exciting
new properties as tourism further rebounds, Grupo Posadas will be
well positioned to continue operating with the highest standards
and remain the country's leading hotel operator. We are grateful to
have the support of our valued stakeholders as we take this final
pivotal step to strengthen our finances. The significant revenue
growth we experienced in the third quarter is further proof that
Grupo Posadas is poised for long-term success as government
restrictions on occupancy continue to ease in many regions in
Mexico."
All day-to-day operations, throughout the Company's properties,
continue as normal – without interruption – using cash from
ongoing operations. Importantly, there will be no impact on the
Company's relationships with its employees, guests, agencies,
loyalty and vacation club members, suppliers, business partners, or
shareholders, and the Company will continue to meet its obligations
to these valued stakeholders. Grupo Posadas has filed a number of
customary "first day" motions with the Court to support
business-as-usual operations on all fronts during the Chapter 11
process; this includes continuation of employee wages and benefits
as well as loyalty and vacation club program benefits in the
ordinary course. Approval is expected in short order.
Subject to Court approval, the Plan provides for the exchange of
the Existing Notes for new senior notes secured by liens on real
estate and certain accounts receivable of the Company. All other
undisputed claims, including those of suppliers for goods and
services provided before as well as during the Chapter 11 process,
are unimpaired and will be paid in full in the ordinary course or
otherwise satisfied. Common shares of Grupo Posadas are expected to
continue to trade in the normal course.
Additional Information
For additional information about the Company's debt restructuring
and access to Court documents, please visit
https://cases.primeclerk.com/posadas/.
The Company is represented by Cleary Gottlieb Steen & Hamilton LLP
as international legal counsel, Ritch, Mueller y Nicolau, S.C. and
Creel, García-Cuéllar, Aiza y Enríquez, S.C. as Mexican legal
counsel, and DD3 Capital Partners as financial advisor.
About Grupo Posadas
Posadas is the leading hotel operator in Mexico and owns, leases,
franchises and manages 185 hotels and 28,690 rooms in the most
important and visited urban and coastal destinations in Mexico.
Urban hotels represent 87% of total rooms and coastal hotels
represent 13%. Posadas operates the following brands: Live Aqua
Beach Resort, Live Aqua Urban Resort, Live Aqua Boutique Resort,
Grand Fiesta Americana, Curamoria Collection, Fiesta Americana, The
Explorean, Fiesta Americana Vacation Villas, Live Aqua Residence
Club, Fiesta Inn, Fiesta Inn LOFT, Fiesta Inn Express, Gamma, IOH
Hotels, and One Hotels. Posadas has traded on the Mexican Stock
Exchange since 1992.
Grupo Posadas S.A.B. de C.V. and affiliate Operadora del Golfo de
Mexico, S.A. de C.V. sought Chapter 11 protection (Bankr. S.D.N.Y.
Case No. 21-11831) on October 26, 2021.
The cases are handled by Honorable Judge Sean Lane.
The Company is represented by Cleary Gottlieb Steen & Hamilton LLP
as international legal counsel, Ritch, Mueller y Nicolau, S.C. and
Creel, García-Cuéllar, Aiza y Enríquez, S.C. as Mexican legal
counsel, and DD3 Capital Partners as financial advisor. Prime
Clerk LLC is the claims agent.
GULF COAST HEALTH: U.S. Trustee Appoints Creditors' Committee
-------------------------------------------------------------
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Chapter 11 cases of Gulf Coast
Health Care, LLC and its affiliates.
The committee members are:
1. Omnicare, Inc.
Attention: Karen Dailey
444 N. 44th Street
Phoenix, AZ 85008
Phone: (480) 772-5267
E-mail: karen.dailey@cvshealth.com;
2. Medline Industries LP
Attention: Shane Reed
3 Lakes Drive
Northfield, IL 60093
Phone: (847) 505-6935
E-mail: sreed@medline.com;
3. Gordon Food Service
Attention: Jennifer Heeringa
2999 James Snow Parkway North Milton
ON Canada L9T SG4
Phone: (905) 864-3746
E-mail: jennifer.heeringa@gfs.com;
4. Elite Medical Staffing
Attention: Bob Webster
8250 Bryan Dairy Road, Suite 310
Largo, FL 33777
Phone: (561) 685-9094
E-mail: bwebster@elitemedicalstaffing.com
5. Vista Clinical Diagnostics, LLC
Attention: Tom Napolitano
3705 South Highway 27
Clermont, FL 37411
Phone: (352) 536-9270
Fax: (352) 536-9279
E-mail: tom.napolitano@vista-clinical.com
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About Gulf Coast Health Care
Gulf Coast Health Care, LLC is a licensed operator of 28 skilled
nursing facilities comprising nearly 3,350 licensed beds across
Florida, Georgia, and Mississippi. It provides short-term
rehabilitation, comprehensive post-acute skilled care, long-term
care, assisted living, and therapy services in each of its
facilities.
Gulf Coast Health Care and 61 affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 21-11336) on Oct. 14,
2021. In the petition signed by Benjamin M. Jones as chief
restructuring officer, Gulf Coast Health Care estimated assets of
between $10 million and $50 million and estimated liabilities of
between $100 million to $500 million.
The cases are handled by Honorable Judge Karen B. Owens.
McDermott Will & Emery LLP and Ankura Consulting Group LLC are the
Debtors' legal counsel and financial advisor, respectively. Epiq
Corporate Restructuring, LLC is the claims, noticing and
administrative agent.
HARDY ALLOYS: Seeks to Hire Villa & White as Bankruptcy Counsel
---------------------------------------------------------------
Hardy Alloys Inc. seeks approval from the U.S. Bankruptcy Court for
the Western District of Texas to hire Villa & White, LLP to serve
as legal counsel in its Chapter 11 case.
The firm's services include:
(a) advising the Debtor regarding the operations of its
business and the overall administration of the bankruptcy case;
(b) representing the Debtor at hearings and communicating with
its creditors regarding the matters heard, issues raised and
decisions made by the court;
(c) preparing operating reports, bankruptcy schedules and
statements of affairs filed and to be filed with the court;
(d) assisting the Debtor in preparing legal documents in
support of positions taken by the Debtor as well as preparing
witnesses and reviewing documents relevant thereto;
(e) coordinating the receipt and dissemination of information
prepared by and received from the Debtor, any official committee
and their bankruptcy professionals;
(f) conferring with the professionals selected and employed by
any official committee;
(g) assisting in negotiations concerning the terms, conditions
and import of a plan of reorganization and disclosure statement to
be proposed and filed by the Debtor;
(h) assisting the Debtor in obtaining confirmation of a plan
of reorganization;
(i) assisting the Debtor in negotiations regarding the terms,
conditions and security for credit;
(j) conducting examination of witnesses in order to analyze
and determine, among other things, the Debtor's assets and
financial condition and whether the Debtor has made any avoidable
transfers of its property and whether causes of action exist on
behalf of the Debtor's estate; and
(k) providing other necessary legal services.
Morris White III, Esq., a partner at Villa & White, will be
primarily responsible for the supervision of the case and the
coordination and delegation of its administration. His hourly rate
is $375.
As disclosed in court filings, Villa & White does not hold an
interest adverse to the Debtor's estate.
The firm can be reached through:
Morris E. "Trey" White III, Esq.
Villa & White LLP
1100 Northwest Loop 410, Suite 802
San Antonio, TX 78213
Phone: +1 210-225-4500
Email: treywhite@villawhite.com
About Hardy Alloys Inc.
Hardy Alloys, Inc. filed a petition for Chapter 11 protection
(Bankr. W.D. Texas Case No. 21-51184) on Sept. 30, 2021, listing
under $1 million in both assets and liabilities. Morris E. White
III, Esq., at Villa & White, LLP represents the Debtor as its legal
counsel.
IMERYS TALC: Seeks Chapter 11 Mediator After Plan Process Stalls
----------------------------------------------------------------
Vince Sullivan, writing for Law360, reports that Imerys Talc
America asked a Delaware bankruptcy judge to appoint a mediator in
its Chapter 11 case Tuesday, October 26, 2021, saying mediation
would help facilitate settlement talks among the debtor, its
insurers and other parties to the case at a time when its plan
process has hit a speed bump.
In its motion, Imerys said that since an opinion from the
bankruptcy court voided 16,000 talc claimant votes in favor of the
plan earlier this month, it has canceled its existing plan
confirmation schedule and mediation will be the best way to resolve
outstanding issues between the company and insurers.
About Imerys Talc America
Imerys Talc America, Inc. and its subsidiaries --
https://www.imerys-performance-additives.com/ -- are in the
business of mining, processing, selling and distributing talc. Its
talc operations include talc mines, plants and distribution
facilities located in Montana (Yellowstone, Sappington, and Three
Forks); Vermont (Argonaut and Ludlow); Texas (Houston); and
Ontario, Canada (Timmins, Penhorwood, and Foleyet). It also
utilizes offices located in San Jose, Calif., and Roswell, Ga.
Imerys Talc America and its subsidiaries, Imerys Talc Vermont,
Inc., and Imerys Talc Canada Inc., sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 19-10289) on Feb. 13, 2019. The
Debtors were estimated to have $100 million to $500 million in
assets and $50 million to $100 million in liabilities as of the
bankruptcy filing.
Judge Laurie Selber Silverstein oversees the cases.
The Debtors tapped Richards, Layton & Finger, P.A., and Latham &
Watkins LLP as their legal counsel, Alvarez & Marsal North America,
LLC as financial advisor, and CohnReznick LLP as restructuring
advisor. Prime Clerk, LLC, is the claims agent.
The U.S. Trustee for Region 3 appointed an official committee of
tort claimants in the Debtors' Chapter 11 cases. The tort
claimants' committee is represented by Robinson & Cole, LLP.
INSTITUTO MEDICO: Must Produce Docs on Plan Payments to Condado
---------------------------------------------------------------
In the adversary proceeding captioned INSTITUTO MEDICO DEL NORTE,
INC. Plaintiff, v. CONDADO 7, LLC Defendant, Adv. Proc. No.
21-00033(ESL)(Bankr. D.P.R.), the defendant moved to dismiss the
case for failure to state a claim upon which relief may be granted,
arguing that the "Amended Complaint lacks sufficient factual
allegations to state a claim for relief that is plausible on its
face."
The first count in the Complaint seeks a declaratory judgement to
bifurcate two notes that comprise Proof of Claim No. 50-3 and
declare the amounts due under each one, to declare that the note
for $3,585,388.53 does not accrue interest, and that Condado
applied adequate protection payments to interest during the
pendency of the bankruptcy case instead of to principal. Condado
states that the amended complaint fails to assert any well-pleaded
factual allegations and simply concludes that "Condado continued
this improper practice" without any actual facts.
The second count seeks an order finding Condado in civil contempt
for allegedly having violated the Debtor-Plaintiff's confirmed Plan
of Reorganization. Condado asserts that the Stipulation and the
Plan are clear as to the treatment to repay Oriental's claim, now
Condado's, and Instituto's allegations do not meet the plausibility
test.
The United States Bankruptcy Court for the District of Puerto Rico
issued an Opinion and Order dated October 22, 2021, ordering
Instituto to move the Court within 21 days stating with
particularity and detailed account all payments made under the
confirmed Plan to Oriental/Condado and the corresponding balance on
the account after each payment. The Court required documentation
in support of the statements.
The Court noted that basic accounting should have been in the
plaintiff's possession before filing the complaint, as it is the
basis for the causes of action in the same. Not having the evidence
may raise the inference of intended delay if the payments were not
actually made, the Court said.
The Court gave Condado 21 days thereafter to reply or oppose
Instituto's claim.
A full-text copy of the Court's decision is available at
https://tinyurl.com/rnecn27d from Leagle.com.
About Instituto Medico
Instituto Medico del Norte, Inc. -- aka Centro Medico Wilma N.
Vazquez, aka Hospital Wilma N. Vazquez Skill Nursing Facility of
Centro Medico Wilma N. Vazquez -- sought protection under Chapter
11 of the Bankruptcy Code on Oct. 30, 2013 (Bankr. D.P.R. Case No.
13-08961). The case is assigned to Judge Mildred Caban Flores.
The Debtor scheduled $20,843,692 in total assets and $20,107,642 in
total liabilities. The Debtor, however, said its real property has
a book value of $16,000,000 and personal property is worth
$6,105,979.
The Debtor tapped as counsel Fausto David Godreau Zayas, Esq., and
Rafael A. Gonzalez Valiente, Esq., at Latimer Biaggi Rachid &
Godreau, in San Juan, Puerto Rico. Luis B. Gonzalez & Co. CPA's
P.S.C. serves as accountant.
The U.S. Trustee for the District of Puerto Rico has appointed Dr.
Carlos Mellado (b/t Lcda Dinorah Collazo Ortiz) as patient care
ombudsman.
* * *
MCS Advantage, Inc., MCS Life Insurance Company, Medical Card
System, Inc., filed a motion to convert the bankruptcy case to a
liquidation under Chapter 7.
On July 1, 2016, the Debtor filed a Plan of Reorganization which
was confirmed on July 26, 2016.
INSYS THERAPEUTICS: Feds Say Execs Owe $48 Mil. for Duping Insurers
-------------------------------------------------------------------
Chris Villani, writing for Law360, reports that Insys Therapeutics
Inc. founder John Kapoor and fellow former executives should pay
the full $48.3 million they owe victims of their opioid kickback
scheme, prosecutors argued in a hearing Tuesday, October 26, 2021,
because the now-bankrupt company was lying to insurers "all day,
every day."
Kapoor, along with former Insys higher-ups Michael Gurry, Joe Rowan
and Rich Simon, claim that about $24 million should be lopped off
the $59. 8 million restitution sum for insurers who paid for the
company's pricey fentanyl spray, Subsys. The government has agreed
that the figure should be shaved to $48.3 million to account only
for prescriptions processed by Insys.
About Insys Therapeutics
Headquartered in Chandler, Ariz., Insys Therapeutics Inc. --
http://www.insysrx.com/-- is a specialty pharmaceutical company
that develops and commercializes innovative drugs and novel drug
delivery systems of therapeutic molecules that improve patients'
quality of life. Using proprietary spray technology and
capabilities to develop pharmaceutical cannabinoids, Insys is
developing a pipeline of products intended to address unmet medical
needs and the clinical shortcomings of existing commercial
products. Insys is committed to developing medications for
potentially treating anaphylaxis, epilepsy, Prader-Willi syndrome,
opioid addiction and overdose, and other disease areas with a
significant unmet need.
As of March 31, 2019, Insys had $172.6 million in total assets,
$336.3 million in total liabilities, and a total stockholders'
deficit of $163.7 million.
On June 10, 2019, Insys Therapeutics and six affiliated companies
filed petitions seeking relief under Chapter 11 of the Baintends to
conduct the asset sales in accordance with Section 363 of the
U.S.nkruptcy Code (D. Del. Lead Case No. 19-11292). Insys
Bankruptcy Code.
The Debtors' cases are assigned to Judge Kevin Gross.
The Debtors tapped Weil, Gotshal & Manges LLP and Richards, Layton
& Finger, P.A., as legal counsel; Lazard Freres & Co. LLC as
investment banker; FTI Consulting, Inc. as financial advisor; and
Epiq Corporate Restructuring, LLC as claims agent.
Andrew Vara, acting U.S. trustee for Region 3, on June 20, 2019,
appointed nine creditors to serve on an official committee of
unsecured creditors in the Chapter 11 cases. Akin Gump Strauss
Hauer & Feld LLP, and Bayard, P.A., serve as the Committee's
attorneys; and Province, Inc., is the financial advisor.
After selling substantially all of their assets, the Debtors filed
a Chapter 11 Plan and Disclosure Statement.
K3D PROPERTY: Has Deal on Cash Collateral Access
------------------------------------------------
K3D Property Services, LLC and Truist Bank have informed the U.S.
Bankruptcy Court for the Eastern District of Tennessee that they
have reached an agreement regarding the Debtor's use of cash
collateral and now desire to memorialize the terms of this
agreement into an agreed order.
The parties agree that the Debtor may use cash collateral from the
expiration of the last period through December 31, 2021.
The Debtor's Adequate Protection payment to Truist Bank will
continue to be $5,700 per month, and will be paid to Truist by the
15th day of each month during this period.
A copy of the stipulation is available for free at
https://bit.ly/3vQLr6E from PacerMonitor.com.
About K3D Property Services
K3D Property Services, LLC offers a variety of services, including
home remodeling, basement finishing, drywall installation and
finishing, tile installation, carpet installation, wall framing,
bathroom remodeling, kitchen remodeling, deck installation and
maintenance, interior and exterior painting, commercial painting,
wallpaper and popcorn ceiling removal, deck staining, concrete
floor coatings, and metal roof painting.
K3D Property Services filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tenn. Case No. 19
15361) on Dec. 23, 2019. The petition was signed by Kenneth Morris,
its managing member. At the time of filing, the Debtor had
estimated $1 million to $10 million in both assets and
liabilities.
Judge Shelley D. Rucker oversees the case.
The Debtor tapped Farinash & Stofan and The Fox Law Corporation,
Inc. as bankruptcy counsel; The Law Offices of Stephan Wright PLLC
as special counsel; Lucove, Say & Co. as accountant; and Pointe
Commercial Real Estate, LLC as real estate broker.
KNOWLTON DEVELOPMENT: S&P Assigns 'B-' ICR, Outlook Negative
------------------------------------------------------------
S&P Global Ratings assigned its 'B-' ICR to Knowlton Development
Corp. Inc.
S&P said, "With the removal of all ratings on Knowlton Development
Holdco from CreditWatch, we affirmed our 'B-' issue-level rating,
with a '3' recovery rating, on Knowlton Development Corp.'s and KDC
US Holdings Inc's. senior term loan. The '3' recovery rating
reflects meaningful (50%-70%; rounded estimate: 50%) recovery in an
event of default."
On Sept. 14, 2021, Longueil, Que-based consumer products company
Knowlton Development Holdco announced the launch of its IPO, with
the intention of using the proceeds to reduce debt.
However, on Oct. 19, the company filed the withdrawal of its plans
to pursue the public offering.
S&P said, "The negative outlook on Knowlton Development Corp. Inc.
(KDC) reflects our view that the risks associated with KDC's higher
leverage, combined with potential execution missteps or
underperformance against a backdrop of an inflationary environment,
could keep leverage elevated over the next 12 months.
"We expect the company's debt-to-EBITDA ratio will remain elevated
over the next 12 months. The company's EBITDA and credit metrics
(S&P Global Ratings' adjusted) for fiscal 2021 (ended April) and
the last 12 months (LTM) ended July 31, 2021, were lower relative
to our previous expectations. Even though revenues exceeded our
expectations, EBITDA underperformed. The key factors contributing
to weaker-than-expected EBITDA performance were
higher-than-expected operating costs, namely supply chain-related
issues; and labor. Furthermore, IPO filing-related costs also
exacerbated the pressures on KDC.'s operating performance. As a
result, and reflecting the heavy debt load, the company exited the
LTM July period with debt to EBITDA at about 10x and fixed-charge
coverage at about 1.4x (annual fixed charge consists of interest
expense, debt amortization, and maintenance cash, and we calculate
this as US$135 million-US$140 million for KDC).
"In response to the cost increases, KDC has taken steps including
but not limited to final product price increases and product
substitution. We note that the full impact of these price increases
would only be visible in margins toward the second half of fiscal
2022. We also expect incremental EBITDA resulting from the
company's new facilities toward the latter half of the year.
Therefore, we expect the debt-to-EBITDA ratio will improve to the
mid-7x area in fiscal 2022 from the current 10x. We also expect the
company will maintain a sufficient fixed-charge coverage ratio in
the 1.5x-1.6x area.
"A small EBITDA scale relative to heavy debt load limits meaningful
deleveraging. In our view, the company's small EBITDA scale
relative to a heavy debt load (S&P Global Ratings' adjusted) of
about US$1.9 billion as of July 31, 2021, limits material
deleveraging prospects. Against the backdrop of an uncertain
environment caused by global supply chain issues, KDC's EBITDA is
still susceptible to cost pressures and overruns that are beyond
management's control. In addition, execution risks remain in
bringing the new facilities to full utilization over the next 12-18
months. Challenges associated with a tight supply chain could
affect results as manufacturing increases in the new facilities.
Therefore, small variations in operating performance could cause
volatility in KDC's EBITDA generation and liquidity. As a result,
we believe that this situation could very quickly lead to an
unsustainable capital structure should the business underperform.
"Capacity expansion plans and acquisitive growth strategy introduce
execution risks. To support growing demands from key existing
customers and new customers--particularly for hand soaps, creams,
and shower gel sanitizers--the company has invested significantly
in capacity expansion projects. KDC has incurred about US$60
million of capital investments (capex) for the three-month period
from April-to-July 2021, and expects to incur an additional US$170
million-US$180 million over the near term. These investments have
been funded largely through cash flow from operations and
borrowings under the revolver. We expect the company's operating
performance will benefit as a result of incremental volumes
partially starting the end of fiscal 2022 and fully by 2023. We
also note that KDC has pursued an aggressive partially debt-funded
acquisitive growth strategy over the past 18 months. We believe
that aggressive capacity expansion plans and acquisitive growth
could result in integration and execution risks that could affect
the company's leverage measures.
"We expect the company will maintain adequate liquidity. Owing to
heavy capex plans, we anticipate that KDC would exit fiscal 2022
with free operating cash flows deficits in the US$60 million-US$70
million range as calculated on an S&P adjusted basis. We believe
that KDC would rely on its US$355 million revolving credit facility
for its cash needs and to fund the expansion projects. We believe
that with approximately US$90 million available as of July 31,
2021, and about US$100 million cash on the balance sheet, KDC
should maintain adequate liquidity over the next 12 months. Despite
the company's heavy debt burden, KDC is exhibiting modest
supplemental ratios--we forecast the EBITDA interest coverage will
remain modest in the 2.5x-3.0x range. We also expect KDC will
maintain its fixed-charge coverage ratio (composed of interest,
maintenance capex, and debt amortization) in the mid-1x area for
the next 12 months.
"The negative outlook reflects our view that the risks associated
with KDC's higher leverage, combined with potential execution
missteps or underperformance against a backdrop of an uncertain
environment, could keep leverage at elevated levels over the next
12 months.
"We could lower the rating on KDC if KDC's operating performance
weakened due to cost overruns, integration challenges, or execution
risks such that KDC was unable to generate modestly positive free
cash flows and if the fixed-charge coverage ratio weakened below
1.5x.
"We could revise the outlook on KDC to stable if KDC demonstrates a
deleveraging path such that the leverage ratio returns to and is
sustained in the 7.0x-7.5x range."
KORE WIRELESS: Moody's Affirms B3 CFR Following SPAC Transaction
----------------------------------------------------------------
Moody's Investors Service affirmed KORE Wireless Group Inc.'s
ratings, including the B3 Corporate Family Rating and B3-PD
Probability of Default Rating following the completion of the SPAC
transaction and issuance of new senior unsecured convertible notes
due 2028. Concurrently, Moody's upgraded the ratings for the senior
secured first lien term loan due 2024 and revolving credit facility
due 2023 to B2 from B3. Moody's also assigned a Speculative Grade
Liquidity ("SGL") rating of SGL-2. The outlook remains stable.
KORE initially issued $95 million of the senior unsecured
convertible notes (unrated) and has the option to issue $25 million
of additional notes by the end of October. Net proceeds from the
convertible notes were used to repay the outstanding balance on the
revolver and increase cash on hand.
The affirmation reflects KORE's good liquidity and the company's
transition to being a publicly-traded company following the
completion of its merger with Cerberus Telecom Acquisition Corp., a
special purpose acquisition company (SPAC), in September 2021. As a
public company, KORE will benefit from access to public equity
markets and improved reporting transparency.
The B3 CFR reflects Moody's expectation that KORE's total
addressable market will continue to grow and support the company's
topline growth of at least high single digits in the next 12 to 18
months. KORE has produced strong revenue growth in the past 12
months driven by digital transformation and the increasing
proliferation of internet of things (IoT) endpoints. However, pro
forma for the transaction, KORE's leverage is extremely high at 10x
debt/EBITDA (including addbacks for some non-recurring expenses and
expensing software development costs). Moody's projects the company
will be able to reduce its leverage to around 8.5x through organic
profit growth by the end of 2022.
The upgrade of the ratings for KORE's first lien term loan and
revolver considers the additional loss absorption cushion provided
by the issuance of unsecured convertible notes, which reduces the
loss given default estimate for the senior secured debt. Any
changes in the company's long-term capital structure could result
in some volatility of the first lien ratings.
Affirmations:
Issuer: KORE Wireless Group Inc.
Corporate Family Rating, Affirmed B3
Probability of Default Rating, Affirmed B3-PD
Upgrades:
Issuer: KORE Wireless Group Inc.
Senior Secured Bank Credit Facility, Upgraded to B2 (LGD3) from B3
(LGD3)
Assignments:
Issuer: KORE Wireless Group Inc.
Speculative Grade Liquidity Rating, Assigned SGL-2
Outlook Actions:
Issuer: KORE Wireless Group Inc.
Outlook, Remains Stable
RATINGS RATIONALE
KORE's B3 CFR reflects the company's small scale, very high
leverage, and free cash flow volatility. There is also significant
customer concentration with about 17% of revenue (for the six
months ended June 30, 2021) coming from one customer (a global
medical device manufacturer). KORE competes against a diverse set
of companies, including much larger wireless telecommunications
services providers, and Moody's expects ongoing investment in key
technologies will limit potential free cash flow expansion and debt
reduction. The credit profile also considers KORE's aggressive
financial policies as evidenced by the recent debt increase.
About 91% of KORE's revenue is recurring, coming primarily from
subscription based managed network solutions which include
telematics and location-based services and software. The
subscription revenue model provides high revenue visibility and
stability. Significant barriers to entry are provided by KORE's
difficult to replicate technology, customer relationships and
wireless broadband carrier relationships. Moody's anticipates
increasing demand for managed wireless network services driven by
growth of IoT and related connectivity requirements will support
KORE's revenue growth in the long term.
KORE's SGL-2 rating reflects the company's good liquidity,
supported by cash balances of around $100 million (pro forma for
the $120 million convertible notes) and projected free cash flow of
around $10-15 million over the next year, which, however, can
exhibit some seasonality due to large working capital swings.
Moody's anticipates that a portion of cash will be used for
acquisitions. Liquidity is also supported by a $30 million
revolving credit facility due December 2023 (undrawn). The loan
agreement contains a maximum total net leverage ratio test of
8.125x with step downs to 7x in March 2024. Moody's anticipates the
company will maintain good cushion under the covenant.
Governance considerations include the broader shareholder
ownership, access to public equity markets and improved financial
reporting transparency. Moody's also anticipates that over time
KORE will adopt more conservative financial policies.
The stable outlook reflects Moody's expectations for at least high
single-digit organic revenue growth, EBITA margins sustaining in
the mid to high teens range, and positive free cash flow over at
least the next 12 months.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
KORE's ratings could be upgraded if the company accelerates its
revenue growth, maintains debt/EBITDA below 6.5x, and generates
free cash flow to debt of at least 5%. A demonstrated commitment to
balanced financial policies and maintenance of good liquidity are
also important considerations for higher ratings.
The ratings could be downgraded if KORE's revenues or customer
retention rates decline, free cash flow to debt is below 2%, EBITA
to interest is less than 1.25x, or liquidity deteriorates. Ratings
could also be downgraded if there is a diminished commitment to
financial leverage reduction or financial policies become more
aggressive.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
Based in Alpharetta, GA, KORE Wireless Group Inc. provides managed
connectivity IoT services and IoT device management services and
software to enterprise customers across five key verticals:
connected health, fleet management, asset monitoring, communication
services, and industrial IoT. KORE generated around $229 million of
revenue in the LTM ended June 30, 2021. Private equity sponsor,
ABRY Partners, maintains about 36% ownership of the company.
LATAM AIRLINES: CEO Cuts Costs, Emissions During Bankruptcy
-----------------------------------------------------------
Ezra Fieser and Jeremy Hill of Bloomberg Green report that Latam
Airlines Group's chief executive wants to steer his company out of
bankruptcy next year with a shrinking carbon footprint and lower
costs that can help it grow in a travel market still recovering
from the coronavirus pandemic.
Roberto Alvo said Latin America’s largest air carrier is making
progress on a financing plan that it will submit to a judge next
November 2021, putting it on track to exit bankruptcy protection as
soon as the first half of 2022.
During the Chapter 11 process, which it entered last May, the
company retooled its fleet and slashed operating costs to compete
with low-cost carriers. But Alvo, a two-decade company veteran who
took over as CEO last April as the pandemic was upending air
travel, is stressing its role as a corporate citizen, including its
pledge cut carbon emissions.
Latam "will be financially much stronger than how it entered and
very willing and able to take market opportunities to grow," Alvo
said in an interview in Bogota on the sidelines of an airline
conference. "But most important is that the countries where we
operate understand the company as an asset to society."
Carriers around the globe, including Latam, are vowing to eliminate
carbon emissions on a net basis by 2050 as the industry aligns with
the Paris Agreement goal to limit global warming. Airlines have few
options to reach the goal, at least in the short term, as
production of more sustainable fuels remains limited.
Latam is investing in conservation and reforestation projects to
offset its CO2 output, adding more fuel-efficient Airbus A320neo
aircraft to its fleet and installing flight trajectory software
that will save more than 20,000 tons of fuel a year. Alvo said the
investments will ultimately benefit the company's bottom line as
passengers recognize Latam’s work on sustainability.
"It is perfectly compatible to have a money-making business while
using your platform to help the societies where we operate," he
said.
Demand in its five South American domestic markets will be at
pre-pandemic levels next year, but international travel will be
slower to come back, he said. Latam expects pre-Covid profitability
to return in 2024.
Grounded Fleet
The Santiago-based airline filed for Chapter 11 protection after it
was forced to ground most of its fleet as governments sealed
borders and closed air space in an attempt to stop the spread of
the coronavirus. Two other major airlines in the region, Avianca
Holdings and Grupo Aeromexico, also filed for bankruptcy.
Read more: Avianca Eyes Approval for Plan That Cuts Debt by $3
Billion
A year and a half after it started the process, Latam's bankruptcy
is beginning to drag on, at least in the eyes of some creditors.
The company has held talks with creditors on the contours of a
restructuring plan, but there remains a “massive economic gulf”
between itself and a key group of debt holders, lawyers for the
creditors wrote in court papers this month. Its official
low-ranking creditor group is worried it will be forced to accept a
sub-optimal plan.
A key issue is whether shareholders are entitled to anything when
the bankruptcy ends. In the U.S., where the bankruptcy is playing
out, shareholders are last in line for repayment and usually get
wiped out. But in Chile, shareholders have certain legal rights
that may be at odds with U.S. rules. Latam's major shareholders
include the Cueto family, Delta Air Lines Inc. and Qatar Airways.
Latam last week got permission to access a $750 million credit line
provided by Oaktree Capital Management and Apollo Global
Management. The company still has borrowing capacity under other
credit facilities obtained during its bankruptcy, but the fresh
cash is cheaper than those other options, the company said.
The company requested a court extension to submit its plan to exit
Chapter 11. If approved, it would have until Nov. 26 to file the
plan, a deadline Alvo said he’s "confident" the company will
meet.
"The company is working hard and making sure that it can negotiate
something that is good for all stakeholders and in compliance with
Chilean and U.S. law,” he said.
The case is LATAM Airlines Group SA et al., 20-11254, U.S.
Bankruptcy Court for the Southern District of New York (Manhattan).
About LATAM Airlines Group
LATAM Airlines Group S.A. -- http://www.latam.com/-- is a
pan-Latin American airline holding company involved in the
transportation of passengers and cargo and operates as one unified
business enterprise. It is the largest passenger airline in South
America.
Before the onset of the COVID-19 pandemic, LATAM offered passenger
transport services to 145 different destinations in 26 countries,
including domestic flights in Argentina, Brazil, Chile, Colombia,
Ecuador and Peru, and international services within Latin America
as well as to Europe, the United States, the Caribbean, Oceania,
Asia and Africa.
LATAM and its 28 affiliates sought Chapter 11 protection (Bankr.
S.D.N.Y. Lead Case No. 20-11254) on May 25, 2020. Affiliates in
Chile, Peru, Colombia, Ecuador and the United States are part of
the Chapter 11 filing.
The Debtors disclosed $21,087,806,000 in total assets and
$17,958,629,000 in total liabilities as of Dec. 31, 2019.
The Hon. James L. Garrity, Jr., is the case judge.
The Debtors tapped Cleary Gottlieb Steen & Hamilton LLP as
bankruptcy counsel, FTI Consulting as restructuring advisor, Lee
Brock Camargo Advogados as local Brazilian litigation counsel, and
Togut, Segal & Segal LLP and Claro & Cia in Chile as special
counsel. The Boston Consulting Group, Inc. and The Boston
Consulting Group UK LLP serve as the Debtors' strategic advisors.
Prime Clerk LLC is the claims agent.
The official committee of unsecured creditors formed in the case
tapped Dechert LLP as its bankruptcy counsel, Klestadt Winters
Jureller Southard & Stevens, LLP as conflicts counsel, UBS
Securities LLC as investment banker, and Conway MacKenzie, LLC as
financial advisor. Ferro Castro Neves Daltro & Gomide Advogados is
the committee's Brazilian counsel.
The Ad Hoc Group of LATAM Bondholders tapped White & Case LLP as
counsel.
Glenn Agre Bergman & Fuentes, LLP, led by managing partner Andrew
Glenn and partner Shai Schmidt, has been retained as counsel to the
Ad Hoc Committee of Shareholders.
LATAM AIRLINES: OK to Appoint Mediator to Forward Bankruptcy Plan
-----------------------------------------------------------------
Market Research Telecast reports that the Chilean airline Latam,
the largest in Latin America, showed its willingness to appoint a
mediator to advance its plan to exit Chapter 11 of the United
States Bankruptcy Law, although it warned that mediation will only
be successful if all parties commit to actively participate.
"The debtors (Latam) are not opposed to participating in a
streamlined mediation process to determine whether the current
disputes of the relevant parties can be resolved or reduced to the
extent that the parties refuse to advance the discussions
otherwise," assured the company in a brief presented this Monday to
Judge James Garrity.
Presumably, Garrity will rule next Thursday on a request presented
by Latam to postpone until November 26, 2021 its plan to get out of
bankruptcy, an extension that has been criticized by at least two
large groups of creditors.
Last week, Parent ad hoc Claimant Group, the largest group of
unsecured creditors in Latam with more than $ 4 billion in claims
and approximately $ 740 million in bonds, filed a request with the
judge asking that it only accept an extension with the condition
that the parties be bound to mediation.
"Despite the efforts and commitment of some parties over the last
September 2021, it has become very clear that the parties are in
fundamental disagreement on key legal issues," the group said
before underlining that a new extension on them terms that the
above "will not help the case move forward."
In the letter sent to the magistrate by the Chilean company, its
lawyers criticized the "strident and corrosive tone" of the group
of creditors and denied that the airline had refused previous
mediation plans.
They also accused Parent ad hoc Claimant Group of having presented
its first proposal two months ago and assured that there has not
been time to discuss it.
According to Latam, the success of a mediation "will depend on the
willingness of all parties to actively participate in the process,
including to compromise and work constructively towards
consensus."
Latam requested on October 14, 2021 a new extension, the fifth, to
extend until November 26, 2021 the deadline to present its
reorganization plan and on which the judge handling his case in New
York will have to rule on Thursday, October 28, 2021.
About LATAM Airlines Group
LATAM Airlines Group S.A. -- http://www.latam.com/-- is a
pan-Latin American airline holding company involved in the
transportation of passengers and cargo and operates as one unified
business enterprise. It is the largest passenger airline in South
America.
Before the onset of the COVID-19 pandemic, LATAM offered passenger
transport services to 145 different destinations in 26 countries,
including domestic flights in Argentina, Brazil, Chile, Colombia,
Ecuador and Peru, and international services within Latin America
as well as to Europe, the United States, the Caribbean, Oceania,
Asia and Africa.
LATAM and its 28 affiliates sought Chapter 11 protection (Bankr.
S.D.N.Y. Lead Case No. 20-11254) on May 25, 2020. Affiliates in
Chile, Peru, Colombia, Ecuador and the United States are part of
the Chapter 11 filing.
The Debtors disclosed $21,087,806,000 in total assets and
$17,958,629,000 in total liabilities as of Dec. 31, 2019.
The Hon. James L. Garrity, Jr., is the case judge.
The Debtors tapped Cleary Gottlieb Steen & Hamilton LLP as
bankruptcy counsel, FTI Consulting as restructuring advisor, Lee
Brock Camargo Advogados as local Brazilian litigation counsel, and
Togut, Segal & Segal LLP and Claro & Cia in Chile as special
counsel. The Boston Consulting Group, Inc. and The Boston
Consulting Group UK LLP serve as the Debtors' strategic advisors.
Prime Clerk LLC is the claims agent.
The official committee of unsecured creditors formed in the case
tapped Dechert LLP as its bankruptcy counsel, Klestadt Winters
Jureller Southard & Stevens, LLP as conflicts counsel, UBS
Securities LLC as investment banker, and Conway MacKenzie, LLC as
financial advisor. Ferro Castro Neves Daltro & Gomide Advogados is
the committee's Brazilian counsel.
The Ad Hoc Group of LATAM Bondholders tapped White & Case LLP as
counsel.
Glenn Agre Bergman & Fuentes, LLP, led by managing partner Andrew
Glenn and partner Shai Schmidt, has been retained as counsel to the
Ad Hoc Committee of Shareholders.
LINKMEYER PROPERTIES: Dec. 16 Disclosure Statement Hearing Set
--------------------------------------------------------------
On Oct. 21, 2021, debtors Linkmeyer Properties, LLC, et al., filed
with the U.S. Bankruptcy Court for the Southern District of Indiana
an Amended Chapter 11 Disclosure Statement and Amended Chapter 11
Plan.
On Oct. 25, 2021, Judge Andrea K. McCord ordered that:
* Dec. 16, 2021, at 01:00 p.m. is the hearing to consider the
disclosure statement.
* Any objection to the disclosure statement be filed and
served at least 5 days prior to the hearing date.
A full-text copy of the order dated Oct. 25, 2021, is available at
https://bit.ly/3vON8kF from PacerMonitor.com at no charge.
The Debtors are represented by:
David R. Krebs, Esq.
John J. Allman, Esq.
Hester Baker Krebs LLC
One Indiana Square, Suite 1600
Indianapolis, IN 46204
Tel: (317) 833-3030
Fax: (317) 833-3031
Email: dkrebs@hbkfirm.com
jallman@hbkfirm.com
About Linkmeyer Properties
Linkmeyer Properties, LLC, Linkmeyer Kroger, LLC, and Linkmeyer
Development II, LLC filed voluntary petitions for relief under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ind. Lead Case No.
20-90898) on Aug. 13, 2020. At the time of the filing, each Debtor
disclosed estimated assets of less than $50,000 and estimated
liabilities of between $1 million and $10 million. Judge Andrea K.
Mccord oversees the cases. Hester Baker Krebs, LLC serves as
Debtors' legal counsel.
LTL MANAGEMENT: Must Explain Bankruptcy Filing in North Carolina
----------------------------------------------------------------
LTL Management LLC, the Johnson & Johnson unit created to house the
company's tainted talc liability, must explain to the North
Carolina bankruptcy court why its Chapter 11 case should proceed in
the district.
A day after the bankruptcy administrator in the Western District of
North Carolina asked the judge to transfer the case to New Jersey,
Bankruptcy Judge J. Craig Whitley entered an order on Oct. 26,
2021, directing LTL to show cause why the case shouldn't be
transferred to another district.
The J&J unit, called LTL Management LLC, faces about 35,000 talc
liability claims that are pending in multidistrict litigation in
New Jersey.
The Debtor commenced its Chapter 11 case on October 14, 2020. Just
two days earlier, the Debtor was first created through a corporate
restructuring. As a result of this restructuring, the former
Johnson & Johnson Consumer Inc. ("Old JJCI"), a subsidiary of
Johnson & Johnson ("J&J"), ceased to exist and two new corporate
entitles were created. The first is the Debtor, which initially
was formed as a Texas limited liability company, and then converted
into a North Carolina limited liability company. The second entity
was also initially formed as a Texas limited liability company, but
then it was merged into J&J and changed its name to Johnson &
Johnson Consumer Inc. ("New JJCI"). Through the restructuring, the
Debtor received certain limited assets from Old JJCI, together
with all of Old JJCI's liabilities arising from talc-related
claims. The Debtor maintains this restructuring was done to enable
the Debtor to fully resolve talc-related claims through a chapter
11 reorganization without subjecting the entire J&J enterprise to a
bankruptcy proceeding.
"Venue is arguably proper in this judicial district since the
Debtor was a North Carolina entity on the filing date, if only for
two days. However, nearly all the assets and employees of the
Debtor, New JJCI, and the Debtor's ultimate parent, J&J, are
located in New Jersey. The Debtor has a mailing address of 501
George St., New Brunswick, NJ 08933. Moreover, New JJCI and J&J
are both headquartered in New Jersey. The only employees of the
Debtor are employees of Johnson & Johnson Services, Inc., a New
Jersey corporation, that have been seconded to the Debtor. These
employees continue to work in New Jersey. The only assets the
Debtor owns in North Carolina are a bank account with $6 million in
cash and other intangible assets, including membership interests in
a North Carolina limited liability company and the rights to a
funding agreement. The Debtor, which only existed for two days
before filing this case, set up these assets primarily for the
purpose of filing bankruptcy in this district. The Debtor conducts
no other business in North Carolina," Judge Whitley said.
"Furthermore, according to the materials filed by the Debtor in
this case and the evidence presented at first day hearings, few, if
any, of the talc-related claims against the Debtor are pending in
the Western District of North Carolina. Approximately 35,000 cases
(of approximately 38,000), the overwhelming number of cases against
the Debtor, are pending in federal multi-district litigation in New
Jersey. In re: Johnson & Johnson Talcum Power Products Marketing,
Sales Practices and Products Liability Litigation, Case MDL No.
2738, in the District of New Jersey, Case No. 16-02738. In
addition, two other interested parties in this case, Imerys Talc
America, Inc. and Cyprus Mines Corporation, are in bankruptcy
proceedings currently pending in the District of Delaware. The
Debtor's predecessor and J&J are substantial litigants in those
bankruptcy cases."
"Lastly, in considering whether to transfer venue, the court must
also consider its own judicial resources and pending docket. This
case is highly complex and will command a great deal of court time.
There are currently five other mass tort bankruptcies pending in
this district, all involving the controversial "Texas Two Step"
divisional merger stratagem. This is a two-judge district, with
one judge conflicted out of this and several other of these cases.
Thus, this court has limited judicial resources to devote to this
case."
Accordingly, Judge Whitley ordered the Debtor to APPEAR and SHOW
CAUSE why its Chapter 11 case should not be transferred to a
different venue. A hearing on this Order to Appear and Show Cause
will be conducted at 9:30 A.M. on Nov. 10, 2021, at the Charles R.
Jonas Federal Building, 401 West Trade Street, Charlotte, Courtroom
8, North Carolina 28202. Should interested parties choose to file
their own motions to transfer venue, they should also set them for
hearing on Nov. 10 at 9:30 a.m. All written responses to the Show
Cause Order, any other like motions, and any supporting briefs are
due by the close of business on Nov. 5, 2021. There will be no
further briefing after Nov. 5, 2021.
About LTL Management
LTL Management LLC is a newly formed subsidiary of Johnson &
Johnson. LTL was formed to manage and defend thousands of
talc-related claims and to oversee the operations of its
subsidiary, Royalty A&M. Royalty A&M owns a portfolio of royalty
revenue streams, including royalty revenue streams based on
third-party sales of LACTAID, MYLANTA /MYLICON and ROGAINE
products.
LTL Management LLC filed a Chapter 11 petition (Bankr. W.D.N.C.
Case No. 21-30589) on Oct. 14, 2021. The Hon. J. Craig Whitley is
the case judge.
The Debtor tapped JONES DAY as counsel, RAYBURN COOPER & DURHAM,
P.A., as co-counsel; BATES WHITE, LLC, as financial consultant; and
ALIXPARTNERS, LLP, as restructuring advisor. KING & SPALDING LLP
and SHOOK, HARDY & BACON L.L.P., serve as special counsel, and
McCARTER & ENGLISH, LLP is the litigation consultant. EPIQ
CORPORATE RESTRUCTURING, LLC, is the claims agent.
The Debtor was estimated to have $1 billion to $10 billion in
assets and liabilities as of the bankruptcy filing.
About Johnson & Johnson
Johnson & Johnson (J&J) is an American multinational corporation
founded in 1886 that develops medical devices, pharmaceuticals, and
consumer packaged goods. J&J is the world's largest and most
broadly based healthcare company.
Johnson & Johnson is headquartered in New Brunswick, New Jersey,
the consumer division being located in Skillman, New Jersey. The
corporation includes some 250 subsidiary companies with operations
in 60 countries and products sold in over 175 countries.
Johnson & Johnson had worldwide sales of $82.6 billion during
calendar year 2020.
MAINSTREET PIER: Taps Adam Lewis of Marcus & Millichap as Broker
----------------------------------------------------------------
Mainstreet Pier, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Colorado to hire Adam Lewis, a real estate
broker, at Marcus & Millichap Real Estate Investment Services,
Inc.
The Debtor requires a real estate broker to list and market for
sale its property commonly known as The Ascent on Main Street
located at 18595 Mainstreet, Parker, Colo.
Marcus & Millichap will receive a commission of 4 percent from the
sale of the property.
As disclosed in court filings, Mr. Lewis and Marcus & Millichap are
"disinterested" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Adam A. Lewis
Marcus & Millichap Real Estate Investment Services Inc.
23975 Park Sorrento, Suite 400
Calabasas, CA 91302
Telephone: (818) 212-2250
Facsimile: (818) 212-2260
About Mainstreet Pier LLC
Mainstreet Pier, LLC is a Colorado limited liability company, which
owns and operates a boutique hotel commonly known as The Ascent on
Main Street.
Mainstreet Pier filed a petition for Chapter 11 protection (Bankr.
D. Colo. Case No. 21-14682) on Sept. 10, 2021, listing up to
$50,000 in assets and up to $50 million in liabilities. Rick Hill,
manager of Mainstreet Pier, signed the petition.
Judge Elizabeth E. Brown oversees the case.
Jonathan M. Dickey, Esq., at Kutner Brinen Dickey Riley, P.C. is
the Debtor's legal counsel.
MARTIN MIDSTREAM: Incurs $6.9 Million Net Loss in Third Quarter
---------------------------------------------------------------
Martin Midstream Partners L.P. filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing a
net loss of $6.91 million on $211.26 million of total revenues for
the three months ended Sept. 30, 2021, compared to a net loss of
$10.82 million on $152.53 million of total revenues for the three
months ended Sept. 30, 2020.
For the nine months ended Sept. 30, 2021, the Company reported a
net loss of $11.01 million on $596.53 million of total revenues
compared to a net loss of $4.21 million on $492.05 million of total
revenues for the same period a year ago.
As of Sept. 30, 2021, the Company had $614.24 million in total
assets, $678.39 million in total liabilities, and a total partners'
deficit of $64.16 million.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1176334/000117633421000196/mmlp-20210930.htm
About Martin Midstream
Martin Midstream Partners L.P. is a publicly traded limited
partnership with a diverse set of operations focused primarily in
the United States Gulf Coast region. The Partnership's primary
business lines include: (1) terminalling, processing, storage, and
packaging services for petroleum products and by-products; (2) land
and marine transportation services for petroleum products and
by-products, chemicals, and specialty products; (3) sulfur and
sulfur-based products processing, manufacturing, marketing and
distribution; and (4) natural gas liquids marketing, distribution
and transportation services.
Martin Midstream reported a net loss of $6.77 million for the year
ended Dec. 31, 2020, compared to a net loss of $174.95 million for
the year ended Dec. 31, 2019. As of March 31, 2021, the Company
had $570.21 million in total assets, $614.54 million in total
liabilities, and a partners' deficit of $44.33 million.
* * *
As reported by the TCR on Aug. 17, 2020, Moody's Investors Service
upgraded Martin Midstream Partners L.P.'s Corporate Family Rating
to Caa1 from Caa3. "The upgrade of MMLP's ratings reflect the
extended debt maturity profile and improved liquidity," Jonathan
Teitel, a Moody's analyst, said.
MICHAEL LEVINE: Seeks to Hire Zigmond Snow & Lang as Accountant
---------------------------------------------------------------
Michael Levine, Inc. seeks approval from the U.S. Bankruptcy Court
for the Central District of California to employ Zigmond, Snow &
Lang, an Accountancy Corporation to serve as its accountant.
The firm will assist in the filing of the Debtor's quarterly
returns and in adjusting or amending its prior tax returns.
Zigmond will be paid a flat fee of $3,000 per return for tax
returns due in February 2022. Meanwhile, the firm will be paid
$475 per hour to adjust or amend the Debtor's prior tax returns and
manage its quarterly tax obligations.
As disclosed in court filings, Zigmond and its shareholders and
employees are "disinterested" within the meaning of Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Bruce Lang, CPA
Zigmond, Snow & Lang, an Accountancy Corporation
16542 Ventura Blvd Ste 417
Encino, CA 91436
Phone: (818) 789-7850
About Michael Levine Inc.
Michael Levine, Inc., a Los Angeles-based company in the fabric
store business, filed a petition for Chapter 11 protection (Bankr.
C.D. Calif. Case No. 21-15683) on July 14, 2021, listing as much as
$10 million in both assets and liabilities. Judge Ernest M. Robles
oversees the case.
Brutzkus Gubner Rozansky Seror Weber, LLP and Zigmond, Snow & Lang,
an Accountancy Corporation serve as the Debtor's legal counsel and
accountant, respectively.
MTE HOLDINGS: J. Wilson May Proceed with Appeal
-----------------------------------------------
The Chief Magistrate Judge of the United States District Court for
the District of Delaware issued a Recommendation dated October 21,
2021, a full-text copy of which is available at
https://tinyurl.com/2erseyp2 recommending that, pursuant to
paragraph 2(a) of the Procedures to Govern Mediation of Appeals
from the United States Bankruptcy Court for the District and 28
U.S.C. Section 636(b), the matter in the appellate case captioned
JAMES M. WILSON, Appellant, v. MTE HOLDINGS LLC, et al., Appellee,
C.A. No. 21-1280-LPS (D. Del.), is withdrawn from the mandatory
referral for mediation and may proceed through the District Court's
appellate process.
About MTE Holdings
MTE Holdings LLC is a privately held company in the oil and gas
extraction business. MTE sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case No. 19-12269) on Oct. 22,
2019. In the petition signed by its authorized representative,
Mark A. Siffin, the Debtor disclosed assets of less than $50
billion and debts of $500 million.
Judge Karen B. Owens was originally assigned to the case before
Judge Christopher S. Sontchi took over.
The Debtor tapped Kasowitz Benson Torres LLP as its bankruptcy
counsel; Morris, Nichols, Arsht & Tunnell, LLP as its local
counsel; Greenhill & Co., LLC, as financial advisor and investment
banker; Ankura Consulting LLC, as a chief restructuring officer;
and Stretto as its claims and noticing agent.
NATEL ENGINEERING: S&P Alters Outlook to Stable, Affirms CCC+ ICR
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'CCC+' issuer credit rating and
'CCC+' issue-level rating on electronics manufacturing services
(EMS) provider Natel Engineering Co. LLC's (d/b/a NEO Tech)
first-lien term loan. The recovery rating on this debt remains
'3'.
The stable outlook reflects S&P's expectation that NEO Tech's
likelihood of default is low over the next 12 months because of the
already negotiated synthetic cure for the next quarter and the two
regular equity cures in the following two quarters it could use if
NEO Tech is not able to pass its covenant ratio due to EBITDA
shortfall from the semiconductor supply chain shortage.
NEO Tech negotiated two synthetic equity cures from its lenders to
help manage through current semiconductor supply chain issues. NEO
Tech has a total net leverage covenant that is tested on its
first-lien term loan every fiscal quarter. This covenant has also
been stepping down every year, making it harder to pass. NEO Tech
had to use two equity cures under its credit facility due to it
failing the covenant ratio twice in fiscal 2021 (fiscal year-end in
January) because of headwinds on demand from the COVID-19 pandemic.
While EMS product demand has improved from the recovery of the
COVID-19 pandemic, a semiconductor supply chain shortage is
affecting the business performance of many EMS companies. This has
caused severe headwinds to revenue, EBITDA, and free operating cash
flow (FOCF) for companies such as NEO Tech. This semiconductor
shortage has hurt NEO Tech's business performance such that it
would not be able to pass its covenant ratio in fiscal 2022.
NEO Tech went to its lenders to get two synthetic equity cures to
help pass its covenant ratio test when EBITDA was short due to the
semiconductor supply chain issues. Nearly 100% of the lenders
agreed to give NEO Tech the two synthetic equity cures. In exchange
for the synthetic equity cures, NEO Tech's interest expense on its
first-lien term went up by 125 basis points. NEO Tech still has the
ability to use the three remaining equity cures under its credit
facility. NEO Tech does not need approval to use the next three
equity cures to pass its covenant ratio if there are further
headwinds to performance from the semiconductor supply chain
issues.
S&P said, "The stable outlook reflects our expectation that NEO
Tech's likelihood of default is low over the next 12 months because
of the already negotiated synthetic cure for the next quarter and
the two regular equity cures in the following two quarters it could
use if NEO Tech is not able to pass its covenant ratio due to
EBITDA shortfall from the semiconductor supply chain shortage.
"We could downgrade NEO Tech if we come to believe that a term loan
acceleration, exchange or restructuring, or distressed debt
repurchase is likely to occur in the next 12 months, due to severe
impact on operating performance from prolonged delay in improvement
in semiconductor supply chain or weakening macroeconomic
environment.
"We could look to upgrade Neo Tech if it was able to satisfy its
covenant ratio requirements without use of equity cures and
generate positive unadjusted FOCF through all the cycles that
technology hardware companies have to face, such as macroeconomic
factors from semiconductor supply chain shortages to lingering
COVID-19 pandemic issues. We believe Neo Tech could achieve this if
it is able to work through its demand backlog, increase its EBITDA
margins, and improve working capital."
NEELKANTH HOTELS: Objection to US Bank's Claim Overruled in Part
----------------------------------------------------------------
The United States Bankruptcy Court for the Northern District of
Georgia, Atlanta Division, sustained in part and overruled in part
Neelkanth Hotels, LLC's Objection to Claim No. 5 filed by U.S. Bank
National Association as Trustee for the registered holders of COMM
2012-CCRE3 Commercial Mortgage Pass-Through Certificates acting by
and through KeyBank National Association, as Special Servicer.
The Debtor sought Chapter 11 protection on the eve of a foreclosure
sale being conducted on behalf of U.S. Bank. The Debtor owns and
operates a hotel franchised as a Best Western Premier in Conyers,
Georgia. U.S. Bank asserts a lien against all of the Debtor's
assets and filed a proof of claim [Claim No. 5-1] and an amended
claim [Claim No. 5-2] asserting a prepetition claim against the
Debtor in the amount of $6,211,853.17.
Among other things, the claim includes the following fees,
expenses, or charges to which the Debtor objected:
-- $83,000 in prepetition legal fees,
-- a liquidation fee of $57,264.74,
-- special servicer fees in the amount of $7,299.48,
-- a Phase I environmental survey fee of $2,750,
-- property protection advances of $450,
-- a payoff processing fee of $1,200,
-- a yield maintenance premium of $532,036.69,
-- ad valorem taxes to Rockdale County in the amount of
$117,795.74, and
-- ad valorem taxes owed to the City of Conyers of $39,936.77.
The Debtor and U.S. Bank resolved the Debtor's objection to the ad
valorem taxes by separate order, and U.S. Bank waived its inclusion
of the special servicing fees, the payoff processing fee, and the
property protection advance, thereby voluntarily reducing its claim
by $8,949.48.
The Court resolved U.S. Bank's entitlement to the remaining
contested fees, expenses, and charges as follows:
(1) The Debtor's objection to U.S. Bank's attorney's fees and
expenses will be sustained in part and overruled in part, and U.S.
Bank will be allowed prepetition attorney's fees and expenses in
the amount of $41,289.71;
(2) The Debtor's objection to the liquidation fee will be
sustained, and such claim will be disallowed without prejudice to
U.S. Bank's right to assert a claim for any liquidation fee as and
when such fee becomes payable in the future;
(3) The Debtor's objection to the environmental survey fee will
be sustained, and that portion of the claim will be disallowed;
and
(4) The Debtor's objection to the yield maintenance premium will
be sustained in part and overruled in part, and U.S. Bank will be
allowed a yield maintenance premium in the amount of $49,629.60,
representing 1% of the outstanding principal of the loan, without
prejudice to U.S. Bank's right to offer additional evidence at the
hearing on confirmation of the Debtor's proposed plan with respect
to any additional premium that may be payable in accordance with
the terms of the loan documents. The Debtor raises no objection to
the balance of U.S. Bank's claim, and U.S. Bank will have an
allowed prepetition claim in the amount of $5,618,770.67.
A full-text copy of the Order and Memorandum Opinion dated October
22, 2021, is available at https://tinyurl.com/2dzyd4je from
Leagle.com.
About Neelkanth Hotels
Privately held Neelkanth Hotels, LLC, owns and operates a hotel
franchised as a Best Western Premier in Conyers, Georgia. It filed
a voluntary Chapter 11 petition (Bankr. N.D. Ga. Case No. 20-69501)
on Aug. 31, 2020, listing as much as $10 million in both assets and
liabilities. Hemant Thaker, member and manager, signed the
petition.
Judge Jeffery W. Cavender oversees the case.
Schreeder, Wheeler & Flint, LLP serves as the Debtor's legal
counsel.
NEXTPLAY TECHNOLOGIES: Sells $1.67 Secured Note to Streeterville
----------------------------------------------------------------
NextPlay Technologies, Inc. entered into a note purchase agreement
with Streeterville Capital, LLC, an accredited investor, pursuant
to which the Company sold Streeterville a Secured Promissory Note
in the original principal amount of $1,665,000. Streeterville paid
consideration of $1,500,000 which represents the original principal
amount less a $150,000 original issue discount, which was fully
earned upon issuance, and a total of $15,000 to cover
Streeterville's professional fees and transaction expenses.
The October 2021 Streeterville Note bears interest at a rate of 10%
per annum and matures 12 months after its issuance date (i.e., on
Oct. 22, 2022). From time to time, beginning six months after
issuance, Streeterville may redeem any portion of the October 2021
Streeterville Note, up to a maximum amount of $375,000 per month.
In the event the Company fails to pay the amount of any requested
redemption within three trading days, an amount equal to 25% of
such redemption amount is added to the outstanding balance of the
October 2021 Streeterville Note. Under certain circumstances, the
Company may defer the redemption payments up to three times, for 30
days each, provided that upon each such deferral, the outstanding
balance of the October 2021 Streeterville Note is increased by 2%.
Subject to the terms and conditions set forth in the October 2021
Streeterville Note, the Company may prepay all or any portion of
the outstanding balance of the October 2021 Streeterville Note at
any time subject to a prepayment penalty equal to 10% of the amount
of the outstanding balance to be prepaid. For so long as the
October 2021 Streeterville Note remains outstanding, the Company
has agreed to pay to Streeterville 20% of the gross proceeds that
the Company receives from the sale of any of its common stock or
preferred stock within ten days of receiving such amount, which
payments will be applied towards and will reduce the outstanding
balance of the October 2021 Streeterville Note, which percentage
increases to 30% upon the occurrence of, and continuance of, an
event of default under the October 2021 Streeterville Note. Each
time that the Company fails to pay an Equity Payment, the
outstanding balance of the October 2021 Streeterville Note
automatically increases by 10%. Additionally, in the event the
Company fails to timely pay any such Equity Payment, Streeterville
may seek an injunction which would prevent the Company from issuing
common or preferred stock until or unless the Company paid all
past-due Equity Payments.
By Nov. 21, 2021, pursuant to the terms of the October 2021
Streeterville Note, HotPlay Enterprises Limited, a wholly-owned
subsidiary of the Company, must become a co-borrower on (a) the
October 2021 Streeterville Note, (b) that certain Secured
Promissory Note owed by the Company to Streeterville dated Nov. 23,
2020, and (c) that certain Secured Promissory Note owed by the
Company to Streeterville dated March 23, 2021. If HotPlay has not
become a co-borrower on the Streeterville Notes by the Deadline,
the outstanding balance on the October 2021 Streeterville Note
automatically increases by an amount equal to 25% of the
then-current outstanding balance, provided such failure is not
deemed an event of default under the October 2021 Streeterville
Note.
Pursuant to the October 2021 Streeterville Note, the Company
provided Streeterville a right of first refusal to purchase any
promissory note, debenture, or other debt instruments which the
Company proposes to sell, other than sales to officers or directors
of the Company and/or sales to the government. Each time, if ever,
that the Company provides Streeterville such right, and
Streeterville does not exercise such right to provide such funding,
the outstanding balance of the October 2021 Streeterville Note
increases by 3%, unless the proceeds from such sale(s) are used to
repay the October 2021 Streeterville Note in full. Each time, if
ever, that the Company fails to comply with the terms of the right
of first refusal, the outstanding balance of the October 2021
Streeterville Note increases by 10%.
Additionally, upon each major default described in the October 2021
Streeterville Note (i.e., the failure to pay amounts under the
October 2021 Streeterville Note when due or to observe any covenant
under the Note Purchase Agreement (other than the requirement to
make Equity Payments)), the outstanding balance of the October 2021
Streeterville Note may be increased, at Streeterville's option, by
15%, and for each other default, the outstanding balance of the
October 2021 Streeterville Note may be increased, at
Streeterville's option, by 5%, provided such increase can only
occur three times each as to major defaults and minor defaults, and
that such aggregate increase cannot exceed 30% of the balance of
the October 2021 Streeterville Note immediately prior to the first
event of default.
The Note Purchase Agreement and the October 2021 Streeterville Note
contain customary events of default, including if the Company
undertakes a fundamental transaction (including consolidations,
mergers, and certain changes in control of the Company), without
Streeterville's prior written consent. As described in the October
2021 Streeterville Note, upon the occurrence of certain events of
default (mainly our entry into bankruptcy), the outstanding balance
of the October 2021 Streeterville Note will become automatically
due and payable. Upon the occurrence of other events of default,
Streeterville may declare the outstanding balance of the October
2021 Streeterville Note immediately due and payable at such time or
at any time thereafter. After the occurrence of an event of
default (and upon written notice from Streeterville), interest on
the October 2021 Streeterville Note will accrue at a rate of 22%
per annum, or if lesser, the maximum rate permitted under
applicable law. The Note Purchase Agreement prohibits
Streeterville from shorting our stock through the period that
Streeterville holds the October 2021 Streeterville Note.
The Note Purchase Agreement also provides for cross-indemnification
by the parties in the event that they incur loss or damage related
to, among other things, a breach of applicable representations,
warranties, or covenants under the Note Purchase Agreement.
In connection with the Note Purchase Agreement and the October 2021
Streeterville Note, the Company entered into a Security Agreement
with Streeterville, pursuant to which the obligations of the
Company are secured by substantially all of the assets of the
Company.
The Company used Ascendiant Capital Markets, LLC to serve as
placement agent for the transaction between the Company and
Streeterville in exchange for a commission equal to 7% of the gross
cash proceeds received from the sale of the October 2021
Streeterville Note ($116,550).
The Company used $225,000 of the net proceeds from the sale of the
October 2021 Streeterville Note to repay the first amount owed by
the Company under that certain $900,000 promissory note entered
into on Sept. 22, 2021, with Hudson Bay Master Fund Ltd., as
described in greater detail in the Current Report on Form 8-K filed
by the Company with the Securities and Exchange Commission on
September 24, 2021, which requires that the Company pay the holder
four payments of $225,000 each, with payments due on Oct. 22, 2021,
Nov. 22, 2021, Dec. 22, 2021, and on maturity, Jan. 22, 2022.
About NextPlay Technologies
NextPlay Technologies, Inc. (formerly known as Monaker Group Inc.)
is a technology solutions company offering gaming, in-game
advertising, crypto-banking, connected TV and travel booking
services to consumers and corporations within a growing worldwide
digital ecosystem. NextPlay's engaging products and services
utilize innovative AdTech, Artificial Intelligence and Fintech
solutions to leverage the strengths and channels of its existing
and acquired technologies. For more information about NextPlay
Technologies, visit www.nextplaytechnologies.com and follow us on
Twitter @NextPlayTech and LinkedIn.
Monaker Group reported a net loss of $16.51 million for the year
ended Feb. 28, 2021, compared to a net loss of $9.45 million for
the year ended Feb. 29, 2020. As of Aug. 31, 2021, the Company had
$103.77 million in total assets, $33.32 million in total
liabilities, and $70.44 million in total stockholders' equity.
Sugar Land, Texas-based TPS Thayer, LLC, the Company's auditor
since 2020, issued a "going concern" qualification in its report
dated June 7, 2021, citing that the Company has suffered recurring
losses from operations and has stockholders' deficit that raise
substantial doubt about its ability to continue as a going concern.
OLD WORLD TIMBER: Taps Kaplan Johnson Abate & Bird as Counsel
-------------------------------------------------------------
Old World Timber, LLC seeks approval from the U.S. Bankruptcy Court
for the Eastern District of Kentucky to employ Kaplan Johnson Abate
& Bird, LLP as legal counsel.
The firm's services include:
(a) advising the Debtor regarding its powers and duties in the
continued management of its financial affairs and estate assets;
(b) taking all necessary action to protect and preserve the
estate;
(c) preparing legal papers; and
(d) performing other legal services for the Debtor in
connection with its Chapter 11 case and the formulation and
implementation of its Chapter 11 plan.
The Debtor agrees to pay the firm an advance retainer of $20,000.
The hourly rates of the firm's attorneys and staff are as follows:
Charity S. Bird, Esq. $385 per hour
Tyler R. Yeager, Esq. $300 per hour
Other Attorneys $240 - $475 per hour
Paraprofessionals $95 per hour
In addition, the firm will seek reimbursement for expenses
incurred.
Charity Bird, Esq., an attorney at Kaplan Johnson Abate & Bird,
disclosed in a court filing that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Charity S. Bird, Esq.
Tyler R. Yeager, Esq.
Kaplan Johnson Abate & Bird LLP
710 W. Main St., 4th Floor
Louisville, KY 40202
Telephone: (502) 416-1630
Email: cbird@kaplanjohnsonlaw.com
tyeager@kaplanjohnsonlaw.com
About Old World Timber
Old World Timber, LLC, a wood product manufacturing business based
in Lexington, Ky., filed its voluntary petition for Chapter 11
protection (Bankr. E.D. Ky. Case No. 21-51160) on Oct. 19, 2021,
listing $1,938,717 in total assets and $1,901,401 in total
liabilities. Nathan S. Brown, chief executive officer, signed the
petition. Judge Tracey N. Wise oversees the case. Kaplan Johnson
Abate & Bird, LLP serves as the Debtor's legal counsel.
OPTION CARE: Prices Offering of $500 Million 4.375% Senior Notes
----------------------------------------------------------------
Option Care Health, Inc. has priced its offering of $500 million in
aggregate principal amount of 4.375% senior notes due 2029 at an
issue price of 100.000%. Concurrently with the Offering, the
Company priced its $600 million aggregate principal amount of
amended and restated term loan B facility.
The Notes will be general senior unsecured obligations of the
Company and will be guaranteed on a senior unsecured basis by each
of the Company's wholly owned existing and future domestic
restricted subsidiaries that incurs or guarantees debt under the
Company's New First Lien Term Loan Facility.
The Company intends to use the proceeds from the Offering, together
with the New First Lien Term Loan Facility and cash on hand, to
refinance borrowings outstanding under its existing first lien term
loan B facility, and to pay fees and expenses in connection
therewith and with the Offering.
The Notes and related guarantees are being offered only to persons
reasonably believed to be qualified institutional buyers in
reliance on Rule 144A under the Securities Act of 1933, as amended,
and outside the United States, only to non-U.S. persons pursuant to
Regulation S. The Notes and related guarantees will not be
registered under the Securities Act or any state securities laws
and 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 applicable state laws.
About Option Care Health
Option Care Health -- OptionCareHealth.com -- is an independent
provider of home and alternate site infusion services. With over
5,000 teammates, including approximately 2,900 clinicians, the
Comopany works to elevate standards of care for patients with acute
and chronic conditions in all 50 states.
Option Care reported a net loss of $8.07 million for the year ended
Dec. 31, 2020, compared to a net loss of $75.92 million for the
year ended Dec. 31, 2019. As of June 30, 2021, the Company had
$2.72 billion in total assets, $1.66 billion in total liabilities,
and $1.06 billion in total stockholders' equity.
PECF USS: S&P Assigns 'B-' ICR, Alters Outlook to Positive
----------------------------------------------------------
S&P Global Ratings assigned its 'B-' issuer credit rating to PECF
USS Intermediate Holding III Corp (dba United Site Services; USS).
S&P said, "We also assigned our 'B-' issue-level and '3' recovery
ratings to the company's senior secured credit facilities and
secured notes, and our 'CCC' issue-level and '6' recovery rating to
the unsecured notes.
"We affirmed all our ratings on USS Ultimate Holdings Inc.,
including the 'B-' issuer credit rating, and revised the outlook to
stable from positive.
"The stable outlook reflects our expectation that operating
performance should continue to improve into 2022, driven by
increased pricing and organic volume growth.
"Our 'B-' issuer credit rating reflects USS's aggressive financial
policies and our expectation that credit metrics will remain highly
leveraged following this transaction.
"We expect a significant increase in leverage, as balance sheet
debt increases to about $2.6 billion from about $1.2 billion as of
June 2021. As a result, we expect S&P Global Ratings-adjusted debt
to EBITDA of about 7x on a weighted-average basis, compared to
about 4x at the end of June. We expect USS to continue to
supplement organic growth with acquisitions. It has completed 36
acquisitions under Platinum Equity's ownership. We believe there is
ample opportunity to continue to expand, given the highly
fragmented nature of the industry and the fact USS does not have a
presence in 25 states. We forecast the company will generate free
cash flow in the $140 million-$180 million range annually in
2022-2023, after factoring in about $100 million in annual capital
expenditures. The company will have about $400 million of available
liquidity at close of the transaction. This adequately positions
USS to fund its operations, meet the required minimum debt
amortization payments, and pursue moderate bolt-on acquisitions. We
expect to withdraw all ratings on USS Ultimate Holdings and its
subsidiaries once current debt is fully repaid.
"Our view of USS's business risk profile reflects its limited
diversity, given a focus on portable sanitation and meaningful
exposure to cyclical end markets."
Overall business activity is strongly tied to the residential and
nonresidential construction markets (about 45% of total revenues),
which tend to be project-oriented. Weak construction activity
during past downturns has significantly decreased revenues and
EBITDA. Portable sanitation is also a niche industry, estimated at
$6 billion. S&P said, "While we believe USS's increased scale,
geographic density, and efforts to expand into relatively less
cyclical markets (e.g., industrials) better position it to weather
a potential economic slowdown, we still believe USS is susceptible
to significant demand volatility in a market downturn."
Somewhat offsetting these risks is USS's leading position as the
only national player in the niche portable sanitation market. The
company is one of the few participants capable of servicing
national brands across the U.S. Its expanding line of complementary
services, such as fencing and rolloff dumpsters, bolsters its
market position. S&P believes this strengthens USS's value
proposition as a "one-stop shop" for site-management needs. These
factors support its good operating performance and high customer
retention rate.
The company's operating performance has significantly strengthened
over the past two years.
Customer awareness and the need for a more hygienic environment for
site workers led to higher broad-based end-market demand for USS's
portable restrooms and hand-washing stations, and more frequent
higher-margin servicing of USS's installed essential equipment
base. The company is beginning to benefit from a rebound in its
events business, given the return to live sporting events and
concerts that were canceled or had limited attendance in 2020. S&P
expects the company will maintain its improved EBITDA margins in
the low- to mid-30% range, given its pricing actions, operating
efficiencies, cost-reduction initiatives, and ongoing acquisitions.
The ongoing acquisition activity helps to improve its route density
and offers the ability to capture synergies.
S&P said, "The stable outlook reflects our expectation that
operating performance should continue to improve into 2022, driven
by increased pricing and organic volume growth. As a result, we
believe that while debt to EBITDA will be elevated at the close of
this transaction, USS will deleverage over the next two years,
largely on EBITDA growth. Specifically, we would expect
weighted-average debt to EBITDA to improve to below 7x in the next
12 months. We expect the company will continue pursuing bolt-on
acquisitions, although in a measured fashion that preserves
adequate liquidity."
S&P could lower the ratings on USS within the next year if:
-- Positive operating momentum reversed because of weak end-market
demand in its core residential and nonresidential construction end
markets;
-- 2022 revenues were about 10% lower than our expectations,
combined with a 500 basis points (bps) decline in EBITDA margins
compared to our base case; or
-- The company completed larger than expected debt-funded
acquisitions or did a large dividend recap.
If some of these were to occur, S&P believes debt to EBITDA could
approach double digits.
S&P could raise its ratings within the next year if:
-- Volumes and pricing were stronger than S&P projects, such that
2022 EBITDA margins were about 250 bps higher than its base-case
expectations. In such a scenario, S&P believes debt to EBITDA would
approach 6x.
-- S&P believes that the company's financial policies would
support maintaining such leverage, even after incorporating
potential acquisitions and shareholder rewards.
PETROLIA ENERGY: Issues Series B Preferred Stock to Directors
-------------------------------------------------------------
Petrolia Energy Corporation issued one share of its newly
designated shares of Series B Preferred Stock to each of the three
members of its then Board of Directors, (1) James E. Burns, (2) Leo
Womack and (3) Ivar Siem, in consideration for services rendered to
the company as members of the Board of Directors. Those shares of
Series B Preferred Stock vote in aggregate 60% of the total vote on
all shareholder matters, voting separately as a class.
Petrolia claims an exemption from registration under the Securities
Act of 1933, as amended for the offer and sale of the shares of
Series B Preferred Stock discussed above pursuant to Section
4(a)(2) and/or Rule 506(b) of Regulation D of the Securities Act,
since the transactions did not involve a public offering, the
recipients were (a) "accredited investors"; and/or (b) had
information regarding the company similar to what would be included
in a Registration Statement under the Securities Act, and acquired
the securities for investment only and not with a view towards, or
for resale in connection with, the public sale or distribution
thereof. The securities are subject to transfer restrictions, and
the certificates evidencing the securities contain an appropriate
legend stating that such securities have not been registered under
the Securities Act and may not be offered or sold absent
registration or pursuant to an exemption therefrom. The securities
were not registered under the Securities Act and such securities
may not be offered or sold in the United States absent registration
or an exemption from registration under the Securities Act and any
applicable state securities laws.
About Petrolia
Since 2015, Petrolia Energy Corporation has established a strategy
to acquire, enhance and redevelop high-quality, resource in place
assets. As of 2018, the Company has been focusing on strategic
acquisitions in western Canada while actively pursuing the strategy
to execute low-cost operational solutions, and affordable
technology. The Company believe its conventional, low-risk resource
plays and the redevelopment of its late-stage plays is a solid
foundation for continued oil production growth and future revenue
growth.
Petrolia reported a net loss of $2.89 million for the year ended
Dec. 31, 2019, compared to a net loss of $38.03 million for the
year ended Dec. 31, 2018. As of March 31, 2020, the Company had
$13.40 million in total assets, $8.73 million in total liabilities,
and $4.67 million in total stockholders' equity.
Houston, Texas-based M&K CPAS, PLLC, the Company's auditor since
2019, issued a "going concern" qualification in its report dated
May 26, 2021, citing that the Company suffered recurring net losses
from operations for the years ended Dec. 31, 2019 and 2018 and has
a working capital deficit as of Dec. 31, 2019, which raises
substantial doubt about its ability to continue as a going concern.
POLYMER INSTRUMENTATION: Taps Morgan Lewis as Special Counsel
-------------------------------------------------------------
Polymer Instrumentation & Consulting Services, Ltd. seeks approval
from the U.S. Bankruptcy Court for the Middle District of
Pennsylvania to employ Morgan, Lewis & Bockius, LLP as its special
counsel.
The Debtor needs the firm's legal services concerning intellectual
property, patents and patent applications.
The firm's hourly rates are as follows:
Of Counsel $715 to $795 per hour
Associates $400 to $715 per hour
Paralegals $295 to $395 per hour
Daniel Bucca, Esq., at Morgan, Lewis & Bockius, disclosed in a
court filing that his firm is a "disinterested person" within the
meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Daniel Bucca, Esq.
Morgan, Lewis & Bockius LLP
1111 Pennsylvania Avenue, NW
Washington, DC 20004-2541
Phone: 202-739-5309
Fax: 202-739-3001
Email: daniel.bucca@morganlewis.com
About Polymer Instrumentation
Polymer Instrumentation & Consulting Services, Ltd., a State
College, Pa.-based firm that conducts business under the name
Polymics, filed a Chapter 11 petition (Bankr. M.D. Pa. Case No.
21-01056) on May 10, 2021, listing as much as $10 million in both
assets and liabilities. Tim T. Hsu, president of Polymer, signed
the petition.
Judge Henry W. Van Eck oversees the case.
The Debtor tapped Cunningham Chernicoff & Warshawsky, P.C. as
bankruptcy counsel; Beard Law Company and Morgan, Lewis & Bockius,
LLP as special counsel; and Chen & Fan Accountancy Corp. as
accountant.
PROVIDENT FUNDING: Fitch Affirms 'B+' IDR & Alters Outlook to Neg.
------------------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Rating
(IDR) of 'B+' assigned to Provident Funding Associates, LP
(Provident) and has affirmed the senior unsecured debt rating at
'B'/'RR5'. The Rating Outlook has been revised to Negative from
Stable.
KEY RATING DRIVERS
IDRs AND SENIOR DEBT
The revision of the Outlook reflects weakened profitability
expectations in the near term for wholesale channel focused
originators like Provident, reflecting the challenging competitive
environment which is expected to persist given the overcapacity in
the industry. Additionally, Fitch believes the reduction in
Provident's origination and servicing footprint could weaken its
earnings potential and franchise value over time.
Provident's ratings continue to reflect its long track record as an
originator and servicer and its good execution in the past year in
a favorable mortgage market, its focus on higher quality,
agency-eligible originations and maintenance of solid asset quality
in the servicing portfolio, a conservative leverage and liquidity
profile with significant unsecured debt and adequate access to
contingent financing, and an experienced management team with deep
industry background.
Fitch believes the highly cyclical nature of the mortgage
origination business, the capital intensity and valuation
volatility of mortgage servicing rights (MSRs), intense legislative
and regulatory scrutiny, and exposure to liquidity risks from
margin calls related to interest rate hedging, represent rating
constraints for non-bank mortgage companies. Rating constraints
specific to Provident include its nominal market share within the
wholesale and direct mortgage origination space, which is dominated
by larger players, and elevated key person risk related to CEO
Craig Pica, who, together with the Pica family, exercise
significant control over the company as majority shareholders.
Fitch believes Provident's combined wholesale and direct mortgage
origination platform has allowed the company to take advantage of
increased mortgage demand and higher prepayment recaptures,
resulting in strong earnings in 2020 driven by growing origination
volume and an increase in gain on sale margins. However,
profitability eroded in 1H21 with Provident posting a pretax loss
for 2Q21, driven by compressed gain on sale margins and continued
high levels of MSR amortizations.
Provident has chosen to cede market share in response, and reduce
the size of its servicing portfolio, both of which reduces future
earnings potential. Fitch expects the company's profitability
metrics to remain weak with gain on sale margins remaining below
historical levels due to sustained competition, partially offset by
reduction in MSR amortization and lower interest expenses from
reduced levels of debt.
Provident is not subject to material asset quality risks because
nearly all originated loans are conforming agency eligible and sold
to investors shortly after origination. The asset-quality of the
servicing portfolio is solid, as historically delinquencies have
been low relative to peers and the overall market. Still, Fitch
expects delinquencies to remain above historic averages for some
time as forbearance programs cease and the macroeconomic effects of
the pandemic continue. The company's repurchase and indemnification
claims in recent years have been minimal and it has had sufficient
reserves to cover these charges.
Fitch evaluates Provident 's leverage metrics on the basis of gross
debt to tangible equity, which was 5.3x as of 2Q21, up from YE 2020
levels of 3.6x but down materially from 8.2x at YE 2019. The
company was able to deleverage in 2020 through significant debt
paydowns and growth in retained earnings, further supported by a
$20 million equity infusion from an affiliated entity. Leverage
ticked up in 2021 due to increase in loan held for sale balances
and a shareholder payout related to partner taxes.
Fitch expects leverage to remain consistent with current levels
over the Outlook horizon as lower retained earnings growth is
offset by a decline in balance sheet assets. Corporate tangible
leverage, which excludes balances under warehouse facilities from
gross debt, was 1.3x at 2Q21, up from 1.0x at YE 2020 and Fitch
expects this metric to remain in the 1.0x-1.5x range over the
Outlook horizon.
Consistent with other mortgage companies, Provident remains reliant
on the wholesale debt market to fund operations. Secured debt,
which was 76% of total debt at June 30, 2021, is comprised of bank
warehouse facilities and a three-year securitized facility. Half of
the facilities were committed at 2Q21, which is at the higher end
of the mortgage peer group. Provident's mix of unsecured debt to
total debt was 24% at 2Q21, also at the higher end of the peer
group and a rating strength relative to Fitch's 'b' category
benchmark range of 10%. However, Provident's funding tenor still
remains short, exposing the company to refinancing risk and Fitch
would view a further extension of the duration favorably.
Liquidity resources include $27.9 million in unrestricted cash as
of June 30, 2021, as well as $150 million of availability on its
secured MSR line ($100 million of which was committed), which can
act as a contingent resource, in addition to $2.3 billion in
aggregate availability on warehouse facilities to fund
originations. Fitch views Provident's liquidity profile as adequate
for the rating level and believes it has the ability to manage
through potential margin calls and any servicing advancing risk.
Fitch's rating on Provident's senior unsecured debt is one notch
below the Long-Term IDR, given a limited pool of unencumbered
assets and, therefore, weaker relative recovery prospects in a
stressed scenario.
RATING SENSITIVITIES
IDRs AND SENIOR DEBT
Factor that could, individually or collectively, lead to positive
rating action/upgrade:
-- Improved profitability levels, commensurate with Fitch's 'b'
category benchmark range of an ROAA of 1% or higher, and
maintenance of origination and servicing market share around
current levels could result in positive rating action,
including a revision of the Outlook to Stable. Beyond that,
leverage maintained at or below 4.0x on a gross debt to
tangible equity basis, further extension of the funding
duration, enhanced liquidity, and demonstrated effectiveness
of corporate governance policies could also contribute to
further positive rating actions.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Sustained negative earnings and/or an inability to turn
profits over the next 12 months, leverage sustained above
6.0x, increase in the utilization of secured funding such that
unsecured mix falls below 15%, regulatory scrutiny resulting
in Provident incurring substantial fines that negatively
impact its franchise or operating performance, or the
departure of Craig Pica, who has led the growth and direction
of the company, could all drive negative rating actions.
-- The unsecured debt rating is primarily sensitive to changes in
the Long-Term IDR and secondarily to the funding mix and
available collateral. A material increase in unencumbered
assets and recovery prospects could narrow the notching
between the Long-Term IDR and the unsecured notes, while a
material increase in secured debt could result in a wider
notching.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Financial Institutions and
Covered Bond issuers have a best-case rating upgrade scenario
(defined as the 99th percentile of rating transitions, measured in
a positive direction) of three notches over a three-year rating
horizon; and a worst-case rating downgrade scenario (defined as the
99th percentile of rating transitions, measured in a negative
direction) of four notches over three years. The complete span of
best- and worst-case scenario credit ratings for all rating
categories ranges from 'AAA' to 'D'. Best- and worst-case scenario
credit ratings are based on historical performance.
ESG CONSIDERATIONS
Provident has an ESG Relevance Score of '4' for Governance
Structure due to elevated key person risk related to its CEO, Craig
Pica, who has led the growth and strategic direction of the
company, as well as the presence of significant levels of ongoing
transactions with affiliated parties. An ESG Relevance Score of '4'
means Governance Structure is relevant to Provident's rating but
not a key rating driver. However, it does have an impact on the
rating in combination with other factors.
Provident also has an ESG Relevance Score of '4' for Customer
Welfare - Fair Messaging, Privacy, and Data Security due to its
exposure to compliance risks including fair lending practices, debt
collection practices, and consumer data protection, which has a
negative impact on the credit profile, and is relevant to the
rating in conjunction with other factors.
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
RESONETICS LLC: $205MM Loans Add-on No Impact on Moody's B3 CFR
---------------------------------------------------------------
Moody's Investors Service said that Resonetics, LLC's decision to
raise approximately $130 million and $75 million as a fungible
add-on to its existing senior secured first lien term loan due 2028
and senior secured second lien term loan due 2029, respectively,
will not impact the company's ratings or outlook.
According to the company, the proceeds from the add-on term loan
debt along with approximately $115 million in sponsor equity will
be used to finance two tuck-in acquisitions. Resonetics will buy
two medical technology contract manufacturing organizations which
will contribute approximately $45 million in LTM revenue on a pro
forma basis. The transaction has no impact on the company's B3
corporate family rating, B3-PD probability of default rating, or
stable outlook. There is also no change to the B2 ratings on senior
secured first lien debt or the Caa2 rating on the senior secured
second lien debt. The outlook remains stable.
Moody's estimates that Resonetics' debt/EBITDA was approximately
7.5 times at the end of June 30, 2021. The company's leverage will
increase slightly to 7.9 times after the add-on transaction
(including additional debt as well as pro forma acquisition
EBITDA). However, the use of proceeds to finance tuck-in
acquisitions will benefit the company in longer term. Moody's
expect that the company will be able to maintain its Moody's
adjusted leverage below 7.0 times in the next 12 months if no more
debt is raised and mandatory senior secured debt amortization is
executed according to the credit agreement.
Resonetics, LLC is a high technology manufacturer supplying
manufacturing services to the medical industry. The Company's
primary business operations include laser-based and precision
grinding/machining for medical device components beginning at the
prototyping phase through contract manufacturing. Resonetics is
owned by GTCR, LLC, a private equity firm. Pro-forma last 12 months
revenues are approximately $233 million (excluding the proposed
tuck-in acquisitions).
ROBLOX CORP: Moody's Assigns First Time 'Ba2' Corp. Family Rating
-----------------------------------------------------------------
Moody's Investors Service assigned a first-time Ba2 Corporate
Family Rating and Ba1-PD Probability of Default Rating to Roblox
Corporation in connection with the company's proposed debt
issuance. Moody's also assigned a Ba2 instrument rating to the new
senior unsecured notes. Net proceeds from the proposed debt
issuance will add to Roblox's ample cash balances and be available
for general corporate purposes. The outlook is stable.
The rating actions are summarized below:
Assignments:
Issuer: Roblox Corporation
Corporate Family Rating, Assigned Ba2
Probability of Default Rating, Assigned Ba1-PD
Speculative Grade Liquidity Rating, Assigned SGL-1
Senior Unsecured Global Notes, Assigned Ba2 (LGD4)
Outlook Actions:
Issuer: Roblox Corporation
Outlook, Assigned Stable
The assigned ratings are subject to review of final documentation
and no material change in the terms and conditions of the
transaction as advised to Moody's.
RATINGS RATIONALE
Roblox's Ba2 CFR reflects the company's strong market position as a
user-generated gaming and social interaction platform with just
under 50% of current users under age 13. The company has grown
significantly over the last few years as it expands its user base
across more geographies and demographics. "Moody's expects that
Roblox's revenues will continue to grow in the mid-teen percentage
range or better given the current demand for online games plus the
potential to increase revenue streams from branding or sponsored
content, music and concerts, as well as education," said Carl
Salas, Moody's Senior Credit Officer.
Roblox was an early creator of interactive entertainment offerings
experienced in a 3D cyberspace parallel to physical reality, which
is designated a metaverse. Communities of people can interact
within the metaverse in the form of avatars. Gaming and social
media companies investing meaningfully to expand their metaverse
offerings include Epic Games, Facebook, and Naver Corp. Unlike
other gaming companies, Roblox does not own a studio and
diversifies its revenue base across more than one hundred games
which reduces hit-driven risk or over reliance on several games.
Adjusted EBITDA on a Moody's basis is currently negative reflecting
high levels of deferred revenue and stock-based compensation;
however, free cash flow is positive at all times. Additionally,
despite the high revenue growth, Moody's expects volatility in
profit margins as Roblox steps up spending on the hiring of new
engineers and developer payouts. Since 2019, daily active users
have more than doubled while revenues have more than tripled.
Ratings incorporate Roblox's small scale relative to
deeper-pocketed gaming and social media competitors, a rapidly
changing digital environment, and the need to establish a track
record for adherence to financial policies. At closing, debt to
EBITDA is negative but roughly 2x on an adjusted basis when adding
back the change in deferred revenue and stock-based compensation.
Ongoing growth in bookings and cash flow will provide operating and
financial flexibility; however, Roblox will need to maintain
disciplined financial policies to support its growth plans given
uncertainties related to international expansion, particularly in
China, and the increase of its user base beyond its current
demographics.
Social risks are key considerations given just under 50% of
Roblox's user base is 13 years old or younger. The company is
required to comply with the Children's Online Privacy Protection
Act as well as GDPR regulations and partners with numerous global
organizations focused on child and internet safety. Roblox is
eligible to be a controlled company under NYSE corporate governance
requirements with David Baszucki (founder, CEO, and chairperson)
holding all outstanding Class B super voting common shares (20
votes per share) which provides roughly 70% voting control;
however, Roblox does not currently, nor does it intend to, take
advantage of the NYSE's controlled company exemptions to avoid
certain corporate governance requirements.
Roblox's Speculative Grade Liquidity (SGL) rating of SGL-1 reflects
very good liquidity with more than $2.5 billion of cash upon
closing of the new note issuance and adjusted free cash flow to
debt in the mid-teen percentage range over the next year. The
company has historically held ample cash balances, and Moody's
expects cash will remain well above funded debt levels. Moody's
does not expect that Roblox will have a committed revolver
facility.
The Ba2 rating for the new senior unsecured notes is in line with
the Ba2 CFR given the new notes represent the preponderance of
funded debt. The Ba1-PD PDR is one notch above the Ba2 CFR
reflecting Moody's expectation of a below average recovery in a
distressed scenario given that the new notes are unsecured and the
absence of financial covenants.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The stable outlook reflects Moody's expectation that Roblox will
maintain strong operating performance with continued growth in
metrics for active users and hours engaged supporting at least
mid-teen percentage organic revenue growth over the next year.
Moody's also expects that Roblox will continue to invest in its
developer community to maintain its leading position and spur new
bookings. Moody's anticipates that excess cash will exceed funded
debt balances despite planned increases in hiring and developer
payouts. Liquidity is expected to remain very good with ample cash
balances well in excess of funded debt amounts.
Roblox's ratings could be upgraded if enhanced platform
diversification across content, demographics, and revenue streams
support continued growth in the company's user base and engagement
hours. This improved trend would have to be evidenced by strong
revenue and profit growth and increasing cash flow that lead to
debt to EBITDA (Moody's adjusted and adding back change in deferred
revenue and stock based compensation) being sustained below 2x.
Roblox would also need to demonstrate adherence to disciplined
financial policies, and liquidity would need to remain very good
with growing cash balances.
Ratings could be downgraded if Roblox experiences declining metrics
for active users or hours engaged reflecting competitive pressures,
operational missteps, or erosion in the user base or the company's
developer community. Ratings could also be downgraded if organic
revenue growth decelerates to the mid-single digit percentage range
or Moody's expects debt to EBITDA (Moody's adjusted and adding back
change in deferred revenue and stock based compensation) will be
sustained above 3.25x. Aggressive financial policies or
deterioration in liquidity, including adjusted free cash flow to
debt in the low single digit percentage range or excess cash
falling below funded debt balances, could also lead to a
downgrade.
Roblox Corporation, founded in 2004 with headquarters in San Mateo,
CA, provides a gaming and social interaction platform for creating,
sharing, monetizing, and experiencing millions of user-generated
games and other content. The company operates in over 180 countries
with 42.7 million daily active users. Roblox is publicly traded
with David Baszucki, founder, CEO, and chairperson, holding 70%
voting control. Bookings for LTM August 2021 exceeded $2.5 billion,
compared to under $700 million for FY2019.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
ROCKLAND INDUSTRIES: Seeks to Tap Aaron Posnik & Co. as Auctioneer
------------------------------------------------------------------
Rockland Industries, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of South Carolina to employ Aaron Posnik &
Co. Inc. to market and sell its personal property and certain real
estate.
The auctioneer will be compensated as follows:
(a) for personal property, Aaron Posnik & Co. will receive a
15 percent buyer's premium plus a 10 percent commission paid by the
Debtor;
(b) for internet sales, the buyer's premium is increased to
cover any additional fee in the amount of 3 percent;
(c) for the sale of the real property, the firm will receive a
6 percent buyer's premium (of which amount 1 percent shall be paid
to any buyer's broker). If no such broker is involved, the firm's
buyer's premium shall be 5 percent.
Paul Scheer, president of Aaron Posnik & Co., disclosed in a court
filing that his firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Paul W. Scheer
Aaron Posnik & Co. Inc.
31 Capital Drive
West Springfield, MA 01089
Telephone: (413) 733-5238
Facsimile: (413) 731-5946
Email: info@posnik.com
About Rockland Industries
Bamberg, S.C.-based Rockland Industries, Inc. is part of the
textile and fabric finishing and fabric coating mills industry. Its
products are designed for both commercial and residential
applications.
Rockland Industries filed its voluntary petition for Chapter 11
protection (Bankr. D.S.C. Case No. 21-02590) on Oct. 5, 2021,
listing $4,555,746 in asset and $3,878,693 in liabilities. Mark
Berman, president of Rockland Industries, signed the petition.
Judge David R. Duncan presides over the case.
Michael M. Beal, Esq., at Beal, LLC, represents the Debtor as legal
counsel.
ROCKLAND INDUSTRIES: Seeks to Tap The Stump Corporation as Broker
-----------------------------------------------------------------
Rockland Industries, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of South Carolina to employ The Stump
Corporation as real estate broker.
The Debtor needs a broker to market and sell its real property
located at 486 Calhoun St. in Bamberg, S.C.
The firm will receive a fixed commission rate of 6 percent of the
gross proceeds from the sale, which will be reduced to 3 percent in
the event of a brokered transaction.
John Stump III, senior vice president of The Stump Corporation,
disclosed in a court filing that his firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
John R. Stump III
The Stump Corporation
1043 East Morehead Street, Suite 105
Charlotte, NC 28204
Telephone: (704) 332-3535
Facsimile: (704) 375-9739
About Rockland Industries
Bamberg, S.C.-based Rockland Industries, Inc. is part of the
textile and fabric finishing and fabric coating mills industry. Its
products are designed for both commercial and residential
applications.
Rockland Industries filed its voluntary petition for Chapter 11
protection (Bankr. D.S.C. Case No. 21-02590) on Oct. 5, 2021,
listing $4,555,746 in asset and $3,878,693 in liabilities. Mark
Berman, president of Rockland Industries, signed the petition.
Judge David R. Duncan presides over the case.
Michael M. Beal, Esq., at Beal, LLC, represents the Debtor as legal
counsel.
S-TEK 1 LLC: Court Allows Hartman's Joint Representation
--------------------------------------------------------
At the behest of S-Tek 1, LLC, the United States Bankruptcy Court
for the District of New Mexico held that Nephi D. Hardman, Esq.,
may jointly represent the Debtor and the individual defendants in
the Adversary Proceeding No. 20-01074-j; provided that, before the
joint representation begins:
(1) the Debtor stipulates that it will not raise a defense in
the Adversary Proceeding based on the actions of the Individuals
being ultra vires or outside of their authority or the scope of
their employment,
(2) the Debtor and the Attorney agree to the 70%/30% allocation
of the Attorney's time,
(3) the Individuals file of record a waiver of any
indemnification claims against the Debtor based on anything that
had occurred or occurs prior to the closing of this bankruptcy case
or conversion or dismissal of the case, and
(4) the Individuals file of record a consent to withdrawal of
the Attorney as their counsel in the Adversary Proceeding and the
Attorney's continued representation of the Debtor, if an actual
conflict of interest emerges preventing the Attorney from jointly
representing Debtor and the Individuals.
If any of these conditions is not met, the Court said the Attorney
may not jointly represent the Debtor and the Individuals in the
Adversary Proceeding.
In July 2019, the Debtor filed an action against the Surv-Tek
Parties, related to the Debtor's purchase of Surv-Tek's surveying
business, entitled S-Tek 1, LLC v. Surv-Tek, Inc., Case No.
D-202-CV-2019-05359, in the Second Judicial District Court of New
Mexico. Surv-Tek and STIF filed counterclaims against the Debtor
and a third-party complaint against Randy Asselin, Christopher
Castillo, and Kymberlee Castillo, as well as First Corporate
Solutions, Inc. and John Does 1-50. On December 10, 2020, following
the Debtor's bankruptcy filing, the State Court Action was removed
to the federal District Court thereby commencing Adversary
Proceeding No. 20-01074-j.
The Court pointed out that the Individuals allegedly removed
collateral so Surv-Tek could not deprive the Debtor of the use of
the collateral, and allegedly misrepresented an intent to comply
with the agreement under which the Debtor purchased Surv-Tek's
business. Those actions on their face appear to be directly related
to the Debtor's business purposes, which would make the ultra vires
defense unavailable, the Court said.
The Court also found it difficult to comprehend how an action could
be unauthorized if it is taken by all members of an LLC, including
the managing member. The members of an LLC are the ones who would
authorize a particular action. In the case of an LLC, to the extent
an action may have been unauthorized if taken by one member, where
the action is taken by all members, that logically grants approval
by the LLC for the action. The Court pointed out that the Surv-Tek
Parties have alleged that both Mr. Asselin and Mr. Castillo removed
the collateral.
While the Court is not able to rule definitively at this point that
a defense based on the Individuals acting outside the scope of
their authority or employment would fail, it appears to the Court
that the prospect that the Debtor will assert this defense is
remote. Nevertheless, if the Debtor wishes to proceed with the
joint representation, to ensure no actual conflict of interest
arises from assertion of the defense, the Debtor must stipulate
that it will not assert the defense, the Court held.
A full-text copy of the Memorandum Opinion dated Oct. 19, 2021, is
available at https://tinyurl.com/pan8rxbw from Leagle.com.
Surv-Tek, Inc. is represented by Chris M. Gatton, Esq., at Giddens
& Gatton Law, P.C. in Albuquerque.
About S-Tek 1
Based in Albuquerque, N.M., S-Tek 1 LLC, also known as SurvTek --
https://www.survtek.com/ -- is a land surveying and consulting firm
providing services to both the private and public sectors
throughout New Mexico.
S-Tek 1 filed a Chapter 11 petition (Bankr. D.N.M. Case No.
20-12241) on Dec. 2, 2020. In its petition, the Debtor disclosed
$355,177 in assets and $2,251,153 in liabilities. Randy Asselin,
managing member, signed the petition. Judge Robert H. Jacobvitz
presides over the case. The Debtor tapped Nephi D. Hardman Attorney
at Law, LLC as its bankruptcy counsel and FPM & Associates, LLC as
its accountant.
Patrick Malloy, III has been appointed as Subchapter V Trustee.
SALEH'S CO: Seeks to Employ Groshong Law as Bankruptcy Counsel
--------------------------------------------------------------
Saleh's Co. seeks approval from the U.S. Bankruptcy Court for the
Western District of Washington to hire Groshong Law, PLLC to serve
as legal counsel in its Chapter 11 case.
The firm's services include:
(a) assisting the Debtor in preparing and filing schedules of
assets and liabilities and statement of financial affairs;
(b) providing legal services as needed, including
representation as to emergency "first-day" orders;
(c) representing the Debtor at the initial interview with the
Office of the U.S. Trustee, first meeting of creditors pursuant to
Section 341, and status conference before the bankruptcy court;
(d) assisting the Debtor in its work to refinance and
reorganize its operations, negotiate and file a plan of
reorganization, and obtain confirmation of its Chapter 11 plan;
(e) assisting the Debtor in employing other bankruptcy
professionals;
(f) assisting the Debtor in motions practice;
(g) investigating claims, whether scheduled or filed,
including the claim filed by the Department of Revenue; and
(h) providing other necessary legal services.
The firm's hourly rates are as follows:
Geoffrey Groshong, Esq. $440 per hour
Kalen Daniels $150 per hour
Geoffrey Groshong, 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:
Geoffrey Groshong, Esq.
Groshong Law PLLC
600 Stewart Street, Suite 1300
Seattle, WA 98101
Telephone: 206.508.0585
Email: geoff@groshonglaw.com
About Saleh's Co.
Saleh's Co. filed a petition for Chapter 11 protection (Bankr. W.D.
Wash. Case No. 21-11737) on Sept. 16, 2021, listing as much as
$500,000 in both assets and liabilities. Steven Saleh, officer and
manager, signed the petition.
Judge Marc Barreca oversees the case.
Geoffrey Groshong, Esq., at Groshong Law, PLLC and Seattle CPA
Firm, LLC serve as the Debtor's legal counsel and accountant,
respectively.
SEADRILL LIMITED: Weil Gotshal 3rd Update on RigCo Lenders
----------------------------------------------------------
In the Chapter 11 cases of Seadrill Limited, et al., the law firm
of Weil, Gotshal & Manges LLP submitted a third supplemental
verified statement under Rule 2019 of the Federal Rules of
Bankruptcy Procedure, to disclose an updated list of Ad Hoc Group
of RigCo Lenders.
The Ad Hoc Group holding financial indebtedness arising under the
following agreements: (a) $1.35 Billion 4 UDW Facility Credit
Agreement; (b) $450 Million Eminence Facility Credit Agreement; (c)
AOD Facility Credit Agreement; (d) $950 Million Eclipse/Carina
Facility Credit Agreement; (e) Tellus Credit Agreement; (f) $1.50
Billion ECA II Facility Credit Agreement; (g) $2.0 Billion NADL
Facility Credit Agreement; (h) $1.4 Billion Sevan Facility Credit
Agreement; (i) $450 Million Jackup Facility Credit Agreement; and
(j) $440 Million Telesto Facility Credit Agreement, and (k) $300
Million DNB Facility Credit Agreement.
On February 12, 2021, Counsel filed with the Court in these chapter
11 cases the Verified Statement Regarding Ad Hoc Group of Lenders
Pursuant to Bankruptcy Rule 2019 [ECF No. 105] as supplemented by
the Supplemental Verified Statement Regarding Ad Hoc Group of
Lenders Pursuant to Bankruptcy Rule 2019 [ECF No. 720] dated as of
May 21, 2021, and the Second Supplemental Verified Statement
Regarding Ad Hoc Group of Lenders Pursuant to Bankruptcy Rule 2019
[ECF No. 982] dated as of September 2, 2021. Pursuant to Bankruptcy
Rule 2019(d), this Third Supplemental Verified Statement
supplements the information provided in the Second Supplemental
Verified Statement.
As of Oct. 22, 2021, members of the Ad Hoc Group and their
disclosable economic interests are:
Deutsche Bank AG
Winchester House
1 Great Winchester Street
London EC2N 2DB
United Kingdom
* Amount under $450 Million
Eminence Facility Credit Agreement: $52,824,216
* Amount under $2.0 Billion
NADL Facility Credit Agreement: $106,785,995
* Amount under Tellus Credit Agreement: $16,750,001
* Amount under AOD Facility Credit Agreement: $26,249,551
* Amount under $1.4 Billion
Sevan Facility Credit Agreement: $135,378,891
* Amount under $1.35 Billion
4 UDW Facility Credit Agreement: $100,291,667
* Amount under $1.50 Billion
ECA II Facility Credit Agreement: $10,714,289
* Amount under $950 Million
Eclipse/Carina Facility Credit Agreement: $46,909,706
* Amount under $450 Million
Jackup Facility Credit Agreement: $14,398,825
* Amount under $440 Million
Telesto Facility Agreement: $3,205,882
Cairn Capital Limited
62 Buckingham Gate
London SW1E 6AJ
* Amount under $450 Million
Eminence Facility Credit Agreement: $4,235,293
* Amount under $2.0 Billion
NADL Facility Credit Agreement: $167,988,043
* Amount under $440 Million
Telesto Facility Agreement: $5,121,765
* Amount under $1.4 Billion
Sevan Facility Credit Agreement: $109,025,894
* Amount under $1.35 Billion
4 UDW Facility Credit Agreement: $87,225,000
* Amount under $950 Million
Eclipse/Carina Facility Credit Agreement: $58,849,680
* Amount under $450 Million
Jackup Facility Credit Agreement: $17,500,111
* Amount under Tellus Credit Agreement: $3,722,222
* Amount under $300 Million
DNB Facility Credit Agreement: $9,000,000
Attestor Capital LLP
7 Seymour Street
London W1H 7JW
United Kingdom
* Amount under $450 Million
Eminence Facility Credit Agreement: $10,588,232
* Amount under $1.4 Billion
Sevan Facility Credit Agreement: $18,005,952
* Amount under $1.35 Billion
4 UDW Facility Credit Agreement: $37,333,333
* Amount under $1.50 Billion
ECA II Facility Credit Agreement: $21,428,952
* Amount under $950 Million
Eclipse/Carina Facility Credit Agreement: $5,000,000
Ironshield Capital Management LLP
7-8 Stratford Place
London W1C 1AY
United Kingdom
* Amount under AOD Facility Credit Agreement: $12,450,079
* Amount under $1.4 Billion
Sevan Facility Credit Agreement: $4,000,000
Cross Ocean Partners Management LP and/or
Cross Ocean Adviser LLP
20 Horseneck Lane
Greenwich, CT 06830
* Amount under Telesto Facility Agreement: $3,202,941
* Amount under Tellus Credit Agreement: $2,694,445
* Amount under AOD Facility Credit Agreement: $41,170,666
* Amount under $1.35 Billion
4 UDW Facility Credit Agreement: $28,000,000
* Amount under $950 Million
Eclipse/Carina Facility Credit Agreement: $5,000,000
Littlejohn & Co., LLC
8 Sound Shore Drive
Greenwich, CT 06830
* Amount under $1.4 Billion
Sevan Facility Credit Agreement: $33,706,228
* Amount under $950 Million
Eclipse/Carina Facility Credit Agreement: $15,058,294
* Amount under $450 Million
Jackup Facility Credit Agreement: $5,538,010
* Amount under $450 Million
Eminence Facility Credit Agreement: $7,058,115
Counsel for Ad Hoc Group of RigCo Lenders can be reached at:
WEIL, GOTSHAL & MANGES LLP
Alfredo R. Perez, Esq.
700 Louisiana Street, Suite 1700
Houston, TX 77002
Telephone: (713) 546-5000
Facsimile: (713) 224-9511
E-mail: Alfredo.Perez@weil.com
WEIL, GOTSHAL & MANGES LLP
Matthew S. Barr, Esq.
Sunny Singh, Esq.
David J. Cohen, Esq.
767 Fifth Avenue
New York, NY 10153
Telephone: (212) 310-8000
Facsimile: (212) 310-8007
E-mail: Matt.Barr@weil.com
Sunny.Singh@weil.com
DavidJ.Cohen@weil.com
- and -
WEIL, GOTSHAL & MANGES LLP
Paul R. Genender, Esq.
200 Crescent Court, Suite 300
Dallas, TX 75201
Telephone: (214) 746-7700
Facsimile: (214) 746-7777
E-mail: Paul.Genender@weil.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://bit.ly/3pGP5Ps
About Seadrill Ltd.
Seadrill Limited (OSE:SDRL, OTCQX:SDRLF) --
http://www.seapdrill.com/-- is a deepwater drilling contractor
providing drilling services to the oil and gas industry. As of
March 31, 2018, it had a fleet of over 35 offshore drilling units
that include 12 semi-submersible rigs, 7 drillships, and 16 jack up
rigs.
On Sept. 12, 2017, Seadrill Limited sought Chapter 11 protection
after reaching terms of a reorganization plan that would
restructure $8 billion of funded debt. It emerged from bankruptcy
in July 2018.
Demand for exploration and drilling has fallen further during the
COVID-19 pandemic as oil firms seek to preserve cash, idling more
rigs and leading to additional overcapacity among companies serving
the industry.
In June 2020, Seadrill wrote down the value of its rigs by $1.2
billion and said it planned to scrap 10 rigs. Seadrill said it is
in talks with lenders on a restructuring of its $5.7 billion bank
debt.
Seadrill Partners LLC, a limited liability company formed by
deep-water drilling contractor Seadrill Ltd. to own, operate and
acquire offshore drilling rigs, along with its affiliates, sought
Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-35740) on
Dec. 1, 2020, after its parent company swept one of its bank
accounts to pay disputed management fees. Mohsin Y. Meghji,
authorized signatory, signed the petitions.
On Feb. 7, 2021, Seadrill GCC Operations Ltd., Asia Offshore
Drilling Limited, Asia Offshore Rig 1 Limited, Asia Offshore Rig 2
Limited, and Asia Offshore Rig 3 Limited sought Chapter 11
protection. Seadrill GCC estimated $100 million to $500 million in
assets and liabilities as of the bankruptcy filing.
Additionally, on Feb. 10, 2021, Seadrill Limited and 114 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the United States Bankruptcy Code with the Court. The lead case
is In re Seadrill Limited (Bankr. S.D. Tex. Case No. 21-30427).
Seadrill Limited disclosed $7.291 billion in assets against $7.193
billion in liabilities as of the bankruptcy filing.
In the new Chapter 11 cases, the Debtors tapped Kirkland & Ellis
LLP as counsel; Houlihan Lokey, Inc. as financial advisor; Alvarez
& Marsal North America, LLC as restructuring advisor; Jackson
Walker LLP as co-bankruptcy counsel; Slaughter and May 2021 as
co-corporate counsel; Advokatfirmaet Thommessen AS as Norwegian
counsel; and Conyers Dill & Pearman as Bermuda counsel. Prime
Clerk LLC is the claims agent.
On April 9, 2021, the board of directors of debtor Seadrill North
Atlantic Holdings Limited unanimously adopted resolutions
appointing Steven G. Panagos and Jeffrey S. Stein as independent
directors to the board. Seadrill North Atlantic Holdings Limited
tapped Katten Muchin Rosenman LLP as counsel and AMA Capital
Partners, LLC as financial advisor at the sole direction of
independent directors.
SEADRILL LTD: Court Okays Plan to Cut Billions of Debt
------------------------------------------------------
Seadrill Limited (OSE:SDRL, OTCPK:SDRLF) announced Oct. 26, 2021,
that its Plan of Reorganization has been confirmed by the U.S.
Bankruptcy Court for the Southern District of Texas.
The Plan received overwhelming support from the Company's
stakeholders.
U.S. Bankruptcy Judge David R. Jones approved the Plan, allowing
the offshore driller to cut debt and hand ownership to creditors.
The Plan calls for swapping $5 billion of debt for equity across 12
capital structure "silos," Spencer Winters of Kirkland & Ellis said
on behalf of Seadrill in a virtual hearing Tuesday, October 26,
2021, according to Bloomberg News.
The deal results in a "massive deleveraging" that will leave
Seadrill with about $900 million of debt and a much-simplified
capital structure, Winters said.
Following the Court's approval of the Plan, Seadrill is targeting
an exit of Chapter 11 proceedings in approximately 60 days. This
is subject to certain customary conditions, including certain
antitrust approvals.
The Plan raises $350 million in new financing and reduces the
Company's existing liabilities by $4.9 billion, while leaving
employee, customer, and trade claims unaffected. Existing
shareholders will see their holding in the post emergence entity
decrease to 0.25%.
Stuart Jackson, Seadrill Chief Executive Officer, said:
"Confirmation of the Plan by the Court is a watershed moment for
Seadrill and one we should celebrate as we move into the final
stages to emerge from Chapter 11. Achieving this milestone would
not be possible without the collective efforts of our employees,
customers, partners, suppliers, creditors and shareholders. The
continued support from this broad Seadrill community is one of our
greatest assets and will be critical to the success of our next
chapter as we reinforce our position as a market leader.
"With emergence around the end of the year, we stand alongside our
offshore drilling peers focused on safe and efficient delivery to
our customers in an industry that continues to need to evolve.
Seadrill's strong brand will ensure we maintain a leadership
position in future developments.”
Copies of the Plan and Disclosure Statement, as well as other
information regarding the Company’s chapter 11 cases, are
available at the following website:
https://cases.primeclerk.com/SeadrillLimited/.
About Seadrill Ltd.
Seadrill Limited (OSE:SDRL, OTCQX:SDRLF) --
http://www.seapdrill.com/-- is a deepwater drilling contractor
providing drilling services to the oil and gas industry. As of
March 31, 2018, it had a fleet of over 35 offshore drilling units
that include 12 semi-submersible rigs, 7 drillships, and 16 jack up
rigs.
On Sept. 12, 2017, Seadrill Limited sought Chapter 11 protection
after reaching terms of a reorganization plan that would
restructure $8 billion of funded debt. It emerged from bankruptcy
in July 2018.
Demand for exploration and drilling has fallen further during the
COVID-19 pandemic as oil firms seek to preserve cash, idling more
rigs and leading to additional overcapacity among companies serving
the industry.
In June 2020, Seadrill wrote down the value of its rigs by $1.2
billion and said it planned to scrap 10 rigs. Seadrill said it is
in talks with lenders on a restructuring of its $5.7 billion bank
debt.
Seadrill Partners LLC, a limited liability company formed by
deep-water drilling contractor Seadrill Ltd. to own, operate and
acquire offshore drilling rigs, along with its affiliates, sought
Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-35740) on
Dec. 1, 2020, after its parent company swept one of its bank
accounts to pay disputed management fees. Mohsin Y. Meghji,
authorized signatory, signed the petitions.
On Feb. 7, 2021, Seadrill GCC Operations Ltd., Asia Offshore
Drilling Limited, Asia Offshore Rig 1 Limited, Asia Offshore Rig 2
Limited, and Asia Offshore Rig 3 Limited sought Chapter 11
protection. Seadrill GCC estimated $100 million to $500 million in
assets and liabilities as of the bankruptcy filing.
Additionally, on Feb. 10, 2021, Seadrill Limited and 114 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the United States Bankruptcy Code with the Court. The lead case
is In re Seadrill Limited (Bankr. S.D. Tex. Case No. 21-30427).
Seadrill Limited disclosed $7.291 billion in assets against $7.193
billion in liabilities as of the bankruptcy filing.
In the new Chapter 11 cases, the Debtors tapped Kirkland & Ellis
LLP as counsel; Houlihan Lokey, Inc. as financial advisor; Alvarez
& Marsal North America, LLC as restructuring advisor; Jackson
Walker LLP as co-bankruptcy counsel; Slaughter and May 2021 as
co-corporate counsel; Advokatfirmaet Thommessen AS as Norwegian
counsel; and Conyers Dill & Pearman as Bermuda counsel. Prime Clerk
LLC is the claims agent.
On April 9, 2021, the board of directors of debtor Seadrill North
Atlantic Holdings Limited unanimously adopted resolutions
appointing Steven G. Panagos and Jeffrey S. Stein as independent
directors to the board. Seadrill North Atlantic Holdings Limited
tapped Katten Muchin Rosenman LLP as counsel and AMA Capital
Partners, LLC as financial advisor at the sole direction of
independent directors.
SEQUENTIAL BRANDS: Armstrong, Horwood Advise 2 Equity Holders
-------------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
the law firms of Armstrong Teasdale LLP and Horwood Marcus & Berk
Chartered submitted a verified statement to disclose that they are
representing the Ad Hoc Committee of Securities Claimants and
Equity Security Holders of Sequential Brands Group, Inc. in the
Chapter 11 cases of Sequential Brands Group, Inc., et al.
The Committee Members are:
Justin K. Wine
450 Alton Road-#3503
Miami Beach, FL 33139
Phillipe Reme
1180 Raymond Blvd. Apt. 27E
Newark, NJ 07102
Counsel to Ad Hoc Committee of Securities Claimants and Equity
Security Holders of Sequential Brands Group, Inc. can be reached
at:
ARMSTRONG TEASDALE LLP
Rafael X. Zahralddin-Aravena, Esq.
Shelley A. Kinsella, Esq.
300 Delaware Avenue, Suite 210
Wilmington, DE 19801
Telephone: (302) 824-7089
Email: rzahralddin@atllp.com
skinsella@atllp.com
- and -
HORWOOD MARCUS & BERK CHARTERED
Aaron L. Hammer, Esq.
Nathan L. Delman, Esq.
Lauren Stricker, Esq.
500 W. Madison St., Ste. 3700
Chicago, IL 60661
Telephone: (312) 606-3200
Email: ahammer@hmblaw.com
ndelman@hmblaw.com
lstricker@hmblaw.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://bit.ly/2ZtdaxK and https://bit.ly/3BgWWVR
About Sequential Brands Group
Sequential Brands Group, Inc. (NASDAQ:SQBG), together with its
subsidiaries, owns various consumer brands. The New York-based
company licenses its brands for a range of product categories,
including apparel, footwear, fashion accessories, and home goods.
Sequential Brands Group and its affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 21-11194) on Aug. 31,
2021. The company disclosed total assets of $442,774,937 and debt
of $435,073,539 as of Aug. 30, 2021.
Judge John T. Dorsey oversees the cases.
The Debtors tapped Gibson, Dunn & Crutcher, LLP and Pachulski Stang
Ziehl & Jones, LLP as legal counsel. Miller Buckfire & Co. and its
affiliate, Stifel Nicolaus & Co., Inc., serve as financial advisor
and investment banker. Kurtzman Carson Consultants, LLC is the
claims agent and administrative advisor.
King & Spalding, LLP is counsel to the debtor-in-possession lenders
(and the consenting lenders under the restructuring support
agreement) while Morris, Nichols, Arsht & Tunnell, LLP serve as the
DIP lenders' local counsel.
SPEED INDUSTRIAL: Seeks to Hire Balch & Bingham as Legal Counsel
----------------------------------------------------------------
Speed Industrial Gas, LLC seeks approval from the U.S. Bankruptcy
Court for the Western District of Texas to hire Balch
& Bingham, LLP to serve as legal counsel in its Chapter 11 case.
The firm's services include:
(a) representing the Debtor in carrying out its duties under
the Bankruptcy Code;
(b) preparing legal documents;
(c) advising and consulting with the Debtor for the
preparation of all necessary bankruptcy schedules, disclosure
statement and plan of reorganization;
(d) performing legal services related to the operation of the
Debtor's business and the management of its assets and financial
affairs, including, but not limited to, labor, securities,
litigation, tax, ERISA, corporate, banking, intellectual property,
commercial, environmental, and other matters;
(e) performing all other necessary legal services.
The firm's hourly rates are as follows:
Partner $350 - $500 per hour
Associate $220 - $450 per hour
Paralegal $180 - $230 per hour
The Debtor will pay $80,000 to the firm as a retainer fee.
Lloyd Lim, Esq., a partner at Balch & Bingham, 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:
Lloyd A. Lim, Esq.
Balch & Bingham, LLP
811 Louisiana Street, Suite 1010
Houston, TX 77002
Telephone: (713) 362-2550
Email: llim@balch.com
About Speed Industrial Gas
Speed Industrial Gas, LLC is a San Antonio, Texas-based company
that offers welding supplies, industrial and specialty gas
products.
Speed Industrial Gas filed a petition for Chapter 11 protection
(Bankr. W.D. Tex. Case No. 21-51297) on Oct. 22, 2021, listing as
much as $10 million in both assets and liabilities. Ernest W.
Speed, III, owner and sole member of Speed Industrial Gas, signed
the petition.
The Debtor tapped Lloyd A. Lim, Esq., at Balch & Bingham, LLP as
legal counsel.
TELIGENT INC: Taps PharmaBioSource as Real Estate Consultant
------------------------------------------------------------
Teligent, Inc. seeks approval from the U.S. Bankruptcy Court for
the District of Delaware to hire PharmaBioSource Realty, LLC as
real estate consultant in connection with the sale of its
pharmaceutical manufacturing and laboratory facility in Buena, N.J.
The firm's services are divided into two phases. Phase I of the
services is for transaction planning and is anticipated to last two
to three weeks while Phase II is for buyer engagement, deal
structuring, negotiation, due diligence support, and closing.
PharmaBioSource will receive a flat fee of $25,000 for the services
to be rendered under Phase I, and a "success fee" of 3 percent of
the total consideration should Phase II proceed.
Joseph Tarantino, managing director at PharmaBioSource, 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:
Joseph Tarantino
PharmaBioSource Realty, LLC
121 W Wayne Ave,
Wayne, PA, 19087,
Tel: (610) 293-0900
Fax: (215) 893-8900
Email: info@pharmabiosource.com
About Teligent Inc.
Teligent, Inc., a specialty generic pharmaceutical company,
develops, manufactures, markets, and sells generic topical, branded
generic, and generic injectable pharmaceutical products in the
United States and Canada. The company was formerly known as IGI
Laboratories, Inc. and changed its name to Teligent, Inc. in
October 2015. Teligent, Inc. was founded in 1977 and is based in
Buena, N.J.
Teligent and three affiliates sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 21-11332) on Oct. 14, 2021. The cases are
handled by Judge Brendan Linehan Shannon.
As of Aug. 31, 2021, Teligent had total assets of $85 million and
total debt of $135.8 million.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP and K&L
Gates, LLP as legal counsel; Raymond James & Associates, Inc. as
investment banker; PharmaBioSource Realty, LLC as real estate
consultant; and Portage Point Partners, LLC as restructuring
advisor. Vladimir Kasparov of Portage Point Partners serves as the
Debtors' chief restructuring officer. Epiq Corporate
Restructuring, LLC is the claims and noticing agent and
administrative advisor.
TENTLOGIX INC: Nov. 16 Hearing on Disclosure Statement
------------------------------------------------------
Judge Mindy A. Mora will convene a hearing to consider approval of
the disclosure statement of Tentlogix Inc. on Tuesday, November 16,
2021 at 2:30 p.m. in United States Bankruptcy Court.
The last day for filing and serving objections to the disclosure
statement is on November 9, 2021 (seven days before Disclosure
Hearing).
Attorney for the Debtor:
Craig I. Kelley, Esquire
Kelley, Fulton & Kaplan, P.L.
1665 Palm Beach Lakes Blvd.
The Forum - Suite 1000
West Palm Beach, FL 33401
Tel: (561) 491-1200
Fax: (561) 684-3773
E-mail: craig@kelleylawoffice.com
About Tentlogix Inc.
Tentlogix Inc., a Florida corporation located in Indiantown, filed
its voluntary petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 20-22971) on Nov. 27,
2020, disclosing $3,135,866 in assets and $10,689,420 in
liabilities. Gary Hendry, chief executive officer, signed the
petition.
Judge Mindy A. Mora oversees the case.
The Debtor tapped Kelley, Fulton & Kaplan, P.L. as legal counsel
and Carr Riggs & Ingram as accountant.
TERRA MANAGEMENT: Seeks to Hire Haynie & Company as Tax Accountant
------------------------------------------------------------------
Terra Management Group, LLC and Littleton Main Street, LLC seek
approval from the U.S. Bankruptcy Court for the District of
Colorado to employ Haynie & Company as their tax accountant.
The professional services to be rendered include:
(a) preparing all needed income and payroll tax returns for
the Debtors; and
(b) assisting with any reporting required under the Bankruptcy
Code or by the court to the extent requested by the Debtors.
The hourly rates of the firm's professionals are as follows:
Tyson Holman, CPA $350 per hour
Jim Feldhake, CPA $250 per hour
George Clough, CPA $225 per hour
Michael Knodle, Tax Associate $170 per hour
Tyson Holman, a certified public accountant at Haynie & Company,
disclosed in a court filing that the firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Tyson Holman
Haynie & Company
1221 West Mineral Avenue, Suite 202
Littleton, CO 80120
Telephone: (303) 734-4800
Facsimile: (303) 795-3356
Email: tyh@hayniecpas.com
About Terra Management Group and
Littleton Main Street
Terra Management Group, LLC is an Englewood, Colo.-based company
engaged in activities related to real estate.
Terra Management Group and Littleton Main Street, LLC filed their
voluntary petitions for Chapter 11 protection (Bankr. D. Colo. Lead
Case No. 21-15245) on Oct. 15, 2021. J. Marc Hendricks, president
and manager of Terra Management Group, signed the petitions. At
the time of the filing, Terra Management Group listed up to
$100,000 in assets and up to $50 million in liabilities while
Littleton listed as much as $50 million in both assets and
liabilities.
The Hon. Kimberley H. Tyson is the case judge.
The Debtors tapped Michael J. Pankow, Esq., at Brownstein Hyatt
Farber Schreck, LLP as legal counsel, and Haynie & Company as tax
accountant.
TRIUMPH HOUSING: Dec. 16 Plan Confirmation Hearing Set
------------------------------------------------------
On Sept. 3, 2021, Debtor Triumph Housing Management, LLC, filed
with the U.S. Bankruptcy Court for the Northern District of Georgia
an Amended Plan of Reorganization and Amended Disclosure
Statement.
On Oct. 22, 2021, Judge Jeffery W. Cavender approved the Disclosure
Statement and ordered that:
* Dec. 9, 2021 is fixed as the last day for holders of claims
and interests to file written Ballots with acceptances or
rejections of the Plan.
* Dec. 9, 2021 is fixed as the last day for filing and serving
written objections or briefs regarding confirmation of the Plan.
* Dec. 16, 2021 at 11:00 o'clock a.m. in Courtroom 1203,
United States Courthouse, 75 Ted Turner Drive, S.W., Atlanta,
Georgia is fixed as the date for the hearing on confirmation of the
Plan.
A full-text copy of the order dated October 22, 2021, is available
at https://bit.ly/3nwRdGM from PacerMonitor.com at no charge.
Counsel for the Debtor:
Michael D. Robl, Esq.
Robl Law Group LLC
3754 Lavista Road, Suite 250
Tucker, GA 30084
Telephone: (404) 373-5153
Facsimile: (404) 537-1761
E-mail: michael@roblgroup.com
About Triumph Housing Management
Triumph Housing Management, LLC, a real estate service provider
based in Atlanta, filed a voluntary petition under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Ga. Case No. 20-65578) on April
15, 2020. The petition was signed by Alex Hertz, its manager. At
the time of the filing, the Debtor disclosed total assets of
$877,090 and total liabilities of $8,074,355. Judge Jeffery W.
Cavender oversees the case. The Debtor tapped Robl Law Group LLC
as its counsel.
TWIN PEAKS: S&P Affirms 'BB' Rating on Charter School Rev. Bonds
----------------------------------------------------------------
S&P Global Ratings revised the outlook to negative from stable and
affirmed its 'BB' long-term rating and underlying rating on the
Colorado Educational and Cultural Facilities Authority's series
2011A and 2014 charter school revenue bonds issued for the TPCA
Building Corp. on behalf of Twin Peaks Charter Academy.
"The negative outlook revision reflects our view of Twin Peaks'
weak financial performance, with full-accrual operating deficits
and weak debt service coverage levels below 1.0x despite enrollment
growth in fall 2020 and fall 2021," said S&P Global Ratings credit
analyst Phillip Pena. "The revision also reflects our view of the
school's weakening, though still adequate cash position."
S&P said, "We could lower the rating during the outlook period if
full-accrual operating deficits continue, such that coverage levels
remain weak and below 1.0x. We would view any material decrease in
cash on hand from current levels as a pressuring factor given
already weak operating performance. We would also view any
substantial decreases in total enrollment as a pressuring factor.
"We could revise the outlook to stable should operating performance
improve such that MADS coverage were above 1.0x. We would also view
material increases in cash on hand favorably, and would view
continued growth in enrollment positively."
As of fiscal-year-end 2021, Twin Peaks' had $23.7 million in
long-term debt outstanding.
UNITED WHOLESALE: Fitch Affirms 'BB-' LT IDR, Outlook Stable
------------------------------------------------------------
Fitch Ratings has affirmed United Wholesale Mortgage, LLC's (United
Wholesale) Long-Term Issuer Default Rating (IDR) at 'BB-' and has
upgraded the unsecured debt rating to 'BB-' from 'B+'. The Rating
Outlook is Stable.
KEY RATING DRIVERS
The rating affirmation reflects United Wholesale's solid execution
over the past year, which has resulted in a strong market position
and corporate profile as a leader in the wholesale residential
mortgage segment. The ratings continue to reflect a strong
financial profile with improved profitability, capitalization and
liquidity, solid asset quality of the servicing portfolio, a robust
and integrated technology platform, and an experienced management
team with extensive industry background.
Fitch believes the highly cyclical nature of the mortgage
origination business, the capital intensity and valuation
volatility of mortgage servicing rights (MSRs), intense legislative
and regulatory scrutiny, and exposure to liquidity risks from
margin calls related to interest rate hedging, represent rating
constraints for non-bank mortgage companies.
Rating constraints specific to United Wholesale include a reliance
on short term, uncommitted funding and elevated key person risk
related to the CEO and president, Mat lshbia, who, together with
the lshbia family, exercises significant control over the company
as majority shareholders. Additionally, the company's exclusive
focus on the wholesale channel acts as a rating constraint, as
volumes may be tied to the outlook for the channel if further
market share gains are limited.
In January 2021, United Wholesale completed its planned merger with
a special purpose acquisition company (SPAC) and became a publicly
listed company. The prior owners retained approximately 94%
ownership of the combined company and the existing management team
continues to lead the business. Fitch believes the SPAC transaction
resulted in stronger corporate governance, given listing
requirements, and could incrementally improve the company's
franchise over time due to greater brand awareness.
United Wholesale is not subject to material asset quality risks
because nearly all originated loans are government or agency
eligible and sold to investors shortly after origination. The
servicing portfolio's asset-quality performance remain solid, as
delinquencies have been low relative to the overall market,
however, Fitch expects delinquencies to remain above historic
averages for some time as forbearance programs cease and the
macroeconomic effects of the pandemic continue. The company's
historic repurchase and indemnification claims have been minimal,
and it has had sufficient reserves to cover these charges.
The company's trailing 12 month (TTM) 2Q21 earnings were very
strong with pretax return on average assets (ROAA) of 27.1%.
Earnings were driven by growth in origination volumes, coupled with
an expansion of gain on sale margins above historical levels while
the company also benefitted from a smaller MSR portfolio
amortization relative to similarly sized peers. In 2Q21 though
pretax ROAA declined to 4.1% on an annualized basis, driven by a
compression in the gain on sale margin, illustrating the
cyclicality inherent in the mortgage origination business. Fitch
expects the company's profitability metrics to remain at current
levels, with lower gain on sale earnings offset by increased
servicing portfolio contribution.
United Wholesale's leverage (gross debt to tangible equity) was
4.7x at 2Q21, up from 3.4x at YE20, but much improved from 8.5x at
YE19 given growth in retained earnings. Fitch expects leverage to
trend down to 4x over the Outlook horizon as retained earnings
should grow net of any shareholder distributions. Corporate
tangible leverage, which excludes the balances under warehouse
facilities from gross debt, was 0.4x at 2Q21, well-below the net
debt incurrence covenant of 2.0x in the unsecured notes.
Consistent with other mortgage companies, United Wholesale remains
reliant on the wholesale debt market to fund operations. Secured
debt was 88% of total debt at 2Q21, comprised mainly of warehouse
facilities. About 14% of the facilities were committed, which
remains below peers as well as finance and leasing companies more
broadly. United Wholesale accessed the unsecured funding markets
for the first time in 2020 and again in 2021, diversifying its
funding base, which Fitch views favorably. The unsecured funding
mix stood at 12% at 2Q21, which is comparable to the peer group.
Fitch would view further increases in unsecured funding as well as
an extension of the funding duration and increase in the committed
amount favorably.
Liquidity resources include approximately $1.0 billion of
unrestricted cash as of 2Q21 and $14.6 billion in aggregate
warehouse capacity to fund originations. Fitch views the liquidity
to be adequate in light of potential margin calls and advancing
needs but would view the addition of any additional contingent
liquidity resources, like a line of credit, positively.
The Stable Outlook reflects Fitch's expectation that United
Wholesale will maintain sufficient liquidity and access to funding
to address the MSR portfolio growth, relatively stable leverage
levels, and consistent profitability.
The narrowing of the notching on the senior unsecured debt, which
is now equalized to the IDR, is driven by the growth in
unencumbered assets available to the noteholders, suggesting
average recovery prospects in a stressed scenario.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Improvement in the funding profile, including a continued
extension of duration; Increases in the proportion of
committed facilities, and/or an increase in unsecured debt
above 25%;
-- Leverage maintained at-or-below 3x on a gross debt to tangible
equity basis;
-- Maintenance of consistent operating performance;
-- Enhanced liquidity;
-- Demonstrated effectiveness of corporate governance policies.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Leverage sustained above 5.0x;
-- Increased utilization of secured funding that reduces
unsecured mix below 10%;
-- Regulatory scrutiny resulting in United Wholesale incurring
substantial fines that negatively impact its franchise or
operating performance;
-- The departure of Mat lshbia, who has led the growth and
direction of the company.
The rating on the unsecured notes is sensitive to changes in the
Long-Term IDR and would be expected to move in tandem. However, a
material decrease in unencumbered assets and/or an increase in the
proportion of secured funding could result in a widening of the
notching between United Wholesale's Long-Term IDR and the unsecured
notes.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Financial Institutions and
Covered Bond issuers have a best-case rating upgrade scenario
(defined as the 99th percentile of rating transitions, measured in
a positive direction) of three notches over a three-year rating
horizon; and a worst-case rating downgrade scenario (defined as the
99th percentile of rating transitions, measured in a negative
direction) of four notches over three years. The complete span of
best- and worst-case scenario credit ratings for all rating
categories ranges from 'AAA' to 'D'. Best- and worst-case scenario
credit ratings are based on historical performance.
ESG CONSIDERATIONS
United Wholesale Mortgage, LLC has an ESG Relevance Score of '4'
for Customer Welfare - Fair Messaging, Privacy & Data Security due
to its exposure to compliance risks including fair lending
practices, debt collection practices, and consumer data protection,
which has a negative impact on the credit profile, and is relevant
to the ratings in conjunction with other factors.
United Wholesale Mortgage, LLC has an ESG Relevance Score of '4'
for Governance Structure due to elevated key person risk related to
its CEO, Mat Ishbia, who has led the growth and strategic direction
of the company in recent years, which has a negative impact on the
credit profile, and is relevant to the ratings in conjunction with
other factors.
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
WB SUPPLY: Court Conditionally Approves Plan and Disclosure
-----------------------------------------------------------
Judge Brendan L. Shannon has entered an order conditionally
approving the combined First Amended Combined Plan and Disclosure
Statement of WB Supply LLC.
The deadline for creditors to file Rule 3018 Motions will be on
Nov. 10, 2021 at 4:00 p.m. (ET).
The deadline for debtor to respond to Rule 3018 Motions will be on
Nov. 12, 2021 at 4:00 p.m. (ET).
The voting deadline for the Combined Plan and Disclosure Statement
will be on Nov. 15, 2021 at 4:00 p.m. (ET).
The Combined Plan and Disclosure Statement objection deadline will
be on Nov. 12, 2021 at 4:00 p.m. (ET).
The deadline to file confirmation brief and other evidence
supporting the Combined Plan and Disclosure Statement will be on
Nov. 16, 2021 at 4:00 p.m. (ET).
The deadline to file a voting tabulation affidavit will be on Nov.
17, 2021 at 4:00 p.m. (ET).
The Combined Hearing will be on Nov. 18, 2021 at 10:00 am (ET).
A copy of the Disclosure Statement dated October 20, 2021, is
available at https://bit.ly/2ZiG8Rs from Stretto, the claims
agent.
About WB Supply
WB Supply LLC is a privately held pipe and supply company based in
Pampa, Texas. Founded in 1971, WB Supply has grown to more than a
dozen locations in multiple states, including Texas, Oklahoma, and
New Mexico.
WB Supply sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. Del. Case No. 21-10729) on April 20, 2021. At the time
of filing, the Debtor had between $10 million and $50 million in
both assets and liabilities.
Judge Brendan Linehan Shannon oversees the case.
The Debtor tapped Chipman Brown Cicero & Cole, LLP as its legal
counsel, Great American Global Partners, LLC as liquidation agent,
and EHI, LLC, a division of KBF CPAS LLP, as restructuring advisor.
EHI President Edward Hostmann serves as the Debtors chief
restructuring officer. Stretto is the claims and noticing agent
and administrative advisor.
The U.S. Trustee for Region 3 appointed an official committee of
unsecured creditors in the Debtors case on April 29, 2021. The
committee is represented by William A. Hazeltine, Esq.
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Donald Ray Denning, Jr.
Bankr. M.D. Tenn. Case No. 21-03213
Chapter 11 Petition filed October 19, 2021
represented by: Denis Waldron, Esq.
In re Roger L Stricker and Balinda Kay Stricker
Bankr. W.D. Ark. Case No. 21-71478
Chapter 11 Petition filed October 20, 2021
represented by: Stanley Bond, Esq.
In re Lee Clark Ditzler and Elizabeth Frances Ditzler
Bankr. N.D. Cal. Case No. 21-41287
Chapter 11 Petition filed October 20, 2021
represented by: Chris Kuhner, Esq.
In re Steven K. Thomas Inc.
Bankr. S.D. Fla. Case No. 21-20074
Chapter 11 Petition filed October 20, 2021
See
https://www.pacermonitor.com/view/QAL7YRI/Steven_K_Thomas_Inc__flsbke-21-20074__0001.0.pdf?mcid=tGE4TAMA
represented by: Chad Van Horn, Esq.
VAN HORN LAW GROUP, P.A.
E-mail: chad@cvhlawgroup.com
In re Goodmeasure Wisdom Center
Bankr. D. Md. Case No. 21-16637
Chapter 11 Petition filed October 20, 2021
See
https://www.pacermonitor.com/view/PAHNHFA/Goodmeasure_Wisdom_Center__mdbke-21-16637__0001.0.pdf?mcid=tGE4TAMA
represented by: Gary S Poretsky, Esq.
PHOENIX LAW GROUP, LLC
E-mail: gary@plgmd.com
In re Clifton Archie Keys, III and Ashley Nicole Keys
Bankr. S.D. Miss. Case No. 21-51107
Chapter 11 Petition filed October 20, 2021
represented by: Craig Geno, Esq.
In re Coatesville Solar Initiative, LLC
Bankr. E.D. Pa. Case No. 21-12855
Chapter 11 Petition filed October 20, 2021
See
https://www.pacermonitor.com/view/TVQYXCA/Coatesville_Solar_Initiative_LLC__paebke-21-12855__0001.0.pdf?mcid=tGE4TAMA
represented by: Robert J. Lohr II, Esq.
LOHR & ASSOCIATES, LTD.
E-mail: bob@lohrandassociates.com
In re Eladio Lopez Reyes
Bankr. D.P.R. Case No. 21-03128
Chapter 11 Petition filed October 20, 2021
represented by: Enrique Almeida Bernal, Esq.
In re Broadband Properties Corp.
Bankr. W.D. Tenn. Case No. 21-10951
Chapter 11 Petition filed October 20, 2021
See
https://www.pacermonitor.com/view/46BADBA/Broadband_Properties_Corp__tnwbke-21-10951__0001.0.pdf?mcid=tGE4TAMA
represented by: Michael P. Coury, Esq.
GLANKLER BROWN PLLC
E-mail: mcoury@glankler.com
In re Anthony Vulpis Contract Carrier Corp
Bankr. S.D. Fla. Case No. 21-20090
Chapter 11 Petition filed October 21, 2021
See
https://www.pacermonitor.com/view/6QDRMOA/Anthony_Vulpis_Contract_Carrier__flsbke-21-20090__0001.0.pdf?mcid=tGE4TAMA
represented by: Chad Van Horn, Esq.
VAN HORN LAW GROUP, P.A.
E-mail: chad@cvhlawgroup.com
In re Conway Court 2 LLC
Bankr. D. Mass. Case No. 21-11534
Chapter 11 Petition filed October 21, 2021
See
https://www.pacermonitor.com/view/3MGV5IQ/Conway_Court_2_LLC__mabke-21-11534__0001.0.pdf?mcid=tGE4TAMA
represented by: Michael Van Dam, Esq.
VAN DAM LAW LLP
E-mail: mvandam@vandamlawllp.com
In re Conway Court 3 LLC
Bankr. D. Mass. Case No. 21-11535
Chapter 11 Petition filed October 21, 2021
See
https://www.pacermonitor.com/view/3V522ZY/Conway_Court_3_LLC__mabke-21-11535__0001.0.pdf?mcid=tGE4TAMA
represented by: Michael Van Dam, Esq.
VAN DAM LAW LLP
E-mail: mvandam@vandamlawllp.com
In re 8970 Flying Frog Avenue, LLC
Bankr. D. Nev. Case No. 21-15019
Chapter 11 Petition filed October 21, 2021
See
https://www.pacermonitor.com/view/5XHT5OA/8970_FLYING_FROG_AVENUE_LLC__nvbke-21-15019__0001.0.pdf?mcid=tGE4TAMA
represented by: Roger P. Croteau, Esq.
ROGER P. CROTEAU & ASSOCIATES LTD
E-mail: croteaulaw@croteaulaw.com
In re BK Autumn 701 LLC
Bankr. E.D.N.Y. Case No. 21-42682
Chapter 11 Petition filed October 21, 2021
See
https://www.pacermonitor.com/view/SECPAHI/BK_AUTUMN_701_LLC__nyebke-21-42682__0001.0.pdf?mcid=tGE4TAMA
represented by: Btzalel Hirschhorn, Esq.
SHIRYAK, BOWMAN, ANDERSON, GILL &
KADOCHNIKOV, LLP
E-mail: Bhirschhorn@sbagk.com
In re Ippolito's Pizza Corporation
Bankr. E.D.N.Y. Case No. 21-42683
Chapter 11 Petition filed October 21, 2021
See
https://www.pacermonitor.com/view/S2QGVWA/IPPOLITOS_PIZZA_CORPORATION__nyebke-21-42683__0001.0.pdf?mcid=tGE4TAMA
represented by: Lawrence F. Morrison, Esq.
MORRISON TENENBAUM PLLC
E-mail: lmorrison@m-t-law.com
In re Marc Laruelle
Bankr. S.D.N.Y. Case No. 21-22595
Chapter 11 Petition filed October 21, 2021
represented by: Anne Penachio, Esq.
In re Club 77 Bar & Grill, Inc.
Bankr. W.D.N.Y. Case No. 21-11067
Chapter 11 Petition filed October 21, 2021
See
https://www.pacermonitor.com/view/B3N3P4I/Club_77_Bar__Grill_Inc__nywbke-21-11067__0001.0.pdf?mcid=tGE4TAMA
represented by: James Joyce, Esq.
E-mail: JmJoyce@lawyer.com
In re Samson Kanla Orusa
Bankr. M.D. Tenn. Case No. 21-03234
Chapter 11 Petition filed October 21, 2021
represented by: LEFKOVITZ AND LEFKOVITZ, PLLC
In re Ryan C. Wenzel
Bankr. W.D. Tenn. Case No. 21-10952
Chapter 11 Petition filed October 21, 2021
In re Gwendolyn D. Brown
Bankr. E.D. Ark. Case No. 21-12838
Chapter 11 Petition filed October 22, 2021
represented by: Sheila Campbell, Esq.
In re Vincent Ike Wilfred
Bankr. C.D. Cal. Case No. 21-15531
Chapter 11 Petition filed October 22, 2021
represented by: Kimberly Romero, Esq.
In re Gail Michelle Wilson
Bankr. N.D. Cal. Case No. 21-51342
Chapter 11 Petition filed October 22, 2021
represented by: Stanley Zlotoff, Esq.
In re CTM Auto Repair Incorporated
Bankr. N.D. Ill. Case No. 21-12066
Chapter 11 Petition filed October 22, 2021
See
https://www.pacermonitor.com/view/VUUK5EA/CTM_Auto_Repair_Incorporated__ilnbke-21-12066__0001.0.pdf?mcid=tGE4TAMA
represented by: Ben Schneider, Esq.
SCHNEIDER & STONE
E-mail: ben@windycitylawgroup.com
In re Raul Osvaldo Castro
Bankr. D. Md. Case No. 21-16692
Chapter 11 Petition filed October 22, 2021
represented by: John D Burns, Esq.
THE BURNS LAW FIRM, LLC
E-mail: jburns@burnsbankruptcyfirm.com
In re Wilbur R. Morrison and Trudi F. Morrison
Bankr. D. Nev. Case No. 21-15024
Chapter 11 Petition filed October 22, 2021
represented by: Seth D. Ballstaedt, Esq.
In re Two's Company Restaurant & Lounge, LLC
Bankr. W.D. Wisc. Case No. 21-12177
Chapter 11 Petition filed October 22, 2021
See
https://www.pacermonitor.com/view/BMSSK5Q/Twos_Company_Restaurant__Lounge__wiwbke-21-12177__0001.0.pdf?mcid=tGE4TAMA
represented by: George Goyke, Esq.
GOYKE & TILLISCH, LLP
E-mail: goyke@grandlawyers.com
In re Aerospace Precision, Inc.
Bankr. S.D. Fla. Case No. 21-20198
Chapter 11 Petition filed October 24, 2021
See
https://www.pacermonitor.com/view/X4COLPA/Aerospace_Precision_Inc__flsbke-21-20198__0001.0.pdf?mcid=tGE4TAMA
represented by: David A. Ray, Esq.
DAVID A. RAY, P.A.
E-mail: dray@draypa.com
In re Hunt C. Braly
Bankr. C.D. Cal. Case No. 21-18197
Chapter 11 Petition filed October 25, 2021
represented by: Onyinye Anyama, Esq.
In re Adam Tracy LaFavre
Bankr. M.D. Fla. Case No. 21-05455
Chapter 11 Petition filed October 25, 2021
represented by: Scott Stichter, Esq.
In re Nicholas Rothwell Small, Jr.
Bankr. S.D. Fla. Case No. 21-20231
Chapter 11 Petition filed October 25, 2021
represented by: Chad Van Horn, Esq.
In re Andeiye Lynee Suzanne Griffith
Bankr. D. Md. Case No. 21-16733
Chapter 11 Petition filed October 25, 2021
represented by: Laurie Arter, Esq.
In re Love Community, LLC
Bankr. D. Neb. Case No. 21-41097
Chapter 11 Petition filed October 25, 2021
See
https://www.pacermonitor.com/view/G546YII/Love_Community_LLC__nebke-21-41097__0001.0.pdf?mcid=tGE4TAMA
represented by: John A. Lentz, Esq.
LENTZ LAW, PC, LLO
E-mail: john@johnlentz.com
In re Branches of Life LLC
Bankr. E.D. Va. Case No. 21-33205
Chapter 11 Petition filed October 25, 2021
See
https://www.pacermonitor.com/view/5UEJBFQ/Branches_of_Life_LLC__vaebke-21-33205__0001.0.pdf?mcid=tGE4TAMA
represented by: Brittany B. Falabella, Esq.
HIRSCHLER FLEISCHER, P.C.
E-mail: bfalabella@hirschlerlaw.com
In re Gerald Lee Gray
Bankr. W.D. Va. Case No. 21-70721
Chapter 11 Petition filed October 25, 2021
represented by: Scot Farthing, Esq.
In re James Chad Turner
Bankr. S.D. Ala. Case No. 21-11944
Chapter 11 Petition filed October 26, 2021
In re Denise Carter
Bankr. E.D.N.Y. Case No. 21-42717
Chapter 11 Petition filed October 26, 2021
In re Shirley T. Beecher
Bankr. W.D.N.Y. Case No. 21-11083
Chapter 11 Petition filed October 26, 2021
In re Notes LLC
Bankr. M.D. Tenn. Case No. 21-03282
Chapter 11 Petition filed October 26, 2021
See
https://www.pacermonitor.com/view/ZQRDNLA/Notes_LLC__tnmbke-21-03282__0001.0.pdf?mcid=tGE4TAMA
represented by: Steven L. Lefkovitz, Esq.
LEFKOVITZ & LEFKOVITZ
E-mail: slefkovitz@lefkovitz.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
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liabilities delivered to nation's bankruptcy courts. The list
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then-ending.
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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
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