/raid1/www/Hosts/bankrupt/TCR_Public/211105.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Friday, November 5, 2021, Vol. 25, No. 308
Headlines
5019 PARTNERS: Case Summary & 7 Unsecured Creditors
6446MB LLC: Unsecured Creditors to Recover 100% in Plan
A2Z WIRELESS: S&P Affirms 'B' ICR, Outlook Stable
ABDOUN ESTATE: Plan and Disclosures Due Feb. 8, 2022
ADVANTAGE HOLDCO: Claim Not Included in Plan, Texas Taxing Says
ADVISOR GROUP: Fitch Affirms 'B-' LT IDR & Alters Outlook to Stable
AEMETIS INC: Reincorporation From Nevada to Delaware Takes Effect
AGILE THERAPEUTICS: Incurs $16.8 Million Net Loss in Third Quarter
AIKIDO PHARMA: Reschedules Annual Meeting to Dec. 8
ALS LIQUIDATION: Seeks to Hire Stretto as Administrative Advisor
AMADEUS THERAPY: Case Summary & 6 Unsecured Creditors
AR TEXTILES: Equity Holder to Contribute $25,000 in Plan
ARMATA PHARMACEUTICALS: Signs Lease to Build Manufacturing Facility
ASPIRA WOMEN'S: Dr. Sandra Brooks Quits as Director
AULT GLOBAL: Board Adopts Amended and Restated ByLaws
BBS HOLDINGS: Case Summary & 3 Unsecured Creditors
BOY SCOUTS: Abuse Victims Hear Settlement Pitches
BRILLA PUBLIC: S&P Rates 2012A/B Educational Revenue Bonds 'BB+'
CALIFORNIA INDEPENDENT: Gets OK to Hire Valbridge as Appraiser
CALIFORNIA INDEPENDENT: Seeks to Tap Ordinary Course Professionals
CAMERON TRANSPORT: December 1 Plan & Disclosure Hearing Set
CAMERON TRANSPORT: Unsecureds' Recovery Hiked to 28% over 5 Years
CELLA III: Creditor Remains Oversecured, Court Says
CHG PPC: S&P Affirms 'B' ICR Following Recapitalization
CINCINNATI TERRACE: Seeks to Hire Integra Realty as Appraiser
CLEARPOINT NEURO: Dr. Linda Liau Joins Board of Directors
CONNEAUT LAKE: Judge Has No Jurisdiction in Park's Purchase Case
CONWAY COURT: Taps Symphony Properties as Real Estate Broker
DAEC HOME: Taps Jacqueline Goobs as Real Estate Broker
DAVIDZON MEDIA: Wins Cash Collateral Access Thru Nov. 9
DIOCESE OF HARRISBURG: Taps Retired Judge to Assist Abuse Claimants
DITECH HOLDING: Court Disallows Lowe's Claim vs RMS
EAGLE SOUTH: S&P Lowers 2013A/B Revenue Bonds Rating to 'BB'
EAST HUDSON LEVEL: Wins Cash Collateral Access Thru Feb 2022
EDGEMERE, TX: Fitch Lowers Issuer Default Rating to 'D'
EKSO BIONICS: Incurs $1.96 Million Net Loss in Third Quarter
ELITE AEROSPACE: Committee Seeks to Tap Buchalter as Legal Counsel
ENDO INTERNATIONAL: Dr. Apostol to Quit as EVP Global Research
EVERGREEN GARDENS: Seeks to Hire CohnReznick as Financial Advisor
EVERGREEN GARDENS: Subsidiaries Tap Meridian as Real Estate Broker
EVERGREEN GARDENS: Taps Donlin Recano & Co. as Administrative Agent
FAMILY FRIENDLY: Eligible to Elect Subchapter V, Court Says
FIRSTCASH INC: S&P Alters Outlook to Negative, Affirms 'BB' ICR
FIVE STAR SENIOR: Incurs $10.2 Million Net Loss in Third Quarter
FLOYD SQUIRES: City of Eureka Awarded $163,000 for Admin Costs
FUELCELL ENERGY: Extends Joint Development Pact With ExxonMobil
GENESIS VASCULAR: Creditors to Get Proceeds From Liquidation
GENESIS VASCULAR: Dec. 9 Plan & Disclosure Hearing Set
GIRARDI & KEESE: Ericka Considers Edelson's Fee Deal 'Illegal'
GIRARDI & KEESE: Erika Denies Lottery Payment Concealment
GLOBAL WINDCREST: Taps Sullivan Commercial Realty as Leasing Agent
GRUPO POSADAS: Seeks to Hire 'Ordinary Course' Professionals
GRUPO POSADAS: Seeks to Tap Creel as Mexican Restructuring Counsel
GRUPO POSADAS: Seeks to Tap Prime Clerk as Administrative Advisor
GRUPO POSADAS: Taps Cleary Gottlieb Steen & Hamilton as Counsel
GTT COMMUNICATIONS: Bankruptcy Process Starts W/ 1st-Day Approvals
HAWAIIAN HOLDINGS: Unit Announces Results of Cash Tender Offers
HBL SNF: Epic Rehabilitation Blames Builder for Bankruptcy
HBL SNF: Seeks Approval to Hire Omni as Claims Agent
HH ACQUISITION: Property Sale Proceeds to Fund Plan
HYATT HOTELS: S&P Cuts ICR to 'BB+' on ALG Deal Leveraging Impact
INGROS FAMILY: Gets OK to Tap Colliers International as Broker
KRAFT HEINZ: S&P Alters Outlook to Stable, Affirms 'BB+' ICR
L O RANCH: Seeks Approval to Hire Martin Jurisch as Realtor
LSB INDUSTRIES: Incurs $8.9 Million Net Loss in Third Quarter
LTL MANAGEMENT: Ovarian Cancer Claimants Hit Committee Composition
LTL MANAGEMENT: PSC Says Bid to Extend Stay to J&J Not Justifiable
LTL MANAGEMENT: PSC Says Connections to NC Tenuous, Contrived
LTL MANAGEMENT: Says Extension of Stay to J&J Necessary
LTL MANAGEMENT: Talc Claimants Seek Committee Seat
LUTHERAN SOCIAL: Files Amendment to Disclosure Statement
MALLINCKRODT PLC: Acthar Group Wants Examiner on Block Voting
MALLINCKRODT PLC: Paul Weiss, LRC 3rd Update on Noteholders
MALLINCKRODT PLC: Robbins, Sullivan 2nd Update on First Lien Group
MALLINCKRODT PLC: Taft, Sullivan Represent Hospital Group
MOTORMAX FINANCIAL: Taps Stonebridge as Forensic Accountant
MUSCLEPHARM CORP: Taps Ex-Rockstar Exec to Lead Product Development
NATIONAL FILTERS: Gets OK to Hire George Jacobs as Legal Counsel
NEP GROUP: Fitch Assigns B Rating on New Incremental Term Loan
NORTHERN OIL: Increases Credit Facility Borrowing Base to $850M
NORWICH DIOCESE: Spent $845,000 More in Bankruptcy Case Legal Fees
NOVABAY PHARMACEUTICALS: Closes $15 Million Private Placement
PEACOCK INTERMEDIATE: S&P Assigns 'B' ICR, Outlook Stable
PG&E CORP: Agrees to $125M Deal to Stop CPUC Kincade Wildfire Probe
PIPELINE FOODS: Seeks Court Approval to Employ Tax Consultants
POWER BAIL: Wins Cash Collateral Access
QUANTUM CORP: Incurs $9.3 Million Net Loss in Second Quarter
QUOTIENT LIMITED: All Proposals Passed at Annual Meeting
RECYCLING REVOLUTION: Wins Cash Collateral Access
RIVER HEIGHTS: S&P Lowers Rating of 2005 Revenue Bonds to 'B-'
RIVERBED TECHNOLOGY: Seeks Votes for Prepackaged Plan
RTW CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
S K TRANSPORT: Case Summary & 4 Unsecured Creditors
SEAWALK INVESTMENTS: Creditor's Plan Not Confirmable, Court Finds
SKY MEDIA: Seeks to Hire Roshawn Banks as Bankruptcy Counsel
SNYDER WHOLESALE: Wooley Auction of Facility Until Nov. 17
SOLID BIOSCIENCES: Incurs $18 Million Net Loss in Third Quarter
STONEYS KINGFISHERS: Seeks to Tap Re/Max as Real Estate Broker
STURGEON AQUAFARMS: Taps Dinnall Fyne & Co. as Financial Advisor
SUMMIT FAMILY: Casa Bonita Fans Drop Last Effort to Block Sale
TIX CORPORATION: Taps David J. Merrill as Conflicts Counsel
TRANSOCEAN LTD: Incurs $130 Million Net Loss in Third Quarter
UBIOME INC: Founders Cannot Flush SEC Charges
VERTEX ENERGY: Prices Offering of $155M Convertible Senior Notes
W&T OFFSHORE: Incurs $38 Million Net Loss in Third Quarter
WEST C BUILDERS: May Continue Using Cadence Bank's Cash Collateral
WET BANDITS: Files for Chapter 11 Bankruptcy Protection
WILLIE L. STEPHENS: Seeks to Hire Parker Law as Legal Counsel
WONDERLAND INC: Seeks to Tap Scott Seville as Bankruptcy Counsel
YELLOW CORP: Posts $8.3 Million Net Income in Third Quarter
[*] Bankruptcy Rule Amendments to Take Effect December 2021
[*] Decreasing U.S. Bankruptcy Filing Could Signal Flurry Ahead
[*] Purdue, J&J Outcry Spurs House Move for Chapter 11 Overhaul
[*] Republicans Oppose Bill to Ban Chapter 11 Corporate Strategies
[^] BOOK REVIEW: GROUNDED: Destruction of Eastern Airlines
*********
5019 PARTNERS: Case Summary & 7 Unsecured Creditors
---------------------------------------------------
Debtor: 5019 Partners, LLC
2934 Beverly Glen
Los Angeles, CA 90077
Business Description: 5019 Partners, LLC is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)). The Debtor is the fee
simple owner of a single family residential
rental property located in Encino, CA
having a current value of $1 million (based
on expert valuation).
Chapter 11 Petition Date: November 3, 2021
Court: United States Bankruptcy Court
Central District of California
Case No.: 21-18440
Judge: Hon. Vincent P. Zurzolo
Debtor's Counsel: Nancy Korompis, Esq.
KOROMPIS LAW OFFICES
600 Lake Ave., Ste. 507
Pasadena, CA 91106
Tel: (626) 938-9200
Fax: (877) 552-9252
Email: nancy@korompislaw.com
Total Assets: $1,000,022
Total Liabilities: $2,332,236
The petition was signed by Tyler Murphy as managing member.
A copy of the Debtor's list of seven unsecured creditors is
available for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/6HUNSFY/5019_Partners_LLC__cacbke-21-18440__0002.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/ZYMCVSY/5019_Partners_LLC__cacbke-21-18440__0001.0.pdf?mcid=tGE4TAMA
6446MB LLC: Unsecured Creditors to Recover 100% in Plan
-------------------------------------------------------
6446MB, LLC, filed with the U.S. Bankruptcy Court for the Southern
District of Florida a Disclosure Statement describing Plan of
Reorganization dated October 29, 2021.
The Debtor is a Limited Liability Corporation owned by Laurent
Benzaquen. After the effective date of the order confirming the
Plan, the directors, officers, and voting trustees of the Debtor,
any affiliate of the Debtor participating in a joint Plan with the
Debtor, or successor of the Debtor under the Plan (collectively the
"Post Confirmation Managers"), will be Managing Members Laurent
Benzaquen.
On or about Sept. 4, 2018, 6446MB and Sully Holdings entered into
an "AS IS" Residential Contract for Sale and Purchase agreement
(the "Agreement") for real property in Miami-Dade County (the
"Property") and business (the "Business"). Pursuant to the terms of
the Agreement, Sully Holdings was required, among other things, to:
a. transfer control of the Business websites, tradenames and logos,
and; b. provide the Property with a 40-year certification. Sully
Holding failed to comply with the Agreement and did not timely
provide the websites and tradenames and failed to provide the
40-year certification, damaging Debtor. Debtor has removed a
counterclaim action against secured creditors and their principal
Carlos Flores Adversary case 21-01367.
This Plan provides for 2 classes of secured claims; 1 class of
unsecured claims; and 1 class of equity security holders. Unsecured
creditors holding allowed claims will receive distributions, which
the proponent of this Plan has valued at approximately 100 cents on
the dollar. This Plan also provides for the payment of
administrative and priority claims by payment in full.
Claims and interests shall be treated as follows under this Plan:
* Class 2 consists of the Secured Claim (claim 2) of Sully
Holdings IV, LLC and Las Olas Cafe, LLC $815,000 less counterclaim
for $300,000. Debtor will pay allowed unpaid principal balance
after set-off for counterclaim or $515,000 5.25% 20 year
amortization with balloon in 5 years - $3470.30 monthly.
* Class 3 consists of the Secured Claim (claim 1) of Miami
Dade County Tax Collector for 2019 and 2020 in the amount of
$37,000. Debtor will pay arrears in cash at confirmation, and
continue to pay outside plan.
* Class 4 consists of General Unsecured Creditors Patrick
Cohen in the amount of $280,000 and Yohan Lellouche in the amount
of $42,000. Allowed unsecured claims will be paid 100% $322,000 at
balloon date in 5 years;
payments of $2,000
87% Cohen = $1740 month
13% Lellouche = $260 month
* Class 5 consists of Equity Security Holders of the Debtor.
Equity Holders will forfeit their membership interests and be
issued new memberships for new value paid in this case, or retain
their interests.
The plan will be implemented by payments on the effective date, as
required under §1123(a)(5) of the Code, curing of arrearages, and
the plan will be funded by Laurent Benzaquen and affiliates, who as
well will be serving as directors, and officers of the reorganized
debtor.
A full-text copy of the Disclosure Statement dated October 29,
2021, is available at https://bit.ly/3w9LXN0 from PacerMonitor.com
at no charge.
Attorney for the Plan Proponent:
Joel M. Aresty, Esq.
Joel M. Aresty, P.A.
309 1st Ave. S.
Tierra Verde, FL 33715
Telephone: (305) 904-1903
Facsimile: (800) 559-1870
E-mail: Aresty@Mac.com
About 6446MB LLC
Miami Beach, Fla.-based 6446MB, LLC filed its voluntary petition
for Chapter 11 protection (Bankr. S.D. Fla. Case No. 21-18777) on
Sept. 10, 2021, the Debtor listed as much as $10 million in both
assets and liabilities. Judge Laurel M. Isicoff presides over the
case. Joel M. Aresty, P.A. represents the Debtor as legal counsel.
A2Z WIRELESS: S&P Affirms 'B' ICR, Outlook Stable
-------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating on
Raleigh, N.C.-based independent and exclusive retailer A2Z Wireless
Holdings Inc. (doing business as Victra). The outlook is stable.
S&P said, "The stable outlook reflects our expectation for
consistent operating results and steady credit metrics over the
next 12 months, with adjusted leverage in the mid-4x area on a
sustained basis.
"We expect Victra to sustain adjusted leverage in the mid-4x area
with its new ownership structure. Despite a few store closures
during the year, Victra has had strong performance on sales of
ancillary accessory products, increased in-store pick-up revenue,
and an estimated 16% increase in same-store box volume for the year
with a return to pre-COVID-19 pandemic customer traffic levels. As
a result, we expect revenues in 2021 to increase roughly 25%
compared to 2020. The company has also benefited from higher
customer demand for phone upgrades driven primarily by increased
demand for new 5G capable devices.
"The purchase of Lone Star's ownership stake improves our view of
the credit profile. We have revised our financial policy modifier
from 'FS-6' to 'Neutral', reflecting our view that financial policy
moving forward will not be as aggressive as that of a PE sponsor.
Additionally, we revised our financial risk profile to aggressive
from highly leveraged because Victra is no longer sponsor-owned.
However, we assessed a negative comparable rating analysis
modifier, which is a holistic view of the stand-alone credit
profile, given Victra's small scale in a fragmented industry and
modest EBITDA base compared with larger rated peers in the retail
sector.
"We expect the wireless retail industry to remain intensely
competitive and fragmented, but expect positive trends to arise
from the continued development and expansion of 5G capable devices.
We foresee increased revenues driven by higher customer phone
replacements as a larger variety of 5G capable phones become
available. Additionally, we view the development of 5G home
internet to be a strong expansion opportunity to acquire new
customers. Victra benefits from the nondiscretionary nature of
mobile devices and high demand. The company also operates a call
center in which they provide support to Verizon customers. However,
this makes Victra dependent on the competitiveness of Verizon's
plans against those of other carriers to drive sales and
profitability."
Victra has maintained adequate inventory for Apple and Android
devices thus far by leveraging its strong relationship with Verizon
and vendors when supply was constrained. S&P continues to monitor
supply chain headwinds considering the expected increased demand of
the upcoming holiday season.
The stable outlook reflects S&P's expectation for improved
operating performance and modest EBITDA growth over the next 12
months, sustaining overall adjusted leverage in the mid-4x area.
S&P could lower the rating if:
-- Performance deteriorates below S&P's base-case expectations
possibly because of unfavorable commission arrangements or business
execution issues that might impair Victra's competitive standing;
-- EBITDA contracts below S&P's base case or the company pursues a
more aggressive financial policy, leading to S&P Global
Ratings-adjusted leverage approaching 6x; and
-- Free operating cash flow (FOCF) declines meaningfully below $10
million-$15 million per year on a sustained basis, constraining
liquidity and tightening covenant headroom below 15%.
S&P could raise the rating if:
-- The company's business scales significantly through volume
growth and new technology advancements in mobile phones, possibly
through faster than expected 5G expansion, which S&P would expect
to increase demand for phone replacements and meaningfully expand
the EBITDA base relative to higher rated peers; and
-- S&P expects S&P Global Ratings-adjusted leverage to remain
below 4.5x on a sustained basis.
ABDOUN ESTATE: Plan and Disclosures Due Feb. 8, 2022
----------------------------------------------------
In the newly filed Chapter 11 case of ABDOUN ESTATE HOLDINGS, LLC,
Judge Thomas J. Tucker has entered a scheduling order for the
purpose of expediting the Debtor's reorganization and to secure
"the just, speedy, and inexpensive determination of the case
pursuant to F.R.B.P. Rule 1001.
The following deadlines and hearing dates are established:
a. The deadline for the Debtor to file motions or requests to
value security under L.B.R. 9014-1 is Dec. 10, 2021.
b. The deadline for parties to request the Debtor to include any
information in the disclosure statement is Jan. 18, 2022.
c. The deadline for the Debtor to file a combined plan and
disclosure statement is Feb. 8, 2022.
d. Unless the Court later orders otherwise, the deadline to
return ballots on the plan, as well as to file objections to final
approval of the disclosure statement and objections to confirmation
of the plan, is March 15, 2022. The completed ballot form must be
returned by mail to the Debtor's attorney: Anthony James Miller,
20700 Civic Center Drive, Suite 420, Southfield, MI 48076.
e. The hearing on objections to final approval of the disclosure
statement and
confirmation of the plan will be held on Wednesday, March 23, 2022
at 11:00 a.m.
f. The deadline for all professionals to file final fee
applications (see ¶ 7) is 30 days after the confirmation order is
entered.
g. The deadline to file objections to the Scheduling Order is 21
days after the date this order is entered.
h. The deadline to file a motion to extend the deadline to file
a plan is January 18, 2022.
i. The deadline to file a motion to extend the time to file a
motion to assume or reject a lease under 11 U.S.C. Sec. 365(d)(4)
is April 4, 2022. Counsel for the Debtor must consult with the
courtroom deputy to assure that such a motion is set for hearing
before May 9, 2022.
These dates and deadlines are subject to change upon notice if the
Debtor files a plan before the deadline.
About Abdoun Estate Holdings
Abdoun Estate Holdings, LLC, is a single asset real estate debtor
(as defined in 11 U.S.C. Section 101(51B)) based in Southfield,
Mich.
Abdoun Estate Holdings filed its voluntary petition for Chapter 11
protection (Bankr. E.D. Mich. Case No. 21-48063) on Oct. 11, 2021,
listing as much as $10 million in both assets and liabilities.
Ahmad Abulabon, managing member of Abdoun Estate Holdings, signed
the petition. Yuliy Osipov, Esq., at Osipov Bigelman, P.C., is the
Debtor's legal counsel.
ADVANTAGE HOLDCO: Claim Not Included in Plan, Texas Taxing Says
---------------------------------------------------------------
Tax Appraisal District of Bell County and Midland Central Appraisal
District (the "Texas Taxing Authorities") filed an objection to
Combined Disclosure Statement and Joint Chapter 11 Plan of
Liquidation of Advantage Holdco, Inc., et al.
The Texas Taxing Authorities are the holders of a claim for
prepetition ad valorem business personal property taxes for tax
years 2020 assessed against the property of the Debtors in the
amount of $6,216. Their claims are secured by unavoidable, first
priority, perfected liens on all of the Debtors' business personal
property pursuant to Texas Tax Code Section 32.01 and 32.05 and 11
U.S.C. Section 362(b)(18).
The Texas Taxing Authorities object to confirmation of the Plan
because:
* Neither its claim nor its class was included in the Plan.
* The Plan provides for the vesting of all property in each
Estate of the applicable Reorganized Debtor free and clear of all
Liens, Claims or other encumbrances, unless otherwise provided in
the Plan. The Plan does not provide for Texas Taxing Authorities
to retain the liens that secure their claims. The Texas Taxing
Authorities object to the avoidance of their liens without an
adversary proceeding.
* It does not provide for the payment of penalties and interest
on their administrative expense claims in the event they are not
timely paid prior to the state law delinquency date.
* It violates the provisions of 11 U.S.C. Section 503(b)(1)(D)
which very specifically states that a governmental unit is not
required to file a request for payment of an administrative expense
as a condition of allowance.
* It does not contain a default provision.
Attorney for Texas Taxing Authorities:
Tara LeDay
McCREARY, VESELKA, BRAGG & ALLEN, P.C.
P. O. Box 1269
Round Rock, TX 78680-1269
Tel: (512) 323-3200
Fax: (512) 323-3500
Email: tleday@mvbalaw.com
About Advantage Rent a Car
Advantage Rent A Car -- http://www.advantage.com/-- is a car
rental company with 50 locations in the U.S. and 130 international
affiliate locations. The parent entity, Advantage Holdco, is owned
by Toronto-based Catalyst Capital Group. According to its website,
the Debtors have locations in 27 markets, including New York, Los
Angeles, Orlando, Las Vegas, and Hawaii.
Advantage Holdco, Inc., doing business as Advantage Rent a Car,
sought Chapter 11 protection (Bankr. D. Del. Case No. 20-11259) on
May 26, 2020. Six related entities also sought bankruptcy
protection.
Advantage Holdco was estimated to have $100 million to $500 million
in assets and $500 million to $1 billion in liabilities as of the
bankruptcy filing.
Judge Craig T. Goldblatt replaced Judge John T. Dorsey as the case
judge. The Debtors tapped COLE SCHOTZ P.C. as counsel; and MACKINAC
PARTNERS, LLC, as restructuring advisor.
ADVISOR GROUP: Fitch Affirms 'B-' LT IDR & Alters Outlook to Stable
-------------------------------------------------------------------
Fitch Ratings has affirmed Advisor Group Holdings, Inc.'s (Advisor
Group) Long-Term Issuer Default Rating (IDR) at 'B-', senior
secured debt rating at 'B'/'RR3' and senior unsecured debt rating
at 'CCC'/'RR6'. The Rating Outlook has been revised to Stable from
Negative.
KEY RATING DRIVERS
IDRs AND SENIOR DEBT
The revision of the Outlook to Stable from Negative reflects the
stabilization of operating environment for Advisor Group
businesses, strong execution against planned cost synergies in the
Ladenburg Thalmann acquisition, improving scale and organic
expansion, which, over time, should help reduce cash flow leverage
and improve interest coverage.
The rating affirmation reflects Advisor Group's improving market
position as one of the largest independent financial advisors in
the U.S.; cash-generative business model; a relatively flexible
cost base, which should help cushion revenue declines in downward
market environments and high advisor retention rates.
The ratings are constrained by still elevated leverage levels, weak
interest coverage, low margins and the highly competitive
environment associated with the independent broker-dealer and
registered investment advisor (Hybrid RIA) business model.
Additional rating constraints include the relatively high, albeit
declining reliance on transactional revenues and Advisor Group's
private equity ownership, which introduces a degree of uncertainty
over the company's future financial policies and a potential for
more opportunistic growth strategies.
Advisor Group's EBITDA margin was 9.6% for the TTM ended June 30,
2021; consistent with Fitch's 'b and below' category quantitative
benchmark range for securities firms with low balance sheet usage
of 10% or below. On a gross revenue basis, margins remain
structurally low due to high production-based payouts to advisors.
EBITDA margins, net of production-based payouts, was higher, at
43.1%, adjusted for non-recurring expenses for the TTM ended 2Q21.
Fitch expects Advisor Group's adjusted EBITDA margin to gradually
improve, supported by operating scale, growing proportion of higher
fee-generating assets on the proprietary advisory platform and
further cost optimizations. Advisor Group's net interest income
(NII) on cash balances held in sweep accounts have come under
pressure since 2020 due to low interest rates, but an expected
increase in short-term interest rates should support improved
profitability in 2022.
Advisor Group reported strong execution to date on targeted
synergies associated with the acquisition of Ladenburg. Cost
synergies were driven primarily by operational staff reductions and
the elimination of organizational redundancies. The company has
also completed the consolidation of former Ladenburg subsidiaries
and experienced significantly lower-than-anticipated advisor
attrition.
Despite strong execution against cost-saving targets, Advisor
Group's 2021 earnings were undermined by a material decline in NII,
which has delayed de-leveraging. Advisor Group's cash flow
leverage, as expressed by gross debt to EBITDA (adjusted for
non-cash and non-recurring items) was 7.1x for the TTM ended June
30, 2021; well-above the firm's long-term target of 5.0x. Fitch
expects leverage to decline gradually over time, driven by
contractual amortization of the term loan and organic growth
supported by higher asset price levels, net positive recruitment,
and rising interest rates.
Advisor Group's asset performance, as reflected in net assets under
administration (AUA) flows, have been negative for several years,
but improved to a net positive in the TTM ended June 30, 2021. The
firm also reported strong organic growth on its proprietary
advisory platform, which Fitch views favorably.
Interest coverage (EBITDA/interest expense) increased to 2.0x for
the TTM ended 2Q21, due to the repayment of the revolving credit
facility and the term loan repricing, but is still relatively weak
and within Fitch's 'b and below' category benchmark range of below
3.0x for securities firms with low balance sheet usage. Liquidity
risks are partially offset by the relatively long-term maturity
profile of the firm's debt (nearest maturity is in 2026) and the
cash generative business model. Advisor Group had cash and cash
equivalents of about $339 million at June 30, 2021 and $325 million
of borrowing capacity on its secured revolving credit facility.
Advisor Groups senior secured debt rating is one notch above the
Long-Term IDR and reflects Fitch's view of above average recovery
prospects under a stress scenario. The senior unsecured rating is
two notches below the IDR and reflects structural subordination and
poor recovery prospects under a stress scenario.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- An ability to reduce and sustain leverage at 5.5x or below;
-- A sustained increase in interest coverage above 3x;
-- A sustained increase of the reported EBITDA margin above 10%;
-- Consistently positive AUM flows and the continuing shift of
assets onto the advisory platform; and/or
-- Maintenance of a sound liquidity profile.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Deterioration in operating results that prevent Advisor Group
from making progress toward reducing leverage to 7x or below;
-- A weakened liquidity profile and/or a sustained reduction in
interest coverage below 2.0x;
-- Sustained operational losses and reduction in EBITDA margin
below 5%;
-- Material declines in advisor and asset retention rates; and/or
-- Material increase in balance sheet-intensive activities.
The secured and unsecured debt ratings are primarily sensitive to
changes in Advisor Group's Long-Term IDR and secondarily to
relative recovery prospects for each class of debt under a stress
scenario.
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
Advisor Group Holdings, Inc. has an ESG Relevance Score of '4' for
Governance Structure due to Private Equity ownership which could
result in more opportunistic financial policies and higher leverage
tolerance, which has a negative impact on the credit profile, and
is relevant to the rating[s] 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.
AEMETIS INC: Reincorporation From Nevada to Delaware Takes Effect
-----------------------------------------------------------------
As previously disclosed, at the 2021 annual meeting of stockholders
of Aemetis, Inc. held on Aug. 26, 2021, the company's stockholders
approved the proposed reincorporation of the company from Nevada to
Delaware by means of a Plan of Conversion, as described in the
company's definitive proxy statement on Schedule 14A for the 2021
Annual Meeting filed with the Securities and Exchange Commission on
July 23, 2021.
Pursuant to the Plan of Conversion, the company effected the
Reincorporation at 12:00 p.m. ET on Oct. 28, 2021 by filing a
Certificate of Conversion and a Certificate of Incorporation with
the Secretary of State of the State of Delaware and by filing
Articles of Conversion with the Secretary of State of the State of
Nevada. Pursuant to the Plan of Conversion, the company also
adopted new Bylaws.
At the effective time of the Reincorporation:
-- the affairs of the company ceased to be governed by the
Nevada Revised Statutes, the company's existing articles of
incorporation and bylaws, and instead became governed by the
General Corporation Law of the State of Delaware, the Delaware
Certificate and the Delaware Bylaws;
-- each outstanding share of the common stock of the company
previously incorporated in Nevada automatically converted into one
share of common stock of the company reincorporated in Delaware,
and certificates issued for shares of Aemetis Nevada's common stock
prior to the Reincorporation automatically came to represent shares
of Aemetis Delaware's common stock upon completion of the
Reincorporation;
-- each outstanding option to purchase shares of Aemetis
Nevada's common stock was converted into an option to purchase the
same number of shares of Aemetis Delaware's common stock, with no
other changes in the terms and conditions of such options; and
-- the company's other employee benefit arrangements, including,
but not limited to, equity incentive plans with respect to issued
unvested restricted stock, continued upon the terms and subject to
the conditions specified in such plans.
The Reincorporation did not result in any change in the business,
physical location, management, assets, liabilities or net worth of
the company, nor did it result in any change in location of the
company's current employees, including management. The daily
business operations of the company will continue as they were
conducted prior to the Reincorporation. The consolidated financial
condition and results of operations of the company immediately
after consummation of the Reincorporation remain the same as
immediately before the Reincorporation. In addition, the company's
Board of Directors continued to consist of those persons elected to
the Board of Directors at the 2021 Annual Meeting, and the
individuals serving as officers of the company immediately prior to
the Reincorporation continue to serve as officers of the company
without a change in title or responsibilities.
About Aemetis
Headquartered in Cupertino, California, Aemetis --
http://www.aemetis.com-- is an international renewable natural
gas, renewable fuels and byproducts company focused on the
acquisition, development and commercialization of innovative
technologies that replace traditional petroleum-based products.
The Company operates in two reportable geographic segments: "North
America" and "India."
Aemetis reported a net loss of $36.66 million for the year ended
Dec. 31, 2020, compared to a net loss of $39.48 million for the
year ended Dec. 31, 2019. As of June 30, 2021, the Company had
$143.29 million in total assets, $62.90 million in total current
liabilities, $204.41 million in total long-term liabilities, and a
total stockholders' deficit of $124.02 million.
AGILE THERAPEUTICS: Incurs $16.8 Million Net Loss in Third Quarter
------------------------------------------------------------------
Agile Therapeutics, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $16.77 million on $1.29 million of net revenues for the three
months ended Sept. 30, 2021, compared to a net loss of $15.52
million on zero revenues for the three months ended Sept. 30,
2020.
For the nine months ended Sept. 30, 2021, the Company reported a
net loss of $51.54 million on $2.59 million of net revenues
compared to a net loss of $34.23 million on zero revenues for the
nine months ended Sept. 30, 2020.
As of Sept. 30, 2021, the Company had $36.68 million in total
assets, $26 million in total liabilities, and $10.68 million in
total stockholders' equity.
"We are encouraged by solid double-digit growth in prescription
demand as measured by cycles dispensed. We are excited that the
quarterly prescription growth came from both new prescriptions and
refills," said Chairman and Chief Executive Officer Al Altomari.
"Our goal is to continue to accelerate growth for the Twirla brand
and reduce our time to profitability. We believe we have the
awareness and access programs in place to execute on our plans and
intend to make meaningful investments in marketing to help increase
demand."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1261249/000155837021014107/agrx-20210930x10q.htm
About Agile Therapeutics
Agile Therapeutics, Inc. is a women's healthcare company dedicated
to fulfilling the unmet health needs of today's women. The
Company's product and product candidates are designed to provide
women with contraceptive options that offer freedom from taking a
daily pill, without committing to a longer-acting method. Its
initial product, Twirla, (levonorgestrel and ethinyl estradiol), a
transdermal system, is a non-daily prescription contraceptive.
Agile reported a net loss of $51.85 million for the year ended Dec.
31, 2020, compared to a net loss of $18.61 million for the year
ended Dec. 31, 2019. As of June 30, 2021, the Company had $52.28
million in total assets, $27.67 million in total liabilities, and
$24.61 million in total stockholders' equity.
Iselin, New Jersey-based Ernst & Young LLP issued a "going concern"
qualification in its report dated March 1, 2021, on the
consolidated financial statements for the year ended Dec. 31, 2020,
citing that the Company has generated losses since inception, used
substantial cash in operations, anticipates it will continue to
incur net losses for the foreseeable future and requires additional
capital to fund its operating needs beyond 2021.
AIKIDO PHARMA: Reschedules Annual Meeting to Dec. 8
---------------------------------------------------
The annual meeting of stockholders of AIkido Pharma Inc. has been
rescheduled for 12:00 p.m. Eastern Standard Time on Dec. 8, 2021 in
order to provide additional time to obtain the votes required to
reach a quorum. The company has received votes from approximately
48% of the shares outstanding on the Aug. 17, 2021 record date and
needs only an additional approximately 3% to convene the meeting.
AIkido was unable to convene its scheduled annual meeting of
stockholders on Nov. 3, 2021 because it did not receive a
sufficient number of votes to form a quorum (50% of outstanding
shares) to take action under Delaware law and the company's bylaws.
The annual meeting can be attended by stockholders using the same
access information set forth in the Definitive Proxy Statement
filed with the Securities and Exchange Commission on Aug. 26,
2021.
About AIkido Pharma
Headquartered in New York, NY, AIkido Pharma Inc. fka Spherix
Incorporated -- http://www.spherix.com-- was initially formed in
1967 and is currently a biotechnology company seeking to develop
small-molecule anti-cancer therapeutics. The Company's activities
generally include the acquisition and development of technology
through internal or external research and development. In
addition, the Company seeks to acquire existing rights to
intellectual property through the acquisition of already issued
patents and pending patent applications, both in the United States
and abroad. The Company may alone, or in conjunction with others,
develop products and processes associated with technology
development. Recently, the Company has invested in and helped
develop technology with Hoth Therapeutics, Inc., DatChat, Inc. and
with its recent asset acquisition with CBM BioPharma, Inc. in
December 2019.
AIkido Pharma reported a net loss of $12.34 million for the year
ended Dec. 31, 2020, compared to a net loss of $4.18 million for
the year ended Dec. 31, 2019. As of June 30, 2021, the Company had
$104.13 million in total assets, $1.05 million in total
liabilities, and $103.08 million in total stockholders' equity.
ALS LIQUIDATION: Seeks to Hire Stretto as Administrative Advisor
----------------------------------------------------------------
ALS Liquidation, LLC seeks approval from the U.S. Bankruptcy Court
for the District of Delaware to hire Stretto, Inc. as
administrative advisor.
The firm's services include:
(a) assisting with, among other things, solicitation,
balloting and tabulation of votes, and preparing any related
reports in support of confirmation of a Chapter 11 plan;
(b) preparing an official ballot certification and, if
necessary, testifying in support of the ballot tabulation results;
(c) assisting with the preparation of the Debtors' schedules
of assets and liabilities and statements of financial affairs and
gathering data in conjunction therewith;
(d) providing a confidential data room; and
(e) managing and coordinating any distributions pursuant to a
Chapter 11 plan if designated as distribution agent under such
plan.
The firm received a retainer of $10,000 from the Debtor.
Sheryl Betance, senior managing director at Stretto, disclosed in a
court filing that she is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Sheryl Betance
Stretto, Inc.
410 Exchange, Ste. 100
Irvine, CA 92602
Telephone: 714.716.1872
Email: sheryl.betance@stretto.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. In its petition,
ALS Liquidation listed as much as $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 and administrative advisor.
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.
AMADEUS THERAPY: Case Summary & 6 Unsecured Creditors
-----------------------------------------------------
Debtor: Amadeus Therapy, Inc.
200 N. Dysart Road
Avondale, AZ 85323
Business Description: Amadeus Therapy, Inc. is a Single Asset Real
Estate debtor (as defined in 11 U.S.C.
Section 101(51B)). The Debtor owns
building and land located in Avondale,
Arizona having a current value of $1.77
million (per purchase letter of intent).
Chapter 11 Petition Date: November 4, 2021
Court: United States Bankruptcy Court
District of Arizona
Case No.: 21-08245
Debtor's Counsel: Harold E. Campbell, Esq.
HAROLD CAMPBELL, PC
910 W. McDowell Road
Phoenix, AZ 85007
Tel: 480-839-4828
Fax: 480-937-2245
Email: heciii@haroldcampbell.com
Total Assets: $1,775,000
Total Liabilities: $1,205,000
The petition was signed by Bridget O'Brien as president/director.
A full-text copy of the petition containing, among other items, a
list of the Debtor's six unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/OADNE5Y/AMADEUS_THERAPY_INC__azbke-21-08245__0001.0.pdf?mcid=tGE4TAMA
AR TEXTILES: Equity Holder to Contribute $25,000 in Plan
--------------------------------------------------------
AR Textiles, Ltd., submitted a Plan and a Disclosure Statement.
To satisfy the absolute priority rule and in the event of a
dissenting class of impaired unsecured creditors, and to ensure
compliance with sec. 1129(b)(2)(B)(ii) of the Bankruptcy Code, AR
INTERNATIONAL HOLDING, LTD, the equity security holder, will make
an aggregate new value contribution of $25,000 on the Effective
Date, in exchange for retention of their respective membership
interests in the Debtor after the Effective Date. The Debtor
reserves the right, until the conclusion of the Confirmation
Hearing, to increase the New Value Contribution.
Holders of Class 8 general unsecured claims whose Claims are less
than $10,000 will receive a single lump sum payment within 90 days
of the Effective Date. Holders of other general unsecured claims
in Class 9, currently totaling $14,407,379, will be paid the
aggregate sum of $100,000 in equal 20 quarterly installments over a
period of five years.
The last day for creditors to file proofs of claim is OCTOBER 27,
2021, and DECEMBER 27, 2021, for governmental entities, units, and
agencies.
The Debtor, commencing in the calendar year ending Dec. 31, 2022,
intends to -- on a gradual basis -- restart its cotton yarn and
textile manufacturing and distribution operations at the Facility,
the proceeds, revenue, and income from which will be utilized to
fund the proposed operations, post-confirmation and after the
Effective Date, as well as pay the requisite amounts to Creditors
under the Plan.
Counsel for debtor AR Textiles, Ltd.:
JOSEPH Z. FROST
BLAKE Y. BOYETTE
BUCKMILLER, BOYETTE & FROST, PLLC
4700 Six Forks Road, Suite 150
Raleigh, North Carolina 27609
Tel: 919.296.5040
Fax: 919.977.7101
E-mail: jfrost@bbflawfirm.com
bboyette@bbflawfirm.com
A copy of the Disclosure Statement dated October 27, 2021, is
available at https://bit.ly/3bjgUES from PacerMonitor.com.
About AR Textiles
Robersonville, N.C.-based AR Textiles Ltd. filed a Chapter 11
petition (Bankr. E.D.N.C. Case No. 21-01441) on June 28, 2021. In
the petition signed by Pasqual Alles, vice president, the Debtor
disclosed $5,744,986 in assets and $22,227,509 in liabilities.
Judge David M. Warren oversees the case. Joseph Z. Frost, Esq., at
Buckmiller, Boyette & Frost, PLLC is the Debtor's legal counsel.
ARMATA PHARMACEUTICALS: Signs Lease to Build Manufacturing Facility
-------------------------------------------------------------------
Armata Pharmaceuticals, Inc. has entered into a new lease with 5005
McConnell Avenue, LLC, to build a 56,300 square-foot research and
development and GMP manufacturing facility in Los Angeles, for a
term of 16 years,
"Armata's innovative phage therapy pipeline will be enhanced by our
commitment to build out a new R&D facility that offers expanded GMP
manufacturing capacity to support future pivotal studies and
commercial launch," stated Dr. Brian Varnum, chief executive
officer of Armata. "In addition to our Phase 1b/2a clinical trial
of AP-PA02 that is currently progressing, we are preparing to enter
a second candidate, AP-SA02, into the clinic next year, and we are
making meaningful progress toward advancing a third candidate into
clinical development."
"In addition, we believe this new, state-of-the-art facility is
essential for our novel product form given the scarcity of
phage-specific manufacturing capacity. Building out multiple
manufacturing lines also positions us to evaluate potential
strategic partnerships and collaborations that, if consummated, can
further expand our pipeline, accelerate clinical development, and
offer opportunities for long-term value creation."
Effective as of May 1, 2022, the Company will pay a monthly rent of
$236,460 to the Landlord in connection with the Premises for the
first twelve months, subject to rent abatement and yearly increases
as specified in the Lease Agreement.
About Armata Pharmaceuticals
Marina del Rey, CA-based Armata is a clinical-stage biotechnology
company focused on the development of pathogen-specific
bacteriophage therapeutics for the treatment of
antibiotic-resistant and difficult-to-treat bacterial infections
using its proprietary bacteriophage-based technology. Armata is
developing and advancing a broad pipeline of natural and synthetic
phage candidates, including clinical candidates for Pseudomonas
aeruginosa, Staphylococcus aureus, and other pathogens. In
addition, in collaboration with Merck, known as MSD outside of the
United States and Canada, Armata is developing proprietary
synthetic phage candidates to target an undisclosed infectious
disease agent. Armata is committed to advancing phage with drug
development expertise that spans bench to clinic including in-house
phage specific GMP manufacturing.
Armata reported a net loss of $22.18 million for the year ended
Dec. 31, 2020, compared to a net loss of $19.48 million for the
year ended Dec. 31, 2019. As of June 30, 2021, the Company had
$48.28 million in total assets, $19.66 million in total
liabilities, and $28.62 million in total stockholders' equity.
ASPIRA WOMEN'S: Dr. Sandra Brooks Quits as Director
---------------------------------------------------
Sandra Brooks, M.D., M.B.A., a director of Aspira Women's Health
Inc., resigned from the company's board of directors.
Aspira said her decision to resign was not the result of any
disagreement with the company or any matter relating to the
operations, policies or practices of the company.
About Aspira Women's Health
ASPIRA formerly known as Vermillion, Inc. --
http://www.aspirawh.com-- is transforming women's health with the
discovery, development and commercialization of innovative testing
options and bio-analytical solutions that help physicians assess
risk, optimize patient management and improve gynecologic health
outcomes for women. OVA1 plus combines its FDA-cleared products
OVA1 and OVERA to detect risk of ovarian malignancy in women with
adnexal masses. ASPiRA GenetiXSM testing offers both targeted and
comprehensive genetic testing options with a gynecologic focus.
With over 10 years of expertise in ovarian cancer risk assessment
ASPIRA has expertise in cutting-edge research to inform its next
generation of products. Its focus is on delivering products that
allow healthcare providers to stratify risk, facilitate early
detection and optimize treatment plans.
Aspira Women's reported a net loss of $17.90 million for the year
ended Dec. 31, 2020, compared to a net loss of $15.24 million for
the year ended Dec. 31, 2019. As of June 30, 2021, the Company had
$55.83 million in total assets, $8.99 million in total liabilities,
and $46.84 million in total stockholders' equity.
AULT GLOBAL: Board Adopts Amended and Restated ByLaws
-----------------------------------------------------
Effective as of Nov. 2, 2021, the Board of Directors of Ault Global
Holdings, Inc. approved and adopted the Amended and Restated Bylaws
of the Company. The A&R Bylaws amend and restate the Company's
bylaws in their entirety to: (i) in Section 3.7, eliminate the
ability of the Company's stockholders holding more than 20% of the
total voting power of the outstanding shares of capital stock of
the Company then entitled to vote, to call special meetings of the
Board of Directors for any purpose or purposes; and (ii) in Section
7.15, include an exception to the exclusive forum in which certain
actions involving the Company may be brought. No other sections of
the A&R Bylaws were revised.
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 or 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.
BBS HOLDINGS: Case Summary & 3 Unsecured Creditors
--------------------------------------------------
Debtor: BBS Holdings II, LLC
915 SW Rimrock Way, Suite 201-253
Redmond, OR 97756
Business Description: BBS Holdings II is the owner of four
real properties in Prineville, Oregon having
an aggregate current value of $611,720.
Chapter 11 Petition Date: November 4, 2021
Court: United States Bankruptcy Court
District of Oregon
Case No.: 21-32244
Judge: Hon. Peter C. Mckittrick
Debtor's Counsel: Ted A. Troutman, Esq.
TROUTMAN LAW FIRM P.C.
5075 SW Griffith Dr., Suite 220
Beaverton, OR 97005
Tel: 503-292-6788
Fax: 503-596-2371
E-mail: tedtroutman@sbcglobal.net
Total Assets: $611,720
Total Liabilities: $1,205,509
The petition was signed by Jason Bronson 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/LPZOKKQ/BBS_Holdings_II_LLC__orbke-21-32244__0001.0.pdf?mcid=tGE4TAMA
BOY SCOUTS: Abuse Victims Hear Settlement Pitches
-------------------------------------------------
Soma Biswas and Becky Yerak of The Wall Street Journal reports that
the Boy Scouts of America's push to settle sex-abuse claims from
82,200 men has touched off lobbying campaigns by plaintiffs'
lawyers who disagree on whether victims should back a compensation
plan that could be the organization's ticket out of bankruptcy.
Abuse victims across the country are debating whether the $1.9
billion settlement offer is fair compensation for lives affected by
childhood trauma, as lawyers on different sides of the issue have
given conflicting information on what they can expect to receive.
One group of lawyers told victims they could receive as much as
$2.7 million for the worst abuses, while another estimated the
highest payout would be no more than $58,000.
About Boy Scouts of America
The Boy Scouts of America -- https://www.scouting.org/ -- is a
federally chartered non-profit corporation under title 36 of the
United States Code. Founded in 1910 and chartered by an act of
Congress in 1916, the BSA's mission is to train youth in
responsible citizenship, character development, and self-reliance
through participation in a wide range of outdoor activities,
educational programs, and, at older age levels, career-oriented
programs in partnership with community organizations. Its national
headquarters is located in Irving, Texas.
The Boy Scouts of America and affiliate Delaware BSA, LLC, sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on
Feb. 18, 2020, to deal with sexual abuse claims.
Boy Scouts of America was estimated to have $1 billion to $10
billion in assets and at least $500 million in liabilities as of
the bankruptcy filing.
The Debtors have tapped Sidley Austin LLP as their bankruptcy
counsel, Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel,
and Alvarez & Marsal North America, LLC as financial advisor. Omni
Agent Solutions is the claims agent.
The U.S. Trustee for Region 3 appointed a tort claimants' committee
and an unsecured creditors' committee on March 5, 2020. The tort
claimants' committee is represented by Pachulski Stang Ziehl &
Jones, LLP, while the unsecured creditors' committee is represented
by Kramer Levin Naftalis & Frankel, LLP.
BRILLA PUBLIC: S&P Rates 2012A/B Educational Revenue Bonds 'BB+'
----------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' long-term rating to Build NYC
Resource Corp.'s $16.2 million series 2021A tax-exempt and series
2021B taxable educational revenue bonds issued for Seton Education
Partners (Seton) on behalf of Brilla Public Preparatory Charter
Schools (Brilla). The outlook is stable.
"We assessed Brilla's enterprise profile as adequate, characterized
by historically growing enrollment, solid demand, healthy academic
results, and a positive relationship with the charter authorizer,
though the school's limited operating and renewal history do
somewhat constrain the rating," said S&P Global Ratings credit
analyst Avani Parikh. S&P said, "We assessed the financial profile
as vulnerable, reflecting Brilla's sufficient liquidity position
and consistently positive operating results supported by
significant rental assistance, which offset the significant impact
of pro forma lease-adjusted MADS on the school's current operating
profile. We believe that combined, these credit factors lead to an
anchor of 'bb'. As our criteria indicate, the final rating can be
within one notch of the anchor rating level. The final rating of
'BB+' better reflects Brilla's sound market position and track
record of recent expansion, which we expect will support the
organization's ability to meet its growth targets and continue to
grow into its lease obligations over time."
S&P said, "We view the risks posed by COVID-19 to public health and
safety as an elevated social risk for the charter sector under our
environmental, social, and governance factors due to possible
impacts on enrollment and mode of instruction going into fall 2021,
as well as potential impacts on per-pupil funding beyond the
near-term support provided by additional federal relief. For
Brilla, these risks are somewhat mitigated by the increase in
per-pupil funding heading into fiscal 2022 as well as its
successful enrollment growth amid the pandemic. Despite the
elevated social risk, the school's environmental and governance
risk are in line with our view of the sector as a whole.
"We could consider a negative rating action in the unlikely event
that Brilla fails to meet enrollment targets with sustained
operating deficits, notably weakened lease-adjusted maximum annual
debt service (MADS) coverage, or a significant decline in
liquidity."
A positive rating action is possible over time with continued
enrollment growth, successful expansion with newer schools,
moderation in Brilla's lease-adjusted MADS burden as the network
continues to expand, and a continuation of the trend of financial
metrics consistent with those of higher-rated peers. In our view,
Brilla is on a favorable organizational trajectory and expect
successful execution of near-term growth targets.
CALIFORNIA INDEPENDENT: Gets OK to Hire Valbridge as Appraiser
--------------------------------------------------------------
California Independent Petroleum Association received approval from
the U.S. Bankruptcy Court for the Eastern District of California to
employ Valbridge Property Advisors, doing business as Hulberg &
Associates, Inc., as its appraiser.
The Debtor requires the services of an appraiser to develop a
professional's opinion of value regarding its commercial real
estate located at 1001 K St., 6th Floor, Sacramento, Calif.
Valbridge will be billed as follows:
(a) A flat fee of $4,000 for appraisal report preparation.
(b) An hourly rate of $350 for the services of Gene Williams,
managing director at Valbridge and the professional primarily
responsible for this engagement, plus reimbursement of expenses
incurred.
Mr. Williams 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:
Gene Williams
Valbridge Property Advisors
55 South Market Street, Suite 1210
San Jose, CA 95113
Telephone: (408) 279-1520
Facsimile: (406) 279-3428
Email: GWilliams@valbridge.com
About CIPA
California Independent Petroleum Association (CIPA) -- www.cipa.org
-- is a non-profit, non-partisan trade association representing
approximately 500 independent crude oil and natural gas producers,
royalty owners, and service and supply companies operating in
California.
CIPA filed a petition for Chapter 11 protection (Bankr. E.D. Calif.
Case No. 21-23169) on Sept. 5, 2021, listing $2,097,356 in assets
and $1,194,070 in liabilities. CIPA CEO Rock Zierman signed the
petition. The case is handled by Judge Christopher D. Jaime. Ian
S. Landsberg, Esq., at Sklar Kirsh, LLP is the Debtor's legal
counsel.
CALIFORNIA INDEPENDENT: Seeks to Tap Ordinary Course Professionals
------------------------------------------------------------------
California Independent Petroleum Association seeks approval from
the U.S. Bankruptcy Court for the Eastern District of California to
employ certain lobbyists and other consultants utilized in the
ordinary course of its business.
The "ordinary course professionals" include Kester/Pahos, Tradesman
Advisors Inc., The Gualco Group Inc., Alcantar Law Group,
Independent Oil Producers Agency, Catalyst Environmental Solutions
Corp., Rosencoco Holdings; Geosyntec Consultants Inc., and
Cornerstone Engineering.
None of the professionals provide services for matters directly
related to the Debtor's administration of its Chapter 11 case.
The Debtor estimates that it will spend, on average, approximately
$50,000 per month as compensation for the professionals' services.
The only consultant that arguably would qualify as a "professional
person" under Section 327(a) of the Bankruptcy Code is Alcantar Law
Group, which is expected to provide limited monitoring services
related to pipeline tariffs and the California Public Utilities
Commission and whose fees and expenses should not exceed $1,500 a
month.
As disclosed in court filings, the consultants do not have an
interest materially adverse to the Debtor, its creditors or other
parties-in-interest.
About CIPA
California Independent Petroleum Association (CIPA) -- www.cipa.org
-- is a non-profit, non-partisan trade association representing
approximately 500 independent crude oil and natural gas producers,
royalty owners, and service and supply companies operating in
California.
CIPA filed a petition for Chapter 11 protection (Bankr. E.D. Calif.
Case No. 21-23169) on Sept. 5, 2021, listing $2,097,356 in assets
and $1,194,070 in liabilities. CIPA CEO Rock Zierman signed the
petition. The case is handled by Judge Christopher D. Jaime. Ian
S. Landsberg, Esq., at Sklar Kirsh, LLP is the Debtor's legal
counsel.
CAMERON TRANSPORT: December 1 Plan & Disclosure Hearing Set
-----------------------------------------------------------
On Oct. 29, 2021, debtor Cameron Transport, Corp. filed with the
U.S. Bankruptcy Court for the Western District of New York a First
Amended Disclosure Statement and First Amended Plan. Judge Carl L.
Bucki ordered that:
* Dec. 1, 2021 at 2:00 P.M. at Robert H. Jackson United
States Courthouse, 2 Niagara Square, 5th Floor – Orleans
Courtroom, Buffalo, NY 14202 is the hearing on final approval of
the First Amended Disclosure Statement and the hearing on
confirmation of the First Amended Plan.
* Nov. 30, 2021 is fixed as the last day for filing and
serving written objections to the First Amended Disclosure
Statement and confirmation of the First Amended Plan.
* Ballots accepting or rejecting this plan may be filed at any
time before the confirmation hearing.
A full-text copy of the order dated October 29, 2021, is available
at https://bit.ly/3q7umo6 from PacerMonitor.com at no charge.
Attorneys for Debtor:
COLLIGAN LAW, LLP
Frederick J. Gawronski, Esq.
12 Fountain Plaza, Suite 600
Buffalo, NY 14202
Phone: 716-885-1150
Fax: 716-885-4662
Email: fgawronski@colliganlaw.com
About Cameron Transport Corp.
Cameron Transport Corp., a transportation company in Niagara Falls,
N.Y., filed its voluntary petition under Chapter 11 of the
Bankruptcy Code (Bankr. W.D.N.Y. Case No. 20-11032) on Aug. 7,
2020. It first sought bankruptcy protection on March 17, 2020
(Bankr. W.D.N.Y. Case No. 20-10454). In the petition signed by
Faisel Haruna, president, Debtor disclosed $1,582,525 in assets and
$2,499,234 in liabilities. Judge Carl L. Bucki oversees the case.
The Debtor tapped Colligan Law, LLP as legal counsel and Roscetti &
DeCastro, PC as special counsel.
CAMERON TRANSPORT: Unsecureds' Recovery Hiked to 28% over 5 Years
-----------------------------------------------------------------
Cameron Transport, Corp., submitted a First Amended Disclosure
Statement and First Amended Plan of Reorganization dated October
29, 2021.
General unsecured creditors in Class 8 will receive a pro-rata
distribution of a monthly payment of their allowed claims, without
interest, to be distributed over a period of 60 months from the
Effective Date of the Plan. The Debtor shall pay $4,940.00 per
month to be shared pro-rata between the Allowed Amounts of holders
of Class 8 unsecured claims on the 15th day of the month for 60
months following the Effective Date of the Plan. Based upon
current claims, payments are estimated to be approximately 28% of
total Allowed Amounts.
The prior iteration of the Disclosure Statement projected that
unsecured creditors will recover 17% under the Plan.
Claims Objections
The Debtor will be objecting to the claims of North Mill Credit
Trust (Claim # 22) and 777 Equipment Finance, LLC (Claim # 47) to
the extent they are claimed as secured. The collateral securing
these claims has been repossessed by the creditor or its agent(s)
and any remaining claim should be treated as a general unsecured
claim. The Debtor will be objecting to the claims of Ally Bank
(Claim # 2) and the Internal Revenue Service (Claim # 21) as paid
in full and satisfied. Except to the extent that any other claim is
already allowed pursuant to a final non-appealable order, the
Debtor reserves the right to object to claims.
The Debtor's post-petition gross revenue through September 30, 2021
was $722,063 as follows: August - $44,131; September - $64,784;
October – $73,814; November – approximately $49,512; December
– $31,788; January – $54,707; February - $45,415; March -
$46,475; April - $42,080; May - $39,312; June - $46,615; July –
$55,508; August - $69,955 and September - $57,968.
Total Unsecured Class 8 Non-Priority Claims are currently
$1,053,896.00. In complete satisfaction, discharge and release of
the Class 8 Claims, the Debtor shall distribute to the Class 8
claimants, a pro-rata share of $4,940.00 per month of the allowed
Class 8 Claims, payable over 5 years, without interest, in 60
monthly installments commencing on the first month following the
Effective Date of the Plan. The Debtor shall pay the pro-rata share
of the $4,940.00 monthly payment of the Allowed Amounts of the
holder of the Class Claims on 15th day of each month following the
Effective Date of the Plan. Based on current claims, holders of
said claims will receive approximately 28% of their claim.
The Debtor reserves its right to object to the claims of unsecured
creditors. To the extent any claims are disallowed, the surviving
claims will receive a greater pro-rata share of the $4,940.00
monthly payment.
Payments and distributions under the Plan will be funded by profits
from business operations.
The Plan Proponent believes that the Debtor will have enough cash
on hand on the effective date of the Plan to pay all the claims and
expenses that are entitled to be paid on that date. The sources of
that cash will be generated from the Debtor's operations. Under the
Debtor's current Plan of Reorganization, the following
administrative claims that would typically be paid upon
confirmation, will be paid over a period not greater than 5 years
from the Petition Date or other arrangement made in writing between
the Debtor and claimant, to wit: Professional Fees. In the event
other claims arise that would typically be paid upon confirmation
as the result objections to those claims being overruled, the
Debtor will pay said claims over a period not greater than 5 years
from the Petition Date or other arrangement made in writing between
the Debtor and claimant.
A full-text copy of the First Amended Disclosure Statement dated
Oct. 29, 2021, is available at https://bit.ly/3bHsutK from
PacerMonitor.com at no charge.
Attorneys for Debtor:
COLLIGAN LAW, LLP
Frederick J. Gawronski, Esq.
12 Fountain Plaza, Suite 600
Buffalo, NY 14202
Phone: 716-885-1150
Fax: 716-885-4662
Email: fgawronski@colliganlaw.com
About Cameron Transport Corp.
Cameron Transport Corp. is a transportation company in Niagara
Falls, N.Y.,
It first sought bankruptcy protection on March 17, 2020 (Bankr.
W.D.N.Y. Case No. 20-10454).
It again filed its voluntary petition under Chapter 11 of the
Bankruptcy Code (Bankr. W.D.N.Y. Case No. 20-11032) on Aug. 7,
2020. In the petition signed by Faisel Haruna, president, Debtor
disclosed $1,582,525 in assets and $2,499,234 in liabilities.
Judge Carl L. Bucki oversees the case. The Debtor tapped Colligan
Law, LLP as legal counsel and Roscetti & DeCastro, PC as special
counsel.
CELLA III: Creditor Remains Oversecured, Court Says
---------------------------------------------------
The United States Bankruptcy Court for the Eastern District of
Louisiana, in a memorandum opinion dated October 26, 2021, denied
Girod LoanCo, LLC's Motion for Reconsideration or, Alternatively,
for New Trial.
The Court held a virtual evidentiary hearing on November 10, 2020,
to consider Girod's Application for Allowance of Post-Petition
Interest and Attorney's Fees as Oversecured Creditor Pursuant to
Section 506(b) of the Bankruptcy Code, the response thereto filed
by Cella III, LLC, and the reply brief filed by Girod in support of
the Section 506(b) Motion. On January 6, 2021, after considering
the pleadings, the evidence presented at the Hearing, the record in
this case, and applicable law, the Court issued a Memorandum
Opinion granting in part and denying in part Girod's request.
After valuing the collateral securing repayment of the debt owed by
the Debtor to Girod, namely the immovable property located at 4531
and 4545 Veterans Boulevard in Metairie, Louisiana, and cash
generated post-petition by the Debtor's operations, the Court found
that Girod became oversecured in January 2020. Under Section
506(b), the Court allowed Girod post-petition interest in the
amount of $369,740.58, representing the equity cushion enjoyed by
Girod as of November 2020, but denied Girod's request for
attorneys' fees based upon the fact that no collateral remained to
secure such fees. On January 20, 2021, Girod filed the Motion,
seeking reconsideration of the Court's award under Section 506(b),
specifically the valuation of the Property.
Girod now asserts that new evidence exists to justify the Court's
reconsideration of its valuation of the Debtor's hard collateral.
Girod states that Hertz, the "uncertain" tenant, assumed its lease
in its bankruptcy case after the evidentiary hearing on Girod's
Section 506(b) application, but before the Court issued its
opinion. That assumption, Girod asserts, means the Debtor will not
have to expend resources to obtain another tenant because Hertz
"has the financial wherewithal to meet all future payment
obligations." Girod further contends that Hertz's lease assumption
"also eliminates the uncertainty brought on by the pandemic,"
assuming that "COVID only affects the Debtor to the extent it needs
a new tenant." Girod spends the rest of its brief altering the
Debtor's expert's model, hypothesizing what it would reveal had the
expert considered Hertz's assumption of its lease, essentially
attempting to re-litigate the testimony given by the Debtor's
valuation expert, Michael Truax.
The Court found that the Hertz lease assumption does not constitute
newly discovered evidence today as it would not have changed the
Court's valuation. The Court accepted Truax's unrefuted opinions
in valuing the hard collateral. Girod had "the ultimate burden to
prove by a preponderance of the evidence its entitlement to
postpetition interest, that is, that its claim was oversecured, to
what exent, and for what period of time." Girod chose not to
submit any valuation evidence of its own, yet complains when the
Court evaluates the evidence and reaches a conclusion that may not
advantage Girod, the Court pointed out.
Nevertheless, the Court did capture the value of the rents
collected post-petition by the tenants of the Debtor in its
valuation of the Cash Collateral. The evidence showed that the
Debtor's starting cash position on the petition date was $1,298. As
shown by the exhibit attached to the Court's Memorandum Opinion,
and after crediting Girod with the two $40,000 adequate protection
payments it received, the Court determined that Girod's collateral
position improved by the increase in accumulated cash; hence, Girod
became oversecured in January 2020. Thus, the Court found that,
pursuant to Section 506(b), "Girod is entitled to accrue
non-default interest starting in January 2020, the point in time
when Girod became oversecured, and continuing through a plan's
confirmation or its effective date, whichever is later, to be
calculated per the terms of the loan documents" -- up to the point
where the post-petition interest and/or attorneys' fees exceed the
value of the collateral.
A plan has not been confirmed in the Debtor's case yet. Extending
the analysis of Girod's equity cushion through September 2021, the
date of the latest MOR filed by the Debtor, Girod has remained
oversecured to date and has accrued non-default interest up to the
value of the collateral, the Court said. Again, applying a
straightforward 5.5% rate on just the principal due on the three
notes, the Court can infer that Girod's interest from January 2020
through September 2021 would be at least $33,000 per month or
$693,000. That amount exceeds the largest equity cushion that
Girod has enjoyed thus far -- $547,915.58 -- so any accrued
post-petition interest and reasonable attorneys' fees that exceed
that amount are not recoverable because no collateral exists to
secure such interest and fees, the Court added. What remains true
is that this Court "can fairly conclude that [Girod's] liens
encumber the Debtors' cash and that, at any point in time,
[Girod's] claim is greater than the value of [its] collateral, or,
with accrued interest and added fees, the claim exhausts the
collateral value at all relevant times during the bankruptcy
proceedings," the Court said.
A full-text copy of the decision is available at
https://tinyurl.com/yrx7kzjy from Leagle.com.
About Cella III LLC
Cella III, LLC, owns the building and real estate located at 4545,
4539, and 4531 Veteran's Memorial Highway, Metairie, LA. This
property is located at a prominent, heavily traveled commercial
intersection of Veterans Memorial Boulevard and Clearview Parkway.
Cella III filed a Chapter 11 petition (Bankr. E.D. La. Case No.
19-11528) on June 5, 2019. In the petition signed by George A.
Cella, III, member and manager, the Debtor was estimated to have
$10 million to $50 million in assets and $1 million to $10 million
in liabilities.
Judge Jerry A. Brown oversees the case.
The Debtor tapped Congeni Law Firm, LLC as bankruptcy counsel,
Sternberg, Naccari & White, LLC as special counsel, and Patrick J.
Gros, CPA, APAC, as accountant.
CHG PPC: S&P Affirms 'B' ICR Following Recapitalization
-------------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating on
U.S.-based food manufacturer CHG PPC Intermediate II LLC and
maintained the stable outlook as demand for baked goods continues
to increase across all channels.
S&P said, "We assigned our 'B' issue-level and '3' recovery ratings
to the proposed senior secured facilities consisting of the $250
million revolver due 2026 and $910 million first-lien term loan due
2028, indicating our expectation of meaningful (50%-70%; rounded
estimate: 55%) recovery in the event of a payment default. We
affirmed the 'B' rating on the company's existing EUR190 million
first-lien term loan due 2025. The recovery rating remains '3',
indicating our expectation of meaningful (50%-70%; rounded
estimate: 55%) recovery in the event of a payment default. We will
withdraw the ratings on the company's existing USD revolver and
term loan following this transaction. All ratings are subject to
review and receipt of final documentation.
"The stable outlook reflects our expectation that the company will
mostly offset rising costs and demand remains strong, resulting in
leverage being maintained below 7x over the next 12 months.
"The ratings affirmation reflects our expectation of further
revenue and profitability growth, which could support the increased
debt from this transaction."
CHG's sales increased 8.3% to about $1.2 billion for the 12 months
ended June 30, 2021, up from $1.1 billion a year ago as foodservice
revenues continued to recover, driven by strong performance from
quick-service restaurants, and the retail business remaining
largely steady. This resulted in EBITDA margin expansion to about
18% for the 12 months ended June 30, 2021, up from 17% in the same
prior-year period. S&P expects continued growth from quick-service
restaurant customers as well as a year-over-year improvement in
traditional foodservice customers to drive profitability growth.
Pro forma for the transaction, adjusted debt leverage increases to
6.4x for the 12 months ended June 30, 2021, up from 5.5x
pre-transaction. Additionally, the company will use a large portion
of existing cash on balance sheet to fund a tuck-in acquisition of
three bakeries.
S&P said, "While leverage increases as a result of this
transaction, we expect further earnings growth, driven by the
continued recovery in foodservice and growth of quick-service
restaurants (QSR) business, resulting in pro forma leverage of low
6x for the fiscal year ending March 2022 inclusive of the bakery
tuck-ins. The bakery tuck-ins should add roughly $20 million in
EBITDA and $80 million in sales, while increasing manufacturing
capacity in buns and bagels, and expand geographic reach. We do not
anticipate significant integration costs nor synergies."
Foodservice trends continue to improve, driving sales and
profitability growth. According to the U.S. Census Bureau,
seasonally sales for food and drinking places increased to $72.4
billion in September 2021 compared with $55.9 in September 2020.
Industry sales in September 2021 are higher than September 2019
levels of $65.8 billion. S&P said, "We expect underlying industry
strength to continue to support higher demand for the company's
products, though we also recognize that some of the demand will be
driven by replenishment orders to make up for the lack of orders
during the height of the pandemic in 2020. We expect
high-teens-percentage top-line growth in fiscal 2022 driven by the
Project Bun acquisition and recovery in the non-QSR foodservice
segment."
Inflation will pressure margins, though absolute profitability will
increase with higher revenues and pass-through arrangements. From
an input cost standpoint, roughly 50% of the company's business is
governed by pass-through arrangements, which insulates some of the
business from inflationary pressures. The company hedges the
remaining 50% of its input exposure, with ability to pass on
pricing to customers. S&P said, "The company has experienced
increased logistic and commodity costs, which we expect will affect
margins through the year, though we expect pricing to fully flow
through to customers by the end of the fiscal year. Additionally,
to offset some of the inflationary headwinds, the company has
continued to invest in automation capabilities to increase its
manufacturing efficiency, which leads to greater capacity,
operating leverage, and cost savings. The company does have some
sourcing diversification with three or four suppliers for major
inputs, and its top 10 suppliers account for less than 30% of all
inputs. We expect pro forma fiscal 2022 EBITDA margins of about
17.5%-18%, increasing to about 18%-18.5% in fiscal 2023. We expect
this to translate to operating cash flow of roughly $130 million in
fiscal 2022 and $140 million in fiscal 2023."
S&P said, "We expect financial policy to remain the same and for
longer-term leverage to remain around 6x.We expect the company to
remain acquisitive and manage leverage around 6x over the longer
term through making debt-funded acquisitions. The company is a
consolidator in the highly fragmented baked goods industries and
has expanded scale and capabilities through its pending acquisition
of Project Bun in 2021 (maker of buns and rolls across North
American), completed acquisitions of Wback Gmbh in 2019, Mid South
Baking Co. in 2019, and Cookietree in 2018. We also expect the
company could flex leverage to about the mid- to high-6x range for
acquisitions, though it would manage longer-term leverage around
6x.
"The stable outlook reflects our expectation for leverage to stay
in the low-6x area over the next 12 months."
S&P would lower the rating if leverage increases above 7x or if it
expects substantial free cash flow decline, which could result
from:
-- Business with top QSR customers deteriorates;
-- The company adopts aggressive financial policies, including a
large debt-financed acquisition or dividend to shareholders; or
-- Substantial supply chain or inflationary pressures that cause
material profit and cash flow degradation.
While unlikely over the next year, S&P could raise the rating if:
-- The company's financial sponsor commits to less aggressive
financial policies and to manage leverage below 5x. This could
occur if the company applied discretionary cash flow toward debt
repayment and did not pursue additional debt-financed acquisitions
or shareholder returns.
CINCINNATI TERRACE: Seeks to Hire Integra Realty as Appraiser
-------------------------------------------------------------
Cincinnati Terrace Associates, LLC seeks approval from the U.S.
Bankruptcy Court for the Eastern District of New York to hire
Integra Realty Resources - Cincinnati/Dayon to appraise its
property located at 15 West Sixth St., Cincinnati, Ohio.
The firm will be paid a flat fee of $9,500.
Roger Thornton, MAI, CCIM, managing director at Integra, 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:
Roger D. Thornton
Integra Realty Resources - Cincinnati/Dayon
8241 Cornell Road, Suite 210
Cincinnati, OH 45249
Phone: (513) 561-2305
Fax: (513) 561-2881
Email: cincinnati@irr.com
About Cincinnati Terrace Associates
Brooklyn, N.Y.-based Cincinnati Terrace Associates, LLC filed a
petition for Chapter 11 protection (Bankr. E.D.N.Y. Case No.
21-41548) on June 9, 2021, listing as much as $50 million in both
assets and liabilities. David Goldwasser, manager and
restructuring officer of FIA Capital Partners, signed the
petition.
Judge Elizabeth S. Stong oversees the case.
Kevin J. Nash, Esq., at Goldberg Weprin Finkel Goldstein, LLP and
David Goldwasser of FIA Capital Partners, LLC serve as the Debtor's
legal counsel and chief restructuring officer, respectively. West
Shell Commercial Inc., doing business as Colliers
International/Greater Cincinnati, is the Debtor's property manager.
CLEARPOINT NEURO: Dr. Linda Liau Joins Board of Directors
---------------------------------------------------------
Linda M. Liau, MD, PhD, MBA, has been appointed to ClearPoint
Neuro, Inc.'s Board of Directors effective immediately.
Dr. Linda M. Liau is professor and W. Eugene Stern Chair of the
Department of Neurosurgery at the David Geffen School of Medicine
at UCLA. She is the co-director of the UCLA Brain Tumor Center,
and Principal Investigator and Director of the NCI-designated UCLA
Brain Tumor SPORE (Specialized Program of Research Excellence).
Dr. Liau has authored over 200 peer-reviewed research articles and
is internationally recognized for her achievements in understanding
the immunology of malignant brain tumors and pioneering the use of
dendritic cell-based vaccines for glioblastoma. Clinically, she
has developed novel ways to map brain function during awake brain
tumor surgeries using functional MRI (fMRI) correlates and
specializes in surgery for brain tumors in eloquent areas. Dr.
Liau received her BS and BA degrees from Brown University. She
earned her MD degree from Stanford University, and a PhD degree in
Neuroscience from UCLA. After completing her residency and
fellowship training in neurosurgery at UCLA, she joined the faculty
at the UCLA School of Medicine. While practicing, she earned an
MBA from the UCLA Anderson School of Management.
"We are delighted by the addition of Linda to our Board and by the
contributions she will make to our company and strategy, especially
given her direct experience in neuro-based biologics and drug
delivery," commented Joe Burnett, president and CEO at ClearPoint
Neuro. "Patients are the top priority for everyone at ClearPoint.
Adding a practicing neurosurgeon and accomplished researcher to our
board will be highly valuable to ClearPoint as we execute our
mission to treat and transform the lives of patients suffering from
the most debilitating neurological disorders."
"I am excited to join ClearPoint's Board and bring my experience as
a neurosurgeon to the team, especially as the company expands into
such promising therapeutic areas as gene therapy, stem cell
delivery, laser ablation and brain computer interfaces," stated Dr.
Liau.
In accordance with the company's Non-Employee Director Compensation
Plan, Dr. Liau will be entitled to receive a $40,000 annual
retainer for service as a Board member as well as a supplemental
annual retainer in the event she is appointed to serve as a member
of a committee of the Board. In addition, in connection with her
appointment to the Board and pursuant to the terms of the company's
Non-Employee Director Compensation Plan, Dr. Liau will receive an
equity grant valued at $120,000, consisting of a stock option and
restricted stock award. The shares subject to such stock option
and restricted stock award will vest on the first anniversary of
the grant. Further, on the day following each annual meeting of
stockholders in which she is elected or is then serving as a
director, Dr. Liau will receive an equity grant valued at $120,000,
consisting of a stock option and restricted stock award. The
shares subject to such stock option and restricted stock award will
vest on the earlier of the first anniversary of the grant date or
the day immediately preceding the next annual meeting of
stockholders.
About ClearPoint Neuro
ClearPoint Neuro formerly MRI Interventions, Inc. --
http://www.clearpointneuro.com-- is a medical device company that
develops and commercializes innovative platforms for performing
minimally invasive surgical procedures in the brain under direct,
intra-procedural magnetic resonance imaging, or MRI, guidance.
Applications of the Company's current product portfolio include
deep-brain stimulation, laser ablation, biopsy, neuro-aspiration,
and delivery of drugs, biologics, and gene therapy to the brain.
Clearpoint Neuro reported a net loss of $6.78 million for the year
ended Dec. 31, 2020, compared to a net loss of $5.54 million for
the year ended Dec. 31, 2019. As of June 30, 2021, the Company had
$72.33 million in total assets, $24.36 million in total
liabilities, and $47.97 million in total stockholders' equity.
CONNEAUT LAKE: Judge Has No Jurisdiction in Park's Purchase Case
----------------------------------------------------------------
Keith Gushard of The Meadville Tribune reports that it isn't up to
Judge Jeffery Deller of U.S. Bankruptcy Court for Western
Pennsylvania to decide if the purchase agreement of Conneaut Lake
Park may have been violated.
"I don't have jurisdiction over this matter," Judge Deller ruled
Tuesday at a U.S. Bankruptcy Court hearing held via Zoom. The
Meadville Tribune was the only media to attend Tuesday's, November
2, 2021, hearing.
"Nothing falls within my jurisdiction where I could enter an order
that would affect the (bankruptcy) estate," the judge ruled.
Instead, Deller suggested all parties work together to improve
communication -- and create less friction between the residents and
homeowners with Conneaut Lake Park and Keldon Holdings LLC, the new
owner of the park.
On March 2, 2021, Keldon bought the amusement park -- including
grounds, amusement rides, water park and other assets -- from
Trustees of Conneaut Lake Park for $1.2 million at a public
proceeding in U.S. Bankruptcy Court before Deller.
However, in September 2021, residents and property owners within
the park wrote Deller alleging Keldon Holdings LLC had violated the
purchase agreement of the park. They claimed access to their
properties was restricted by Keldon erecting fences across rights
of way. Residents and homeowners also claimed problems with water
utilities and streets under Keldon's ownership.
Keldon purchased the park from Trustees of Conneaut Lake Park, the
nonprofit corporation that oversaw the park's operations. With the
sale of the park in March, Trustees' Chapter 11 bankruptcy case
then officially was closed by the court on July 7. 2021.
Trustees had filed for federal Chapter 11 bankruptcy protection in
December 2014 to reorganize its debts and needed U.S. Bankruptcy
Court approval for any sale.
When U.S. Bankruptcy Court approved Trustees' Chapter 11 plan back
in September 2016, the plan included the ability of Pennsylvania,
through the Office of Attorney General, to enforce a preexisting
"charitable use restriction" that applied to specific parcels of
property, and file to file suit to ensure charitable assets were
not improperly diverted from their charitable purpose.
U.S. Bankruptcy Court's approval of the park's sale to Keldon in
March of this year still required public access to the park's
property to continue. Parts of the property have deed restrictions
requiring it to be open for use by the general public.
"Keldon Holdings has a degree of discretion in terms of what it
bought within the contours of the charitable use restriction,"
Deller said Tuesday before ruling he had no jurisdiction.
However, if individual property owners feel their rights are being
violated, they need to take the matter to Crawford County Court of
Common Pleas which has jurisdiction, and not U.S. Bankruptcy Court,
according to the judge.
"If there's some public interest being violated with respect to the
charitable use restriction (on the park), those complaints have to
go to the Commonwealth's Attorney General who will decide if
whether enforcement should be brought," Deller said.
But the Pennsylvania Office of Attorney General also must
communicate as well, he added.
"If the Attorney General is refusing to take action (on alleged
charitable use violations) because it isn't warranted because there
have been no violations or the violations are immaterial or if he's
still investigating how about communicating so people know what's
going on?" Deller said.
Keldon Holdings LLC and its owner, Todd Joseph, also have parts to
play in communicating both with residents and the Attorney
General's Office, according to the judge.
"Keldon — if you' re going to have development there, how about
organized planned use development and communicate exactly what's
going on?" he said.
"I think that will alleviate some heartburn — just getting
information out there so folks know what's happening," Deller said.
"I'm encouraging everyone to communicate with the Attorney
General's Office."
"If you work together Conneaut Lake Park will be a beautiful place
where people will want to go to, but as long as everyone's fighting
that makes it a little more difficult," he said. "I think there's a
lot more common interest here than people think."
In ruling that Bankruptcy Court does not have jurisdiction whether
the purchase agreement was violated, Deller also found Trustees'
bankruptcy case "shall remain closed as there is no basis to reopen
it" under the U.S. Bankruptcy Code.
About Conneaut Lake Park
Conneaut Lake Park is a summer amusement resort, located in
Conneaut Lake, Pennsylvania.
Trustees of Conneaut Lake Park, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. W.D. Pa. Case No. 14-11277) in Erie, Pennsylvania,
on Dec. 4, 2014. The case is assigned to Judge Thomas P. Agresti.
The Debtor estimated assets and debt of $1 million to $10 million.
Trustees of Conneaut Lake Park filed for bankruptcy protection less
than 20 hours before the Crawford County amusement park was
scheduled to go to sheriff's sale for almost $930,000 in back taxes
and related fees.
The Debtor tapped George T. Snyder, Esq., at Stonecipher Law Firm,
in Pittsburgh, as counsel.
CONWAY COURT: Taps Symphony Properties as Real Estate Broker
------------------------------------------------------------
Conway Court 1 LLC and its affiliates seek approval from the U.S.
Bankruptcy Court for the District of Massachusetts to employ
Symphony Properties to market and sell their properties in
Somerville, Mass.
Symphony Properties will receive a 5 percent commission of the
gross sale price.
Daniel Tully, an authorized agent and owner of Symphony Properties,
disclosed in a court filing that his firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Daniel Tully
Symphony Properties
224 Clarendon St., Suite 52
Boston, MA 02116
Telephone: (617) 448-9783
Facsimile: (617) 249-1853
Email: daniel@symphonyproperties.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. Lou Makrigiannis, 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.
DAEC HOME: Taps Jacqueline Goobs as Real Estate Broker
------------------------------------------------------
DAEC Home Improvement, LLC seeks approval from the U.S. Bankruptcy
Court for the District of Massachusetts to hire Jacqueline Goobs, a
real estate broker at EXP Realty, to sell its real property located
at 54 Elm St., Units F and B, North Andover, Mass.
The firm will receive a 4 percent commission on the sale price of
the properties.
Ms. Goobs disclosed in a court filing that she is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
Ms. Goobs can be reached at:
Jacqueline Goobs
EXP Realty
6R Forest Street
Lexington, MA 02421
Tel: (978) 501-7943
About DAEC Home Improvement
DAEC Home Improvement, LLC filed a petition for Chapter 11
protection (Bankr. D. Mass. Case No. 21-40160) on March 3, 2021,
listing as much as $1 million in both assets and liabilities.
Judge Christopher J. Panos oversees the case. The Law Offices of
John F. Sommerstein, represents the Debtor as legal counsel.
DAVIDZON MEDIA: Wins Cash Collateral Access Thru Nov. 9
-------------------------------------------------------
Davidzon Media, Inc. and affiliates' access to cash collateral has
been extended through Nov. 9, following a hearing held Thursday.
The U.S. Bankruptcy Court for the Eastern District of New York will
conduct another hearing Nov. 9 at 1 p.m. to consider the matter.
The Debtors' cash collateral access was previously extended through
Oct. 21, pursuant to a Court order entered on Oct. 20, and then
through Nov. 4, following a hearing Nov. 1.
The Oct. 20 Court order provides that the Debtor is authorized to
use cash collateral in accordance with the approved budget, with a
10% variance. The Permitted Variance will be tested at the end of
each week beginning with the end of the first week of May 2021,
both for the preceding week and cumulatively from the date of the
Interim Order through the end of the most recently completed week.
As adequate protection and security for the payment of the Adequate
Protection Obligations, Great Elm Capital Corp., the prepetition
secured lender, on account of the Loan Agreement and the
Prepetition Liens, is granted a valid, perfected replacement
security interest in and lien on all of the Prepetition Collateral,
subject and subordinate only to the Carve Out. The Adequate
Protection Obligations will constitute superpriority claims as
provided in section 507(b) of the Bankruptcy Code. The Debtors
will pay Great Elm $55,000 by wire transfer in immediately
available funds on the first Tuesday of each month following entry
of the Interim Order.
The Court's order provides for a carve-out consisting of all fees
required to be paid to the Clerk of the Court and to the United
States Trustee under applicable law and in the event that one or
more of the Cases converts to chapter 7, an additional amount of
$3,000 for a Chapter 7 Trustee appointed in such case.
These events constitute Events of Default:
(a) Any Case will be dismissed or converted to a case under
chapter 7 of the Bankruptcy Code, except to the extent Great Elm
consents to such dismissal or conversion;
(b) The Interim Order will be stayed, amended, modified,
reversed, or vacated without the written consent of Great Elm,
which stay is not vacated, or which amendment, modification,
reversal, or vacatur is not stayed within three business days
following the imposition of such stay or the effective date of such
amendment, modification, reversal or vacatur;
(c) Any Prepetition Collateral is sold without the prior
written consent of Great Elm;
(d) Any Debtor will file any application in support of any of
(a) through (c) above;
(e) Any Debtor's filing of a motion to appoint, any other
party's filing of a motion to appoint if such motion is not
resolved within 30 days, or the appointment of, a trustee or
examiner with expanded powers in any Case;
(f) Any Debtor's filing of a motion or other pleading seeking
to grant a lien on the Prepetition Collateral that is equal or
senior to the Prepetition Liens;
(g) The Court's entry of an order granting relief from the
automatic stay to allow for foreclosure on any Prepetition
Collateral with an aggregate book value in excess of $25,000;
(h) Any Debtor's failure to perform, in any respect, any of
the terms, conditions, covenants, or obligations under the Interim
Order.
About Davidzon Media
Davidzon Media, Inc. filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No.
21-40308) on Feb. 8, 2021. Grigory Davidzon, president, signed the
petition. At the time of filing, the Debtor disclosed less than
$50,000 in assets and between $1 million and $10 million in
liabilities.
Judge Elizabeth S. Strong oversees the case.
The Law Offices of Alla Kachan, PC serves as the Debtor's counsel.
DIOCESE OF HARRISBURG: Taps Retired Judge to Assist Abuse Claimants
-------------------------------------------------------------------
The Roman Catholic Diocese of Harrisburg seeks approval from the
U.S. Bankruptcy Court for the Middle District of Pennsylvania to
employ Michael Hogan, a retired judge and principal at Hogan
Mediation, as a legal representative for the interests of unknown
abuse claimants.
Mr. Hogan will render these legal services:
(a) undertake an investigation and analysis regarding the
estimated number of unknown abuse claimants and the estimated value
of unknown abuse claims;
(b) negotiate treatment of unknown abuse claims in a plan of
reorganization with the Diocese, the committee, and other
appropriate parties, and cast a ballot on the plan on behalf of
unknown abuse claimants;
(c) advocate unknown abuse claimants' legal positions before
the court and, if necessary, file pleadings and present evidence on
any issue affecting such claimants;
(d) take all other legal actions reasonably necessary to
represent the interests of unknown abuse claimants; and
(e) serve as an independent fiduciary acting on behalf of all
unknown abuse claimants.
The retired judge will be billed at his hourly rate of $550, with
fees to be capped at $50,000. He will also seek reimbursement for
expenses incurred.
Mr. Hogan disclosed in a court filing that he is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
Mr. Hogan can be reached at:
Michael Hogan
Hogan Mediation
P.O. Box 1375
Eugene, OR 97440
Email: josh@hoganmediation.net
About Roman Catholic Diocese of Harrisburg
The Roman Catholic Diocese of Harrisburg sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No.
20-00599) on Feb. 19, 2020, listing up to $10 million in assets and
up to $100 million in liabilities. Judge Henry W. Van Eck oversees
the case.
The Debtor tapped Waller Lansden Dortch & Davis, LLP as legal
counsel; Kleinbard, LLC as special counsel; Keegan Linscott &
Associates, PC as financial advisor; and Epiq Corporate
Restructuring, LLC as claims and noticing agent. The Hon. Michael
Hogan is tapped as unknown abuse claims representative.
The U.S. Trustee for Regions 3 and 9 appointed a committee to
represent tort claimants in the Chapter 11 case of the Roman
Catholic Diocese of Harrisburg. The tort claimants' committee is
represented by Stinson, LLP.
DITECH HOLDING: Court Disallows Lowe's Claim vs RMS
---------------------------------------------------
Sonia Lowe filed Proof of Claim No. 24611 against Reverse Mortgage
Solutions, Inc. based on "Contract/Executory Contract" for
$120,658, of which $58,000 is secured and $62,658 is unsecured.
Lowe contends RMS failed to pay a line of credit and charged
$4,658.98 in service fees.
In their Fourteenth Omnibus Claims Objection, the Plan
Administrator and the Consumer Claims Representative seek to
disallow and expunge the Claim. The Estate Representatives
contend, and the Claimant denies, that the Court should disallow
and expunge the Claim because it fails to state a claim for relief
against RMS.
The United States Bankruptcy Court for the District of Delaware
disallowed and expunged the Claim because, accepting all factual
allegations asserted by the pro se Claimant in support of the Claim
as true, drawing all reasonable inferences in the Claimant's favor,
and interpreting the Claim and the Claimant's Response to the
Objection to raise the strongest arguments that they suggest, the
Claim fails to state a plausible claim for relief against RMS.
A full-text copy of the Memorandum Opinion and Order dated October
27, 2021, is available at https://tinyurl.com/2kb9wujy from
Leagle.com.
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.
EAGLE SOUTH: S&P Lowers 2013A/B Revenue Bonds Rating to 'BB'
------------------------------------------------------------
S&P Global Ratings lowered its long-term rating to 'BB' from 'BB+'
on Phoenix Industrial Development Authority, Ariz.'s series 2013A
and taxable series 2013B education facility revenue bonds, both
issued on behalf of Eagle South Mountain Property, for Eagle South
Mountain (ESM) Charter School. The outlook is stable.
"The downgrade reflects our view of a trend of consecutive material
enrollment declines over the past five years, coupled with softer
operating performances and lower coverage levels from previous
years for Eagle South Mountain, which is the obligated group for
the series 2013 bonds," said S&P Global Ratings credit analyst
Brian Marshall.
The bonds are secured by lease payments from ESM, one of eight
charter schools operated by the parent organization OpenSky
Education (OSE).
ESM effectively transitioned from remote instruction to in-person
instruction for fall 2021. Similar to other schools across the
country, ESM received federal aid to help offset COVID-19
pandemic-related costs. In total, the organization received
Elementary and Secondary School Emergency Relief(ESSER) funding
totaling more than $150,570 for round one, nearly $618,000 for
round two, and almost $1.4 million for round three. S&P believes
the organization has sufficient liquidity at the current rating to
withstand any potential budgetary challenges, with nearly 139 days'
cash on hand based on unaudited fiscal 2020 results.
The rating further reflects S&P's opinion of:
-- The limited size of ESM's local governing school board (only
four members);
-- Softer maximum annual debt service (MADS) coverage than in
previous years;
-- The school's high debt burden, with lease-adjusted MADS
accounting for 16% of total ESM revenues; and
-- The inherent uncertainty associated with charter revocation and
renewal risk, although the current charter was approved for a
15-year period ending June 30, 2026.
The preceding credit weaknesses are in part mitigated, in S&P's
opinion, by:
-- A 13-year operating history as a kindergarten to grade 8
charter school and good relationship with the charter authorizer
despite recent enrollment declines;
-- Solid liquidity, which has improved to 139 days' cash on hand
at fiscal 2020 year-end from only 52 days' cash on hand at the end
fiscal 2015, with plans to maintain liquidity near those levels in
the medium term based on management's projections; and
-- Limited debt plans given the school's mature status with no
plans to expand to serve high school grades.
The series 2013A and taxable series 2013B education facility
revenue bonds represent substantially all of ESM's long-term debt.
The debt is presented as a capital lease on the charter school's
balance sheet with lease payments due to EAGLE South Mountain
Properties Inc., the obligor. The bonds are not secured by OSE's
resources, and ESM does not cross-collateralize debt held at the
HOPE voucher schools.
OSE is a network of schools that initially started and operated
HOPE voucher schools in Wisconsin and has more recently started and
operated EAGLE charter schools in Arizona and St. Louis, Mo.,
beginning in 2008 with the ESM charter school, the obligated
group.
ESM is an Arizona not-for-profit that was established in May 2008
and located in Phoenix. The Arizona State Board for Charter Schools
serves as the authorizing entity.
"The stable outlook reflects our expectation of ESM's continued
ability to generate adequate revenues to provide sufficient MADS
coverage," Mr. Marshall added.
S&P said, "We view the risks posed by COVID-19 to public health and
safety as a social risk under our ESG factors. Similar to its
peers, ESM faces elevated social risks because of the uncertainty
of the duration of the pandemic and its potential effects on
instructional modes and enrollment despite a ramp-up of
vaccinations across the U.S. We view the school's governance risk
as slightly elevated given limited risk management and oversight in
light of material consecutive enrollment declines at ESM over the
past five years. This view is partially mitigated by recent
leadership changes at ESM. We also believe ESM's environmental risk
is in line with those of the sector.
"We could lower the rating if ESM experiences future enrollment
declines similar to prior years or other weakened demand measures
that could lead to lower lease-adjusted MADS coverage that is no
longer commensurate with the rating.
"We consider a higher rating on the bonds unlikely at present given
that OSE's group credit profile would also need to rise. In such a
scenario, we could consider a positive rating action if ESM is able
to generate stronger demand and increase and sustain both
lease-adjusted MADS coverage and liquidity to levels commensurate
with a higher rating."
EAST HUDSON LEVEL: Wins Cash Collateral Access Thru Feb 2022
------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York has
approved the stipulation filed East Hudson Level Flooring Systems
Inc. and Webster Bank, N.A. as lender regarding the Debtor's use of
cash collateral.
The parties agree that prior to the Petition Date, the Debtor
entered into a Commercial Term Note dated March 24, 2016, with
Webster Bank, whereby the Lender loaned $443,077 to the Debtor,
which obligation was secured pursuant to, inter alia, a Security
Agreement dated March 24, 2016.
The Security Agreement, among other things, granted to the Lender a
security interest in all of the Debtor's assets, specifically but
not limited to, all personal and fixture property of every kind and
nature. The Lender's security interest in the Collateral was
perfected pursuant to a UCC-1 Financing Statement filed on March
30, 2016 with the New York Secretary of State, Department of
State.
The Debtor acknowledges on behalf of its self any not any other
parties in interest that pursuant to the Loan Documents, the Lender
holds a first priority perfected security interest in the
Collateral to secure the Debtor's indebtedness to the Lender, not
subject to any offset, claim or defense by the Debtor.
As of the Petition Date, the Debtor acknowledges and agrees on
behalf of itself and not any other parties in interest that the
Debtor owes the Lender not less than the amount of $284,143 plus
interest, costs, fees, attorneys' fees and other charges pursuant
to the Loan Documents which continue to accrue, and the Debtor
acknowledges that the Claim constitutes an allowed claim against
the Debtor's estate subject to section 506(c) of the Bankruptcy
Code, not subject to any offset, claim or defense by the Debtor.
The Debtor does not have sufficient assets with which to continue
to pay its administrative expenses in the Chapter 11 case and
requires immediate authority to use Cash Collateral to avoid
immediate and irreparable harm to its estate.
The Debtor has requested -- and the Lender has agreed to allow --
the use of cash collateral for the payment of certain fees up to
the sum of $10,000 with respect to the mediation of the Adversary
Proceedings.
In order to provide the Lender with adequate protection for the use
and diminution of its Cash Collateral, the parties have agreed,
that: (i) the Lender would retain its first priority liens and
security interests in the Collateral and the proceeds thereof; (ii)
the Lender's liens and security interests would be deemed valid,
perfected and enforceable to the same extent and priority such
liens were valid, perfected and enforceable on the Petition Date;
and (iii) such liens and security interests would continue in full
force and effect, and continue to encumber the Collateral.
The Debtor agrees that the Lender will have a valid, first priority
perfected, binding and enforceable replacement lien in the
Collateral as well as all other post-petition assets of the Debtor,
to the extent of any diminution in value of the Collateral
resulting from the use of the Cash Collateral.
The Debtor's use of cash collateral will terminate on the date
which is the earliest to occur of: (a) February 1, 2022; or (b) the
entry of an order by the Court (i) confirming a Chapter 11 plan,
(ii) converting the Chapter 11 case to a Chapter 7 case, or (iii)
dismissing the Chapter 11 case.
As adequate protection for the Debtor's use of cash collateral, the
Lender is granted a valid, perfected and enforceable post-petition
replacement lien on and security interest in all assets of the
Debtor and the proceeds thereof.
The Replacement Liens will not attach to or be enforceable against
any avoidance powers, actions and any proceeds thereof held by the
Debtor or any trustee for the Debtor.
Any post-petition adequate protection liens granted to the Lender
will be subordinate to (a) the fees and expenses of the Clerk of
the Bankruptcy Court and any interest on fees and expenses owed to
the Clerk of the Court; (b) the statutory fees of the Office of the
United States Trustee pursuant to 28 U.S.C. section 1930(a) and any
interest accrued thereon pursuant to 31 U.S.C. section 3717; and,
(c) fees and commissions of a hypothetical Chapter 7 Trustee in an
amount not to exceed $5,000. However, the $5,000 will be increased
to $15,000 if the Lender and or the Debtor do not promptly provide
the Chapter 7 Trustee with all reasonably applicable documents
evidencing the amount of the Lender's claim and the existence,
validity, and perfection of the Lender's security interests.
A copy of the order is available at https://bit.ly/3BHZmgq from
PacerMonitor.com.
About East Hudson Level Flooring Systems
East Hudson Level Flooring Systems, Inc., sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No.
19-22812) on April 16, 2019. At the time of the filing, the Debtor
disclosed $1,360,150 in assets and $3,295,970 in liabilities.
Judge Robert D. Drain oversees the case. Davidoff Hutcher & Citron
LLP is the Debtor's counsel.
Webster Bank, N.A., as lender, is represented by:
Teresa Sadutto-Carley, Esq.
Platzer, Swergold, Goldberg, Katz & Jaslow, LLP
475 Park Avenue South, 18th Floor
New York, NY 10016
E-mail: tsadutto@platzerlaw.com
EDGEMERE, TX: Fitch Lowers Issuer Default Rating to 'D'
-------------------------------------------------------
Fitch Ratings has downgraded approximately $107 million of series
2015A, 2015B and 2017 senior living revenue bonds issued by Tarrant
County Cultural Education Facilities Finance Corporation on behalf
of Edgemere, TX to 'D' from 'CC'. Fitch has also downgraded
Edgemere's Issuer Default Rating (IDR) to 'D' from 'CC'.
SECURITY
The bonds are secured by a pledge of gross revenues, a lien on the
leasehold interest in Edgemere's property and a debt service
reserve fund. However, under direction of the majority of
bondholders, the Trustee is holding the DSRF in order to pay the
costs of attorney's fees, financial advisors and other consultants
retained by the Trustee. Furthermore, Edgemere has defaulted on its
ground lease. Absent a forbearance agreement with the Ground
Lessor, the Ground Lessor might have a right to terminate the
ground lease and thus take control of Edgemere away from the
Obligated Group.
KEY RATING DRIVERS
Revenue Defensibility: 'b'
The downgrade to 'D' from 'CC' reflects Edgemere's failure to pay
its monthly interest payment to the Trustee in October of 2021
resulting in a reduced semi-annual payment of principal and
interest on its series 2015A, 2015B and 2017 bonds that will be due
on Nov. 15, 2021. Due to ongoing financial difficulties, Edgemere
has failed to make its monthly interest payment to the Trustee and
defaulted on its ground lease. While the DSRF can sufficiently
cover the Nov. 15, 2021 payment, the trustee has chosen not to draw
on the trustee-held funds. Instead, a partial payment will be made
to bondholders. For more information on Edgemere's financial
distress refer to the Fitch rating action commentary published on
March 18, 2021.
Operating Risk: 'b'
Financial Profile: 'b'
RATING SENSITIVITIES
Rating sensitivities are no longer relevant given Edgemere's 'D'
rating.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Sovereigns, Public Finance
and Infrastructure issuers have a best-case rating upgrade scenario
(defined as the 99th percentile of rating transitions, measured in
a positive direction) of three notches over a three-year rating
horizon; and a worst-case rating downgrade scenario (defined as the
99th percentile of rating transitions, measured in a negative
direction) of three notches over three years. The complete span of
best- and worst-case scenario credit ratings for all rating
categories ranges from 'AAA' to 'D'. Best- and worst-case scenario
credit ratings are based on historical performance.
Edgemere (Northwest Senior Living Corporation, dba Edgemere),
located in the Preston Hollow neighborhood of Dallas, provides a
complete continuum of care with 304 ILUs, 68 assisted living units
(ALU), 45 memory support units and 87 skilled nursing facility beds
(SNF). The property is leased through a long-term ground lease that
runs through 2054. Total operating revenues were approximately $39
million in 2020 based on unaudited figures.
Edgemere offers type-A life care resident agreements for its ILUs.
Most of its contracts are 90% refundable. Entrance fee refunds are
subject to Edgemere receiving sufficient re-sale proceeds after
re-occupancy of the vacated ILU. However, Edgemere uses a specific
unit system for entrance fee refunds, which provides refunds in a
timely manner but places some challenges on cash flow and liquidity
management. Edgemere recently introduced a rental contract to help
with occupancy.
Lifespace Communities, Inc. (Lifespace) is the parent company, sole
corporate member and operator of Edgemere after completing an
affiliation in June 2019 with the previous parent company/sole
corporate member, SQLC. Lifespace owns and operates three LPCs in
Texas and twelve LPCs outside of Texas. Lifespace was ranked as the
11th largest LPC system in the 2019 LeadingAge Ziegler 200.
ESG CONSIDERATIONS
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
EKSO BIONICS: Incurs $1.96 Million Net Loss in Third Quarter
------------------------------------------------------------
Ekso Bionics Holdings, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $1.96 million on $3.05 million of revenue for the three months
ended Sept. 30, 2021, compared to net income of $2.45 million on
$2.90 million of revenue for the three months ended Sept. 30,
2020.
For the nine months ended Sept. 30, 2021, the Company reported a
net loss of $6.90 million on $7.17 million of revenue compared to a
net loss of $11.85 million on $6.63 million of revenue for the same
period during the prior year.
As of Sept. 30, 2021, the Company had $50.73 million in total
assets, $11.67 million in total liabilities, and $39.06 million in
total stockholders' equity.
"During the third quarter, we deepened relationships with top
inpatient rehabilitation operators and increased market penetration
across our industrial verticals to generate solid revenues," said
Jack Peurach, president and chief executive officer of Ekso
Bionics. "Strong order flow and greater customer demand resulted in
an increase of capital purchases for our leading EksoNR exoskeleton
devices. We are pleased that our commercial strategy is gaining
traction with network operators, which comprised the majority of
new U.S. bookings year to date. Concurrently, our industrial team
has produced several initial orders with new customers as we focus
on building greater awareness of our innovative EVO and EksoZeroG
products."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001549084/000154908421000044/ekso-20210930.htm
About Ekso Bionics
Ekso Bionics -- http://www.eksobionics.com-- is a developer of
exoskeleton solutions that amplify human potential by supporting or
enhancing strength, endurance and mobility across medical and
industrial applications. Founded in 2005, the Company continues to
build upon its expertise to design some of the most cutting-edge,
innovative wearable robots available on the market. The Company is
headquartered in the Bay Area and is listed on the Nasdaq
CapitalMarket under the symbol EKSO.
Ekso Bionics reported a net loss of $15.83 million for the year
ended Dec. 31, 2020, compared to a net loss of $12.13 million for
the year ended Dec. 31, 2019. As of March 31, 2021, the Company
had $56.50 million in total assets, $15.53 million in total
liabilities, and $40.97 million in total stockholders' equity.
ELITE AEROSPACE: Committee Seeks to Tap Buchalter as Legal Counsel
------------------------------------------------------------------
The official committee of unsecured creditors appointed in the
Chapter 11 cases of Elite Aerospace Group, Inc. and its affiliates
seeks approval from the U.S. Bankruptcy Court for the Central
District of California to employ Buchalter, a Professional
Corporation, as its bankruptcy counsel.
The firm's services include:
(a) advising and consulting with the committee concerning
legal and practical questions arising in the Debtors' Chapter 11
cases and concerning the rights and remedies of the committee with
regard to property of the estate and claims asserted by or against
the Debtors and the estate;
(b) appearing in, prosecuting and defending suits and
proceedings concerning the property of the estate or matters
relating thereto;
(c) taking all necessary and proper steps in other matters
involving or connected with the affairs of the estate;
(d) preparing legal papers; and
(e) performing all other necessary legal services.
The hourly rates of Buchalter's attorneys are as follows:
Bernard D. Bollinger, Jr., Shareholder $695 per hour
Julian I. Gurule, Shareholder $695 per hour
Nicholas Couchot, Associate $325 per hour
In addition, the firm will seek reimbursement for expenses
incurred.
Bernard Bollinger, Jr., Esq., a shareholder of Buchalter, 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:
Bernard D. Bollinger, Jr.
Buchalter, A Professional Corporation
1000 Wilshire Boulevard, Suite 1500
Los Angeles, CA 90017-1730
Telephone: (213) 891-0700
Facsimile: (213) 896-0400
Email: bbollinger@buchalter.com
About Elite Aerospace Group
Elite Aerospace Group, Inc., is an Irvine, Calif.-based company
that designs and manufactures aerospace components.
Elite Aerospace Group filed a petition for Chapter 11 protection
(Bankr. C.D. Calif. Lead Case No. 21-12231) on Sept. 13, 2021,
listing as much as $50 million in both assets and liabilities.
Affiliates filed their voluntary Chapter 11 petitions on Oct. 5,
2021. Judge Theodor C. Albert oversees the cases.
Levene, Neale, Bender, Yoo & Brill, LLP serves as the Debtors'
legal counsel.
On Oct. 5, 2021, the U.S. Trustee for Region 15 appointed an
official committee of unsecured creditors. The committee tapped
Buchalter, a Professional Corporation, as its bankruptcy counsel.
ENDO INTERNATIONAL: Dr. Apostol to Quit as EVP Global Research
--------------------------------------------------------------
Endo International plc and George Apostol, executive vice
president, Global Research and Development, mutually agreed that
Dr. Apostol will separate from employment with the company and its
affiliates effective Nov. 12, 2021. In connection with such
separation, the Compensation & Human Capital Committee of the
company's Board of Directors has determined that Dr. Apostol is
contractually entitled to receive severance under the terms of his
executive employment agreement with Endo Ventures Limited, a
subsidiary of the company, effective April 29, 2021.
About Endo International plc
Endo (NASDAQ: ENDP) is an Ireland-domiciled specialty
pharmaceutical company. Endo International plc was incorporated in
Ireland in 2013 as a private limited company and re-registered
effective Feb. 18, 2014 as a public limited company. Endo
International plc is a holding company that conducts business
through its operating subsidiaries.
As of June 30, 2021, the Company had $9.20 billion in total assets,
$1.41 billion in total current liabilities, $22.93 million in
deferred income taxes, $8.05 billion in long-term debt, $32.87
million in operating lease liabilities (less current portion),
$305.46 million in other liabilities, and a total shareholders'
deficit of $617.04 million.
* * *
As reported by the TCR on Sept. 6, 2021, S&P Global Ratings lowered
its long-term issuer credit rating on Endo International PLC to
'CCC+' from 'B-' and removed the rating from CreditWatch, where S&P
placed it with negative implications on Aug. 25, 2021. The outlook
is negative. S&P said the negative outlook reflects the potential
for an event of default within the next 12 months stemming from
opioid-related litigation or the possibility of a distressed
exchange.
EVERGREEN GARDENS: Seeks to Hire CohnReznick as Financial Advisor
-----------------------------------------------------------------
Evergreen Gardens Mezz, LLC and its subsidiaries seek approval from
the U.S. Bankruptcy Court for the Southern District of New York to
employ CohnReznick LLP as their financial advisor.
The firm's services include:
(a) preparing financial projections and cash flows;
(b) monitoring and controlling cash disbursements;
(c) working with the financial, management and legal teams to
validate the proposed restructuring plan and provide strategic
alternatives to maximize stakeholder return, where applicable;
(d) as needed, negotiating, and communicating with lenders,
vendors, suppliers and other stakeholders in connection with the
restructuring;
(e) assisting in the preparation of the schedules of assets
and liabilities and the statements of financial affairs, weekly and
monthly cash activity reports, and any other information necessary
or appropriate in connection with the restructuring;
(f) identifying and implementing improvement and control
initiatives throughout the process, as appropriate;
(g) preparing for and providing offensive or defensive expert
testimony to support the restructuring directives and successful
outcome;
(h) preparing and assisting with any first day pleadings and
other documents;
(i) preparing financial statements and other reports as may be
required by the court or under the United States Trustee
Guidelines;
(j) assisting the Debtors in daily administrative and
operational duties; and
(k) providing other financial advisory services.
The hourly rates of CohnReznick's professionals are as follows:
Partners/Principals $700 - $950 per hour
Managing Directors/Directors $600 - $850 per hour
Senior Managers/Managers $500 - $750 per hour
Senior/Associate Staff $250 - $550 per hour
Paraprofessionals $150 - $300 per hour
In addition, the firm will seek reimbursement for expenses
incurred.
CohnReznick received an initial retainer in the amount of $50,000.
Cynthia Romano, a principal and global director in the
Restructuring and Dispute Resolution practice at CohnReznick,
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:
Cynthia Romano
CohnReznick LLP
1301 Avenue of the Americas
New York, NY 10019
Telephone: (617) 970-7383
About Evergreen Gardens
Evergreen Gardens Mezz LLC focuses on the development,
construction, acquisition, leasing and management of residential
and commercial income-producing properties in Brooklyn, N.Y. It
owns part of the 900-unit Denizen apartment complex, a millennial
haven in Bushwick, Brooklyn, developed on the former site of the
Rheingold Brewery.
Evergreen Gardens is part of All Year Management, a New York-based
real estate development firm, which has owned, managed and
developed dozens in real estate since its founding.
Evergreen Gardens filed a petition for Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 21-10335) on Feb. 22, 2021, disclosing
assets of between $50 million and $100 million and liabilities of
the same range. On Sept. 14, 2021, Evergreen Gardens I, LLC and
Evergreen Gardens II, LLC sought Chapter 11 protection (Bankr.
S.D.N.Y. Case Nos. 21-11609 and 21-11610). Both subsidiaries
listed as much as $500 million in both assets and liabilities at
the time of the filing.
Judge Martin Glenn oversees the cases, which are jointly
administered under Case No. 21-10335.
Weil, Gotshal & Manges LLP, led by Gary T. Holtzer, Esq., and
Matthew P. Goren, Esq., is the Debtor's legal counsel while
CohnReznick, LLP serves as financial advisor. Donlin, Recano &
Company, Inc. is the claims, noticing and administrative agent.
MREF REIT Lender 15 LLC, a debtor-in-possession lender, is
represented by Goodwin Procter, LLP while JPMorgan Chase Bank,
N.A., a pre-bankruptcy secured lender, is represented by Fried,
Frank, Harris, Shriver and Jacobson, LLP.
EVERGREEN GARDENS: Subsidiaries Tap Meridian as Real Estate Broker
------------------------------------------------------------------
Evergreen Gardens I, LLC and Evergreen Gardens II, LLC seek
approval from the U.S. Bankruptcy Court for the Southern District
of New York to employ Meridian Capital Group, LLC as real estate
broker.
The Debtors need the assistance of Meridian for the marketing and
sale of certain real property known as the Denizen located at 54
Noll St. and 123 Melrose St., Brooklyn, N.Y.
Meridian will receive a commission of 0.4 percent of the property's
gross sale price.
Helen Hwang, a senior executive managing director at Meridian,
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:
Helen Hwang
Meridian Capital Group LLC
1 Battery Park Plaza, 26th Floor
New York, NY 10004
Telephone: (212) 972-3600
Email: hhwang@meridiancapital.com
About Evergreen Gardens
Evergreen Gardens Mezz LLC focuses on the development,
construction, acquisition, leasing and management of residential
and commercial income-producing properties in Brooklyn, N.Y. It
owns part of the 900-unit Denizen apartment complex, a millennial
haven in Bushwick, Brooklyn, developed on the former site of the
Rheingold Brewery.
Evergreen Gardens is part of All Year Management, a New York-based
real estate development firm, which has owned, managed and
developed dozens in real estate since its founding.
Evergreen Gardens filed a petition for Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 21-10335) on Feb. 22, 2021, disclosing
assets of between $50 million and $100 million and liabilities of
the same range. On Sept. 14, 2021, Evergreen Gardens I, LLC and
Evergreen Gardens II, LLC sought Chapter 11 protection (Bankr.
S.D.N.Y. Case Nos. 21-11609 and 21-11610). Both subsidiaries
listed as much as $500 million in both assets and liabilities at
the time of the filing.
Judge Martin Glenn oversees the cases, which are jointly
administered under Case No. 21-10335.
Weil, Gotshal & Manges LLP, led by Gary T. Holtzer, Esq., and
Matthew P. Goren, Esq., is the Debtor's legal counsel while
CohnReznick, LLP serves as financial advisor. Donlin, Recano &
Company, Inc. is the claims, noticing and administrative agent.
MREF REIT Lender 15 LLC, a debtor-in-possession lender, is
represented by Goodwin Procter, LLP while JPMorgan Chase Bank,
N.A., a pre-bankruptcy secured lender, is represented by Fried,
Frank, Harris, Shriver and Jacobson, LLP.
EVERGREEN GARDENS: Taps Donlin Recano & Co. as Administrative Agent
-------------------------------------------------------------------
Evergreen Gardens Mezz, LLC and its subsidiaries seek approval from
the U.S. Bankruptcy Court for the Southern District of New York to
hire Donlin, Recano & Company, Inc. as administrative agent.
The firm's services include:
(a) assisting with, among other things, solicitation,
balloting and tabulation of votes, preparing any related reports in
support of confirmation of a Chapter 11 plan, and processing
requests for documents;
(b) preparing an official ballot certification and, if
necessary, testifying in support of the ballot tabulation results;
(c) assisting with the preparation of the Debtors' schedules
of assets and liabilities and statements of financial affairs and
gathering data in conjunction therewith;
(d) providing a confidential data room, if requested; and
(e) managing and coordinating any distributions pursuant to a
Chapter 11 plan or otherwise.
The firm's hourly rates are as follows:
Executive Management No charge
Senior Bankruptcy COnsultant $140 - $164 per hour
Case Manager $128 - $140 per hour
Consultant/ Analyst $104 - $124 per hour
Technology/ Programming Consultant $76 - $96 per hour
Clerical $35 - $45 per hour
The Debtor paid $25,000 to the firm as a retainer fee.
Nellwyn Voorhies, president of Donlin, disclosed in a court filing
that she is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Nellwyn Voorhies
Donlin, Recano & Company, Inc.
6201 15th Avenue
Brooklyn, NY 11219
Tel.: (212) 481-1411 Ext. 121
Fax: (212)481-1416
About Evergreen Gardens
Evergreen Gardens Mezz LLC focuses on the development,
construction, acquisition, leasing and management of residential
and commercial income-producing properties in Brooklyn, N.Y. It
owns part of the 900-unit Denizen apartment complex, a millennial
haven in Bushwick, Brooklyn, developed on the former site of the
Rheingold Brewery.
Evergreen Gardens is part of All Year Management, a New York-based
real estate development firm, which has owned, managed and
developed dozens in real estate since its founding.
Evergreen Gardens filed a petition for Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 21-10335) on Feb. 22, 2021, disclosing
assets of between $50 million and $100 million and liabilities of
the same range. On Sept. 14, 2021, Evergreen Gardens I, LLC and
Evergreen Gardens II, LLC sought Chapter 11 protection (Bankr.
S.D.N.Y. Case Nos. 21-11609 and 21-11610). Both subsidiaries
listed as much as $500 million in both assets and liabilities at
the time of the filing.
Judge Martin Glenn oversees the cases, which are jointly
administered under Case No. 21-10335.
Weil, Gotshal & Manges LLP, led by Gary T. Holtzer, Esq., and
Matthew P. Goren, Esq., is the Debtor's legal counsel while
CohnReznick, LLP serves as financial advisor. Donlin, Recano &
Company, Inc. is the claims, noticing and administrative agent.
MREF REIT Lender 15 LLC, a debtor-in-possession lender, is
represented by Goodwin Procter, LLP while JPMorgan Chase Bank,
N.A., a pre-bankruptcy secured lender, is represented by Fried,
Frank, Harris, Shriver and Jacobson, LLP.
FAMILY FRIENDLY: Eligible to Elect Subchapter V, Court Says
-----------------------------------------------------------
Family Friendly Contracting LLC filed for relief under Chapter 11
of the Bankruptcy Code, and elected to proceed as a debtor under
Subchapter V. Stephen P. Lyons objects to the Debtor's eligibility
to make that election. He alleges that a large portion of the
Debtor's debts arose from a loan transaction that was made for the
benefit of the Debtor's owners, not the Debtor. He therefore
contends the majority of the Debtor's debts do not arise from the
"commercial or business activities" of the Debtor as required by
Section 1182(1)(A) of the Bankruptcy Code. The Debtor opposes Mr.
Lyons's objection.
Prior to November 20, 2020, Mr. Lyons was the 100% owner of both
the Debtor and Lyons Landholdings, LLC, an affiliated entity that
owned the Property.
Included in the scheduled debts are three loans the Debtor owes to
Live Oak Banking Company listed in the amounts of $4,912,053.87,
$491,340.56, and $250,000. The Live Oak Loans are not listed as
contingent or unliquidated. The Live Oak Loans are the focus of
Mr. Lyons's objection, and were made in connection with his sale of
the Debtor and the Debtor's headquarters at 9001 Baltimore Road,
Frederick, Maryland. Coleman V. Ruiz and Adam Borcz agreed to
purchase the Debtor and the Property through a holding company, FFC
Holdings, LLC. Specifically, the parties entered the "Membership
Interest Purchase Agreement of Family Friendly Contracting, LLC and
Lyons Landholdings, LLC by and between Stephen Lyons and FFC
Holdings, LLC". Under a separate Agreement of Sale and Purchase,
Lyons Landholdings agreed to sell the Property to FFC Holdings for
$1,200,000. The sale of the member interests and the sale of the
Property were mutually contingent on each transaction closing.
Under the MIPA, Mr. Lyons sold to FFC Holdings the member interests
in the Debtor for $4,650,000. The MIPA required that an escrow
would be established in the amount of the Debtor's loans under the
Small Business Administration Payroll Protection Program to be held
by the lender that made the PPP loan. It required that all
indebtedness of the Debtor, other than current liabilities, must be
paid at closing. The MIPA required that, at closing, the Debtor
must have a target working capital of $600,000, determined by
netting out the Debtor's accounts payable form the value of its
receivables. It also required that an escrow be established of
$465,000 to ensure, among other things, that various obligations of
the Debtor were satisfied.
To fund the transaction, the Debtor and FFC Holdings executed the
Live Oak Loans in the total amount of $5.75 million, comprised of
three notes in the amounts of $5,000,000, $500,000 and $250,000.
The U.S. Small Business Administration guaranteed the $5,000,000
note. The $250,000 loan was designated for working capital for the
Debtor. Both the Debtor and FFC Holdings are the "Borrower" under
the Live Oak Loans, and both are jointly and severally obligated.
Both the Debtor and Holdings pledged all of their assets to secure
the Live Oak Loans.
Mr. Ruiz is the Debtor's Chief Executive Officer and manages all
aspects of the Debtor's business operations. Mr. Borcz is the
Debtor's Chief Financial Officer. Holdings serves solely as the
holding company for the Debtor's member interests and the
Property.
In a memorandum of decision dated October 26, 2021, the United
States Bankruptcy Court for the District of Maryland, Greenbelt,
concluding that the Debtor's debts "arose from commercial or
business activities of the debtor" as required by Section
1182(1)(A), making it eligible to be a debtor under Subchapter V,
overruled Mr. Lyons' objection.
The Court explained that the Live Oak Loans were noncontingent
debts of the Debtor when they were incurred. Looking at the
substance of the transaction, the Debtor and Holdings incurred the
Live Oak Loans as part of a fully integrated transaction that
allowed Mr. Ruiz and Mr. Borcz to acquire the Debtor and the
Property on which it operated, but which also provided substantial
direct and indirect financial and other benefits to the Debtor
designed to strengthen its prospects post-sale.
As examples, the Debtor obtained a $250,000 working capital loan
from Live Oak; the MIPA required that all indebtedness of the
Debtor was paid at closing; it also required that an escrow be
established equal to the full value of the debtor's Paycheck
Protection Program loans; and it required that the Debtor obtain a
target working capital reserve of $600,000.
Further, the loans allowed the Debtor's affiliate to acquire the
Property, which insured the Debtor would be able to continue to
operate at the Property, as it did prior to Mr. Lyons's sale of the
Debtor and has done since the transaction. And it cannot be said
that the change in management and ownership of the Debtor was not
intended to benefit the Debtor, the Court pointed out. Mr. Ruiz
and Mr. Borcz not only acquired the member interests of the Debtor
in the transaction, they became the Debtor's Chief Executive
Officer and the Chief Financial Officer, respectively. They quite
obviously believed their ownership and management of the Debtor
would enhance its operations and profitability, the Court said.
The Debtor, and its future course of conduct, was at the very
center of the entire transaction.
The Court noted that the statute does not require the court to
dissect the various benefits obtained by all the parties and, for
purposes of Section 1182(1)(A), include only debt that is linked to
a direct benefit obtained by a debtor, while excluding debt that
directly benefitted others. Mr. Lyons's request that the Court
consider the primary purpose of the Live Oak Loans is not
consistent with the statutory language and ignores the substance of
the transaction, including an assessment of the direct and indirect
benefits the Debtor obtained, the Court said.
For these reasons, the Debtor is a "debtor" under Section
1182(1)(A) and is eligible for Subchapter V, the Court concluded.
A full-text copy of the decision is available at
https://tinyurl.com/3z3kx6yd from Leagle.com.
About Family Friendly Contracting LLC
Family Friendly Contracting LLC is a local home improvement,
restoration and contract management company that provides reliable
services to homeowners and commercial properties in Maryland, D.C.
and West Virginia. Its commercial and residential services include
fire and smoke restoration, water and flood damage restoration,
storm and wind damage restoration, remodeling, additions, basement
finishing, and service support for property management companies.
It has operated from its headquarters at 9001 Baltimore Road,
Frederick, Maryland, since around 2017.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Md. Case No. 21-14213) on June 27, 2021.
In the petition signed by Adam Borcz, chief financial officer, the
Debtor disclosed up to $10 million in both assets and liabilities.
Paul Sweeney, Esq. at Yumkas, Vidmar, Sweeney & Mulrenin, LLC is
the Debtor's counsel.
Live Oak Banking Company, as lender, is represented by Whiteford
Taylor Preston LLP.
FIRSTCASH INC: S&P Alters Outlook to Negative, Affirms 'BB' ICR
---------------------------------------------------------------
S&P Global Ratings revised its outlook on FirstCash Inc. to
negative from stable. At the same time, S&P affirmed its 'BB'
issuer credit and issue-level ratings. The recovery rating on the
debt remains '3', reflecting its expectation for meaningful
recovery (50%) in a simulated default scenario.
FirstCash Inc. announced the acquisition of American First Finance
Inc. for about $1.17 billion, financed through a mix of equity and
new debt.
The outlook revision follows FirstCash's announcement that it will
acquire America First Finance Inc. for $1.17 billion funded by a
mix of stock and debt. S&P said, "Pro forma for the transaction, we
expect debt to EBITDA approaching 4x--above our previous cited
threshold for a downgrade (3.0x). Nevertheless, we expect leverage
to decline towards 3.0x over the next 12-18 months through solid
revenue growth and stable profitability on consolidated basis as
pawn origination rebounds to prepandemic levels and American First
Finance Inc. (AFF) provides additional opportunities for sales
generation." The rating also reflects its pro forma narrow product
focus, market position in a highly fragmented industry with low
barriers to entry, and history of friendly shareholder return
policies. The strengths of the business include a record of stable
earnings, lower regulatory and legislative risk compared with
consumer lending peers, and limited credit risk based on its
short-term secured loan portfolio.
AFF acquisition will improve FCFS's scale and diversify its
business. AFF is a virtual lease-to-own (LTO) and retail finance
provider focused on the underserved, nonprime customers. The
acquisition will add over $600 million in annual revenues and
stable earnings, albeit slightly dilutive to FirstCash's existing
23%-24% EBITDA margins. S&P said, "We think the combination will
provide greater scale and diversification to FirstCash's business
and broaden its customer and merchant footprint, while expanding
its product offerings and technological capabilities. Nonetheless,
we don't think the acquisition will significantly strengthen its
competitive position or offer complementing services to its core
business. We see long-term opportunities to leverage AFF's
technology across its pawn operations, but we expect AFF will
operate as a separate business as indicated by management. We think
that, as FirstCash recovers to prepandemic levels and successfully
executes its business growth strategy, its business profile could
improve."
S&P said, "We expect revenue and EBITDA to grow in 2022,
benefitting from AFF's acquisition and rebounding from the
pandemic. FirstCash reported very strong third-quarter results due
to 29% growth in pawn receivables versus 2020 and strong
performance by both segments. On a standalone basis, we project
revenues for fiscal 2021 to be flat with EBITDA margins expanding
to about 24%. We also forecast that the company will generate
robust revenue and stable earnings into 2022, close to prepandemic
levels. On consolidated basis, we project top-line growth in the
mid-teen percentage area in 2022, underpinned by very strong
revenues generated by AFF and recovery to prepandemic levels. We
also expect the company's profitability to remain stable with
consolidated EBITDA margins in the low-20% area.
"Leverage is initially elevated but should improve through earnings
growth. We expect pro forma leverage of 3.5x-4.0x as of Sept. 30,
2021, and of about 3.5x-3.7x at the end of fiscal 2021 (including
potential earnouts), roughly one turn of leverage higher than
before the transaction. We expect leverage to decline to about 3x
by the end of 2022 primarily through earnings growth. We also
project interest coverage of 7.0x-8.0x in the next year.
"The negative outlook reflects the company's pro forma leverage
approaching 4.0x. Although we expect the company will deliver
strong results, which will lead to deleveraging, we expect debt to
EBITDA will remain elevated at roughly 3x area over the next 12
months.
"We could lower the rating if large debt-funded initiatives,
weaker-than-expected markets, or adverse regulatory changes weaken
the company's credit measures. Specifically, we could lower the
rating if: we expect debt to EBITDA to sustain above 3.0x because
of lower-than-expected profitability or an increase of debt-funded
spending; or operational issues or business mix pressure adjusted
EBITDA margins, pushing them closer to 15%.
"We could revise the outlook to stable in the next 12 months if the
company reduces and sustains leverage below 3x, while maintaining
stable revenue and margins. We could also revise the outlook if the
company successfully integrates the business while growing EBITDA
and expanding its product diversity."
A default on the company's debt obligations would most likely be
from financial pressures caused by severe deterioration in U.S.
operations because of unexpected regulatory changes or operational
issues.
S&P has valued the company on a going-concern basis using a 5x
multiple of its projected emergence EBITDA, which is largely in
line with its recovery multiple for other finance company peers.
-- Simulated year of default: 2026
-- EBITDA at emergence: $152.3 million
-- EBITDA multiple: 5x
-- Net enterprise value (after 5% administrative costs): $723.6
million
-- Priority claims: $461.8 million
-- Total value available to unsecured claims: $261.8 million
-- Senior unsecured debt and pari passu claims: $504.9 million
--Recovery expectations: 50%-70%, rounded estimate: 50%
Note: All debt amounts include six months of prepetition interest.
FIVE STAR SENIOR: Incurs $10.2 Million Net Loss in Third Quarter
----------------------------------------------------------------
Five Star Senior Living Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $10.20 million on $225.83 million of total revenues for the
three months ended Sept. 30, 2021, compared to net income of $3.72
million on $295.32 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 $19.19 million on $753.55 million of total revenues
compared to a net loss of $10.49 million on $877.85 million of
total revenues for the same period during the prior year.
As of Sept. 30, 2021, the Company had $370.44 million in total
assets, $122.37 million in total current liabilities, $56.30
million in total long-term liabilities, and $191.77 million in
total shareholders' equity.
Management Commentary
Katherine Potter, president and chief executive officer, made the
following statement:
"For the third quarter of 2021, we reported a net loss of $10.2
million and an adjusted EBITDA loss of $3.3 million, which
represented a $1.2 million improvement sequentially driven largely
by occupancy improvement and cost containment measures. More
specifically, as part of our strategic repositioning, we began
rationalizing our work force and infrastructure during the third
quarter.
Occupancy in our portfolio of 20 owned communities increased 280
basis points at quarter end from the prior quarter. Likewise,
occupancy in our 120 DHC retained managed communities, increased
130 basis points from the prior quarter. As of October 31, 2021,
occupancy for these same 120 DHC retained managed communities has
improved further to 74.9%, which represents a 250 basis point
increase from pandemic lows.
We are encouraged by the continued occupancy growth within our
owned and managed senior living portfolios as we drive efficiency
and reposition our communities to fully participate in the upside
of the senior living recovery. These positive occupancy trends
have come as resident vaccination levels have increased throughout
our senior living portfolio, while confirmed resident COVID-19
cases have declined to at or near pandemic lows. In addition, as
of September 1, 2021, all community and clinic employees were in
compliance with our requirement that they be fully vaccinated
against COVID-19.
During the third quarter, we continued to transform our business to
better address the changing needs and preferences of a growing
older adult population, and to position Five Star for long term
growth. We have made great progress on the repositioning phase of
our strategic plan and, as of today, have transitioned 99 of the
senior living communities with approximately 6,600 living units to
new operators, closed 1,532 skilled nursing facility units and 27
of the planned Ageility inpatient clinics. We expect all community
transitions to be completed by year end.
We have now shifted our focus to a sustained recovery by welcoming
new residents and clients to our communities and clinics and
embracing the return to our full resident, client and team member
experience. With over $80 million of cash, $6.9 million of debt,
and no outstanding balances on our revolving credit facility, our
balance sheet remains flexible. We are well positioned to
opportunistically diversify our revenue streams and pursue an
expansion of our health and wellness services through new
outpatient clinics and new service offerings."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001159281/000115928121000094/fve-20210930.htm
About Five Star Senior Living
Headquartered in Newton, Massachusetts, Five Star Senior Living
Inc. -- http://www.fivestarseniorliving.com-- is a senior living
and rehabilitation and wellness services company. Additionally,
FVE's rehabilitation and wellness services segment includes
Ageility Physical Therapy Solutions, a division of FVE, which
provides rehabilitation and wellness services within FVE
communities as well as to external customers. FVE is headquartered
in Newton, Massachusetts.
Five Star reported net loss of $7.59 million for the year ended
Dec. 31, 2020, compared to a net loss of $20 for the year ended
Dec. 31, 2019.
FLOYD SQUIRES: City of Eureka Awarded $163,000 for Admin Costs
--------------------------------------------------------------
The United States Bankruptcy Court for the Northern District of
California, Santa Rosa Division, issued a memorandum dated October
27, 2021, a full-text copy of which is available at
https://tinyurl.com/pwvz58dc from Leagle.com awarding $163,632.75
to the City of Eureka for administrative expenses.
About the Squires
Floyd E. Squires, III, and Betty J. Squires filed for chapter 11
protection (Bankr. N.D. Cal. Case No. 16-10828) on Nov. 8, 2017,
and are represented by David N. Chandler, Esq. of the Law Offices
of David N. Chandler.
Janina M. Hoskins was appointed as examiner of the Debtors on April
23, 2018. Dentons US LLP, led by Michael A. Isaacs, is the
examiner's counsel.
FUELCELL ENERGY: Extends Joint Development Pact With ExxonMobil
---------------------------------------------------------------
FuelCell Energy, Inc. has signed a six-month extension with
ExxonMobil to continue collaboration on carbonate fuel cell
technology for the purpose of capturing carbon dioxide from
industrial facilities and power generation.
The agreement will now continue until April 30, 2022. The parties
are discussing an ExxonMobil pilot in Rotterdam, the Netherlands,
as well as potentially additional ExxonMobil or third-party
locations, to deploy FuelCell Energy's carbonate fuel cell platform
to capture carbon dioxide emissions. A decision on the Rotterdam
project is expected in 2022, dependent on achieving technical
milestones over the next six months. In addition to pilot project
deployments, FuelCell Energy and ExxonMobil are discussing the next
phase of carbon capture development.
"FuelCell Energy and ExxonMobil continue to advance our joint
research and FuelCell Energy technology that is targeted to tackle
one of the largest environmental challenges of today, CO2 emissions
from power generation and industrial exhaust streams," said Jason
Few, president and chief executive officer of FuelCell Energy.
"Together, we have a great opportunity to scale and commercialize
our unique carbon capture solution, one that captures carbon
dioxide from various exhaust streams, while generating additional
power, unlike traditional carbon capture technologies, which
consume significant power. We are encouraged by our results in
testing capture of C02, and the efficiencies and performance that
our fuel cell stacks are able to achieve. We look forward to
continuing our work with ExxonMobil on advancing the first pilot
test of this platform solution."
"ExxonMobil is working to develop breakthrough solutions in carbon
capture, hydrogen and biofuels and identify commercially viable
technologies the world will need to achieve the goals of the Paris
Agreement," said Vijay Swarup, vice president of research and
development for ExxonMobil Research and Engineering Company. "We
are pleased to continue working with FuelCell Energy to further
advance this unique high efficiency carbon capture solution."
FuelCell Energy's proprietary technology uses carbonate fuel cells
to efficiently capture and concentrate carbon dioxide streams from
industrial sources. Combustion exhaust is directed to the fuel
cell, which produces power, while capturing and concentrating
carbon dioxide for permanent storage. The modular design enables
the technology to be deployed at a wide range of locations, which
could lead to a more cost-efficient path for deployment of carbon
capture and sequestration.
About FuelCell Energy
Headquartered in Danbury, Connecticut, FuelCell Energy, Inc. --
http://www.fuelcellenergy.com-- is a global developer of
environmentally responsible distributed baseload power solutions
through its proprietary fuel cell technology. The Company targets
large-scale power users with its megawatt-class installations
globally, and currently offer sub-megawatt solutions for smaller
power consumers in Europe. The Company develops turn-key
distributed power generation solutions and operate and provide
comprehensive service for the life of the power plant.
FuelCell Energy reported a net loss attributable to common
stockholders of $92.44 million for the year ended Oct. 31, 2020, a
net loss attributable to common stockholders of $100.24 million for
the year ended Oct. 31, 2019, and a net loss attributable to common
stockholders of $62.17 million for the year ended Oct. 31, 2018.
As of July 31, 2021, the Company had $879.63 million in total
assets, $153.54 million in total liabilities, $59.86 million in
redeemable series B preferred stock, and $666.23 million in total
stockholders' equity.
GENESIS VASCULAR: Creditors to Get Proceeds From Liquidation
------------------------------------------------------------
Genesis Vascular of Pooler, LLC, filed with the U.S. Bankruptcy
Court for the Southern District of Georgia a Disclosure Statement
describing Chapter 11 Plan dated October 29, 2021.
The Debtor is a foreign limited liability company established on or
about July 15, 2015 under the laws of the state of Delaware and is
authorized to operate in the State of Georgia. The Debtor is
currently in good standing with the State of Georgia.
The Debtor operated an out-patient clinic at 1000 Towne Center
Blvd., Building 400, Pooler, Georgia. The Debtor's business
comprised of treatment of patients with vascular disease.
Unfortunately, due to numerous issues, supra, the operation of the
business became untenable. As such the Debtor ceased operations in
March 2020.
The bankruptcy filing was the result of several converging factors
including internal financial issues and management, impact of
COVID-19, and pending litigation.
In addition to the other issues the Debtor was faced with a high
cost litigation matter. Private individuals (Jerry Cohn, Jr. and
Sharon Bell) instituted a False Claim Suit styled United States of
America, ex. rel. E. Jerry Cohn, Jr., M.D. and Sharon Bell, State
of Georgia, ex. rel. E. Jerry Cohn, Jr., M.D. and Sharon Bell v.
Genesis Vascular of Pooler, LLC; Genesis Global Healthcare; Genesis
Healthcare Management, LLC; Genesis Vascular, LLC; Statesboro
Cardiology, P.A.; James O'Dare; Barbara O'Dare; Donald Geer; Sean
Yanes; Dr. Abraham Lin; C3 of Bulloch, Inc.; Dr. Stanley J. Shin;
Alexis M. Shin, as trustee for SJS Family Trust; Dr. Todd Newsom;
Dr. Howard Gale; Dr. Leonard Talarico; Pooler Property Holdings,
LLC; Dr. David Nabert; and Dr. Todd Becker ("Suit") against the
Debtor and several of its owners.
As a result of these problems coupled with the lack of ongoing
revenue the Debtor made the decision to file a bankruptcy to
liquidate its assets.
The Debtor believes there is no value as a going concern value and
that liquidation of substantially all of the Debtor's assets is the
sole means to pay a dividend to unsecured creditors. The Debtor is
proposing a sale in which there is a stalking horse bidder, who
will provide a floor purchase price as outlined in the Motion for
an Order (A) Establishing Bidding and Auction Procedures; (B)
Authorizing the Sale of Substantially All Assets of the Estate Free
and Clear of All Liens, Claims and Encumbrances; and (C)
Authorizing the Assumption and Assignment of Executory Contracts
and Unexpired Leases ("Motion") with the opportunity for third
parties to blind bid on the assets of the Debtor. The Debtor's goal
is a payout to all creditors. The stalking horse bid is an insider.
The Motion has been filed in conjunction with the Plan and
Disclosure Statement.
The liquidation procedures are designed to provide a minimum
guaranteed return coupled with an opportunity to generate a higher
dividend to unsecured creditors. The Debtor has taken pre-petition
actions, including but not limited to reducing its liability with
its former landlord in an attempt to decrease the overall pool of
unsecured creditors. The Debtor is no longer operating and
therefore does not have disposable income for the distribution to
creditors other than through liquidation of its assets.
The Plan will treat claims as follows:
* Class 1 consists of the claim of Angiodynamics Finance in
the amount of $8,998.41. This Creditor shall retain its existing
lien position to the extent of value, $8,998.41 in full with
interest at 4.75% per annum accrued from the Petition Date until
payment. This Creditor shall be paid in accordance with Class 1 on
or before the on or before the 30th day after consummation of the
sale.
* Class 2 consists of the claim of Sea Island Bank Div.
Synovus Bank in the amount of $35,369.82. This Creditor shall
retain its existing lien position to the extent of value,
$35,369.82 in full with interest at 5.0% per annum accrued from the
Petition Date until payment. This Creditor shall be paid in
accordance with Class 2 on or before the on or before the 30th day
after consummation of the sale.
* Class 3 consists of General Unsecured Creditors and
Deficiency Claims in the amount of $1,106,925.99. The creditors
holding claims in this class shall receive pro rata distribution of
the remaining sale proceeds after payment of all higher in priority
payments including but not limited to administrative claims,
professional fees, trustee fees and quarterly fees, creditors
holding unclassified claims, claims in Class 1 and 2, and tax
claims arising out of the sale plus any residual funds held in the
Debtor's DIP Bank accounts prior to closing of the case.
Distribution to creditors holding claims in this class shall occur
at the later of (i) the 30th day after consummation of the sale;
(ii) the deadline to file claim objections if no objections are
filed against a creditor holding a claim of this class or a class
of higher priority; (iii) the entry of a final order on any
objections filed against a creditor holding a claim of this class
or a class of higher priority; or (iv) approval of final
compensation of administrative fees.
A full-text copy of the Disclosure Statement dated October 29,
2021, is available at https://bit.ly/3BFLRxH from PacerMonitor.com
at no charge.
Attorney for Debtor:
JON A. LEVIS
LEVIS LAW FIRM, LLC
SECOND FLOOR - MITCHELL BUILDING
101 S. MAIN STREET
POST OFFICE BOX 129
SWAINSBORO, GA 30401
(478)237-7029
478)237-9211 – FAX
About Genesis Vascular of Pooler
Genesis Vascular of Pooler, LLC -- https://genesisghc.com – a
division of Genesis Global HealthCare, is focused on delivering
vascular care to patients with Peripheral Vascular Disease
(P.V.D.), including limb salvage and wound management.
Genesis Vascular of Pooler filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ga. Case No.
21-40001) on Jan. 4, 2021. Howard Gale, M.D., corporate
representative, signed the petition. At the time of the filing,
the Debtor disclosed $197,217 in total assets and $1,160,455 in
total liabilities. Judge Edward J. Coleman III oversees the case.
Merrill & Stone, LLC serves as the Debtor's legal counsel.
GENESIS VASCULAR: Dec. 9 Plan & Disclosure Hearing Set
------------------------------------------------------
On Oct. 29, 2021, Debtor Genesis Vascular of Pooler, LLC, filed
with the U.S. Bankruptcy Court for the Southern District of Georgia
a Disclosure Statement with respect to a Plan under Chapter 11.
Judge Edward J. Coleman III ordered that:
* The disclosure statement filed by Debtor dated October 29,
2021 is conditionally approved, including the value of bankruptcy
estate property for plan confirmation purposes as well as
determining creditors' secured status under 11 U.S.C. Sec. 506.
* Dec. 2, 2021, is fixed as the last day for filing written
acceptances or rejection of the plan.
* Dec. 9, 2021, at 2:30 PM, 124 Barnard Street, 2nd Floor
Hearing Room, Savannah, GA 31401, is the hearing to consider final
approval of the disclosure statement (if a written objection has
been timely filed, including any objections to property value) and
for the hearing on confirmation of the plan.
* Dec. 2, 2021, is fixed as the last day for filing and
serving written objections to the disclosure statement and
confirmation of the plan.
A full-text copy of the order dated October 29, 2021, is available
at https://bit.ly/3GQ57ww from PacerMonitor.com at no charge.
Attorney for Debtor:
JON A. LEVIS
LEVIS LAW FIRM, LLC
SECOND FLOOR - MITCHELL BUILDING
101 S. MAIN STREET
POST OFFICE BOX 129
SWAINSBORO, GA 30401
Tel: (478) 237-7029
Fax: (478) 237-9211
About Genesis Vascular of Pooler
Genesis Vascular of Pooler, LLC, a division of Genesis Global
HealthCare, is focused on delivering vascular care to patients with
Peripheral Vascular Disease (P.V.D.), including limb salvage and
wound management. On the Web: https://genesisghc.com/
Genesis Vascular of Pooler filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ga. Case No.
21-40001) on Jan. 4, 2021. Howard Gale, M.D., corporate
representative, signed the petition.
At the time of the filing, the Debtor disclosed $197,217 in total
assets and $1,160,455 in total liabilities.
Judge Edward J. Coleman III oversees the case. Merrill & Stone, LLC
serves as the Debtor's legal counsel.
GIRARDI & KEESE: Ericka Considers Edelson's Fee Deal 'Illegal'
--------------------------------------------------------------
Brandon Lowrey of Law360 reports that "Real Housewives of Beverly
Hills" star Erika Girardi is trying to duck a lawsuit brought by
her husband's former co-counsel who revealed his firm, Girardi
Keese, stole from their mutual clients, saying their claims are
based on an "illegal, unethical and unenforceable" fee agreement.
"Real Housewives of Beverly Hills" star Erika Girardi is fighting
Edelson PC's attempts to lift a bankruptcy stay on its lawsuit
against her, which alleges she is liable for its share of fees that
her husband's law firm, Girardi Keese, misappropriated last 2020.
About Girardi & Keese
Girardi and Keese or Girardi & Keese was a Los Angeles-based law
firm founded in 1965 by lawyers Thomas Girardi and Robert Keese. It
served clients in California in a variety of legal areas. It was
known for representing plaintiffs against major corporations.
An involuntary Chapter 7 petition (Bankr. C.D. Cal. Case No.
20-21022) was filed in December 2020 against GIRARDI KEESE by
alleged creditors Jill O'Callahan, Robert M. Keese, John Abassian,
Erika Saldana, Virginia Antonio, and Kimberly Archie.
The petitioners' attorneys:
Andrew Goodman
Goodman Law Offices, Apc
Tel: 818-802-5044
E-mail: agoodman@andyglaw.com
Elissa D. Miller, a member of the firm SulmeyerKupetz, has been
appointed as Chapter 7 trustee for GIRARDI KEESE. The Chapter 7
trustee can be reached at:
Elissa D. Miller
333 South Grand Ave., Suite 3400
Los Angeles, California 90071-1406
Telephone: (213) 626-2311
Facsimile: (213) 629-4520
E-mail: emiller@sulmeyerlaw.com
An involuntary Chapter 7 petition was also filed against Thomas
Vincent Girardi (Case NO. 20-21020) on Dec. 18, 2020. The Chapter
7 trustee can be reached at:
Jason M. Rund
Email: trustee@srlawyers.com
840 Apollo Street, Suite 351
El Segundo, CA 90245
Telephone: (310) 640-1200
Facsimile: (310) 640-0200
GIRARDI & KEESE: Erika Denies Lottery Payment Concealment
---------------------------------------------------------
Ryan Naumann of Radar Online reports that Real Housewives of
Beverly Hills star Erika Jayne says she has no knowledge of
receiving $242,000 and is pointing the finger at her estranged
husband Tom Girardi.
The Bravo star dropped the bombshell in court this week. She was
responding to the $25 million lawsuit filed by the trustee
presiding over Girardi's bankruptcy. Earlier this year, he was
forced into a Chapter 7 by his numerous creditors.
The suit claims Girardi used his law firm's funds to pay the bills
for Jayne’s company EJ Global. The problem being many of
Girardi's former clients claim he screwed them over.
In court, the clients all tell a similar story. Girardi won them a
big settlement but came up with excuses when it came time to pay
out. The people he allegedly screwed over include orphans, widows
and a fire burn victim.
The trustee believes Jayne received the benefits of ill-gotten
money and wants her to pay it back. The Bravo star has denied
knowledge of her husband's alleged embezzlement. She refuses to
turn over assets. During the RHOBH reunion, Jayne expressed feeling
bad for the victims.
In the trustee's lawsuit, he said Girardi assigned the rights to
State of California lottery payments to Jayne in 2012. He had
received the rights to the payments from a client as payment.
The suit said Jayne "received more than $242,658 in payments from
the State of California Lottery from 2012 to 2021." She was
reportedly set to receive an additional $78,000 in payments in the
years 2022 through 2025.
The trustee accuses Jayne of concealing the existence of the
lottery payments as part of the bankruptcy investigation. "She
willfully concealed this income or assignment from the Trustee
AFTER the Chapter 7 relief was entered and was confronted by the
Trustee's Special Counsel," the suit read.
However, Jayne says she did no such thing. The RHOBH star claims to
have no knowledge of the payments and doesn't believe she ever
personally received them.
She claims her legal team is investigating the matter. Jayne says
she believes the checks were mailed to Girardi's law firm and
deposited by her estranged husband.
Jayne is demanding the trustee — who has the bank records —
figure it out and let her know. She is also asking the judge to
dismiss the entire $25 million suit.
As Radar first reported, the trustee presiding over Girardi's
personal bankruptcy — which is separate from his law firm's
Chapter 7 -- is moving to have the entire case thrown out due to
fraud. He claims Girardi signed a 2020 financial statement provided
to lenders that listed a $261 net worth.
The statement listed $89 million in real property, $116 million in
cash, $44 million in securities, and another $12 million worth of
jewelry.
The trustee says they have been unable to locate many of the assets
listed and believe Girardi transferred them in the year prior to
the bankruptcy. The lawyer, who is currently living in a senior
living facility, has yet to respond to the lawsuit.
About Girardi & Keese
Girardi and Keese or Girardi & Keese was a Los Angeles-based law
firm founded in 1965 by lawyers Thomas Girardi and Robert Keese. It
served clients in California in a variety of legal areas. It was
known for representing plaintiffs against major corporations.
An involuntary Chapter 7 petition (Bankr. C.D. Cal. Case No.
20-21022) was filed in December 2020 against GIRARDI KEESE by
alleged creditors Jill O'Callahan, Robert M. Keese, John Abassian,
Erika Saldana, Virginia Antonio, and Kimberly Archie.
The petitioners' attorneys:
Andrew Goodman
Goodman Law Offices, Apc
Tel: 818-802-5044
E-mail: agoodman@andyglaw.com
Elissa D. Miller, a member of the firm SulmeyerKupetz, has been
appointed as Chapter 7 trustee for GIRARDI KEESE. The Chapter 7
trustee can be reached at:
Elissa D. Miller
333 South Grand Ave., Suite 3400
Los Angeles, California 90071-1406
Telephone: (213) 626-2311
Facsimile: (213) 629-4520
E-mail: emiller@sulmeyerlaw.com
An involuntary Chapter 7 petition was also filed against Thomas
Vincent Girardi (Case NO. 20-21020) on Dec. 18, 2020. The Chapter
7 trustee can be reached at:
Jason M. Rund
Email: trustee@srlawyers.com
840 Apollo Street, Suite 351
El Segundo, CA 90245
Telephone: (310) 640-1200
Facsimile: (310) 640-0200
GLOBAL WINDCREST: Taps Sullivan Commercial Realty as Leasing Agent
------------------------------------------------------------------
Global Windcrest I, LLC and Global Windcrest II, LLC seek approval
from the U.S. Bankruptcy Court for the Southern District of
California to employ Sullivan Commercial Realty as their leasing
agent.
The firm's services include identifying, pursuing and procuring
tenants for the Debtors' respective properties, and negotiating
leases with respect to the properties.
Sullivan Commercial Realty will receive a commission of 4 percent
of the total rent. If a cooperating broker is to be paid a portion
of the commission, the commission due is increased by 2 percent.
Pete Tassos, a commercial real estate broker at Sullivan Commercial
Realty, 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:
Pete Tassos
Sullivan Commercial Realty
200 Concord Plaza Dr., Suite 440
San Antonio, TX 78216
Telephone: (210) 341-9292
Email: ptassos@sullivansa.com
About Global Windcrest
Global Windcrest I, LLC and Global Windcrest II, LLC filed
petitions for Chapter 11 protection (Bankr. S.D. Calif. Lead Case
No. 21-03935) on Oct. 1, 2021. At the time of the filing, Global
Windcrest I listed as much as $50 million in both assets and
liabilities while Global Windcrest II listed up to $10 million in
assets and up to $500,000 in liabilities.
Judge Laura S. Taylor oversees the cases.
The Debtors tapped Ron Bender, Esq., at Levene, Neale, Bender, Yoo
& Brill, LLP as bankruptcy counsel and the Law Offices of Vaughn &
Vaughn as special counsel.
GRUPO POSADAS: Seeks to Hire 'Ordinary Course' Professionals
------------------------------------------------------------
Grupo Posadas SAB de CV and Operadora del Golfo de Mexico, SA de CV
seek approval from the U.S. Bankruptcy Court for the Southern
District of New York to employ professionals used in the ordinary
course of their business.
The "ordinary course professionals" include:
OCPs Service Provided
Santamarina y Steta S.C. IP Counsel
Ricardo Ahumada y Asociados Tax Litigation Counsel
Sabola S.C. Litigation Counsel
Ortiz Trujillo Diana Civil/Administrative Litigation
Brigard & Castro S.C. Intellectual Property Counsel
Diaz Saldana y Asociados S.C. Litigation Counsel
Robles Otero Pedro Litigation Counsel
Salazar Douglas Carlos Mauricio Criminal Law Counsel
Minino Abogados S.R.L. IP Counsel
Alvaro Echeandia Bustamante IP Counsel
Garcia Velasco Ernesto Administrative Procedures for
Governmental Authorizations
and License Permits
Galeana De La o Pedro Litigation Counsel
Ortiz Sosa y Asociados S.C. Tax Litigation Counsel
BS Abogados S.C. Litigation Counsel
The Debtors estimate that they will not pay more than $75,000 per
month per OCP.
About Grupo Posadas
Grupo Posadas S.A.B. de C.V. 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 Oct. 26, 2021, listing up to $1 billion in
both assets and liabilities.
Judge Sean H. Lane oversees the cases.
The Debtors tapped Cleary Gottlieb Steen & Hamilton, LLP as
international legal counsel; Ritch, Mueller y Nicolau, S.C. and
Creel, Garcia-Cuellar, Aiza y Enriquez SC, as Mexican legal
counsel; and DD3 Capital Partners as financial advisor. Prime Clerk
LLC is the claims agent and administrative advisor.
GRUPO POSADAS: Seeks to Tap Creel as Mexican Restructuring Counsel
------------------------------------------------------------------
Grupo Posadas SAB de CV and Operadora del Golfo de Mexico, SA de CV
seek approval from the U.S. Bankruptcy Court for the Southern
District of New York to employ Creel, Garcia-Cuellar, Alza y
Enriquez, SC as special Mexican restructuring counsel.
The firm's services include:
(a) providing legal advice for the design of the Debtors' debt
restructuring;
(b) providing legal advice for the employment of the necessary
credit facilities; and
(c) assisting in the implementation of Chapter 11 process in
Mexico.
Creel will be paid at a monthly rate of $13,000 for its services.
Prior to the petition date, the Debtors paid Creel in the aggregate
amount of $116,000 for pre-bankruptcy services.
Creel provided the following information in response to the request
for additional information set forth in Paragraph D.1 of the U.S.
Trustee Guidelines:
Question: Did you agree to any variations from, or alternatives
to, your standard or customary billing arrangements for this
engagement?
Answer: Although Creel typically charges an hourly rate, Thomas
Heather, Esq., the firm's attorney, has negotiated similar fixed
rates to those in this engagement in other restructurings since
joining the firm, including the restructurings of Grupo Cinemex SA
and Aeroenlaces Nacionales, S.A. de C.V.
Question: Do any of the professionals included in this engagement
vary their rate based on the geographic location of the bankruptcy
case?
Answer: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and material financial
terms for the prepetition engagement, including any adjustments
during the 12 months prepetition. If your billing rates and
material financial terms have changed post-petition, explain the
difference and the reasons for the difference.
Answer: Creel represented the Debtors during the 12-month period
prior to the petition date. Creel has not adjusted its billing
rates or material financial terms for the post-petition
representation of the Debtors. The rates and material financial
terms of this engagement were otherwise in effect in the 12 months
prior to the petition date with respect to Creel's representation
of the Debtors.
Question: Has your client approved your prospective budget and
staffing plan, and, if so for what budget period?
Answer: Yes, for the period from the petition date through Dec.
31, 2021. The Debtors recognize, however, that it is possible that
in the Chapter 11 cases there may be unforeseen fees and expenses
that need to be addressed by the Debtors and Creel.
Mr. Heather 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:
Thomas S. Heather, Esq.
Creel, Garciz-Cuellar, Alza y Enriquez, SC
Torre Virreyes Pedregal No. 24
Piso 24 Col.
Molino del Rey, Ciudad de Mexico 11040
Telephone: + 52 (55) 4748-0600
Email: info@creel.mx
About Grupo Posadas
Grupo Posadas S.A.B. de C.V. 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 Oct. 26, 2021, listing up to $1 billion in
both assets and liabilities.
Judge Sean H. Lane oversees the cases.
The Debtors tapped Cleary Gottlieb Steen & Hamilton, LLP as
international legal counsel; Ritch, Mueller y Nicolau, S.C. and
Creel, Garcia-Cuellar, Aiza y Enriquez SC, as Mexican legal
counsel; and DD3 Capital Partners as financial advisor. Prime Clerk
LLC is the claims agent and administrative advisor.
GRUPO POSADAS: Seeks to Tap Prime Clerk as Administrative Advisor
-----------------------------------------------------------------
Grupo Posadas SAB de CV and Operadora del Golfo de Mexico, SA de CV
seek approval from the U.S. Bankruptcy Court for the Southern
District of New York to employ Prime Clerk, LLC as administrative
advisor.
The firm's services include:
(a) assisting with, among other things, solicitation,
balloting and tabulation of votes, preparing any related reports in
support of confirmation of a Chapter 11 plan, and processing
requests for documents;
(b) preparing an official ballot certification and, if
necessary, testifying in support of the ballot tabulation results;
(c) assisting with the preparation of the Debtors' schedules
of assets and liabilities and statements of financial affairs and
gathering data in conjunction therewith;
(d) providing a confidential data room, if requested;
(e) managing and coordinating any distributions pursuant to a
Chapter 11 plan; and
(f) providing such other processing, solicitation, balloting
and other administrative services.
Prior to the petition date, Prime Clerk received an advance
retainer of $50,000. In addition, the firm received a payment of
$74,972.21 for pre-bankruptcy fees and expenses.
The hourly rates of Prime Clerk's professionals are as follows:
Analyst $30 - $50 per hour
Technology Consultant $35 - $95 per hour
Consultant/Senior Consultant $65 - $165 per hour
Director $175 - $195 per hour
Solicitation Consultant $190 per hour
Director of Solicitation $210 per hour
Benjamin Steele, managing director at Prime Clerk, 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:
Benjamin J. Steele
Prime Clerk LLC
One Grand Central Place
60 East 42nd Street, Suite 1440
New York, NY 10165
Telephone: (212) 257-5490
Email: bsteele@primeclerk.com
About Grupo Posadas
Grupo Posadas S.A.B. de C.V. 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 Oct. 26, 2021, listing up to $1 billion in
both assets and liabilities.
Judge Sean H. Lane oversees the cases.
The Debtors tapped Cleary Gottlieb Steen & Hamilton, LLP as
international legal counsel; Ritch, Mueller y Nicolau, S.C. and
Creel, Garcia-Cuellar, Aiza y Enriquez SC, as Mexican legal
counsel; and DD3 Capital Partners as financial advisor. Prime Clerk
LLC is the claims agent and administrative advisor.
GRUPO POSADAS: Taps Cleary Gottlieb Steen & Hamilton as Counsel
---------------------------------------------------------------
Grupo Posadas SAB de CV and Operadora del Golfo de Mexico, SA de CV
seek approval from the U.S. Bankruptcy Court for the Southern
District of New York to employ Cleary Gottlieb Steen & Hamilton,
LLP as legal counsel.
The firm's services include:
(a) advising the Debtors regarding their powers and duties in
the continued operation of their businesses and the management of
their properties;
(b) taking all necessary actions to protect and preserve the
Debtors' estates;
(c) preparing legal papers;
(d) representing the Debtors in negotiations with creditors,
equity holders and parties-in-interest; and
(e) performing all other necessary legal services in
connection with the Debtors' Chapter 11 cases.
The hourly rates of the firm's attorneys and staff are as follows:
Partners $1,115 – $1,650 per hour
Counsel $1,040 – $1,270 per hour
Senior Attorneys $1,015 – $1,185 per hour
Associates $595 – $1,005 per hour
Paralegals $325 – $435 per hour
In addition, the firm will seek reimbursement for expenses
incurred.
The Debtors provided Cleary Gottlieb with an initial retainer in
the amount of $500,000, of which $349,378 was applied to
outstanding balances on account of pre-bankruptcy fees and
expenses.
Cleary Gottlieb also provided the following information in response
to the request for additional information set forth in Paragraph
D.1 of the U.S. Trustee Guidelines:
Question: Did Cleary Gottlieb agree to any variations from, or
alternatives to, your standard or customary billing arrangements
for this engagement?
Response: No.
Question: Do any of Cleary Gottlieb's professionals included in
this engagement vary their rate based on the geographic location of
the bankruptcy case?
Response: No.
Question: If Cleary Gottlieb represented the Debtors in the 12
months prepetition, disclose Cleary Gottlieb's billing rates and
material financial terms for the prepetition engagement, including
any adjustments during the 12 months prepetition. If Cleary
Gottlieb's billing rates and material financial terms have changed
post-petition, explain the difference and the reasons for the
difference.
Response: Cleary Gottlieb represented the Debtors during the
12-month period prior to the petition date. The firm's billing
rates in effect prior to Jan. 1, 2021 for U.S. employees who
provided services to the Debtors ranged from $1,065 to $1,525 for
partners, $995 to $1,215 for counsel, $970 to $1,130 for senior
attorneys, $565 to $955 for associates, $305 to $575 for staff
attorneys, and $310 to $415 for paralegals. International lawyers
charged $505 per hour while law clerks and summer associates
charged $460 per hour and $455 per hour, respectively.
Cleary Gottlieb's billing rates as of Jan. 1, 2021 are as
follows: $1,115 to $1,650 per hour for partners, $1,040 to $1,270
per hour for counsel, $1,015 to $1,185 per hour for senior
attorneys, $595 to $1,005 per hour for associates, and $325 to $435
per hour for paralegals.
Question: Have the Debtors approved Cleary Gottlieb's prospective
budget and staffing plan, and, if so, for what budget period?
Response: Yes, for the period from the petition date through 60
days after the petition date. The Debtors recognize, however, that
it is possible that in the Chapter 11 cases there may be unforeseen
fees and expenses that need to be addressed by the Debtors and
Cleary Gottlieb.
Jane VanLare, Esq., a member of Cleary Gottlieb Steen & Hamilton,
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:
Jane VanLare, Esq.
Richard J. Cooper, Esq.
Cleary Gottlieb Steen & Hamilton LLP
One Liberty Plaza
New York, NY 10006
Telephone: (212) 225-2000
Facsimile: (212) 225-3999
Email: jvanlare@cgsh.com
rcooper@cgsh.com
About Grupo Posadas
Grupo Posadas S.A.B. de C.V. 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 Oct. 26, 2021, listing up to $1 billion in
both assets and liabilities.
Judge Sean H. Lane oversees the cases.
The Debtors tapped Cleary Gottlieb Steen & Hamilton, LLP as
international legal counsel; Ritch, Mueller y Nicolau, S.C. and
Creel, Garcia-Cuellar, Aiza y Enriquez SC, as Mexican legal
counsel; and DD3 Capital Partners as financial advisor. Prime Clerk
LLC is the claims agent and administrative advisor.
GTT COMMUNICATIONS: Bankruptcy Process Starts W/ 1st-Day Approvals
------------------------------------------------------------------
Allison McNeely of Bloomberg News reports that GTT Communications
received court approval on a raft of first-day motions that will
allow it to continue operating while it aims to cut nearly all of
its $3 billion debt load through bankruptcy.
Judge Michael Wiles approved motions that would halt claims against
the company, and allow it to pay employee wages and trade claims in
a hearing in New York Wednesday, November 3, 2021.
About GTT Communications
Headquartered in McLean, Virginia, GTT Communications, Inc. --
http://www.gtt.net/-- owns and operates a global Tier 1 internet
network and provides a comprehensive suite of cloud networking
services. GTT connects people across organizations, around the
world, and to every application in the cloud.
GTT Communications, Inc., and its affiliates sought Chapter 11
protection (Bankr. S.D.N.Y. Lead Case No. 21-11880) on Oct. 31,
2021, to implement a prepackaged Chapter 11 plan.
GTT had total assets of $2.8 billion and total debt of $4.1 billion
as of June 30, 2201. As of the Petition Date, the Debtors had
prepetition funded indebtedness totaling $2.015 billion.
The Debtors tapped Akin Gump Strauss Hauer & Feld LLP as counsel;
TRS Advisors as investment banker; and Alvarez & Marsal, LLC as
restructuring advisor. Prime Clerk, LLC, is the claims agent.
HAWAIIAN HOLDINGS: Unit Announces Results of Cash Tender Offers
----------------------------------------------------------------
Hawaiian Airlines, Inc., a wholly owned subsidiary of Hawaiian
Holdings, Inc., announced the expiration as of 11:59 p.m., New York
City time, on Nov. 1, 2021, of its offers to purchase for cash any
and all of its 7.375% Series 2020-1A Pass Through Certificates due
2027 and 11.250% Series 2020-1B Pass Through Certificates due 2025
as set forth in the Company's Offer to Purchase, dated Sept. 23,
2021.
The Tender Offers were made pursuant to and are subject to, and
conditioned upon, the satisfaction or waiver of certain conditions
described in the Offer to Purchase.
According to information received from Global Bondholder Services
Corporation, the Tender and Information Agent for the Tender
Offers, as of 11:59 p.m., New York City time, on Nov. 1, 2021, the
Company had received, and informed Global Bondholder Services
Corporation it had accepted for purchase, valid tenders from
holders of the Certificates.
Series of Certificates: 7.375% Series 2020-1A Pass Through
Certificates due 2027
Current
Aggregate Pool
Balance Tendered: $143,827,947
Percentage of Current
Aggregate Pool
Balance Tendered: 74.88%
Series of Certificates: 11.250% Series 2020-1B Pass Through
Certificates due 2025
Current
Aggregate Pool
Balance Tendered: $17,059,258
Percentage of Current
Aggregate Pool Balance Tendered: 46.66%
As of the Expiration Date, the percentages of the aggregate pool
balance of each class of Certificates and 70.37% of the aggregate
outstanding pool balance of the Certificates, on a combined basis,
had been tendered and not validly withdrawn, and have been accepted
for purchase in accordance with the terms of the Offer to
Purchase.
Citigroup Global Markets Inc. is the dealer manager in the Tender
Offers. Global Bondholder Services Corporation has been retained
to serve as the Tender and Information Agent for the Tender Offers.
Persons with questions regarding the Tender Offers should contact
Citigroup at (800) 558-3745 (toll-free) or (212) 723-6106
(collect). Requests for copies of the Offer to Purchase and other
related materials should be directed to Global Bondholder Services
Corporation at (banks or brokers) (212) 430-3774 or (toll free)
(866) 807-2200 or by email to contact@gbsc-usa.com.
About Hawaiian Holdings
Hawaiian Holdings, Inc.'s primary asset is sole ownership of all
issued and outstanding shares of common stock of Hawaiian Airlines,
Inc. The Company is engaged in the scheduled air transportation of
passengers and cargo amongst the Hawaiian Islands (the Neighbor
Island routes) and between the Hawaiian Islands and certain cities
in the United States (the North America routes together with the
Neighbor Island routes, the Domestic routes), and between the
Hawaiian Islands and the South Pacific, Australia, New Zealand and
Asia (the International routes), collectively referred to as its
Scheduled Operations.
Hawaiian Holdings reported a net loss of $510.93 million for the
year ended Dec. 31, 2020, compared to net income of $223.98 million
for the year ended Dec. 31, 2019. As of Sept. 30, 2021, the
Company had $4.97 billion in total assets, $1.23 billion in total
current liabilities, $1.85 billion in long-term debt, $1.26 billion
in total other liabilities and deferred credits, and $627.64
million in total shareholders' equity.
* * *
As reported by the TCR on April 12, 2021, S&P Global Ratings
revised its ratings outlook to positive from negative and affirmed
its 'CCC+' issuer credit rating on Hawaiian Holdings Inc. (parent
of Hawaiian Airlines). S&P said, "The positive outlook indicates
that we could raise our ratings on Hawaiian if we see sustained
improvements in traffic resulting in funds from operations (FFO) to
debt improving to at least the mid-single-digit-percent area in
2022 and further in 2023, with the company also continuing to
maintain adequate liquidity."
HBL SNF: Epic Rehabilitation Blames Builder for Bankruptcy
----------------------------------------------------------
Bill Heltzel, writing for Westchester and Fairfield County Business
Journals, reports that Epic Rehabilitation and Nursing at White
Plains has filed for bankruptcy citing "predatory actions" by its
landlord as the nursing home's impetus for seeking Chapter 11
protection.
Epic declared $8.7 million in assets and $18.2 million in
liabilities in a petition filed Nov. 1, 2021 in U.S. Bankruptcy
Court, White Plains. More than $16.4 million in liabilities are
unsecured loans from affiliated companies and owners.
Epic claims it was forced to file the case because of excessive
damages sought by its landlord in a pending lawsuit, "and in order
to prevent the threatened abrupt termination of its lease and
ability to provide care and services to its patients."
The 160-bed nursing home at Church Street and Barker Avenue in
downtown White Plains opened in 2019, more than two years late and
$5 million over budget, according to Epic. It employs about 250
people and has about 120 patients.
It was financed and built by White Plains Healthcare Properties I,
an affiliate of The Congress Companies, of Peabody, Massachusetts.
The affiliate owns the building and is the landlord.
Last 2020, the landlord sued Epic in Westchester Supreme Court for
$84 million, claiming that the nursing home had defaulted on the
lease.
Epic CEO Lizer Jozefovic called the accusations frivolous, in an
affidavit filed with the bankruptcy petition. Epic, he said, has
made all rent payments, totaling $10.5 million.
The problem, according to Jozefovic, is that the landlord defaulted
on a $38.5 million loan from Security Benefit Life Insurance Co.
that was used to refinance the mortgage, pay for construction and
equip the nursing home.
Last May 2021, Security Benefit filed a foreclosure action against
the landlord for allegedly defaulting on loan payments. Epic was
not named as a defendant.
Now, Jozefovic says, the landlord owes Security Benefit about $42
million.
The landlord "is looking to back out of the agreement as they now
find themselves in default with their creditors," Epic claims in a
Nov. 1, 2021 press release. "To deflect from their troubles, this
landlord is using predatory legal tactics against us."
William A. Nicholson, CEO of The Congress Companies, did not reply
to an email asking for his side of the story.
By filing for bankruptcy, the landlord's pending lawsuit against
Epic was automatically suspended.
Jozefovic said he wants to exercise a lease option to buy the
property for $65.1 million, use bankruptcy to resolve the disputes
and obtain financing to pay the bills as they come due.
The White Plains nursing home is part of Epic Healthcare
Management, based in Croton-on-Hudson. The company operates nursing
homes from New York to Florida, including six in the Hudson Valley
that are owned directly or indirectly by Jozefovic and Mark Neuman,
the chief financial officer.
Manhattan attorney Tracy L. Klestadt represents Epic in the
bankruptcy case.
About HBL SNF, LLC
HBL SNF, LLC d/b/a Epic Rehabilitation and Nursing at White Plains
is a 160-bedroom skilled nursing and rehabilitation facility
located at 120 Church Street, White Plains, New York, which opened
in late 2019. The Debtor provides an array of healthcare services,
including neurological, respiratory, orthopedic, occupational,
psychiatric, and many other medical and rehabilitative services.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Court (Bankr. S.D. N.Y. Case No. 21-22623) on Nov. 1,
2021. In the petition signed by Lizer Jozefovic as chief executive
officer, the Debtor disclosed $$9,131,311 in total assets and
$20,128,876 in total liabilities.
Judge Sean H. Lane oversees the case.
Klestadt Winters Jureller Southard and Stevens, LLP, is the
Debtor's counsel.
HBL SNF: Seeks Approval to Hire Omni as Claims Agent
----------------------------------------------------
HBL SNF, LLC seeks approval from the U.S. Bankruptcy Court for the
Southern District of New York to employ Omni Agent Solutions as
claims and noticing agent.
Omni will oversee the distribution of notices and will assist in
the maintenance, processing and docketing of proofs of claim filed
in the Debtor's Chapter 11 case.
Prior to the petition date, the Debtor provided Omni with a
retainer in the amount of $10,000 for pre-bankruptcy fees and
expenses.
Omni will be billed at hourly rates ranging from $35 to $205 and
will be reimbursed for out-of-pocket expenses incurred.
Paul Deutch, the executive vice president of Omni, disclosed in
court filings 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:
Brian K. Osborne
Omni Agent Solutions
5955 De Soto Avenue, Suite 100
Woodland Hills, CA 91367
Telephone: (818) 906-8300
Email: bosborne@omniagnt.com
About HBL SNF
HBL SNF, LLC runs Epic Rehabilitation and Nursing at White Plains,
a 160-bedroom skilled nursing and rehabilitation facility located
at 120 Church St., White Plains, N.Y., which opened in late 2019.
The facility provides an array of healthcare services, including
neurological, respiratory, orthopedic, occupational, psychiatric,
and many other medical and rehabilitative services.
HBL SNF filed a petition for Chapter 11 protection (Bankr. S.D.N.Y.
Case No. 21-22623) on Nov. 1, 2021. Lizer Jozefovic, chief
executive officer, signed the petition.
As of Sept. 30, 2021, the Debtor disclosed total assets of
$9,131,311 and total liabilities of $20,128,876.
The Hon. Sean H. Lane is the case judge.
Klestadt Winters Jureller Southard & Stevens, LLP serves as the
Debtor's legal counsel. Omni Agent Solutions is the claims and
noticing agent.
HH ACQUISITION: Property Sale Proceeds to Fund Plan
---------------------------------------------------
HH Acquisition CS, LLC, submitted a First Amended Disclosure
Statement accompanying First Amended Chapter 11 Liquidation dated
October 29, 2021.
The Debtor was formed in February 2019, to acquire a hotel known as
Hyatt House Colorado Springs located at 5805 Delmonico Drive,
Colorado Springs, Colorado 80919 (the "Property"), with the
intention of renovating it.
Debtor operated the hotel for only a couple of months before being
shut down due to the Coronovirus Pandemic. A sale of the Property
occurred pursuant to an order of the bankruptcy court on August 31,
2021 ("Sale Order"). A sale hearing was held, and the Property was
sold for $14,500,000.00. The sale closed on September 15, 2021, and
Debtor's Report of Consummation of Sale was filed with the Court on
September 16, 2021.
The Debtor's Plan shall accomplish the following:
* Pay all Allowed Claims in accordance with the requirements
set forth in the Bankruptcy Code,
* Cancellation of existing equity interests in the Debtor, and
* Pursue litigation of claims by Debtor against Rockies Hotel
Management, Inc. ("RHM") and Rockies Lodging Capital, LLC ("RLC")
and all officers, shareholders, managers, directors, agents or
others acting on behalf of or in conjunction with these entities.
To the extent other claims are discovered through course of such
litigation such claims are also preserved.
The Proposed Plan sets forth Debtor's roadmap to accomplish a
successful liquidation of the Debtor's business. In general, the
Proposed Plan reorganizes the Debtor as follows:
* Payment of all Allowed Administrative Claims and Priority
Unsecured Claims;
* Pro rata payment of all Allowed Unsecured Claims; and
* Cancellation of existing equity interests in the Debtor.
* Wind up and liquidation of Debtor as a business entity after
paying all administrative expenses of liquidation, and
distributions owing to allowed claims under the terms of the Plan.
Through this reorganization, the Debtor has now sold the Property,
paid all secured debtor in full and now proposes to pay all allowed
claims from the remaining sale proceeds.
The net proceeds to the Debtor was in the amount of $3,061,198.26
and was deposited to the Debtor-in-Possession bank account. The
Debtor has since paid some post-petition operating expenses from
the net proceeds, and currently holds the sum of $3,138,490.15 in
the estate bank account.
The holders of Allowed Class 2 General Unsecured Claims shall
receive on account of their Allowed Claim a pro-rata distribution
from the remaining assets of the Estate on account of their Allowed
Claim on the earlier of: (1) one year following the Effective Date,
or (2) within 10 Business Days after such Claim becomes an Allowed
Claim, or (3) 14 business days after the Confirmation Order becomes
final. This date may be modified or extended by court order after
appropriate notice and opportunity for hearing.
All equity interests in the Debtor that existed on the Filing Date
or thereafter, or created thereafter, shall be terminated as of the
Case Closing Date. Holders of Class 3 claims shall receive payment
equal to any remaining proceeds based their pro rata share of HHACS
as of the Effective Date only after payment if full of all claims
of higher priority.
Upon the Effective Date, all property of the Estate and the Debtor,
including any remaining Bankruptcy Sale proceeds shall vest in the
Debtor in Liquidation, free and clear of all obligations,
liabilities, successor liability, or other obligations.
Upon the Effective Date, the Debtor in Liquidation shall make all
payments required, from the Bankruptcy Sale proceeds or
Post-Confirmation Recoveries pursuant to the Plan. The Debtor in
Liquidation shall make no distributions other than as authorized
under the Plan.
A full-text copy of the First Amended Disclosure Statement dated
October 29, 2021, is available at https://bit.ly/3GMUlHn from
PacerMonitor.com at no charge.
Counsel for Debtor:
James E. Cross, Esq. #009063
THE CROSS LAW FIRM, P.L.C.
7301 N. 16th St., Ste. 102
Phoenix, AZ 85020
PO Box 45469
Phoenix, AZ 85064
(602) 412-4422
jcross@crosslawaz.com
About HH Acquisition CS
HH Acquisition CS, LLC, a company based in Colorado Springs, Colo.,
filed a petition for Chapter 11 protection (Bankr. D. Ariz. Case
No. 21-05211) on July 6, 2021, listing as much as $50 million in
both assets and liabilities. Ian Clifton, the Debtor's authorized
representative, signed the petition.
Judge Daniel P. Collins oversees the case.
The Debtor tapped Cross Law Firm, P.L.C., to handle its Chapter 11
case and Hostmark Hospitality Group, LLC, to manage its Hyatt House
hotel in Colorado Springs, Colo.
HYATT HOTELS: S&P Cuts ICR to 'BB+' on ALG Deal Leveraging Impact
------------------------------------------------------------------
S&P Global Ratings lowered the issuer credit rating on Hyatt Hotels
Corp. to 'BB+' from 'BBB-' and removed the rating from CreditWatch,
where S&P placed it with negative implications on Aug. 16, 2021.
In addition, S&P removed all issue-level ratings from CreditWatch
and lowered them to 'BB+' from 'BBB-', in line with the downgrade
of the issuer credit rating.
Hyatt Hotels Corp. has completed the acquisition of Apple Leisure
Group (ALG) for a purchase price of $2.7 billion, including the
repayment of ALG's debt. Hyatt funded the acquisition with $575
million of equity issuance, cash on hand, $1 billion of new senior
unsecured notes, and $210 million of revolver draw.
S&P said, "The downgrade to 'BB+' reflects the leveraging impact of
the ALG acquisition, resulting in 2022 leverage in the 4x-4.75x
range, which is above our 3.75x downgrade threshold at the previous
'BBB-' rating, as well as the sources of variability in our base
case that could cause leverage to be at the high end of our range.
Incorporating a high purchase multiple estimated by Hyatt in the
low double-digit area using fiscal year 2023 ALG EBITDA, as well as
the ongoing operating uncertainty in the global lodging industry
despite our assumed strong revenue per available room (RevPAR)
recovery over the coming quarters, the downgrade reflects
heightened near-term risks. The deleveraging path is reliant on
Hyatt's newly announced $2 billion asset sale program, which Hyatt
plans to implement through 2024 and use proceeds to repay debt. The
large new asset sale program and the multiple hotel sales that
Hyatt plans in 2022 and 2023 introduce the risk that the
deleveraging path could be delayed if the hotel transaction market
is less favorable than anticipated and Hyatt delays the timing of
sales as a result, even though the program will probably be
successful over several years. In addition, the deleveraging path
is dependent on a strong and sustained RevPAR recovery in the
remainder of 2021 and in 2022. The COVID-19 delta variant has
delayed the return to office for some companies and lengthened the
recovery period of business transient travel and group bookings,
potentially placing a greater burden on Hyatt's leisure bookings to
help restore credit metrics. COVID-19 variants could also hurt ALG
if the rebound in leisure travel moderates during the seasonally
strong and upcoming fourth quarter and first quarter because the
company's concentration of Mexican and Caribbean properties is tied
to North American demand."
Furthermore, ALG is a sizable business with segments that have
different cash flow and profitability characteristics, which could
present integration challenges during a period of uncertainty.
ALG's Vacations segment in particular is a source of risk and cash
flow variability. Vacations' cash flows have historically been
volatile when travel demand changes significantly year over year,
largely due to the working capital impact of customer deposits net
of supplier payments. S&P said, "We anticipate the recovery in
travel to Mexico and the Caribbean to cause a spike in working
capital inflows in 2021, but this will likely partially reverse in
2022 and contribute to a moderation in operating cash flow.
Vacations is also a very low-margin business compared to Hyatt
stand-alone, and we believe it is less complementary to Hyatt's
core operations than ALG's other segments."
In the near-term Hyatt will likely remain exposed to the operating
volatility of its owned and leased hotels, despite plans to
accelerate asset sales and achieve a higher mix of fee-based
revenue from management and franchise contracts. The cyclical
nature of the lodging industry and high revenue and earnings
volatility associated with hotel ownership are key risk factors.
Hyatt's concentration in luxury and upper upscale segments, and its
portion of EBITDA from owned and leased hotels and the associated
fixed-cost burden, could result in more volatile earnings over a
cycle than a focus in the economy or midscale segments. This is
because pricing tends to compress during an economic downturn, with
the luxury segment falling the most and the economy segment the
least.
About 42% of Hyatt's 2019 EBITDA was from owned and leased hotels,
and about 58% from typically higher-margin and less-volatile
management and franchise fees. The pro forma mix modestly shifted
away from owned hotels in 2020 and 2021 due to Hyatt's ongoing
program to sell hotels, separate from the planned $2 billion sale
program associated with the ALG acquisition. Hyatt has a record of
selling assets at attractive multiples, and recently completed a $3
billion asset sale program that began in 2017 at an aggregate 17x
multiple. If the ALG acquisition and the new $2 billion asset sale
program are also successful, Hyatt estimates owned and leased
hotels could contribute to as low as 20% of earnings by 2024.
The ALG acquisition is likely to strengthen Hyatt's competitive
advantages over several years, although the company could encounter
near-term integration risks. S&P said, "We expect the acquisition
of ALG to increase Hyatt's share of EBITDA from capital-light and
high-margin fee-based revenue streams, which we view favorably
because they are less volatile over the economic cycle." ALG is a
vertically integrated hospitality and leisure travel company that
operates three core segments covering resort management under
AMResorts, vacation membership sales under Unlimited Vacations
Club, and travel package sales and destination transportation
management under Vacations. AMResorts provides operational,
marketing, and brand management services to all-inclusive resort
properties in Mexico, the Caribbean, and Europe, and we believe
this segment aligns with Hyatt's long-term strategy to shift more
toward hotel management and franchise contracts. AMResorts'
portfolio of management contracts focus on the affluent North
American travel market, and are positioned well in the
all-inclusive resort vacation market, which is increasingly popular
among consumers and benefits from tailwinds associated with the
current emphasis on leisure travel and family-friendly activities.
AMResorts is a fast-growing segment with a good development
pipeline in Mexico, the Caribbean, and Europe, and that pipeline
will likely benefit Hyatt's total net rooms growth particularly in
the resorts category. The Unlimited Vacation Club (UVC) segment
could also be synergistic with Hyatt over time. UVC is a vacation
club through which members can book vacations at AMResorts
properties at various promotional levels, among other benefits. The
UVC product could complement and expand the offerings under Hyatt's
loyalty program. The company will likely achieve synergies
gradually because UVC currently markets only for AMResorts
properties.
The Vacations segment sources a meaningful portion of AMResorts
demand and is a key distribution channel in ALG's geographic
footprint. However, its business model is less complementary with
Hyatt's strategy and core business, and S&P also believes it
presents risks to the integration, including low margin and
potential working capital swings.
Hyatt's business characteristics support the 'BB+' issuer credit
rating. S&P's view incorporates Hyatt's high-quality,
geographically diverse hotel portfolio, favorable brand recognition
that can attract guests and improve occupancy at hotels, as well as
developer interest in building or converting hotels to one of
Hyatt's brands; its belief its system of hotels will eventually
recover along with leisure, business, and group travel, and hotel
demand; strong liquidity; and, a manageable maturity profile
through 2023.
The most important current source of risk mitigation is some cost
and spending variability and strong liquidity. Hyatt indicated on
its second-quarter 2021 earnings call that it achieved positive
operating cash flow, which could continue to improve as long as
RevPAR continues to recover, thereby further bolstering liquidity.
Hyatt's base of management and franchise fees and owned-hotel
revenue will likely benefit from its geographic diversity because
its rooms base is recovering faster in some markets, such as the
U.S. and China. In addition, some price segment diversity will
likely translate into its upscale select service rooms recovering
faster than its full-service rooms. Hyatt stated about 30% of its
system rooms were in the upscale select service segment. Hyatt
disclosed that its business mix in 2019 was approximately 45%
leisure travelers, 25% business transient, and 30% group. As
expected, the recovery in leisure hotel demand has outpaced other
travel segments, and the pace of recovery in business and group
demand will likely be slow due to uncertainty in large
corporations' return-to-office plans, which in turn could affect
large group gatherings.
The outlook is negative, reflecting risks from the ongoing pandemic
and the possibility of a downgrade if Hyatt's deleveraging plan
after the ALG acquisition is slower than anticipated, which could
result from a weaker RevPAR recovery or slower debt repayment from
assets sale proceeds in 2022 and 2023 than assumed in S&P's base
case, an unfavorable market for hotel transactions, or
higher-than-anticipated integration costs.
S&P said, "We could lower the rating if the anticipated
deleveraging is slower than we assumed, such that we no longer
believe Hyatt can reduce leverage to below 4.5x and operating
cashflow to debt above 15%. This could result from a weaker RevPAR
recovery, slower asset sales and debt repayment,
higher-than-anticipated ALG integration costs, or potential
integration missteps.
"We could the revise the outlook to stable if the company's RevPAR
and EBITDA recovery, as well as the $2 billion asset sale program,
progress in a manner that can sustain adjusted net debt to EBITDA
below 4.5x and operating cash flow to debt above 10%. We could
raise the rating if Hyatt can sustain leverage below 3.75x and
operating cash flow to debt above 20%."
INGROS FAMILY: Gets OK to Tap Colliers International as Broker
--------------------------------------------------------------
The Ingros Family, LLC received approval from the U.S. Bankruptcy
Court for the Western District of Pennsylvania to employ Pittsburgh
Commercial Real Estate, Inc., doing business as Colliers
International, as real estate broker.
The Debtor needs the assistance of a broker to market its real
property located at 295 Third St., Beaver, Pa.
Colliers will receive a commission of 4 percent upon the sale of
the property. The commission will increase to 5 percent if the
property is sold to a prospective purchaser who is represented by
an outside broker.
Gregg Broujos, a principal at Colliers' Investment Services,
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:
Gregg Broujos
Colliers International
525 William Penn Place, Suite 3510
Pittsburgh, PA 15219
Telephone: (412) 321-4200
Email: Gregg.Broujos@colliers.com
About The Ingros Family
The Ingros Family, LLC, a company based in Beaver, Pa., filed a
petition for Chapter 11 protection (Bankr. W.D. Pa. Case No.
20-22606) on Sept. 4, 2020, listing as much as $10 million in both
assets and liabilities. Jeffrey S. Ingros, manager of Ingros
Family, signed the petition. Judge Carlota M. Bohm oversees the
case. Robert O Lampl Law Office serves as the Debtor's bankruptcy
counsel.
KRAFT HEINZ: S&P Alters Outlook to Stable, Affirms 'BB+' ICR
------------------------------------------------------------
S&P Global Ratings affirmed its 'BB+' long-term issuer credit
rating on U.S.-based Kraft Heinz Co. and revised its outlook to
positive from stable.
The positive outlook reflects the potential for a higher rating at
any time over the next 12 months if Kraft Heinz can continue to
report healthy profits despite numerous macroeconomic uncertainties
while adhering to financial policies that are supportive of an
investment-grade credit rating.
Elevated consumer demand--particularly in off-premises retail--and
the company's initiatives to partially mitigate macroeconomic
hurdles should limit earnings deterioration. Consumer spending on
packaged food remains strong. S&P said, "We estimate demand for
Kraft Heinz's products is close to 10% above levels before the
COVID-19 pandemic. Moreover, the company indicates third-quarter
2021 comparable net sales in off-premises retail (which constituted
about 90% of 2019 sales) fell only 1% compared to the third quarter
of 2020, while food service increased 24%. We believe continued
high off-premises demand reflects the impact of the COVID-19 delta
strain on consumer spending behavior and slower than anticipated
return to work. While S&P Global Ratings-adjusted EBITDA margin
fell in the quarter 400 basis points to 23.4% due to input cost
inflation and supply chain inefficiencies, Kraft Heinz says it
expects to enter 2022 with pricing in place to cover the level of
costs it is seeing in the business today. It also expects to
deliver $400 million gross efficiencies in 2021 as part of its
multiyear plan. We assume the company will continue to push through
pricing with a lag to catch-up with inflation while it persists,
resulting in lower but still high profit margins for the
industry."
S&P said, "We believe Kraft Heinz has benefitted significantly from
the pandemic-induced rise in demand for retail grocery products.
Management's success over the last 18 months improving advertising,
marketing, and product development capabilities--an area where it
has historically lagged--is not entirely clear because of these
tailwinds.
"We expect Kraft Heinz to manage upcoming asset disposal activity
such that there is negligible impact on credit metrics. We estimate
pro forma for the recent nuts and pending cheese divestitures that
trailing-12-months sales will total $23.7 billion and S&P Global
Ratings-adjusted EBITDA will total $6 billion (25.4% margin).
Assuming the company uses nearly all the net after-tax cash
proceeds from the cheese divestiture for debt repayment, S&P Global
Ratings-adjusted debt would total $20.2 billion and adjusted
leverage would be about 3.4x."
The positive outlook reflects the potential for a higher rating at
any time over the next 12 months if Kraft Heinz continues to report
healthy profits despite numerous macroeconomic uncertainties while
adhering to financial policies that support an investment-grade
credit rating.
S&P's could raise the rating if the company:
-- Sustains adjusted leverage below 4x, while successfully
investing in its brands;
-- Increases prices and achieves productivity savings that offset
most of the potential commodity, labor, and supply chain headwinds;
and
-- Continues to demonstrate less aggressive financial policies
than S&P has seen historically, including its previous appetite for
large acquisitions.
S&P could revise the outlook to stable if the company:
-- Sustains adjusted leverage above 4x;
-- Is unable to offset most of the potential input and supply
chain headwinds, or if increasing consumer mobility leads to a
sustained material decline in demand for its products; or
-- Embarks on larger-sized acquisitions or significant share
repurchase activity that signals a return to more aggressive
financial policies.
L O RANCH: Seeks Approval to Hire Martin Jurisch as Realtor
-----------------------------------------------------------
L O Ranch, Limited Partnership seeks approval from the U.S.
Bankruptcy Court for the District of Montana to employ Martin
Jurisch, a realtor and auctioneer based in South Dakota.
The Debtor requires the assistance of a realtor to sell its real
property known as Dorsett Place.
Mr. Jurisch will receive a commission of 5 percent of the
property's gross purchase price.
Mr. Jurisch disclosed in a court filing that he is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The realtor can be reached at:
Martin Jurisch
Martin Jurisch & Associates
16181 209th St.
New Underwood, SD 57761
Telephone: (605) 348-5261
Email: mjurisch6966@gmail.com
About L O Ranch
L O Ranch, Limited Partnership filed a voluntary petition for
Chapter 11 protection (Bankr. D. Mont. Case No. 21-10064) on June
8, 2021, listing as much as $10 million in both assets and
liabilities. Judge Benjamin P. Hursh oversees the case. Patten,
Peterman, Bekkedahl & Green, PLLC serves as the Debtor's legal
counsel.
LSB INDUSTRIES: Incurs $8.9 Million Net Loss in Third Quarter
-------------------------------------------------------------
LSB Industries, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $8.93 million on $127.20 million of net sales for the three
months ended Sept. 30, 2021, compared to a net loss of $20.40
million on $73.97 million of net sales for the three months ended
Sept. 30, 2020.
For the nine months ended Sept. 30, 2021, the Company reported net
income of $1.46 million on $366.01 million of net sales compared to
a net loss of $40.22 million on $262.41 million of net sales for
the nine months ended Sept. 30, 2020.
As of Sept. 30, 2021, the Company had $1.07 billion in total
assets, $134.76 million in total current liabilities, $460.64
million in total long-term debt, $20.70 million in noncurrent
operating lease liabilities, $4.04 million in other noncurrent
accrued and other liabilities, $31.33 million in deferred income
taxes, and $423.07 million in total stockholders' equity.
"I am very pleased to report that over the past two months, we
completed a series of steps that have transformed the financial
foundation of our Company and positioned LSB to enter a new phase
of growth and value creation," stated Mark Behrman, LSB Industries'
president and CEO. "In late September, we closed on our
transaction with Eldridge Industries to exchange Eldridge's $310
million of LSB preferred stock for shares of our common stock.
With this liability removed from our balance sheet, we received
credit rating upgrades from the major rating agencies and proceeded
in refinancing our debt through an offering of new senior notes.
Both transactions have helped us significantly reduce our cost of
capital and bolster our liquidity. We now have the flexibility to
pursue earnings and cash flow growth opportunities through both
organic initiatives and accretive acquisitions."
Mr. Behrman continued, "Turning to our third quarter 2021 results,
we delivered significant year-over-year growth in both our top and
bottom line, despite an extensive turnaround at our Cherokee
facility. Net sales increased 72% while adjusted EBITDA was up
almost 270% versus the same period last year and reached an
all-time third quarter record level for our chemical operations.
These outstanding results reflect continued robust demand and
pricing trends for both our agricultural and industrial products
coupled with consistent operating performance by our facilities and
the operating leverage inherent in our business model."
Financial Position and Capital Expenditures
As of Sept. 30, 2021, the Company's total cash position was $32.9
million. Additionally, LSB had approximately $48.2 million of
borrowing availability under its Working Capital Revolver resulting
in total liquidity of approximately $81 million. Total long-term
debt, including the current portion, was $469.9 million on Sept.
30, 2021 compared to $484.2 million on Dec. 31, 2020. On Sept. 27,
2021, the Company closed on a transaction to exchange approximately
$310 million of the Series E Redeemable Preferred stock held by
Eldridge Industries for shares of LSB common stock. The Company's
new common share count following the completion of the transaction
is approximately 88.8 million shares.
Interest expense for the third quarter of 2021 was $13.0 million
compared to $12.6 million for the same period in 2020.
Cheryl Maguire, LSB's chief financial officer, stated, "On October
14, 2021 we closed on an offering of $500 million of senior secured
notes due 2028, bearing an interest rate of 6.250%, which we used
to redeem our $435 million of 9.625% senior notes that were due to
mature in 2023, with the balance being used to enhance the
liquidity of our balance sheet and for general corporate purposes.
By reducing the interest rate on our notes by nearly 340 basis
points we expect to recognize an annual cash interest expense
savings of approximately $11 million, enhancing our cash flow and
positioning us to more aggressively pursue our growth strategies
despite increasing our overall debt."
Capital expenditures were approximately $26.1 million for the first
nine months of 2021. For the full year, total capital expenditures
related to capital work to be performed in 2021 are expected to be
approximately $35 - $40 million, inclusive of investments for
margin enhancement purposes.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/60714/000156459021053543/lxu-10q_20210930.htm
About LSB Industries
Headquartered in Oklahoma City, Oklahoma, LSB Industries, Inc. --
http://www.lsbindustries.com-- manufactures and sells chemical
products for the agricultural, mining, and industrial markets. The
Company owns and operates facilities in Cherokee, Alabama, El
Dorado, Arkansas and Pryor, Oklahoma, and operates a facility for a
global chemical company in Baytown, Texas. LSB's products are sold
through distributors and directly to end customers throughout the
United States.
LSB reported a net loss of $61.91 million in 2020, a net loss of
$63.42 million in 2019, and a net loss of $72.23 million in 2018.
As of June 30, 2021, the Company had $1.05 billion in total assets,
$95.32 million in total current liabilities, $461.46 million in
long-term debt, $20.28 million in noncurrent operating lease
liabilities, $7.37 million in other noncurrent accrued and other
liabilities, $31.2 million in deferred income taxes, $292.85
million in redeemable preferred stocks, and $141.02 million in
total stockholders' equity.
LTL MANAGEMENT: Ovarian Cancer Claimants Hit Committee Composition
------------------------------------------------------------------
A group of claimants asked the U.S. Bankruptcy Court for the
Western District of North Carolina to require U.S. Bankruptcy
Administrator Shelley Abel to file a motion proposing a new or
different list of claimants who will serve on the official
committee of talc claimants in LTL Management, LLC's Chapter 11
case.
The group is composed of approximately 500 claimants who were
diagnosed with ovarian cancer linked to talc-based products of
Johnson & Johnson, the parent company of LTL Management. It has
been pursuing claims against J&J and another talc supplier, Imerys
Talc America, Inc., which is also in bankruptcy.
In court papers, the group criticized the composition of the
proposed 11-member committee, saying the bankruptcy administrator
should appoint additional ovarian cancer claimants to the
committee.
"It appears that six of the proposed committee members the
bankruptcy administrator seeks to appoint are ovarian cancer
claimants or are represented by law firms who predominantly
represent the interests of ovarian cancer claimants," said the
group's attorney, Christopher Layton, Esq., at The Layton Law Firm,
PLLC.
"The proposed committee members do not adequately reflect and
represent the pool of talc personal injury creditors in this case,"
the attorney said in court papers.
According to Mr. Layton, there were approximately 38,000 ovarian
cancer cases pending against LTL Management while there were only
430 or more mesothelioma cases pending when the company filed its
bankruptcy case.
Mr. Layton said that given the 88 to one ratio of ovarian cancer
cases to mesothelioma cases, additional claimants with ovarian
cancer must be appointed to the committee to closely reflect the
significant disparity in the number of claimants.
The attorney cited Imery's bankruptcy case where despite the
relatively small number of mesothelioma cases, Imery's plan of
reorganization proposed paying 40% of the talc supplier's assets to
mesothelioma claimants, with the remaining 60% to ovarian cancer
claimants.
Arnold & Itkin, LLP, the law firm representing over 7,000 claimants
with ovarian cancer, echoed the group's argument, saying the motion
"does not adequately represent" the interests of ovarian cancer
claimants and should be denied on that basis, subject to the
bankruptcy administrator reformulating the proposed committee.
Meanwhile, Maune Raichle Hartley French & Mudd, LLC requested that,
if the court enters an order granting the motion, such order should
be without prejudice to the rights of any party to object to or
seek reconsideration of the appointment or constituency of the
committee for a period of 30 days after entry of a court order
either appointing the committee or transferring LTL Management's
Chapter 11 case to another district.
The Layton Law Firm can be reached at:
Christopher D. Layton, Esq.
The Layton Law Firm, PLLC
2701 Coltsgate Road, Suite 210
Charlotte, NC 28211
Tel: 704-749-7747
Fax: 704-612-7039
Email: chris@thelaytonlawfirm.com
Arnold & Itkin can be reached at:
Arnold & Itkin LLP
6009 Memorial Drive
Houston, TX 77007
Phone: (888) 493-1629
Maune can be reached through these attorneys:
Thomas W. Waldrep Jr., Esq.
Kevin L. Sink, Esq.
James C. Lanik, Esq.
Jennifer B. Lyday, Esq.
John R. Van Swearingen, Esq.
Natalia L. Talbot, Esq.
Waldrep Wall Babcock & Bailey PLLC
370 Knollwood Street, Suite 600
Winston-Salem, NC 27103
Phone: 336-717-1280
Fax: 336-717-1340
Email: notice@waldrepwall.com
About LTL Management
LTL Management LLC is a newly formed subsidiary of Johnson &
Johnson (J&J) to manage and defend thousands of talc-related claims
and oversee the operations of its subsidiary, Royalty A&M, which
owns a portfolio of royalty revenue streams, including royalty
revenue streams based on third-party sales of LACTAID, MYLANTA
/MYLICON and ROGAINE products.
J&J is an American multinational corporation founded in 1886 that
develops medical devices, pharmaceuticals, and consumer packaged
goods. It is the world's largest and most broadly based healthcare
company.
LTL Management filed a Chapter 11 petition (Bankr. W.D.N.C. Case
No. 21-30589) on Oct. 14, 2021. The Debtor was estimated to have
$1 billion to $10 billion in assets and liabilities as of the
bankruptcy filing.
The Hon. J. Craig Whitley is the case judge.
The Debtor tapped Jones Day and Rayburn Cooper & Durham, P.A. as
bankruptcy counsel; King & Spalding, LLP and Shook, Hardy & Bacon
LLP as special counsel; McCarter & English, LLP as litigation
consultant; Bates White, LLC as financial consultant; and
AlixPartners, LLP as restructuring advisor. Epiq Corporate
Restructuring, LLC is the claims agent.
LTL MANAGEMENT: PSC Says Bid to Extend Stay to J&J Not Justifiable
------------------------------------------------------------------
The Plaintiffs' Steering Committee (the "PSC") in the case, In re:
Johnson & Johnson Talcum Powder Products Marketing, Sales Practices
and Products Liability Multi-District Litigation (MDL No. 2738)
before the United States District Court for the District of New
Jersey, MDL No. 16-2738 (FLW) (LHG) (the "MDL"), is opposing debtor
LTL Management LLC's motion for an order extending the automatic
stay to non-debtor parent Johnson & Johnson and other entities.
The Debtor seeks an order from the U.S. Bankruptcy Court for the
Western District of North Carolina declaring that the automatic
stay imposed under the Bankruptcy Code prohibits the commencement
or continuation of any talc-related claims asserted or that could
be asserted against approximately 670 non-debtor entities,
comprised of approximately 420 non-debtor affiliates, approximately
145 third-party retailers and alleged indemnified parties, and
approximately 105 insurers. The Debtor also seeks a preliminary
injunction under Sec. 105(a) to enjoin the prosecution of
talc-related claims against the Alleged Protected Parties.
The Plaintiffs' Steering Committee asserts that the relief
requested by the Debtor is not justifiable, in fact, in law, or in
equity, and is not supported by the Bankruptcy Court's prior
rulings in the cases of Aldrich Pump, LLC or DBMP LLC, an affiliate
of CertainTeed LLC. The Steering Committee notes that:
* Debtor LTL attempts to extend Sec. 362(a)(1) to J&J by arguing
that its predecessor assumed all talc liability from J&J in 1979
and, as a result, any claim against J&J is tantamount to a claim
against the Debtor. Yet, the Debtor has not proven the assumption
of liabilities it alleges. Indeed, there have been multiple direct
talc claims that have resulted in verdicts against J&J, and there
is no credible evidence that Old JJCI, or had a duty to indemnify,
indemnified them. The plaintiffs in the MDL assert direct claims
against J&J, and those claims cannot be stayed under Sec.
362(a)(1).
* The Debtor attempts to extend Sec. 362(a)(1) to retailers and
other non-debtor affiliates by asserting that it has contractual
indemnity obligations with these parties. The Debtor has produced
some indemnity agreements, but some of these documents show J&J --
and not the Debtor's predecessor, Old JJCI -- as the indemnitor.
Those indemnity agreements that provide indemnity from Old JJCI
alone are case specific and highly-tailored. None comes close to
justifying the sweeping stay and injunction that the Debtor seeks.
* The Debtor attempts to extend Sec. 362(a)(3) to non-debtor
co-insureds on the rationale that claims against these parties will
reduce insurance proceeds available to the estate. But the
insurance carriers are currently challenging coverage under the
policies in question, leaving no current basis to conclude that
these proceeds will ever be available to the Debtor or the
co-insured parties. Other policies have been exhausted. Moreover,
to the extent that the Debtor has assumed and/or indemnified J&J's
talc liabilities, J&J would not have a co-insurance claim. The
Debtor cannot have it both ways.
* To the extent the Debtor asserts that the claims of the MDL
Plaintiffs are derivate claims of the estate and therefore stayed
under Sec. 362(a)(3), this argument is a red herring. The claims
of the MDL Plaintiffs are direct product liability claims for their
personal injuries, sounding primarily in tort, distinct from alter
ego, veil piercing and fraudulent transfer claims, and do not
belong to the Debtor's estate.
According to the Steering Committee, relief under Sec. 105 is
equally unavailing. The Debtor has failed to show that it is
likely to suffer irreparable harm or that the balance of equities
tips in its favor. The contrary is true:
-- The claims that the MDL Plaintiffs seek to pursue against J&J
and other non-debtors are claims of direct liability that are not
subject to any indemnification.
-- To the extent that it is required to satisfy any of J&J's and
other's talc liabilities, the Debtor has asserted that J&J has
committed to fund them, thereby clarifying that there is no payment
indemnity by the Debtor for those liabilities.
-- The MDL Plaintiffs will be irreparably harmed if actions
against J&J are enjoined as the MDL has been pending for five years
and carefully-timed bellwether trials will be commencing shortly.
Any delay will upset a carefully crafted litigation calendar on
which numerous parties have relied. The MDL Plaintiffs have the
right to proceed with direct claims against J&J and any others
against which they have claims.
In sum, there is no basis for staying or enjoining claims against
J&J and other non-debtor defendants, and the MDL pending in the
District of New Jersey should be permitted to proceed as against
those parties.
Attorneys for the Plaintiffs' Executive Committee:
Cole Hayes, Esq.
601 S. Kings Drive, Suite F
PMB #411
Charlotte, NC 28204
Telephone: 704-490-4247
Email: cole@colehayeslaw.com
- and -
Adam C. Silverstein, Esq.
Melanie L. Cyganowski, Esq.
Adam C. Silverstein, Esq.
Jennifer S. Feeney, Esq.
OTTERBOURG P.C.
230 Park Avenue
New York, NY 10169
Telephone: (212) 661-9100
Facsimile: (212) 682-6104
E-mail: mcyganowski@otterbourg.com
asilverstein@otterbourg.com
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.
LTL MANAGEMENT: PSC Says Connections to NC Tenuous, Contrived
-------------------------------------------------------------
The Plaintiffs' Steering Committee for the national multidistrict
litigation docket for talcum powder claims has filed a brief in a
North Carolina Bankruptcy Court, contending that the idea that LTL
Management is a North Carolina company with ties to that district
is "truly an artifice."
The Oct. 29, 2021 brief filed in the U.S. Bankruptcy Court for the
Western District of North Carolina argued that the "debtor was
created and incorporation in North Carolina for one reason ––
to shield Johnson & Johnson from potentially billions of dollars in
liability."
Seeking a transfer of the venue of the Chapter 11 case to the
District of New Jersey, the Steering Committee claims that the
Debtor's connections to North Carolina are "contrived and tenuous
at best":
-- the Debtor reincorporated in the state approximately 48 hours
before filing for bankruptcy;
-- the Debtor has no offices in North Carolina;
-- the Debtor has no employees working or living in North
Carolina;
-- the Debtor has no operations in North Carolina;
-- the Debtor has no physical assets in North Carolina;
-- the Debtor's equity interest in its subsidiary Royalty A&M LLC
is arguably a connection to North Carolina, but Royalty itself was
formed as a North Carolina company mere days before the bankruptcy
filing and also has no operations in the State. As far as the
Debtor's pleadings indicate, Royalty owns revenue streams from the
sale of LACTAID(R), MYLANTA(R) / MYLICON(R) and ROGAINE(R), none of
which have any apparent connection to North Carolina apart from
being sold at local grocery stores; and
-- the Debtor's bank account with Bank of America, while perhaps
opened in North Carolina, is accessible from any jurisdiction in
the United States.
By contrast, the Committee notes that the Debtor has significant
connections to New Jersey:
* the Debtor's offices are located in New Jersey;
* the Debtor's officers are located in New Jersey;
* Old JJCI, the Debtor's indirect predecessor (before the Texas
Two-
Step) has only ever been located in New Jersey (for several decades
in New Jersey against the Debtor's 48 hours in North Carolina); and
* the overwhelming majority of talc liability cases -- the
reason for
the Debtor's filing -- are pending in New Jersey.
"The Debtor was first formed as a Texas LLC as the product of a
divisional merger. The Debtor was then reincorporated as an LLC in
North Carolina. The Debtor could have reincorporated anywhere,
including New Jersey, where it has significant connections and has
in other instances chosen to litigate. Indeed, the other Texas
entity that emerged from the divisional merger immediately reverted
back to being a New Jersey entity by virtue of a merger into its
New Jersey parent company (New JJCI)," the Steering Committee tells
the Court.
"Instead, J&J chose to reincorporate the Debtor in North Carolina,
a place in which its scant connections were manufactured mere days
before filing, and for which no business justification has been
offered. Such blatant forum shopping should not be countenanced.
The facts and circumstances here, particularly at this early
stage of the case, justify a transfer of venue to New Jersey,1 both
in the interest of justice and for the convenience of the parties.
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.
LTL MANAGEMENT: Says Extension of Stay to J&J Necessary
-------------------------------------------------------
Vince Sullivan of Law360 reports that the bankrupt subsidiary of
Johnson & Johnson, LTL Management, defended Wednesday, November 3,
2021, its request to extend the Chapter 11 stay of litigation to
its parent company, telling a North Carolina judge that without a
pause in thousands of talc litigation cases the bankruptcy case
would be pointless in handling its billions of dollars in
liability.
In a response to various objections, LTL Management LLC said that
the tens of thousands of talc injury claims pending against it
should not be allowed to proceed against J&J in state and federal
courts because the two entities are facing the same claims.
"The Objections present shifting and unpersuasive challenges to the
Motions that are refuted by the record. At the hearing on the
temporary restraining order (the "TRO"), the Debtor presented
evidence that the automatic stay should be extended to Johnson &
Johnson ("J&J") and other Protected Parties because (i) the Debtor
had assumed all liabilities associated with the cosmetic talc
products at issue, and indemnified J&J (and the Retailers and the
Indemnified Parties) for such liabilities, (ii) the Debtor and J&J
shared insurance that covers the claims at
issue, and (iii) the claims against the Debtor and J&J are the
same. Thus, for any one of these reasons, permitting talc claims
to proceed against J&J and others would be tantamount to permitting
such claims against the Debtor. At that hearing, the objectors'
primary argument was that the evidence presented was insufficient
because the Debtor failed to produce a contract establishing the
Debtor’s assumption of J&J's liability and, without that
contract, objectors
argued, the Debtor's remaining arguments were flawed. The Debtor
thereafter searched for, found and produced that contract (and
other documents), which affirm the evidence the Debtor presented,
establishing its assumption of liabilities for cosmetic talc
products and indemnification of J&J for claims associated
therewith. With their primary objection refuted, the objectors now
shift their emphasis to a series of equally baseless arguments that
are insufficient to avoid the requested relief," the Debtor
explained in court filings.
"To allow these tens of thousands of pending tort claims to proceed
outside of chapter 11 would -- given the Debtor's indemnification
obligations to J&J, other Non-Debtor Affiliates, and other
Protected Parties -- effectively lift the section 362 automatic
stay of litigation against the Debtor, the real party in interest.
At the same time, it would usurp this Court's ability to preside
over this case and consider and approve any resolution of the
claims proposed herein. This
unprecedented result would, contrary to Fourth Circuit precedent,
defeat the purpose of this case. See A.H. Robins Co., Inc. v.
Piccinin, 788 F.2d 994, 999 (4th Cir. 1986) ("To refuse application
of the statutory stay in that case would defeat the very purpose
and intent of the statute."); see also Brier Creek, 486 B.R. at
689-92.""
About LTL Management LLC
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.
LTL MANAGEMENT: Talc Claimants Seek Committee Seat
--------------------------------------------------
Sue Sommer-Kresse and several other claimants are seeking a seat on
the official committee that will be formed to represent talc
claimants in the Chapter 11 case of LTL Management, LLC, the newly
formed subsidiary of Johnson & Johnson.
The claimants who seek to be appointed to the committee either
suffered from cancer or have lost family members to cancer linked
to J&J's talc-based products.
Joseph Rice, Esq., at Motley Rice, LLC, said the bankruptcy court
overseeing LTL Management's case should appoint a "larger and more
robust committee than usual" due to the size and breadth of the
company's bankruptcy.
"Representation of clients at all levels and degrees of illness
caused by talcum powder exposure is necessary, said Mr. Rice, who
represents Ms. Sommer-Kresse, a 74-year-old ovarian cancer
survivor.
"The committee benefits from having a well-rounded representation
including a diversity of experience, professions and levels of
sophistication," the attorney said.
The U.S. Bankruptcy Administrator for the Western District of North
Carolina had earlier filed a motion to appoint an 11-member
committee of talc claimants.
Mr. Rice can be reached at:
Joseph F. Rice, Esq.
Motley Rice, LLC
28 Bridgeside Blvd.
Mt. Pleasant, SC 29464
Telephone: 843-216-9000
Facsimile: 843-216-9430
The attorneys representing the other claimants are:
Attorneys for Kirk Smith:
Thomas W. Waldrep, Jr., Esq.
Kevin L. Sink, Esq.
James C. Lanik, Esq.
John R. Van Swearingen, Esq.
Natalia L. Talbot, Esq.
Waldrep Wall Babcock & Bailey PLLC
370 Knollwood Street, Suite 600
Winston-Salem, NC 27103
Telephone: 336-717-1280
Facsimile: 336-717-1340
Email: notice@waldrepwall.com
Attorney for Julia Lathrop and Daniel Mercer:
Daniel H. Charest, Esq.
Burns Charest LLP
900 Jackson Street, Suite 500
Dallas, TX 75202
Telephone: (469) 904-4555
Fax: (469) 444-5002
Email: dcharest@burnscharest.com
Attorney for Joseph McGovern:
Rashad Blossom, Esq.
Blossom Law PLLC
301 S. McDowell St., Suite 1103
Charlotte, NC 28204
Telephone: (704) 256-7766
Facsimile: (704) 486-5952
About LTL Management
LTL Management LLC is a newly formed subsidiary of Johnson &
Johnson (J&J) to manage and defend thousands of talc-related claims
and oversee the operations of its subsidiary, Royalty A&M, which
owns a portfolio of royalty revenue streams, including royalty
revenue streams based on third-party sales of LACTAID, MYLANTA
/MYLICON and ROGAINE products.
J&J is an American multinational corporation founded in 1886 that
develops medical devices, pharmaceuticals, and consumer packaged
goods. It is the world's largest and most broadly based healthcare
company.
LTL Management filed a Chapter 11 petition (Bankr. W.D.N.C. Case
No. 21-30589) on Oct. 14, 2021. The Debtor was estimated to have
$1 billion to $10 billion in assets and liabilities as of the
bankruptcy filing.
The Hon. J. Craig Whitley is the case judge.
The Debtor tapped Jones Day and Rayburn Cooper & Durham, P.A. as
bankruptcy counsel; King & Spalding, LLP and Shook, Hardy & Bacon
LLP as special counsel; McCarter & English, LLP as litigation
consultant; Bates White, LLC as financial consultant; and
AlixPartners, LLP as restructuring advisor. Epiq Corporate
Restructuring, LLC is the claims agent.
LUTHERAN SOCIAL: Files Amendment to Disclosure Statement
--------------------------------------------------------
Lutheran Social Services of North Dakota submitted a First Amended
Disclosure Statement in support of the First Amended Chapter 11
Plan of Liquidation dated October 29, 2021.
On the effective date of the Plan, all assets of the bankruptcy
estate shall transfer to a liquidating fund (the "Liquidating
Fund") to be administered by Lighthouse Management Group, Inc., as
liquidating agent (the "Liquidating Agent"). The Liquidating Agent
will liquidate all remaining non cash assets, undertake resolution
of claims, pursue any viable avoidance actions, make distributions
to holders of allowed claims, and take any such other action as
necessary to wind down the Debtor's business and distribute the
assets of the Liquidating Fund.
The Debtor proposes the Plan to facilitate the most efficient and
timely liquidation of the Debtor's remaining assets as well as the
fastest distribution of proceeds to holders of allowed claims. The
Debtor believes that the Liquidating Agent, and the committee
appointed to oversee the Liquidating Agent (the "Oversight
Committee"), have the familiarity with the Debtor's assets and the
liquidation expertise needed to realize the maximum value for the
remaining assets in a reasonable period of time. The Debtor
believes that the Plan will provide the greatest recovery for, and
the fastest payment to, holders of allowed claims.
As of October 27, 2021, the Debtor holds approximately
$2,371,301.26 in cash. The Debtor and/or Liquidating Agent expect
to, among other things, (1) finalize the court-approved sales of
real property commonly referred to as "Haven House" and "Ritter
Property," which are together estimated to result in an additional
recovery of $161,000 for the estate, (2) facilitate the sale of the
Debtor's mineral interests, (3) liquidate any remaining assets,
which the Debtor expects to have de minimis value, and (4) evaluate
and pursue any and all Causes of Action.
The Debtor estimates the Liquidating Agent will incur approximately
$350,000 in expenses to complete the winddown of the Debtor's
operations, facilitate the Plan, and make distributions to holders
of Allowed claims. The Debtor estimates holders of Allowed general
unsecured claims will receive approximately 7.1% of the value of
their Allowed claims and that such distributions will occur prior
to May 2022.
Class 3-A consists of the General Unsecured Claims. Except to the
extent that a holder of a General Unsecured Claim (a) has been paid
by the Debtor prior to the Effective Date, (b) elects to have its
claim classified as a Class 2 Convenience Claim, or (c) agrees to a
less favorable classification and treatment, each holder of an
Allowed General Unsecured Claim shall receive a pro rata
distribution from the Liquidating Fund after the payment of all
Allowed Administrative Expense Claims, Allowed priority claims,
Allowed Class 1-B claims, Allowed Class 1-C claims, and Allowed
Class 2 Claims, and all costs and expenses of the Liquidating Fund.
General Unsecured Claims shall include claims by counterparties to
executory contracts and unexpired leases that are rejected pursuant
to the Plan.
On the Effective Date, all of the Debtor's assets shall become part
of the Liquidating Fund, which shall be used for the administrative
costs of administrating the Plan and for payments to holders of
Allowed claims in accordance with the terms of the Plan under the
direction of the Liquidating Agent. The transfer of assets and
rights to the Liquidating Fund shall not be construed to destroy or
limit any such assets or rights or be construed as a waiver of any
right, and such rights may be asserted by the Liquidating Fund as
if the asset or right was still held by the Debtor. As an integral
part of implementation of the Plan, the Liquidating Agent shall
sell or otherwise liquidate or abandon all remaining assets to fund
administration of the Liquidating Fund for the benefit of the
holders of Allowed claims.
Lighthouse Management shall be appointed the Liquidating Agent. The
Liquidating Agent's primary tasks are to receive the Liquidating
Fund, liquidate assets, pursue Causes of Action, administer claims,
and distribute proceeds for the benefit of the holders of Allowed
claims. The Liquidating Agent shall file a motion, application, or
other request to close the Chapter 11 Case when the case has been
fully administered.
A full-text copy of the First Amended Disclosure Statement dated
October 29, 2021, is available at https://bit.ly/3BAJbS8 from
PacerMonitor.com at no charge.
Attorneys for the Debtor:
Michael S. Raum
FREDRIKSON & BYRON, P.A.
51 Broadway, Suite 400
Fargo, ND 58102-4991
Tel: 701.237.8200
E-mail: mraum@fredlaw.com
Steven R. Kinsella
Samuel M. Andre
Emily M. McAdam
FREDRIKSON & BYRON, P.A.
200 South Sixth Street, Suite 4000
Minneapolis, MN 55402-1425
612.492.700
E-mail: skinsella@fredlaw.com
sandre@fredlaw.com
emcadam@fredlaw.com
About Lutheran Social Services
Lutheran Social Services of North Dakota is a North Dakota
nonprofit corporation that traces its origins from the Lutheran
Children's Home Finding Society, the Lutheran Inner Missions
Society, and the Lutheran Welfare Society of North Dakota. Lutheran
Children's was incorporated on Feb. 24, 1919, "to establish,
maintain, and conduct receiving homes for orphans, homeless,
abandoned, neglected or dependent children; to procure homes with,
and adoption by others of such children; and to act as guardians of
such children." Lutheran Inner Missions Society was incorporated
in 1925, focusing on "cooperation, chaplaincy, education and
prevention" and opened the first Luther Hall in North Dakota,
providing affordable living for young women working in the city or
going to school. Lutheran Welfare was incorporated as a non-profit
in 1936 for the purpose of serving families in the adoption
process. In 1940, Lutheran Welfare and Lutheran Inner Missions
merged, resulting in Lutheran Welfare taking over Luther Hall, the
residence for young women working in Fargo. In 1961, Lutheran
Welfare merged with Lutheran Children and, in 1969, Lutheran
Welfare changed its name to Lutheran Social Services of North
Dakota.
In 2008, Lutheran Social Services Housing, Inc. ("LSS Housing") was
formed to address the needs created by a shortage of affordable
family living options around the western North Dakota oil boom.
While LSS Housing is a separate and independent entity, Lutheran
Social Services of North Dakota supported LSS Housing financially
since its formation. Lutheran funded LSS Housing's growth through
an unsecured loan and note. Ultimately, the Debtor spent $16
million in cash and another $45 million in secured funding to
support LSS Housing's projects. LSS Housing drained the reserves
of the Debtor, especially over the past few years. This financial
pressure hampered the ability of the Debtor, an essential, faith
based organization, to serve its clients, specifically those in
primary mission areas such as services to children, families,
seniors, and New Americans.
Lutheran Social Services of North Dakota sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D.N.D. Case No. 21 30203)
on May 13, 2021. At the time of the filing, the Debtor had between
$1 million and $10 million in both assets and liabilities. Judge
Shon Hastings oversees the case. Michael S. Raum, Esq., at
Fredrikson & Byron, P.A., is the Debtor's legal counsel.
MALLINCKRODT PLC: Acthar Group Wants Examiner on Block Voting
-------------------------------------------------------------
Bankruptcy Judge John T. Dorsey will convene a hearing on Nov. 15,
2021, at 100 a.m. (Eastern Time) to consider the Ad Hoc Acthar
Group's motion for appointment of an examiner in the Chapter 11
case of Mallinckrodt PLC, et al. Objections to the Motion are due
Nov. 8.
The Ad Hoc Acthar Group on Oct. 29, 2021, filed a motion for an
order directing the appointment of an examiner pursuant to 11
U.S.C. Sec. 1104(c). The AHAG claims that the interests of the
Debtors' estates and their creditors are best served by permitting
an examiner to investigate
(a) the Debtors' failure to investigate the asbestos claims,
(b) the allocation to the asbestos claimants a substantial
portion of the GUC Trust with no reasonable basis therefor,
(c) the favorable, discriminatory treatment of asbestos
claimants by allowing late-filed claims to be included in the
allocation of GUC Trust proceeds,
(d) the allowance of approximately 43,000 votes in favor of the
Amended Plan by asbestos claimants, largely by "Master Ballots"
with no facial support therefor, and
(e) the failure of the Debtors and UCC to investigate these
issues, as well as the apparent double recovery of certain Opioid
creditors for the same alleged damages for purchases of opioids.
The AHAG contends the Debtors desire the votes of all these
creditors (i.e. asbestos claimants and opioid claimants), and the
asbestos creditors are represented on the UCC by Attorney Bevan, so
neither fiduciary can properly investigate the conduct. Indeed,
they have refused to do so upon being asked by the AHAG.
The "Ad Hoc Acthar Group" consists of the City of Rockford,
Steamfitters Local Union No. 420, the International Union of
Operating Engineers Local 542, United Association of Plumbers &
Pipefitters Local 322 of Southern New Jersey and Acument Global
Technologies.
Previously, the AHAG filed a Motion for Appointment of a Trustee to
address the serious issue of, inter alia, runaway ordinary course
professional fees, which issue is presently on appeal, with the
United States Trustee participating as an amicus, including and
especially those of Arnold & Porter (presently the subject of a
Motion for Contempt for its questionable, unethical discovery
practices). The Motion to Appoint Trustee was renewed on May 17,
2021, raising additional issues of concern. Because the Court
deferred ruling on the Trustee Motion until Plan confirmation, it
was withdrawn. The Court also put off any hearing on the Arnold &
Porter Motion until after Plan confirmation.
In the Examiner Motion, the AHAG noted that:
* Bevan & Associates LPA, Inc.'s client, Commodore Bowens, Jr.,
Administrator for the Estate of Commodore Bowens, Sr., sits on the
Unsecured Creditors' Committee (UCC).
* Attorney Thomas W. Bevan, with the blessing of the UCC,
settled his asbestos clients' "claims" for $18 million. Mr. Bevan
was able to obtain an $18 million settlement out of the limited
proceeds for all unsecured creditors; and he did so without filing
Rule 2019 statement and without filing legitimate proofs of claim.
* Mr. Bevan is also counsel to over 15,000 asbestos claimants in
the In re Imerys Talc America, Inc. et al. bankruptcy case. On
March 25, 2021, the Bevan Imerys Claimants apparently voted to
reject the Ninth Amended Joint Chapter 11 Plan of Reorganization
but in April the Bevan Imerys Claimants changed their votes to
approve the Plan.
* Mr. Bevan claims to represent the same number of clients in
Mallinckrodt's case. In Mallinckrodt's case, Mr. Bevan's clients
also submitted a unanimous vote in favor of settlement of the
asbestos "claims" against the Debtors to the detriment of all other
creditors, some of whom would receive much less from the estate
despite having claims multiple-times larger than Mr. Bevan's
clients' unliquidated claims, many of which are filed as claims in
Imerys, including a claim for UCC Committee member, Commodore
Bowen's Jr.
"To be clear, these are also confirmation objections; however, the
failure of the fiduciaries of the estate (the Debtors and the UCC)
to investigate frivolous proofs of claim (under the clear standards
this Court has laid down), or scheduled claims for which there is
no basis or for which there is a potential double recovery for
creditors who sit on the UCC and have been allocated a larger share
of the GUC trust than their claims warrant, requires an examiner to
be appointed," the AHAG said in its Examiner Motion.
"Such independent examiner is needed to investigate and report on a
preliminary basis whether further investigation is warranted as to
any potential violations and breaches of fiduciary duties by any
professionals compensated with estate funds through their 'acts' or
'omissions' enabling and/or facilitating the below-described Bevan
Situation should it be found to be violative of the Bankruptcy Code
and rules, including the overarching policy of transparency.
Moreover, given the multiple, substantive amendments made to the
proposed Plan of Reorganization since the solicitation version was
filed and served, and the unilateral control over the scheduling of
the plan confirmation process by the Debtors and their
'supporters', an examiner is needed to analyze and determine if
re-solicitation is necessary to maintain the integrity of the plan
confirmation process in these cases."
"An examiner is the appropriate neutral to sort out these issues on
an expedited basis. Further, given the discovery taken to date by
the AHAG and others, the claims of all the asbestos claimants have
questionable validity. The ballots submitted by asbestos claimants
have raised issues of validity, authority and amount. The Debtors
and the UCC have completely failed to investigate the validity of
the asbestos claims, despite being explicitly asked to do so by the
movants. As a result, this Court should designate and strike all
ballots submitted by asbestos claimants under 11 U.S.C. Sec.
1126(e), as Presiding Judge Silverstein did last month in Imerys
where the same asbestos claimants filed the same, frivolous claims
and voted in favor of the Plan or Reorganization, while the same
Debtors' counsel and counsel to the Committee of Personal Injury
Claimants sat by and refused to investigate or act."
About Mallinckrodt PLC
Mal linckrodt -- http://www.mallinckrodt.com/-- is a global
business consisting of multiple wholly-owne d subsidiaries that
develop, manufacture, market and distribute specialty
pharmaceutical products and t
herapies. The company's Specialty Brands reportable segment's
areas of focus include autoimmune and rare diseases in specialty
areas like neurology, rheumatology, nephrology, pulmonology and
ophthalmology; immunotherapy and neonatal respiratory critical care
therapies; analgesics; and gastrointestinal products. Its Specialty
Generics reportable segment includes specialty generic drugs and
active pharmaceutical ingredients.
On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates
sought Chapter 11 protection in Delaware (Bankr. D. Del. Lead Case
No. 20-12522) to seek approval of a restructuring that would reduce
total debt by $1.3 billion and resolve opioid-related claims
against them.
Mallinckrodt plc disclosed $9,584,626,122 in assets and
$8,647,811,427 in liabilities as of Sept. 25, 2020.
Judge John T. Dorsey oversees the cases.
The Debtors tapped Latham & Watkins LLP and Richards, Layton &
Finger P.A. as their bankruptcy counsel; Arthur Cox and Wachtell,
Lipton, Rosen & Katz as corporate and finance counsel; Ropes & Gray
LLP as litigation counsel; Torys LLP as CCAA counsel; Guggenheim
Securities LLC as investment banker; and AlixPartners LLP as
restructuring advisor. Prime Clerk, LLC, is the claims agent.
The official committee of unsecured creditors retained Cooley LLP
as its legal counsel, Robinson & Cole LLP as co-counsel, and Dundon
Advisers LLC as its financial advisor.
On Oct. 27, 2020, the U.S. Trustee for Region 3 appointed an
official committee of opioid related claimants. The OCC tapped Akin
Gump Strauss Hauer & Feld LLP as its lead counsel, Cole Schotz as
Delaware co-counsel, Province Inc. as financial advisor, and
Jefferies LLC as investment banker.
A confirmation trial for the Debtors' First Amended Joint Plan of
Reorganization is set to begin Nov. 1, 2021. The Confirmation
Hearing will be bifurcated into two phases. Phase 1 will commence
the week of Nov. 1. The Confirmation Hearing will continue with
Phase 2 on or around the week of Nov. 15, when the Acthar
Administrative Claims Hearing proceedings concludes.
MALLINCKRODT PLC: Paul Weiss, LRC 3rd Update on Noteholders
-----------------------------------------------------------
In the Chapter 11 cases of Mallinckrodt PLC, et al., the law firms
of Paul, Weiss, Rifkind, Wharton & Garrison LLP and Landis Rath &
Cobb LLP submitted a third amended verified statement under Rule
2019 of the Federal Rules of Bankruptcy Procedure, to disclose an
updated list of Unsecured Notes Ad Hoc Group that they are
representing.
The Unsecured Notes Ad Hoc Group formed by certain unaffiliated
holders of the Debtors' (i) 5.75% senior notes due 2022 issued
under that certain Indenture, dated as of August 13, 2014, the
guarantors party thereto from time to time and Deutsche Bank Trust
Company Americas, as trustee, (ii) 5.500% senior notes due 2025
issued under that certain Indenture, dated as of April 15, 2015 by
and among the Issuers, the guarantors party thereto from time to
time and the Trustee and (iii) 5.625% senior notes due 2023 issued
under that certain Indenture, dated as of September 24, 2015.
In or around June 2020, certain Members of the Unsecured Notes Ad
Hoc Group engaged Paul, Weiss to represent the Unsecured Notes Ad
Hoc Group in connection with the Members' holdings of the
Guaranteed Unsecured Notes. In September 2020, the Unsecured Notes
Ad Hoc Group also engaged LRC to represent it in connection with
the Unsecured Notes Ad Hoc Group's holdings of the Guaranteed
Unsecured Notes.
On October 21, 2020, Counsel filed the Verified Statement of Paul,
Weiss, Rifkind, Wharton & Garrison LLP and Landis Rath & Cobb LLP
Pursuant to Federal Rule of Bankruptcy Procedure 2019 [ECF No.
272]. On March 2, 2021, Counsel filed the Amended Verified
Statement of Paul, Weiss, Rifkind, Wharton & Garrison LLP and
Landis Rath & Cobb LLP Pursuant to Federal Rule of Bankruptcy
Procedure 2019 [ECF No. 1567]. On July 13, 2021, Counsel filed the
Second Amended Verified Statement of Paul, Weiss, Rifkind, Wharton
& Garrison LLP and Landis Rath & Cobb LLP Pursuant to Federal Rule
of Bankruptcy Procedure 2019 [ECF No. 3211]. Since then, the
Members of the Unsecured Notes Ad Hoc Group and the disclosable
economic interests in relation to the Debtors that such Members
hold or manage have changed. Accordingly, pursuant to Bankruptcy
Rule 2019, Counsel submits this Third Amended Statement.
As of Oct. 18, 2021, members of the Unsecured Notes Ad Hoc Group
and their disclosable economic interests are:
Aurelius Capital Management, LP
535 Madison Avenue, 31st Floor
New York, NY 10022
* Revolving Credit Facility Obligations: $19,000,000
* 2024 Term Loan Obligations: $55,178,934.65
* 2025 Term Loan Obligations: $21,949,467.60
* First Lien Notes Obligations: $22,629,000
* Second Lien Notes Obligations: $2,913,000
* 5.500% Senior Notes Obligations: $43,284,000
* 5.625% Senior Notes Obligations: $35,200,000
* 4.75% Unsecured Notes Obligations: 49,574,000
* 9.50% Debenture Obligations9: $200,000
Capital Research and Management Company
333 South Hope Street, 50th Floor
Los Angeles, CA 90071
* First Lien Notes Obligations: $54,966,000
* 5.500% Senior Notes Obligations: $17,118,000
* 5.625% Senior Notes Obligations: $1,525,000
* 5.750% Senior Notes Obligations: $12,025,000
Catalur Capital Management, LP
One Grand Central Place
60 East 42nd Street, Suite 2107
New York, NY 10165
* 5.500% Senior Notes Obligations: $1,000,000
* 5.625% Senior Notes Obligations: $3,000,000
* 5.750% Senior Notes Obligations: $1,000,000
Cerberus Capital Management LP
875 Third Avenue
10th Floor
New York, NY 10022
* 2024 Term Loan Obligations: $13,990,025
* Second Lien Notes Obligations: $10,000,000
* 5.500% Senior Notes Obligations: $8,401,000
* 5.625% Senior Notes Obligations: $10,500,000
* 5.750% Senior Notes Obligations: $37,500,000
Cetus Capital LLC
8 Sound Shore Dr., #303
Greenwich, CT 06830
* 2024 Term Loan Obligations: $8,350,635
* First Lien Notes Obligations: $1,500,000
* 5.625% Senior Notes Obligations: $8,620,000
* 5.750% Senior Notes Obligations: $1,140,000
OFM II, L.P.
* 2024 Term Loan Obligations: $2,783,545
* First Lien Notes Obligations: $500,000
* 5.625% Senior Notes Obligations: $6,380,000
* 5.750% Senior Notes Obligations: $860,000
Citadel LLC
601 Lexington Avenue
New York, NY 10022
* Second Lien Notes Obligations: $3,000,000
* 5.625% Senior Notes Obligations: $10,000,000
* 5.750% Senior Notes Obligations: $20,000,000
Credit Suisse Securities (USA) LLC
11 Madison Avenue, 4th Floor
New York, NY 10010
* 2024 Term Loan Obligations: $12,498.02
* First Lien Notes Obligations: $132,821.58
* 5.500% Senior Notes Obligations: $6,975,000
* 5.625% Senior Notes Obligations: $4,115,000
* 5.750% Senior Notes Obligations: $5,760,000
Deutsche Bank Securities Inc.
60 Wall Street
New York, NY 10005
* 2024 Term Loan Obligations: $4,385,412
* 2025 Term Loan Obligations: $6,070,310
* First Lien Notes Obligations: $1,000,000
* Second Lien Notes Obligations: $799,000
* 5.625% Senior Notes Obligations: $24,778,000
* 5.750% Senior Notes Obligations: $44,320,000
Farmstead Capital Management, LLC
7 North Broad Street, 3rd Floor
Ridgewood, NJ 07450
* 5.500% Senior Notes Obligations: $21,900,000
* 5.625% Senior Notes Obligations: $8,000,000
* 5.750% Senior Notes Obligations: $29,131,000
Federated Investment Management Company
1001 Liberty Avenue
Pittsburgh, PA 15222
* 2024 Term Loan Obligations: $4,619,361
* 2025 Term Loan Obligations: $3,981,076
* 5.500% Senior Notes Obligations: $66,375,000
* 5.625% Senior Notes Obligations: $45,650,000
* 5.750% Senior Notes Obligations: $2,000,000
FFI Fund, Ltd., FYI Ltd. and
Olifant Fund, Ltd.
888 Boylston Street, 15th Floor
Boston, MA 02199
* 5.500% Senior Notes Obligations: $44,800,000
* 5.625% Senior Notes Obligations: $100,000,000
* 5.750% Senior Notes Obligations: $52,500,000
Hain Capital Group, LLC
301 Route 17, 7th Floor
Rutherford, NJ 07070
* 5.625% Senior Notes Obligations: $16,500,000
* 5.750% Senior Notes Obligations: $5,000,000
Hudson Bay Capital
777 3rd Ave, 30th Floor
New York NY 10017
* 5.625% Senior Notes Obligations: $18,900,000
* 5.750% Senior Notes Obligations: $33,895,000
JPMorgan Investment Management Inc. and
JPMorgan Chase Bank, N.A.
JPMorgan Investment Management Inc.
1 E. Ohio Street, IN1-0143 - Floor 6
Indianapolis, IN 46204-1912
* 5.500% Senior Notes Obligations: $62,880,000
* 5.625% Senior Notes Obligations: $51,057,000
* 5.750% Senior Notes Obligations: $8,220,000
Livello Capital Management LP
One World Trade Center, 85th Floor
New York, NY 10007
* 2024 Term Loan Obligations: $1,740,802
* 2025 Term Loan Obligations: $994,858
* 5.500% Senior Notes Obligations: $4,000,000
* 5.750% Senior Notes Obligations: $2,000,000
Luxor Capital Group, LP
1114 Avenue of the Americas, 28th Floor
New York, NY 10036
* 5.750% Senior Notes Obligations: $14,000,000
Mariner Glen Oaks
500 Mamaroneck Avenue
1st Floor Harrison
NY USA 10528
* 5.625% Senior Notes Obligations: $6,000,000
* 4.75% Unsecured Notes Obligations: $1,000,000
Moore Global Investments, LLC
11 Times Square
New York, NY 10036
* First Lien Notes Obligations: $22,750,000
* 5.500% Senior Notes Obligations: $9,000,000
* 5.625% Senior Notes Obligations: $3,140,000
Nomura Corporate Research and Asset Management Inc.
309 W 49th Street
New York, NY 10019
* First Lien Notes Obligations: $14,550,000
* 5.625% Senior Notes Obligations: $14,152,000
* 5.750% Senior Notes Obligations: $23,300,000
North America Credit Trading Group of
J.P. Morgan Securities LLC
383 Madison Ave.
New York, NY 10179
* Second Lien Notes Obligations: $1,000
* 5.500% Senior Notes Obligations: $18,884,000
* 5.625% Senior Notes Obligations: $15,084,000
* 5.750% Senior Notes Obligations: $21,917,000
* 4.75% Unsecured Notes: $4,562,000
Nut Tree Capital Management
55 Hudson Yards 550 West 34th Street
2nd Floor
New York, NY 10001
* 5.625% Senior Notes Obligations: $6,000,000
* 5.750% Senior Notes Obligations: $3,000,000
Oaktree Capital Management, L.P.
333 South Grand Avenue, 28th Floor
Los Angeles, CA 90071
* 5.750% Senior Notes Obligations: $74,215,000
Paloma Partners Management Company
Two American Lane
Greenwich, CT 06831
* 5.500% Senior Notes Obligations: $7,360,000
* 5.625% Senior Notes Obligations: $6,000,000
Pretium Partners, LLC
810 Seventh Avenue
New York, NY 10019
* 5.625% Senior Notes Obligations: $1,000,000
* 5.750% Senior Notes Obligations: $6,375,000
Scoggin International Fund Ltd
660 Madison Avenue
New York, NY 10065
* 5.500% Senior Notes Obligations: $3,500,000
* 5.625% Senior Notes Obligations: $4,600,000
* 5.750% Senior Notes Obligations: $4,000,000
Scoggin Worldwide Fund Ltd
660 Madison Avenue
New York, NY 10065
* 5.500% Senior Notes Obligations: $818,000
Soros Fund Management LLC
250 West 55th Street
New York, NY 10019
* Revolving Credit Facility Obligations: $15,000,000
* 2024 Term Loan Obligations: $5,968,750
* First Lien Notes Obligations: $7,765,000
* 5.625% Senior Notes Obligations: $2,000,000
Serengeti Lycaon MM LP
632 Broadway, 12th Floor
New York, NY 10012
* First Lien Notes Obligations: $1,000,000
* 5.500% Senior Notes Obligations: $1,000,000
* 5.625% Senior Notes Obligations: $8,750,000
Third Point LLC
55 Hudson Yards, 51st Floor
New York, NY 10001
* First Lien Notes Obligations: $13,000,000
* 5.500% Senior Notes Obligations: $8,280,000
* 5.625% Senior Notes Obligations: $5,500,000
* 5.750% Senior Notes Obligations: $22,872,000
Two Seas
32 Elm Place 3rd Floor
Rye, NY 10580
* First Lien Notes Obligations: $15,000,000
* Second Lien Notes Obligations: $3,225,000
* 5.500% Senior Notes Obligations: $4,000,000
* 5.625% Senior Notes Obligations: $2,000,000
* 5.750% Senior Notes Obligations: $2,000,000
Wells Fargo Securities LLC
550 S. Tyron Street, 4th Floor
Charlotte, NC 28202
* Second Lien Notes Obligations: $328,000
* 5.500% Senior Notes Obligations: 9,000,000
* 5.625% Senior Notes Obligations: $3,071,000
* 5.750% Senior Notes Obligations: $20,831,000
* 4.75% Unsecured Notes Obligations: $500,000
* Shares: 178,834
Counsel to the Unsecured Notes Ad Hoc Group can be reached at:
LANDIS RATH & COBB LLP
Richard S. Cobb, Esq.
919 Market Street, Suite 1800
Wilmington, DE 19801
Telephone: (302) 467-4400
Facsimile: (302) 467-4450
E-mail: cobb@lrclaw.com
- and -
PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP
Andrew N. Rosenberg, Esq.
Alice Belisle Eaton, Esq.
Claudia R. Tobler, Esq.
1285 Avenue of the Americas
New York, NY 10019
Telephone: (212) 373-3000
Facsimile: (212) 757-3990
E-mail: arosenberg@paulweiss.com
aeaton@paulweiss.com
ctobler@paulweiss.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://bit.ly/3bLvfdi and https://bit.ly/3bN2ooZ
About Mallinckrodt PLC
Mallinckrodt -- http://www.mallinckrodt.com/-- is a global
business consisting of multiple wholly-owned subsidiaries that
develop, manufacture, market and distribute specialty
pharmaceutical products and therapies. The company's Specialty
Brands reportable segment's areas of focus include autoimmune and
rare diseases in specialty areas like neurology, rheumatology,
nephrology, pulmonology and ophthalmology; immunotherapy and
neonatal respiratory critical care therapies; analgesics; and
gastrointestinal products. Its Specialty Generics reportable
segment includes specialty generic drugs and active pharmaceutical
ingredients.
On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates
sought Chapter 11 protection in Delaware (Bankr. D. Del. Lead Case
No. 20-12522) to seek approval of a restructuring that would reduce
total debt by $1.3 billion and resolve opioid-related claims
against them.
Mallinckrodt plc disclosed $9,584,626,122 in assets and
$8,647,811,427 in liabilities as of Sept. 25, 2020.
Judge John T. Dorsey oversees the cases.
The Debtors tapped Latham & Watkins LLP and Richards, Layton &
Finger P.A. as their bankruptcy counsel; Arthur Cox and Wachtell,
Lipton, Rosen & Katz as corporate and finance counsel; Ropes & Gray
LLP as litigation counsel; Torys LLP as CCAA counsel; Guggenheim
Securities LLC as investment banker; and AlixPartners LLP as
restructuring advisor. Prime Clerk, LLC, is the claims agent.
The official committee of unsecured creditors retained Cooley LLP
as its legal counsel, Robinson & Cole LLP as co-counsel, and Dundon
Advisers LLC as its financial advisor.
On Oct. 27, 2020, the U.S. Trustee for Region 3 appointed an
official committee of opioid related claimants. The OCC tapped
Akin Gump Strauss Hauer & Feld LLP as its lead counsel, Cole Schotz
as Delaware co-counsel, Province Inc. as financial advisor, and
Jefferies LLC as investment banker.
A confirmation trial for the Debtors' First Amended Joint Plan of
Reorganization is set to begin Nov. 1, 2021. The Confirmation
Hearing will be bifurcated into two phases. Phase 1 will commence
the week of Nov. 1. The Confirmation Hearing will continue with
Phase 2 on or around the week of Nov. 15, when the Acthar
Administrative Claims Hearing proceedings concludes.
MALLINCKRODT PLC: Robbins, Sullivan 2nd Update on First Lien Group
------------------------------------------------------------------
In the Chapter 11 cases of Mallinckrodt PLC, et al., the law firms
of Robbins, Russell, Englert, Orseck & Untereiner LLP and Sullivan
Hazeltine Allinson LLC submitted a second supplemental verified
statement under Rule 2019 of the Federal Rules of Bankruptcy
Procedure, to disclose an updated list of members and holdings of
the Ad Hoc First Lien Notes Group.
The Ad Hoc First Lien Notes Group formed by certain unaffiliated
holders of the Debtors' 10.000% first lien senior secured notes due
2025 issued under that certain Indenture dated as of April 7,
2020.
In or around November 2020, certain Members of the Ad Hoc First
Lien Notes Group engaged Counsel to represent the Ad Hoc First Lien
Notes Group in connection with the Members' holdings of the First
Lien Notes. From time to time thereafter, certain additional
Members have joined the Ad Hoc First Lien Notes Group.
On Nov. 17, 2020, Counsel filed the Verified Statement of Robbins,
Russell, Englert, Orseck, Untereiner & Sauber LLP and Sullivan
Hazeltine Allinson LLC Pursuant To Federal Rule of Bankruptcy
Procedure 2019.
On May 20, 2021, Counsel filed the First Supplemental Verified
Statement of Robbins, Russell, Englert, Orseck & Untereiner LLP and
Sullivan Hazeltine Allinson LLC Pursuant To Federal Rule of
Bankruptcy Procedure 2019.
Counsel submits this Second Supplemental Verified Statement to
update the current membership of the Ad Hoc First Lien Notes Group
and the disclosable economic interests currently held by the
Members of the Ad Hoc First Lien Notes Group.
As of Nov. 2, 2021, members of the Ad Hoc First Lien Notes Group
and their disclosable economic interests are:
Aurelius Capital Management, LP
535 Madison Avenue 31st Floor
New York, NY 10022
* First Lien Notes: $22,629,000
* $14,000,000 Revolving Credit Facility Obligations
* $83,328,490 2024 Term Loan Obligations
* $21,949,468 2025 Term Loan Obligations
* $2,913,000 Second Lien Notes Obligations
* $43,284,000 5.500% Senior Notes Obligations
* $30,200,000 5.625% Senior Notes Obligations
* $49,574,000 4.75% Unsecured Notes Obligations
* $200,000 9.50% Debenture Obligations
Boundary Creek Advisors LP
100 Park Avenue 35th Floor
New York, NY 10017
* First Lien Notes: $20,915,000
Capital Research and Management Company
333 South Hope Street 50th Floor
Los Angeles, CA 90071
* First Lien Notes: $54,966,000
* $17,188,000 5.500% Senior Notes Obligations
* $1,525,000 5.625% Senior Notes Obligations
* $12,025,000 5.750% Senior Notes Obligations
CTC Alternative Strategies, Ltd.
425 S. Financial Pl. 4th Floor
Chicago, IL 60605
* First Lien Notes: $12,165,000
* $6,862,116 2024 Term Loan Obligations
* $9,948,454 2025 Term Loan Obligations
Moore Global Investments, LLC
11 Times Square
New York, NY 10036
* First Lien Notes: $22,750,000
* $9,000,000 5.500% Senior Notes Obligations
* $3,140,000 5.625% Senior Notes Obligations
Stonehill Capital Management LLC
320 Park Ave
26th Floor
New York, NY 10022
* First Lien Notes: $65,540,000
* $16,000,000 5.625% Senior Notes Obligations
* $6,000,000 5.750% Senior Notes Obligations
Third Point LLC
55 Hudson Yards 51st Fl
New York NY 10001
* First Lien Notes: $13,000,000
* $5,500,000 5.625% Senior Notes Obligations
* $22,872,000 5.750% Senior Notes Obligations
Two Seas Capital LP
32 Elm Place 3rd Floor
Rye, NY 10580
* First Lien Notes: $15,000,000
* $4,225,000 Second Lien Notes Obligations
* $4,000,000 5.500% Senior Notes Obligations
* $2,000,000 5.625% Senior Notes Obligations
* $2,000,000 5.750% Senior Notes Obligations
VR Global Partners, L.P.
300 Park Avenue 16th Floor
NYC, NY 10022
* First Lien Notes: $28,750,000
Counsel to the Ad Hoc First Lien Notes Group can be reached at:
SULLIVAN HAZELTINE ALLINSON LLC
William D. Sullivan, Esq.
919 North Market Street, Suite 420
Wilmington, DE 19801
Tel: (302) 428-8191
Fax: (302) 428-8195
E-mail: bsullivan@sha-llc.com
- and -
ROBBINS, RUSSELL, ENGLERT, ORSECK, UNTEREINER &
SAUBER LLP
Lawrence S. Robbins, Esq.
Michael L. Waldman, Esq.
Donald Burke, Esq.
Jason A. Shaffer, Esq.
2000 K Street, N.W., 4th Floor
Washington, DC 20006
Telephone: (202) 775-4500
Facsimile: (202) 775-4510
E-mail: lrobbins@robbinsrussell.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://bit.ly/3BKz39i and https://bit.ly/3bDhzBn
About Mallinckrodt PLC
Mallinckrodt -- http://www.mallinckrodt.com/-- is a global
business consisting of multiple wholly-owned subsidiaries that
develop, manufacture, market and distribute specialty
pharmaceutical products and therapies. The company's Specialty
Brands reportable segment's areas of focus include autoimmune and
rare diseases in specialty areas like neurology, rheumatology,
nephrology, pulmonology and ophthalmology; immunotherapy and
neonatal respiratory critical care therapies; analgesics; and
gastrointestinal products. Its Specialty Generics reportable
segment includes specialty generic drugs and active pharmaceutical
ingredients.
On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates
sought Chapter 11 protection in Delaware (Bankr. D. Del. Lead Case
No. 20-12522) to seek approval of a restructuring that would reduce
total debt by $1.3 billion and resolve opioid-related claims
against them.
Mallinckrodt plc disclosed $9,584,626,122 in assets and
$8,647,811,427 in liabilities as of Sept. 25, 2020.
Judge John T. Dorsey oversees the cases.
The Debtors tapped Latham & Watkins LLP and Richards, Layton &
Finger P.A. as their bankruptcy counsel; Arthur Cox and Wachtell,
Lipton, Rosen & Katz as corporate and finance counsel; Ropes & Gray
LLP as litigation counsel; Torys LLP as CCAA counsel; Guggenheim
Securities LLC as investment banker; and AlixPartners LLP as
restructuring advisor. Prime Clerk, LLC, is the claims agent.
The official committee of unsecured creditors retained Cooley LLP
as its legal counsel, Robinson & Cole LLP as co-counsel, and Dundon
Advisers LLC as its financial advisor.
On Oct. 27, 2020, the U.S. Trustee for Region 3 appointed an
official committee of opioid related claimants. The OCC tapped
Akin Gump Strauss Hauer & Feld LLP as its lead counsel, Cole Schotz
as Delaware co-counsel, Province Inc. as financial advisor, and
Jefferies LLC as investment banker.
A confirmation trial for the Debtors' First Amended Joint Plan of
Reorganization is set to begin Nov. 1, 2021. The Confirmation
Hearing will be bifurcated into two phases. Phase 1 will commence
the week of Nov. 1. The Confirmation Hearing will continue with
Phase 2 on or around the week of Nov. 15, when the Acthar
Administrative Claims Hearing proceedings concludes.
MALLINCKRODT PLC: Taft, Sullivan Represent Hospital Group
---------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
the law firms of Taft Stettinius & Hollister LLP and Sullivan
Hazeltine Allinson LLC submitted a verified statement to disclose
that they are representing the Auxiliary Ad Hoc Group of Hospitals
in the Chapter 11 cases of Mallinckrodt PLC, et al.
The members of the Auxiliary Ad Hoc Group of Hospitals assert
general unsecured claims for attorney's fees subject to the
treatment afforded to Class 9(b) Claims under the Debtors' Plan of
Reorganization.
Abilene Regional Medical Center
6250 US-83
Abilene, TX 79606
Abrazo Arizona Heart Hospital
1930 East Thomas Rd
Phoenix, AZ 85016
Abrazo Arrowhead Campus
18701 North 67th Ave
Glendale, AZ 85308
Abrazo Central Hospital
2000 West Bethany Home Rd
Phoenix, AZ 85015
Abrazo Scottsdale Campus
3929 East Bell Rd
Phoenix, AZ 85032
Abrazo West Campus
13677 West McDowell Rd
Goodyear, AZ 85395
Advanced Care Hospital of White County
1200 South Main, Street
Searcy, AR 72143
Alamance Regional Medical Center
1240 Huffman Mill Rd
Burlington, NC 27215
Alamance Regional Pain Clinic
1236 Huffman Mill Rd #2000
Burlington, NC 27215
Alaska Regional Hospital
2801 DeBarr Rd
Anchorage, AK 99508
Albany Medical Center Hospital
43 New Scotland Ave
Albany, NY 12208
Alliance Health Care
1430 Hwy 4 East
Holly Springs, MS 38635
Taft was retained by the members of the Auxiliary Ad Hoc Group of
Hospitals commencing April 20, 2021 for representation in
connection with the Hospitals' role as the leader of what came to
be known as Class 9(d) under the Plan of Reorganization. SHA was
contacted by Taft on or about October 25, 2021 and was retained to
serve as Delaware bankruptcy counsel. Neither Taft nor SHA holds a
disclosable economic interest beyond their usual and customary
professional fees.
Taft and SHA did not have, as of the time of their employment by
the Auxiliary Ad Hoc Group of Hospitals, and do not now have, any
disclosable economic interest in the Debtors.
The Firm can be reached at:
TAFT STETTINIUS & HOLLISTER LLP
Michael P. O'Neil, Esq.
One Indiana Square, Suite 3500
Indianapolis, IN 46204
Tel: (317) 713-3561
Fax: (317) 713-3699
E-mail: moneil@taftlaw.com
- and -
Sullivan Hazeltine Allinson LLC
Elihu E. Allinson III, Esq.
919 North Market Street, Suite 420
Wilmington, DE 19801
Tel: (302) 428-8191
Fax: (302) 428-8195
E-mail: zallinson@sha-llc.com
A copy of the Rule 2019 filing, downloaded from PacerMonitor.com,
is available at https://bit.ly/3F06Bmb and https://bit.ly/3ELAxlC
About Mallinckrodt PLC
Mallinckrodt -- http://www.mallinckrodt.com/-- is a global
business consisting of multiple wholly-owned subsidiaries that
develop, manufacture, market and distribute specialty
pharmaceutical products and therapies. The company's Specialty
Brands reportable segment's areas of focus include autoimmune and
rare diseases in specialty areas like neurology, rheumatology,
nephrology, pulmonology and ophthalmology; immunotherapy and
neonatal respiratory critical care therapies; analgesics; and
gastrointestinal products. Its Specialty Generics reportable
segment includes specialty generic drugs and active pharmaceutical
ingredients.
On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates
sought Chapter 11 protection in Delaware (Bankr. D. Del. Lead Case
No. 20-12522) to seek approval of a restructuring that would reduce
total debt by $1.3 billion and resolve opioid-related claims
against them.
Mallinckrodt plc disclosed $9,584,626,122 in assets and
$8,647,811,427 in liabilities as of Sept. 25, 2020.
Judge John T. Dorsey oversees the cases.
The Debtors tapped Latham & Watkins LLP and Richards, Layton &
Finger P.A. as their bankruptcy counsel; Arthur Cox and Wachtell,
Lipton, Rosen & Katz as corporate and finance counsel; Ropes & Gray
LLP as litigation counsel; Torys LLP as CCAA counsel; Guggenheim
Securities LLC as investment banker; and AlixPartners LLP as
restructuring advisor. Prime Clerk, LLC, is the claims agent.
The official committee of unsecured creditors retained Cooley LLP
as its legal counsel, Robinson & Cole LLP as co-counsel, and Dundon
Advisers LLC as its financial advisor.
On Oct. 27, 2020, the U.S. Trustee for Region 3 appointed an
official committee of opioid related claimants. The OCC tapped
Akin Gump Strauss Hauer & Feld LLP as its lead counsel, Cole Schotz
as Delaware co-counsel, Province Inc. as financial advisor, and
Jefferies LLC as investment banker.
A confirmation trial for the Debtors' First Amended Joint Plan of
Reorganization is set to begin Nov. 1, 2021. The Confirmation
Hearing will be bifurcated into two phases. Phase 1 will commence
the week of Nov. 1. The Confirmation Hearing will continue with
Phase 2 on or around the week of Nov. 15, when the Acthar
Administrative Claims Hearing proceedings concludes.
MOTORMAX FINANCIAL: Taps Stonebridge as Forensic Accountant
-----------------------------------------------------------
Motormax Financial Services Corp. seeks approval from the U.S.
Bankruptcy Court for the Middle District of Georgia to employ
Stonebridge Accounting & Forensics as forensic accountant and
insolvency expert.
The firm's services include forensic accounting services and
insolvency analysis.
Spencer Shumway, an accountant at Stonebridge Accounting &
Forensics, will be billed at his hourly rate of $255.
Mr. Shumway 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:
Spencer Shumway
Stonebridge Accounting & Forensics
P.O. Box 1290
Grayson, GA 30017
Telephone: (770) 995-8102
Facsimile: (770) 995-8103
Email: info@stonebridgeaccounting.com
About Motormax Financial Services
Columbus, Ga.-based Motormax Financial Services Corp. filed a
petition for Chapter 11 protection (Bankr. M.D. Ga. Case No.
21-40100) on March 29, 2021, listing up to $100,000 in assets and
up to $10 million in liabilities. Karl White, chief executive
officer, signed the petition.
Judge John T. Laney III oversees the case.
The Debtor tapped Fife M. Whiteside, PC and Robert R. Lomax, LLC as
bankruptcy counsel; MVP Law as special counsel; and Fountain
Arrington Bass Mercer & Lee, P.C. as accountant. Stonebridge
Accounting & Forensics is the Debtor's forensic accountant and
insolvency expert.
MUSCLEPHARM CORP: Taps Ex-Rockstar Exec to Lead Product Development
-------------------------------------------------------------------
MusclePharm Corporation has partnered with former Rockstar Energy
executive, Jason May, to launch two fully functional energy drink
lines, MP Combat Energy and FitMiss Complete Energy, and to build
out national marketing strategy for both.
MP Combat Performance Energy launches in fall of 2021 with three
incredible products: Grapefruit Lime, Green Apple and Black Cherry.
FitMiss Complete Energy launches early 2022, also with three
flavors.
Mr. Ryan Drexler, the chairman of the Board and chief executive
officer of MusclePharm, stated, "We previously announced our
entrance into the energy category, with this addition MusclePharm
brings on another top industry veteran to solidify the beverage
team. We are ready to launch MP Combat Energy in a big way, and
Mr. May brings an arsenal of experience to the initaive."
Mr. Drexler continued, "I'm confident that this will be the
ultimate partnership as we work to fully leverage MusclePharm's
legacy brand heritage and industry contacts, and I know these first
three energy drinks are only the beginning of an exciting new
venture. Over the next twelve months our goal is to add numerous
SKUs to an ever-growing category. As we move forward, and as
MusclePharm's growth continues to attract new great talent, I
passionately believe we'll see that we are just scratching the
surface of MusclePharm's true potential."
"As a marketer I cannot think of stronger brand in Sports and
Fitness better positioned for energy category entrants than
MusclePharm. A leading brand in the space with deep roots in
nutrition channel distribution, MP Combat Energy is a clear and
decisive winning proposition," stated Mr. May. "I very much look
forward to working with Ryan and his team to roll out top shelf
product offerings backed by world class initiatives in digital,
experiential, and channel marketing."
Mr. May joins the MP beverages team currently headed up by Joey
Cannata, another long time Rockstar Energy veteran. "Joey and I
have a long and successful history and I consider myself fortunate
to have the opportunity to work closely with him again. Joey is
the best Distribution guy I have ever known in the business, and
his experience and contacts combined with by marketing and product
development pedigree puts us in a fantastic position for a very
successful beverage venture."
On Oct. 28, 2021, MusclePharm entered into an agreement with Mr.
May, pursuant to which the Company has engaged May on a
non-exclusive basis to assist with the growth of the Company's
energy beverage product line. In connection with entry into the
Agreement, the Company issued to May an option to purchase
1,673,994 shares of the Company's common stock at a price per share
of $[0.70]. The option has an exercise term of 10 years (subject
to potential acceleration upon a sale of the Company) and will vest
in two equal tranches upon the achievement of certain net revenue
milestones related to the Company's energy beverage products. In
addition, the Company agreed to make quarterly payments to May
during the term of the Agreement in amounts equal to 17.5% of the
gross profit attributable to the applicable products, excluding
products sold through certain excluded sales channels.
About MusclePharm
Headquartered in Denver, Colorado, MusclePharm Corporation
(OTCQB:MSLP) -- http://www.musclepharm.comand
http://www.musclepharmcorp.com-- is a lifestyle company that
develops, manufactures, markets and distributes branded
nutritional
supplements. The Company offers a broad range of performance
powders, capsules, tablets, gels and on-the-go ready to eat snacks
that satisfy the needs of enthusiasts and professionals alike.
MusclePharm reported net income of $3.18 million for the year ended
Dec. 31, 2020, compared to a net loss of $18.93 million for the
year ended Dec. 31, 2019. As of March 31, 2021, the Company had
$9.95 million in total assets, $34.27 million in total liabilities,
and a total stockholders' deficit of $24.32 million.
Los Angeles, California-based SingerLewak LLP issued a "going
concern" qualification in its report dated March 29, 2021, citing
that the Company has suffered recurring losses from operations, has
an accumulated deficit and its total liabilities exceed its total
assets. This raises substantial doubt about the Company's ability
to continue as a going concern.
NATIONAL FILTERS: Gets OK to Hire George Jacobs as Legal Counsel
----------------------------------------------------------------
National Filters, Inc. received approval from the U.S. Bankruptcy
Court for the Eastern District of Michigan to employ George E.
Jacobs, Esq., an attorney practicing in Flint, Mich., to handle its
Chapter 11 case.
The attorney will be billed at his hourly rate of $325. He also
received a retainer of $3,258 from the Debtor.
As disclosed in court filings, Mr. Jacobs does not represent
interests adverse to the Debtor or the estate.
The attorney can be reached at:
George E. Jacobs, Esq.
Bankruptcy Law Office
2425 S. Linden Rd., Ste. C
Flint, MI 48532
Telephone: (810) 720-4333
Email: george@bklawoffice.com
About National Filters
National Filters Inc. is a Harbor Beach, Mich.-based industrial
filtration manufacturer specializing in hydraulic, lubrication and
marine based air, oil and fuel filters.
National Filters sought Chapter 11 protection (Bankr. E.D. Mich.
Case No. 21-21149) on Oct. 26, 2021, listing up to $1 million in
assets and up to $10 million in liabilities. Judge Daniel S.
Oppermanbaycity oversees the case. George E. Jacobs, Esq., serves
as the Debtor's legal counsel.
NEP GROUP: Fitch Assigns B Rating on New Incremental Term Loan
--------------------------------------------------------------
Fitch Ratings has assigned 'B'/'RR3' ratings to NEP Group, Inc.,
NEP/NCP Holdco, Inc. and NEP II, Inc. (co-borrowers under the
credit agreement and collectively, NEP Group) new incremental term
loan. Proceeds from the incremental term loan are expected to be
used for general corporate purposes including acquisitions, the
repayment of indebtedness and to pay related fees and expenses.
KEY RATING DRIVERS
Live Events Recovery: Fitch expects NEP's Live Events segment's
recovery to continue accelerating in the 4Q21 and into 2022, as
coronavirus-related restrictions loosen. Fitch expects Live Events
revenue in fiscal 2022 to exceed 2019 as volumes exceed
pre-coronavirus levels due to pent up consumer demand for live
entertainment, and artists' desire to regain tour-related
earnings.
Highly Levered Capital Structure: Fitch expects leverage metrics to
remain meaningfully elevated until pandemic loosens. Fitch expects
gross leverage to fall from ~13.0x at the end of 2020, to mid-7.0x
by the end of 2021, and near 6.0x by YE 2022. Management guided to
a medium-to-longer term gross leverage target of 5.0x, however
prioritizes global expansion and inorganic growth. Fitch recognizes
any future acquisition activity may slow the company's deleveraging
plan as debt repayment is a secondary goal. Historically, the
company has successfully delevered post-acquisitions through EBITDA
growth.
Leading Market Position: Fitch's ratings incorporate NEP's position
as the largest global outsourced provider of production solutions
for broadcasts and live events. NEP provides the broadcast
equipment, post production, video display and software-based
creative technology to the largest live sports and entertainment
events including the NFL, ESPN, Super Bowl, Wimbledon, The Grammys
and the Oscars. NEP's asset and global client base drives their
competitive advantage. The company estimates its broadcast services
segment is 8.0x the size of the next largest competitor, however is
of similar size to peers operating in the live events space.
Aggressive Acquisition Strategy: NEP's growth strategy focuses
primarily on strategic acquisitions. The company targets market
leaders to penetrate a new market and expand its global footprint
and uses bolt-ons to expand its suite of services. In 2019, the
company completed four acquisitions with an aggregate purchase
price of ~$125 million and incremental EBITDA of $21 million. Fitch
expects NEP will resume its acquisition strategy as the pandemic
decelerates, acquiring weaker and worse capitalized competitors at
favorable valuations.
In August, 2021, launched a new business segment, NEP Virtual
Studios, to meet the growing demand for global virtual production
capabilities and expertise. The segment was launched with the
acquisitions of Prysm Collective, a post-production company, Lux
Machina, a virtual production specialist, and Halon Entertainment,
visualization specialists (terms were not publicly disclosed).
Capital Intensive Nature: NEP has historically operated at a
capital intensity level of ~15%-20%. Most capex is success-based
and is tied to revenue and cash flow growth. Upfront capex is
required at contract signing and the company targets a payback
period of two years for live events and four years for broadcast
services. While the company generally depreciates assets over a
six- to seven-year period, it is able to repurpose equipment past
its depreciable asset life for second- and third-tier events.
Strong Revenue and Cash Flow Visibility: A significant portion of
NEP's revenues are derived from contracts generally ranging from
three to 10 years with ~3% price escalators and "take or pay"
arrangements. The contracts are all event-based and cover recurring
specific events. Longer-term sports contracts tend to be
co-terminus with a network's sport broadcast rights, while live
events are shorter term. The contractual nature of revenues
provides strong visibility and stability of future cash flows. NEP
does not receive payment on its contracts until after its services
have been provided.
Large and Growing End Markets: NEP focuses on the sports and
entertainment markets, both of which have demonstrated consistent
growth, excluding exogenous shocks. Live sports programming remains
one of the few opportunities generating large viewing audiences in
an increasingly fragmented media landscape. As a result, the values
for sports rights has continued to increase, despite relatively
weak TV ratings in recent periods.
On the live events side, there has been a surge in number of tours
as artists compensate for a loss in recorded music revenue.
Additionally, this example of unscripted programming has remained
largely resilient to time-shifted and OTT viewing.
DERIVATION SUMMARY
NEP's 'B-' Issuer Default Rating is supported by the company's
elevated leverage, significant scale, high proportion of contracted
revenue, aggressive acquisition strategy and limited FCF
generation. NEP has no direct peers in Fitch's ratings universe.
NEP is 8.0x the size of its next largest competitor on the
broadcast solutions side and of comparable size to peers operating
in the U.S. live events business. Fitch notes that the company has
gained first-mover advantage in many of the markets abroad where
only small local players are present, providing strong
defensibility and high barriers to entry.
Fitch expects NEP will emerge from the pandemic in a stronger
competitive position. Fitch believes smaller, worse-capitalized,
and predominantly live events focused peers will have a more
difficult recovery from the pandemic. NEP's large scale and
adequate liquidity position provides an opportunity to take
additional market share in both Broadcast Solutions and Live Events
in the U.S. and abroad.
KEY ASSUMPTIONS
Fitch's key assumptions within its rating case for the issuer
include:
-- Fitch expects strong revenue growth in FY 2021, as both
Broadcast Solutions returns to a normal operating calendar,
and Live Events recovers materially in the second half of
2021. Fitch expects the recovery in live events to continue to
strengthen in 2022 due to pent up demand for live
entertainment. Fitch expects consolidated single digit revenue
growth thereafter, driven by contract price escalators,
increasing value of sports broadcasting rights, and strong
demand for live entertainment. Fitch also expects revenue
growth fluctuations based on even-year special events such as
the Summer and Winter Olympics;
-- Fitch expects EBITDA margins in the low-to-mid 20% range;
-- Fitch expects capex to be lower in 2021, as fewer new contract
wins in 2020 result in lesser upfront capex requirements.
Fitch expects mid-teens capital intensity thereafter, as
recent NFL and NHL broadcasting rights deals drive new
contract wins and significant capex spending;
-- Fitch expects NEP to frequently borrow and repay borrowings on
the revolver due to the timing of cash outflows and inflows
inherent in the business model. Fitch expects outstanding
revolver borrowings to be termed out at ahead of the revolver
maturity in 2023, and expects NEP to amend the revolver to
extend the maturity date;
-- Fitch forecasts NEP to resume larger-scale debt-funded
acquisition activity in 2024 once operations and credit
metrics have generally normalized. Fitch assumes approximately
$300 million of acquisitions over the forecast.
Recovery Analysis Assumptions
The recovery analysis assumes that NEP would be reorganized as a
going-concern in bankruptcy rather than liquidated. Fitch has
assumed a 10% administrative claim.
Going-Concern (GC) Approach
The GC LTM EBITDA of $281 million contemplates insolvency resulting
from inadequate liquidity amid recessionary stress. In this
scenario, Fitch assumed that the company is unable to integrate the
large number of acquisitions into the business. Additionally, the
company is unable to renew its large contracts, ceding share to
competitors in the space, leading to depressed EBITDA and an
unsustainable capital structure.
The GC EBITDA estimate reflects Fitch's view of a sustainable,
post-reorganization EBITDA level upon which Fitch bases the
enterprise valuation.
An enterprise valuation multiple of 6.0x EBITDA is applied to the
GC EBITDA to calculate a post-reorganization enterprise value. The
company's platform acquisitions are transacted on average between
4.8x-6.0x, while its smaller bolt-on acquisitions close in the
range of 3.5x-4.5x.
Most recently, VISTA Worldlink was acquired at ~5.0x EV/EBITDA in
March 2021, HDR Group was acquired by NEP at 5.8x EV/EBITDA in June
2019 and Aerial Video Systems at 4.4x in September 2019. While the
above transaction multiples are lower than the 6.0x used for NEP,
these targets operated on a smaller scale with a less-developed
footprint than NEP.
The recovery analysis assumes that the full $250 million is drawn
on the first lien revolver. The recovery analysis implies a
'B'/'RR3' rating with 66% recovery on the senior first lien secured
debt and a 'CCC'/'RR6' with no recovery on the senior second lien
secured debt.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Total debt with equity credit/Operating EBITDA sustained below
6.5x;
-- Sustained positive FCF generation;
-- CFO-Capex/Total Debt sustained near 2.5%.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- FFO Interest coverage sustained below 1.0x;
-- Increasingly negative FCF;
-- Fitch's view of heightened refinancing risk.
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
Sufficient Liquidity: At Sept. 30, 2021, NEP's liquidity was
supported by $26.8 million in balance sheet cash and $86.5 million
of availability on its $250 million revolver. The company had
Fitch-calculated FCF deficits of $92 million for the LTM period
reflective of the capital-intensive nature of the live event and
broadcast services industries, as well as the impacts of cost
reduction efforts amid wide spread event cancellations.
As of Sept. 30, 2021, NEP had approximately $2.3 billion in debt
outstanding with no material maturities until 2023, when the
revolver is scheduled to mature. The majority of NEP's debt is due
in 2025, when its first lien term loans mature.
ISSUER PROFILE
NEP is the largest global outsourced provider of customized
broadcast solutions to the live sports, entertainment and corporate
events markets. The company designs and offers live event solutions
and works alongside clients during a broadcast or live event in
order to ensure a seamlessly delivered production. NEP has expanded
globally through acquisitions and has leading market positions in
the U.S., U.K., Europe, Asia and Australia.
ESG Considerations
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3' -- 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.
NORTHERN OIL: Increases Credit Facility Borrowing Base to $850M
---------------------------------------------------------------
Northern Oil and Gas, Inc. announced that the borrowing base under
its reserves-based revolving credit facility has been increased to
$850.0 million from $725.0 million. Northern has chosen to
increase the elected commitment amount to $750.0 million from
$660.0 million. The 14 lender syndicate unanimously approved the
increase, effective as of Nov. 3, 2021. No material changes were
made to the terms of the credit facility.
"We are pleased that our strong reserves base support another
increase of our borrowing base,' commented Chad Allen, Northern's
chief financial officer. "More impressive is that this borrowing
base does not include any reserve value from our pending Williston
Basin acquisition."
About Northern Oil and Gas
Northern Oil and Gas, Inc. -- http://www.northernoil.com-- is an
independent energy company engaged in the acquisition, exploration,
development and production of oil and natural gas properties,
primarily in the Bakken and Three Forks formations within the
Williston Basin in North Dakota and Montana.
Northern Oil reported a net loss of $906.04 million for the year
ended Dec. 31, 2020, compared to a net loss of $76.32 million for
the year ended Dec. 31, 2019. As of June 30, 2021, the Company had
$1.09 billion in total assets, $1.26 billion in total liabilities,
and a total stockholders' deficit of $168.22 million.
NORWICH DIOCESE: Spent $845,000 More in Bankruptcy Case Legal Fees
------------------------------------------------------------------
Joe Wojtas of The Day reports that less than two months after a
federal judge criticized the Diocese of Norwich for spending more
than $1 million in legal and financial services fees related to its
bankruptcy case, the diocese has racked up another $845,137 in fees
over a recent 10-week period.
The fees from July 15 to Sept. 30, 2021 actually totaled $1,160,891
but the firms employed by the diocese had discounted their rates
30% after the Sept. 9, 2021 criticism by bankruptcy Judge James
Tancredi. Documents filed Monday show that diocesan Finance Officer
Karen Huffer reviewed the bills and did not object to them.
Attorney Eric Henzy, who represents the committee of people who say
they were sexually assaulted by diocesan priests and employees,
declined Wednesday, November 3, 2021, to comment on the new fees.
In September 2021 he had expressed concerns that the greater the
legal and professional fees in the bankruptcy case, the less money
there will be to distribute to the victims. His firm, which is
being paid by the diocese, is charging about half of that of some
of the diocese lawyers.
New London attorney Kelly Reardon, whose firm represents 15 of the
claimants, said Tuesday she was amazed by the "gall of the diocese"
when it comes to running up the legal fees. She said it indicates
the diocese couldn't care less about the survivors.
Reardon, who has reviewed the bills, also pointed out an example of
diocesan attorneys wasting money. She said the diocese was billed
$5,000 to draft a one-and-a-quarter page notice to compel the
creditors to release information about their interests. But she
said that was written a month before they even received a request
on Oct. 19, 2021 to produce the disclosure and had a chance to
respond, meaning the notice may not even be needed.
The diocese's public relations firm did not respond Wednesday to an
email requesting comment about the bills.
The Indianapolis-based law firm of Ice Miller billed the diocese
$372,923, or 70% of its $532,748 in fees. Combined with expenses of
$13,006, its bill for 817 hours of work came to $385,930. Its
average per-hour fee was $655. Half of those hours were billed by
partners who charge $835 and $795 an hour, respectively.
The Hartford law firm Robinson + Cole billed the diocese $120,390,
or 70% of its $171,986 fee for 382 hours of work. Combined with
$2,321 of expenses, it is seeking a payment of $122,711. Its rates
range from $270 an hour for a paralegal to $875 for work done by a
partner in the firm. The firm's itemized bill comprises 26 pages.
B. Riley Advisory Services, a financial services firm with 70
offices across the country, billed the diocese $240,041, or 70% of
the $342,916 in costs it incurred for 801 hours of work, as well as
$76 of expenses. Its bill totals 25 pages of itemized expenses.
The Norwich firm Brown Jacobsen billed the diocese $3,403, or 70%
of the $4,862 it incurred. Combined with $186 for expenses, its
total bill was $3,589. The firm's partners, Michael Driscoll and
Jeffrey Godley, charged the diocese $110 an hour, a fraction of the
fee charged by the other firms, for 44 hours of work. That fee was
then discounted 30%.
Henzy's firm, Zeisler and Zeisler of Bridgeport, billed the diocese
$92,790 for 240 hours of work from Aug. 19 to Sept. 30 , 2021at an
average rate of $386.
In July 2021, the diocese filed for Chapter 11 bankruptcy in the
face of more than 60 men filing lawsuits in which they charge they
were raped and sexually assaulted as boys by Christian Brothers and
other staff at the diocese-run Mount Saint John Academy in Deep
River from 1990 to 2002. Mount Saint John was a residential school
for troubled boys whose board of directors was headed by retired
Bishop of Norwich Daniel Reilly. Since then, additional people
whose sexual assault allegations involved not only Mount Saint John
but diocesan churches have filed claims.
This summer the diocese initially placed its assets, including
cash, investments, cars and accounts receivable, at $21.2 million
but has not yet publicly stated the current value of the 14
properties it owns. In its initial bankruptcy filing, the diocese
estimated its assets at $10 million to $50 million but its
liabilities at $50 million to $100 million. In past years,
settlements paid to individual victims who say they were sexually
assaulted by priests and sued the diocese averaged about $1 million
each.
No deadline has yet been set for the filing of claims, but court
documents show a Feb. 10, 2022, deadline is being discussed. The
next court hearing on the case is scheduled for Nov. 9, 2021 at
which time the deadline may be established. Information about the
bankruptcy and filing claims can be found at
dm.epiq11.com/case/rcdn/info.
About Norwich Diocese
The Diocese of Norwich is a Latin Church ecclesiastical territory
or diocese of the Catholic Church in Connecticut and a small part
of New York.
The Norwich Roman Catholic Diocesan Corporation sought Chapter 11
protection (Bankr. D. Conn. Case No. 21-20687) on July 15, 2021.
The Debtor estimated $10 million to $50 million in assets against
liabilities of more than $50 million. The Hon. James J Tancredi is
the case judge. Robinson & Cole LLP, led by Patrick M. Birney, is
the Debtor's counsel.
NOVABAY PHARMACEUTICALS: Closes $15 Million Private Placement
-------------------------------------------------------------
NovaBay Pharmaceuticals, Inc. closed a previously announced private
placement for gross proceeds of $15.0 million and expects to
complete the acquisition of DERMAdoctor, LLC today.
"Just over a month ago we announced plans to acquire DERMAdoctor, a
profitable private company with a successful track record of
launching popular over-the-counter dermatological products. Today
I am pleased to announce that we have closed the financing that
will allow us to complete this transaction," said Justin Hall,
NovaBay CEO.
"After finalizing the DERMAdoctor acquisition later this week, we
will immediately begin executing on our strategic plan to launch
new products. Our diversification into the skincare market will be
transformational for us, as we combine DERMAdoctor's expertise,
revenue, and product pipeline with ours," he added. "Stay tuned as
I plan to provide more details on our expanded company in a letter
to shareholders in the coming weeks."
About Novabay
Headquartered in Emeryville, California, NovaBay Pharmaceuticals,
Inc. -- http://www.novabay.com-- is a biopharmaceutical company
focusing on commercializing and developing its non-antibiotic
anti-infective products to address the unmet therapeutic needs of
the global, topical anti-infective market with its two distinct
product categories: the NEUTROX family of products and the
AGANOCIDE compounds. The Neutrox family of products includes
AVENOVA for the eye care market, CELLERX for the aesthetic
dermatology market, and NEUTROPHASE for wound care market.
Novabay reported a net loss attributable to common stockholders of
$11.04 million for the year ended Dec. 31, 2020, compared to a net
loss attributable to common stockholders of $10.48 million for the
year ended Dec. 31, 2019. As of June 30, 2021, the Company had
$13.60 million in total assets, $2.39 million in total liabilities,
and $11.21 million in total stockholders' equity.
PEACOCK INTERMEDIATE: S&P Assigns 'B' ICR, Outlook Stable
---------------------------------------------------------
S&P Global Ratings assigned its 'B' issuer credit rating to Peacock
Intermediate Holding II L.P. S&P also assigned its 'B' issue-level
and '3' recovery ratings to the company's proposed first-lien term
loan. The second-lien term loan is not rated.
Platinum Equity LLC is acquiring Peacock Intermediate Holding II
L.P., the parent of high-performance specialty case manufacturer
Pelican Products Inc. The company is issuing debt to fund the
transaction, which S&P Global Ratings expects will close in
fourth-quarter 2021.
The proposed debt financing will consist of a $70 million
asset-based lending (ABL) facility ($25 million drawn at close; not
rated) and a $40 million revolving credit facility (RCF; not rated)
both due 2026, a $525 million first-lien term loan due 2028, and a
$200 million second-lien term loan due 2029.
S&P said, "We believe strength in consumer spending and biothermal
markets will lead to strong operating performance in 2021,
continuing into 2022. Peacock has demonstrated solid operating
performance through the first three quarters of 2021 with
trailing-12-month revenues increasing 15% over the prior period,
driven by a recovery in Commercial and Consumer sales to
pre-pandemic levels and continued expansion of the BioThermal
division. We anticipate these demand trends to continue over the
next 12 months with strong bookings momentum, up 23% from the prior
period, and rising interest in outdoor activities. We also expect
margins to continue to improve in 2021, supported by favorable
price-cost mix, footprint consolidation, and improvements in labor
costs. Margins in 2019 and 2020 were reduced by about $20 million
because of one-time restructuring and refinancing costs that we
expect will mostly abate over the next 12 months. In addition, the
company should benefit from new product innovation,
cost-optimization synergies, and demand for cold chain logistics
across the pharma, biologistic, and cell gene therapy sectors that
should support modest growth and margin improvement going forward.
"Despite our expectations for continued margin improvement,
leverage remains elevated. Our ratings incorporate our expectations
for the company to reduce debt meaningfully in the next 12 months.
The sale of Peacock to Platinum from Behrman Capital--its previous
sponsor of more than 17 years--will add just over $240 million of
debt to the company's balance sheet. As a result, we anticipate
2021 S&P Global Ratings-adjusted debt to EBITDA will increase to
the mid-8x area from the mid-6x area in 2020. While we recognize
management's efforts to support both growth and operational
improvement, we expect leverage will initially remain elevated
above 8x before improving to the mid-6x area in the next 12 months.
In addition, our assessment of the company's financial risk
incorporates its financial sponsor ownership and the potential that
leverage could remain high. Specifically, while we do not expect
Platinum to pursue debt-funded dividends in the near term, we
expect the company could opportunistically pursue acquisitions that
could keep leverage elevated.
"Peacock will continue to generate positive FOCF as well as
demonstrate adequate liquidity and covenant headroom. We anticipate
the company will generate positive FOCF of $5 million-$15 million
over the next 12 months, supported by stronger earnings from
operations, partially offset by modest working capital outflows. We
anticipate the company to increase growth capital expenditure
(capex) to support new product initiatives in the BioThermal
segment. We expect the company to remain acquisitive, using excess
cash and debt to fund opportunities that support both its existing
customer base and new market growth."
With more than $66 million of cash on the balance sheet as of Sept.
30, 2021, and $85 million of availability on its credit facilities
post-transaction, the company should have ample liquidity and
covenant headroom to manage its operating needs over the next 12
months.
S&P said, "The stable outlook incorporates our view that the
company can reduce leverage significantly over the next 12 months.
Specifically, we expect leverage will initially exceed 8x before
the company reduces debt toward the mid-6x area in the next 12
months. Our forecast includes our expectation that a reduction in
its one-time costs and professional fees, along with
cost-optimization initiatives, will lead to EBITDA margins of
17%-19%. We also anticipate the company will generate positive FOCF
to help reduce and maintain leverage in the mid-6x area over the
next 12 months."
S&P could lower its rating on Peacock if:
-- Its operating performance weakens and the company cannot
generate EBITDA margins of 17%-19%, causing it to sustain leverage
meaningfully above 6.5x with no clear prospects for improvement;
or
-- The company's working capital or operating trends deteriorate,
causing a shortfall in FOCF and constrained availability on its
revolving facilities; or
-- The company embarks on aggressive leverage-increasing
activities that delay leverage reduction to the mid-6x area in the
next 12 months.
Although unlikely over the next 12 months given the additional debt
load, S&P could raise its rating on Peacock if:
-- The company adopts a more conservative financial policy,
including using excess cash flow to reduce leverage to below 5x for
a sustained period, forgoing large debt-financed acquisitions or
shareholder dividends that would impede leverage reduction.
PG&E CORP: Agrees to $125M Deal to Stop CPUC Kincade Wildfire Probe
-------------------------------------------------------------------
The California Public Utilities Commission's (CPUC) Safety and
Enforcement Division (SED) said Nov. 2, 2021, it proposed penalties
and permanent disallowances against Pacific Gas and Electric
Company (PG&E) for violations related to the ignition of the 2019
Kincade wildfire.
Under the proposed settlement, PG&E shareholders would pay a $40
million penalty to California's General Fund and incur an $85
million permanent disallowance for cost recovery for the permanent
removal of abandoned transmission facilities within its service
territory, for a total of $125 million.
The Kincade wildfire ignited in October 2019 within PG&E's service
territory and burned more than 77,000 acres and destroyed nearly
374 structures. SED's investigation into the Kincade wildfire and
the involvement of PG&E's infrastructure found multiple violations
of General Order 95, a CPUC regulation that sets forth safety
factors and strength requirements in the design, construction, and
maintenance of overhead electrical lines and communications
facilities. The proposed settlement would address the violations
through shareholder-funded permanent removal of multiple abandoned
transmission facilities within PG&E's service territory.
The proposed settlement, formally referred to as an Administrative
Consent Order, is proposed by CPUC safety enforcement staff for the
consideration by CPUC Commissioners. This new enforcement tool was
created in November 2020, when the CPUC adopted an Enforcement
Policy to better serve Californians through streamlined enforcement
actions that can be taken by CPUC enforcement staff in lieu of
issuing a Citation or seeking a formal Order Instituting
Investigation (OII). The addition of these tools to the CPUC's
enforcement options in 2020 moved the CPUC’s practices more in
line with the enforcement practices of many other state and local
enforcement agencies.
The Administrative Consent Order was issued Nov. 2, 2021, via a
Resolution that will be on the CPUC's December 2, 2021 Voting
Meeting agenda for Commissioner consideration. The Resolution and
related documents are available at
https://www.cpuc.ca.gov/regulatory-services/enforcement-and-citations.
To comment on the Resolution, please send your comments no later
than November 22, 2021 to ResolutionCommentsPGE@cpuc.gov.
The CPUC regulates services and utilities, safeguards the
environment, and assures Californians’ access to safe and
reliable utility infrastructure and services. For more information
on the CPUC, please visit www.cpuc.ca.gov.
About PG&E Corporation
PG&E Corporation (NYSE: PCG) -- http://www.pgecorp.com/-- is a
Fortune 200 energy-based holding company, headquartered in San
Francisco. It is the parent company of Pacific Gas and Electric
Company, an energy company that serves 16 million Californians
across a 70,000-square-mile service area in Northern and Central
California.
As of Sept. 30, 2018, the Debtors, on a consolidated basis, had
reported $71.4 billion in assets on a book value basis and $51.7
billion in liabilities on a book value basis.
PG&E Corp. and Pacific Gas employ approximately 24,000 regular
employees, approximately 20 of whom are employed by PG&E Corp. Of
Pacific Gas' regular employees, approximately 15,000 are covered by
collective bargaining agreements with local chapters of three labor
unions: (i) the International Brotherhood of Electrical
Workers;(ii) the Engineers and Scientists of California; and (iii)
the Service Employees International Union.
On Jan. 29, 2019, PG&E Corp. and its primary operating subsidiary,
Pacific Gas and Electric Company, filed voluntary Chapter 11
petitions (Bankr. N.D. Cal. Lead Case No. 19-30088).
PG&E Corporation and its regulated utility subsidiary, Pacific Gas
and Electric Company, said they are facing extraordinary challenges
relating to a series of catastrophic wildfires that occurred in
Northern California in 2017 and 2018. The utility said it faces an
estimated $30 billion in potential liability damages from
California's deadliest wildfires of 2017 and 2018.
Weil, Gotshal & Manges LLP and Cravath, Swaine & Moore LLP are
serving as PG&E's legal counsel, Lazard is serving as its
investment banker and AlixPartners, LLP is serving as the
restructuring advisor to PG&E. Prime Clerk LLC is the claims and
noticing agent.
In order to help support the Company through the reorganization
process, PG&E has appointed James A. Mesterharm, a managing
director at AlixPartners, LLP, and an authorized representative of
AP Services, LLC, to serve as Chief Restructuring Officer. In
addition, PG&E appointed John Boken also a Managing Director at
AlixPartners and an authorized representative of APS, to serve as
Deputy Chief Restructuring Officer. Mr. Mesterharm, Mr. Boken and
their colleagues at AlixPartners will continue to assist PG&E with
the reorganization process and related activities. Morrison &
Foerster LLP serves as special regulatory counsel. Munger Tolles &
Olson LLP is also special counsel.
The Office of the U.S. Trustee appointed an official committee of
creditors on Feb. 12, 2019. The Committee retained Milbank LLP as
counsel; FTI Consulting, Inc., as financial advisor; Centerview
Partners LLC as investment banker; and Epiq Corporate
Restructuring, LLC as claims and noticing agent.
On Feb. 15, 2019, the U.S. trustee appointed an official committee
of tort claimants. The tort claimants' committee is represented by
Baker & Hostetler LLP.
PIPELINE FOODS: Seeks Court Approval to Employ Tax Consultants
--------------------------------------------------------------
Pipeline Foods, LLC and its affiliates seek approval from the U.S.
Bankruptcy Court for the District of Delaware to hire Baker Tilly
US, LLP and Baker Tilly Windsor LLP to provide tax consulting
services with respect to American and Canadian tax issues,
respectively.
Baker Tilly US will be paid at hourly rates as follows:
Partner/Director US$460 – US$625 per hour
Senior Manager US$260 – US$350 per hour
Manager US$195 – US$250 per hour
Senior Consultant US$165 – US$185 per hour
Staff Consultant US$130 – US$155 per hour
Meanwhile, Baker Tilly Windsor's hourly rates are as follows:
Partner CDN $420 (US$338.71) per hour
Director, Indirect Tax CDN $420 (US$338.71) per hour
Senior Manager CDN $300 (US$241.94) per hour
Manager CDN $220 (US$177.42) per hour
Senior CDN $165 (US$133.06) per hour
Analyst CDN $130 (US$104.84) per hour
As disclosed in court filings, both firms are "disinterested
persons" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firms can be reached at:
Jere G. Shawver, CPA
Baker Tilly US, LLP
1105 North Market Street, Suite 700
Wilmington, DE 19801-1270
Tel.: +1 (703) 923 8672
-- and --
Scott Dupuis, CPA
Baker Tilly Windsor LLP
325 Devonshire Road, Suite 200
Windsor, Ontario N8Y 2L3
Tel.: (519) 258-5800
Fax: (519) 256-6152
Email: sdupuis@bakertilly.ca
About Pipeline Foods
Pipeline Foods, LLC -- https://www.pipelinefoods.com/ -- is the
first U.S.-based supply chain solutions company focused exclusively
on non-GMO, organic, and regenerative food and feed. It is based in
Fridley, Minn.
Pipeline Foods and its affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 21-11002) on July 8, 2021. The
affiliates are Pipeline Holdings, LLC, Pipeline Foods Real Estate
Holding Company, LLC, Pipeline Foods, ULC, Pipeline Foods Southern
Cone S.R.L., and Pipeline Foods II, LLC. In the petition signed by
CRO Winston Mar, Pipeline Foods disclosed between $100 million and
$500 million in both assets and liabilities.
Judge Karen B. Owens oversees the cases.
The Debtors tapped Saul Ewing Arnstein & Lehr, LLP as legal
counsel; Ocean Park Securities, LLC as investment banker; Baker
Tilly US, LLP and Baker Tilly Windsor, LLP as tax consultants; and
SierraConstellation Partners, LLC as financial advisor. Winston
Mar of SierraConstellation Partners serves as chief restructuring
officer. Stretto is the claims, noticing and administrative
agent.
Bryan Cave Leighton Paisner, LLP serves as legal counsel to the
Board of Directors.
On July 22, 2021, the U.S. Trustee for Region 3 appointed an
official committee of unsecured creditors. The committee tapped
Barnes & Thornburg, LLP as its legal counsel and Dundon Advisers,
LLC as its financial advisor.
Bryan Cave Leighton Paisner LLP serves as special counsel to the
board of managers of Pipeline Holdings, LLC, one of the affiliated
debtors.
POWER BAIL: Wins Cash Collateral Access
---------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
Riverside Division, has approved the sixth stipulation filed by
secured creditor Lexington National Insurance Corporation and
Caroline Djang, the duly appointed Subchapter V
Trustee-in-Possession for the bankruptcy estate of Power Bail
Bonds, Inc.
As previously reported by the Troubled Company Reporter, the
Trustee requires the use of cash collateral from October 1 to
December 31, 2021 to fund the Debtor's
ordinary and necessary operating expenses, according to the budget.
LNIC holds a properly perfected blanket security interest in all of
the Debtor's assets, such as the Debtor's accounts receivable and
certain intellectual property.
As condition for the use of cash collateral, the parties agree
that:
a. the Trustee will be allowed to offer:
* up to 25% discount on accounts receivable with a balance of
$1,000 or less;
* no more than a 10% discount on current accounts with a
balance of more than $1,000, without express written permission
from LNIC;
* up to a 50% discount for accounts that are delinquent
(payment not made within last 120 days) so long as the amount
forgiven does not exceed $3,000;
b. the Trustee will remit to LNIC 90% of all net revenues
collected by Trustee during the term; and
c. LNIC will inform the Trustee of its total claims, legal and
recovery expenses, and will provide the Trustee with proof of its
expenses at specific dates agreed upon by the parties.
The Trustee is permitted to use Cash Collateral in accordance with
the Stipulation through December 31, 2021.
A copy of the order is available at https://bit.ly/2ZECh0R from
PacerMonitor.com.
About Power Bail Bonds
Power Bail Bonds, Inc., a company based in Temecula, Calif., filed
a Chapter 11 petition (Bankr. C.D. Calif. Case No. 20-14155) on
June 15, 2020. In the petition signed by Marcus Romero, chief
executive officer and president, the Debtor disclosed $55,112,483
in assets and $2,673,222 in liabilities.
Judge Mark S. Wallace oversees the case.
The Debtor tapped Reid & Hellyer, APC as its bankruptcy counsel and
John R. Mayer, A Professional Law Corporation as its special
counsel.
Shulman Bastian Friedman & Bui LLP represents Lexington National
Insurance Corporation, secured creditor.
Caroline R. Djang has been appointed as Subchapter V trustee in the
Debtor's Chapter 11 case.
Lexington National Insurance Corporation, as secured creditor, is
represented by Shulman Bastian Friedman & Bui LLP.
QUANTUM CORP: Incurs $9.3 Million Net Loss in Second Quarter
------------------------------------------------------------
Quantum Corporation filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $9.25 million on $93.18 million of total revenue for the three
months ended Sept. 30, 2021, compared to a net loss of $4.59
million on $85.82 million of total revenue for the three months
ended Sept. 30, 2020.
For the six months ended Sept. 30, 2021, the Company reported a net
loss of $13.41 million on $182.28 million of total revenue compared
to a net loss of $15.33 million on $159.13 million of total revenue
for the same period a year ago.
As of Sept. 30, 2021, the Company had $198.46 million in total
assets, $314.45 million in total liabilities, and a total
stockholders' deficit of $115.99 million.
Cash and cash equivalents including restricted cash was $23.2
million as of Sept. 30, 2021, compared to $24.6 million as of
June 30, 2021. Outstanding long-term debt as of Sept. 30, 2021,
excluding the $10 million drawn on the revolver, was $91.4 million.
This compares to $81.3 million of outstanding debt as of June 30,
2021. Total interest expense was $3.1 million, compared to $3.9
million for the three months ended June 30, 2021.
Management Commentary
Jamie Lerner, chairman and CEO, Quantum commented, "Our second
quarter results exceeded the high-end of our guidance range across
all key metrics, supported by strong customer demand while
increasing backlog to over $50 million. Orders from our hyperscale
customers grew sequentially for the third consecutive quarter, and
while not all orders will ship in the subsequent quarter,
visibility into revenue contribution from this growing base has
improved dramatically relative to a year ago. The ongoing industry
supply constraints improved during the quarter, but still
restricted our ability to meet all end customer demand. We
anticipate supply chain constraints will see further improvement in
our third fiscal quarter, which should allow the company to see a
sequential reduction in current backlog levels.
"Also, during the quarter, software and recurring licensing revenue
increased significantly, with our CatDV software delivering a
second consecutive quarter of increased bookings, driven by strong
adoption across sports, entertainment and enterprise markets. Our
recurring software and services customer base continued to
accelerate with bookings 2 times greater than customers in the
quarter, demonstrating a growing backlog of higher margin recurring
revenue. Additionally, the integration of Pivot3 has progressed
well, and we have begun to cross-sell these video surveillance
software solutions to our current customer base. Further, the
recent launch of our ActiveScale Cold Storage, which combines tape
architecture and storage-as-a -service software, offers
hyperscale-level archive storage options for the enterprise and
cloud providers, broadening the company's available market and
cross-selling opportunities."
Mr. Lerner concluded by stating, "Our team's continued execution
during these ongoing supply chain constraints has been exceptional.
The underlying fundamentals of our business, as well as the overall
demand environment, are the strongest they have been since I joined
the company. We are building an organization that over the
long-term can support significantly higher levels of revenue, while
shifting to a higher mix of recurring revenue. We look forward to
sharing more details about our transition to a recurring revenue
model at our upcoming virtual Analyst Day on November 9th."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0000709283/000070928321000075/qtm-20210930.htm
About Quantum Corp.
Based in San Jose, California, Quantum Corp. (NYSE:QTM) --
http://www.quantum.com-- provides technology and services that
stores and manages video and video-like data delivering the
industry's top streaming performance for video and rich media
applications, along with low cost, high density massive-scale data
protection and archive systems. The Company helps customers
capture, create and share digital data and preserve and protect it
for decades.
Quantum reported a net loss of $35.46 million for the year ended
March 31, 2021, compared to a net loss of $5.21 million for the
year ended March 31, 2020. As of June 30, 2021, the Company had
$178.18 million in total assets, $291.11 million in total
liabilities, and a total stockholders' deficit of $112.93 million.
QUOTIENT LIMITED: All Proposals Passed at Annual Meeting
--------------------------------------------------------
The annual general meeting of shareholders of Quotient Limited was
held at which the shareholders:
(1) elected Manuel O. Mendez Muniz, Isabelle Buckle, Frederick
Hallsworth, Catherine Larue, Brian McDonough, Heino von
Prondzynski, Zubeen Shroff, and John Wilkerson as directors;
(2) approved, on a non-binding, advisory basis, the compensation
paid to the company's named executive officers; and
(3) ratified the re-appointment of Ernst & Young LLP as auditors
to hold office from the conclusion of the Annual Meeting until the
next annual general meeting of shareholders to be held in 2022.
About Quotient Limited
Penicuik, United Kingdom-based Quotient Limited is a
commercial-stage diagnostics company committed to reducing
healthcare costs and improving patient care through the provision
of innovative tests within established markets. With an initial
focus on blood grouping and serological disease screening, Quotient
is developing its proprietary MosaiQTM technology platform to offer
a breadth of tests that is unmatched by existing commercially
available transfusion diagnostic instrument platforms. The
Company's operations are based in Edinburgh, Scotland; Eysins,
Switzerland and Newtown, Pennsylvania.
Quotient Limited reported a net loss of $108.47 million for the
year ended March 31, 2021, compared to a net loss of $102.77
million for the year ended March 31, 2020. As of June 30, 2021, the
Company had $276.55 million in total assets, $328.24 million in
total liabilities, and a total shareholders' deficit of $51.70
million.
RECYCLING REVOLUTION: Wins Cash Collateral Access
-------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida has
authorized Recycling Revolution, LLC to use, on an interim basis,
the cash generated by the operation of its business in the ordinary
course consistent with the budget, with a 10% variance.
Newtek Small Business Finance, LLC is the Debtor's pre-petition
secured lender.
The secured creditors, Gabrielle/MHT Limited Dividend Housing
Partnership and Benjamin Manor MHT Dividend Housing Associates,
LLC, are granted, to the extent that the Secured Creditors' cash
collateral is used by the Debtor, a first priority postpetition
security interest and lien in, to and against all of the Debtor's
assets, to the same extent that the Secured Creditors held a
properly perfected prepetition security interest in such assets,
which are or have been acquired, generated or received by the
Debtor subsequent to the Petition Date.
The Debtor is also directed to make monthly adequate protection
payments to Newtek of $2,924 for every month during its Chapter 11
case, due on the 1st day of each and every month, unless otherwise
altered or discontinued by Court order or by agreement of the
parties. The Debtor will also provide financial disclosures to
Newtek and MHT, at least monthly, consisting of any documents
tendered to the US Trustee, an accounts receivable report, profit
and loss statement, general ledgers and any other documents
reasonably necessary to assess the Debtor's financial viability.
The Debtor will also file with the Court a budget-to-actual
comparison report on or before September 15, 2021, and on or before
the 15th day of each month thereafter.
The Status Conference currently scheduled for December 14, 2021 at
1:30 p.m. is continued to January 4, 2022 at 1:30 p.m.
A continued hearing on the matter is scheduled for January 4 at
1:30 p.m.
A full-text copy of the Interim Order is available for free at
https://bit.ly/3CEo5Uh from PacerMonitor.com.
About Recycling Revolution
Recycling Revolution, LLC -- http://www.RecyclingRevolution.net/--
is a recycling company specializing in low end, contaminated and
hard-to-handle materials. It purchases all types of plastic, metal
and electronic waste.
Recycling Revolution and its affiliate RR3 Resources, LLC sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Fla. Lead Case No. 19-25063) on Nov. 7, 2019. Recycling Revolution
disclosed $365,896 in assets and $9,318,956 in debt, while RR3
Resources disclosed under $1 million in both assets and
liabilities.
Judge Mindy A. Mora oversees the cases.
The Debtors tapped Marshall Grant, PLLC as their legal counsel and
Daszkal Bolton, LLP as their accountant.
RIVER HEIGHTS: S&P Lowers Rating of 2005 Revenue Bonds to 'B-'
--------------------------------------------------------------
S&P Global Ratings lowered its rating to 'B-' from 'B+' on River
Heights Academy (RHA, formerly known as Summit Academy), Mich.'s
series 2005 public school academy refunding revenue bonds. The
outlook remains negative.
"The downgrade reflects our view of RHA's continued trend of sharp
annual enrollment declines through fall 2021, which now represents
the sixth drop in enrollment over the past seven school years and
has led to a considerably limited enrollment base of just over 200
students," said S&P Global Ratings credit analyst Jesse Brady. S&P
captures its view of the declining enrollment trend and its
financial impact as an elevated social risk factor under its
environmental, social, and governance (ESG) analysis and view it as
a driver of the rating action.
The downgrade further reflects the school's materially weakened
liquidity position and below 1x maximum annual debt service (MADS)
coverage due to the large projected operating deficit in fiscal
2021. Although this was planned by management to support
investments in teacher salaries and the educational program to
support efforts to expand enrollment, it has required the use of
cash to satisfy operating and debt service requirements and notably
weakened financial metrics. Management has indicated that despite
the weak financial performance expected for fiscal 2021, the school
was not in violation of any bond covenants.
The outlook remains negative, reflecting our view of RHA's
deteriorating demand profile, which if not addressed, will continue
to place pressure on operations and threaten the longer-term
viability of the school. Based on our conversations with the
authorizer, Central Michigan University (CMU), although there are
concerns regarding the enrollment trend, there is confidence that
the new management team is making appropriate budgetary decisions
and we note CMU has not expressed any immediate concerns that could
indicate charter revocation. However, S&P is monitoring the
situation and expect the authorizer to make a decision by June
2023, the expiration of the current charter term.
S&P said, "The downgrade is driven by our view of elevated social
capital risk due to the impact of demographic factors on the
school's enrollment trends, with the outmigration of population in
the greater Detroit metropolitan area and an aging population base
lending to a smaller school age population from which to draw
students. We understand management is making strategic investments
in marketing and recruitment to stabilize enrollment, though this
has begun to materially affect financial operations. We further
view the risks posed by COVID-19 to public health and safety as an
elevated social risk for all charter schools under our ESG factors
given the potential impact on modes of instruction and state
funding, on which charter schools depend to support operations. For
RHA, recent increases to per pupil funding have helped to offset
the impact of declining enrollments to some extent, and this, in
our view, mitigates some near-term risk, although we expect to
monitor the impact of the pandemic on state budgets over the longer
term. We view the school's environmental and governance risks as in
line with our view of the sector.
"We could consider a lower rating within our outlook period if
enrollment declines further or if operating deficits persist beyond
fiscal 2021, leading to further weakened MADS coverage or reduced
liquidity, leaving the school vulnerable to payment default. We
could also lower the rating if RHA materially increases its use of
short-term borrowing or violates its bond covenant, or if there are
any notable risks as the school approaches charter renewal."
A positive rating action, including an outlook revision to stable,
would be predicated on the school successfully stabilizing its
enrollment, financial performance, and improving academics, thereby
speaking to its longer-term viability.
RIVERBED TECHNOLOGY: Seeks Votes for Prepackaged Plan
-----------------------------------------------------
Riverbed Technology Inc. and its 3 affiliates are soliciting votes
to accept or reject their Prepackaged Plan of Reorganization. The
deadline for the applicable parties to submit their ballots to
Stretto, the Solicitation Agent, is Nov. 5, 2021.
Additional information about the solicitation may be obtained by
calling the solicitation information line at 855-312-2524
(toll-free) or 949-346-3347 (international). Further inquiries,
email at RiverbedInquiries@stretto.com.
A full-text copy of the Disclosure Statement explaining the Chapter
11 plan is available for free at https://tinyurl.com/y2p46n5z
A full-text copy of the Chapter 11 plan is available for free at
https://tinyurl.com/2znne87x
In the event Riverbed files the Chapter 11 cases, the Company will
ask the U.S. Bankruptcy Court to convene a hearing to approve the
adequacy of the disclosure statement and confirm the Chapter 11
plan on Nov. 29, 2021. The combined hearing will be held virtually
by video conference as well as in person at the Bankruptcy Court,
located at 824 North Market Street, 6th Floor, Washington, Delaware
19801. Objections, if any, must be filed no later than 5:00 p.m.
(prevailing Eastern Time) on Nov. 19, 2021.
As reported by the Troubled Company Reporter on Oct 15, 2021,
Riverbed Technology on Oct. 13, 2021, announced that, as part of
its efforts to proactively strengthen the Company's financial
position, it has entered into a Restructuring Support Agreement
(the "RSA") with its equity sponsors and an ad hoc group of lenders
(the "Ad Hoc Group") holding a super-majority of its funded secured
debt regarding the terms of a comprehensive financial restructuring
that will reduce its funded secured debt by over $1 billion and
provide a $100 million cash infusion, $65 million of which is
available immediately, to position the Company for long-term
success (the "Recapitalization"). Upon consummation of the
Recapitalization, a group of sophisticated institutional investors
led by Apollo Global Management will become the majority owners of
the Company through their managed funds.
"We are pleased to have reached this agreement, which is an
important step forward in securing our long-term success as we
continue to execute our strategy and deliver relevant technologies
to our customers that are critical for today's digital and hybrid
workplace," said Dan Smoot, President and CEO of Riverbed
Technology. "Since I became CEO in June, the team and I have been
focused on taking Riverbed to the next level, driving profitable
growth and accelerating innovation to support our customers and
partners, and I am pleased with the strong double-digit bookings
growth for our visibility solutions that we saw in the third
quarter. Our solid business foundation enables us to take these
actions, which will be critical in our ongoing initiative to
strengthen our financial position and fuel our next phase of
growth. Following the implementation of the RSA, we look forward to
moving ahead as a financially stronger company."
Mr. Smoot continued, "We are grateful to have the support of all
the investors in our capital structure as we undertake this
process, which demonstrates their confidence in our business and
will enable us to complete this financial recapitalization on an
expedited basis. Our team is as dedicated as ever to serving our
amazing customers around the world and providing the leading
end-to-end visibility and network and acceleration solutions that
they have come to expect. We are confident that the proactive steps
we are taking today will allow us to further invest in the Company
and best position Riverbed to meet the needs of our customers in
the markets we serve. We thank our customers and partners for their
continued support, and our employees for their commitment to
Riverbed."
"We are pleased to support Riverbed in its recapitalization, which
will further strengthen its financial position as it continues to
deliver leading visibility and network solutions to its customers,"
said Apollo Partner Chris Lahoud. "Through this transaction,
Riverbed will be well positioned to invest in core technologies and
execute on their strategy for profitable growth. Leading this
capital solution is indicative of Apollo's role as a constructive
and long-term financing partner."
To implement the Recapitalization, the Company is soliciting
approval of the transactions contemplated by the RSA. Riverbed
expects to move through this process as quickly and efficiently as
possible and, with the strong support of its investors, anticipates
completing the process on an expedited basis. In order to complete
the process as expeditiously as possible, the Recapitalization will
be implemented through either an exchange transaction, or if
necessary, an accelerated prepackaged court-supervised process.
Under either mechanism, Riverbed's operations and the acceleration
of its strategy will continue as normal and channel partners and
suppliers will continue to be paid in the ordinary course of
business.
Riverbed's advisors include Kirkland & Ellis LLP as legal counsel,
AlixPartners as restructuring advisor, and GLC Advisors & Co. as
investment banker.
The Ad Hoc Group's advisors include White & Case LLP as legal
counsel and Centerview Partners as financial advisor. Davis Polk &
Wardwell LLP is acting as counsel to certain members of the Ad Hoc
Group.
About Riverbed Technology
Headquartered in San Francisco, California, Riverbed Technology,
Inc. is a leading provider of Wide Area Network (WAN) Optimization
and performance monitoring products and services. Riverbed's
30,000+ customers include 99% of the Fortune 100. Riverbed was
acquired by private equity funds Thoma Bravo and Teachers' Private
Capital in April 2015. Revenues were $713 million for the 12
months ended Sept. 30, 2020.
RTW CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: RTW Construction, Inc.
16 Old Red Lion Rd
Vincetown, NJ 08088
Chapter 11 Petition Date: November 4, 2021
Court: United States Bankruptcy Court
District of New Jersey
Case No.: 21-18595
Debtor's Counsel: Vincent Roldan, Esq.
MANDELBAUM & SALSBURG PC
3 Becker Farm Road
Roseland, NJ 07068
Tel: 973-974-9815
Email: vroldan@lawfirm.ms
Total Assets: $1,376,365
Total Liabilities: $3,032,627
The petition was signed by Randy Worrell as CEO.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/HKTKIFQ/RTW_Construction_Inc__njbke-21-18595__0001.0.pdf?mcid=tGE4TAMA
S K TRANSPORT: Case Summary & 4 Unsecured Creditors
---------------------------------------------------
Debtor: S K Transport Inc.
418 Independent Drive
Nitro, WV 25143
Chapter 11 Petition Date: November 3, 2021
Court: United States Bankruptcy Court
Southern District of West Virginia
Case No.: 21-30262
Judge: Mckay B. Mignault
Debtor's Counsel: Joseph W. Caldwell, Esq.
John J. Balenovich, Esq.
CALDWELL & RIFFEE
3818 MacCorkle Ave. S.E. Suite 101
Post Office Box 4427
Charleston, WV 25364-4427
Tel: (304) 925-2100
Fax: (304) 925-2193
E-mail: joecaldwell@frontier.com
chuckriffee@frontier.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Matthew McClure as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's four unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/DCTY5AI/S_K_Transport_Inc__wvsbke-21-30262__0001.0.pdf?mcid=tGE4TAMA
SEAWALK INVESTMENTS: Creditor's Plan Not Confirmable, Court Finds
-----------------------------------------------------------------
In the Chapter 11 case of Seawalk Investments, LLC, the United
States Bankruptcy Court for the Middle District of Florida,
Jacksonville Division, considered:
-- the confirmation of the Debtor's Third Amended Chapter 11
Plan of Reorganization;
-- confirmation of creditor Sky Enterprises LLC'S Chapter 11
Plan of Reorganization;
-- the Debtor's Motion to Value Real Property;
-- Sky's Motion to Determine Amount of Secured Claim; and
-- Sky's Motion to Dismiss or Convert the Chapter 11 case.
Trials on these matters were held on August 26 and 27, 2020;
October 15, 2020; January 28, 2021; February 18, 2021; and
September 21, 2021.
In a Findings of Facts and Conclusions of Law dated October 28,
2021, the Court concluded that, to the Property's value, the income
capitalization approach makes the most sense in this situation.
The facts demonstrate a value, as of the confirmation date, of at
least $4.75 million. The value of Sky's secured claim is
$811,372.40, encompassing the principal balance of $741,960.76,
accrued interest of $19,411.64, and attorney's fees of $50,000.00.
The Court further concluded that Sky's Plan is not confirmable,
pointing out that Sky's Plan contravenes the "objectives and
purposes" of the Bankruptcy Code because the plan liquidates and
destroys a viable going concern -- and does so for its own
windfall-benefit. Sky was not a prepetition creditor. Sky
purchased its claim after the Debtor filed its initial and first
amended plans with the Court, which provided for full payment, with
interest, to NLA Jacksonville. Sky's Plan pays nothing to the
equity holders and effectively purchases the Property for
approximately $1.75 million (i.e., $900,000 to $1 million as Sky's
expectation for all allowed claims except its own, plus $760,000
for purchasing the Primary Mortgage Debt in the first place). Even
Sky's own expert valued the Property at $2.6 million. Sky's Plan is
a win-win for Sky and a lose-lose for the Debtor, the Debtor's
equity holders, and the other creditors in this case, the Court
said. There is no reasonable likelihood that Sky's Plan achieves
any result consistent with the Bankruptcy Code.
The Court also concluded that Sky's Plan was not proposed in good
faith but was, instead, proposed for the purpose of obtaining title
to the Property. This is evidenced by the totality of the
circumstances including, but not limited to, the fact that Jean
Bakkes, the owner of Sky, offered to purchase the Property years
before he became "concerned" for his friend, Gust Hapsis, the
beneficiary of the Teresa L. Hapsis Trust, the Debtor's
second-largest creditor.
In contrast, the Court concluded that the Debtor's Plan meets all
the requirements for confirmation, noting that the Debtor's Plan
has a reasonable probability of success and is workable. Even if
the Debtor defaults under the plan, the Property retains sufficient
value to pay all creditors in full under the self-liquidation
provision in the Debtor's Plan, the Court said. Given: (a) the
Debtor's net operating income and (b) the value of the Property
combined with the plan's self-liquidation provision, there is no
doubt the plan is feasible under Section 1129(a)(11), the Court
held.
Further, even assuming Sky's Plan was confirmable, Section 1129(c)
requires the Court to confirm the Debtor's Plan in light of the
overwhelming and reasonable creditor preferences in this case, the
Court said.
A full-text copy of the decision is available at
https://tinyurl.com/zhwwsr9b from Leagle.com.
About Seawalk Investments
Seawalk Investments, LLC, a privately held company in
Jacksonville,
Fla., sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. M.D. Fla. Case No. 19-01010) on March 21, 2019. At the
time of the filing, the Debtor had estimated assets of between $1
million and $10 million and liabilities of between $1 million and
$10 million. Judge Jerry A. Funk oversees the case. The Debtor
hired Wilcox Law Firm as its bankruptcy counsel.
SKY MEDIA: Seeks to Hire Roshawn Banks as Bankruptcy Counsel
------------------------------------------------------------
Sky Media Pay, Inc. seeks approval from the U.S. Bankruptcy Court
for the Southern District of Florida to employ Roshawn Banks, Esq.,
an attorney at The All Law Center, PA, to handle its Chapter 11
case.
The firm's services include:
(a) advising the Debtor with respect to its powers and duties
in the continued management of its business operations;
(b) advising the Debtor regarding its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;
(c) preparing legal papers;
(d) protecting the interest of the Debtor in all matters
pending before the court; and
(e) representing the Debtor in negotiation with its creditors
in the preparation of a Chapter 11 plan.
Mr. Banks will be paid at his hourly rate of $375 and reimbursed
for expenses incurred.
The Debtor paid the attorney a total of $8,000 for pre-bankruptcy
fees and court's filing fee.
Mr. Banks disclosed in a court filing that he and his firm are
"disinterested persons" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The attorney can be reached at:
Roshawn Banks, Esq.
The All Law Center, PA
P.O. Box 25978
Fort Lauderdale, FL 33320
Telephone: (954) 747-1843
Email: RBanks@thealllawcenter.com
About Sky Media Pay
Sky Media Pay, Inc. is the fee simple owner of four real properties
in Miami, Fla., having a total current value of $2.52 million.
Sky Media Pay filed a voluntary petition for Chapter 11 protection
(Bankr. S.D. Fla. Case No. 21-20444) on Oct. 29, 2021, listing
$2,521,691 in total assets and $4,503,498 in total liabilities.
Paola Angulo, president, signed the petition. Judge Laurel M.
Isicoff oversees the case. Roshawn Banks, Esq., at The All Law
Center, PA, serves as the Debtor's legal counsel.
SNYDER WHOLESALE: Wooley Auction of Facility Until Nov. 17
----------------------------------------------------------
Wooley Auctioneers out of Little Rock, Arkansas announced Nov. 3,
2021, that it has been selected as the auction company to conduct
an online auction - In the United States Bankruptcy Court Eastern
District of Arkansas Northern Division. Re: Snyder Wholesale Inc.,
Debtor. Case No. 3:21-bk-12071J. Chapter 7. There will be 3
offerings selling separately. The auction will start on November
3, 2021 at 10:00am CT and will end on November 17th at 2:00pm CT.
The first offering is a warehouse & office facility on 2.41± acres
and contains 21,552± SF of warehouse space and 3,840± SF of
multi-level office space with (11) offices, reception area, break
room, (2) kitchenettes, (4) bathrooms & (3) storage rooms. The
warehouse contains a (5) bay loading dock, staging area, medium &
low temp cold storage. Additionally there are (3) freezers totaling
approximately 4,475± SF of low temp cold storage attached to the
warehouse on the South East side of the building.
The second offering consists of 15 undeveloped acres in the
Blytheville Industrial Park in Blytheville, Arkansas and has
railroad access and excellent development potential.
The third offering is warehouse equipment from the 'Formerly Snyder
Wholesale Inc.' in Blytheville, AR. It includes pallet racking,
office furniture, forklifts, pallet jacks & 100's of items.
Wooley Auctioneers, a third generation auction company and an
expert in the auction industry knows what it takes to make bidding
at auction a smooth and uncomplicated process.
About Snyder Wholesale
Snyder Wholesale Inc. is a wholesaler of food & paper products,
including frozen, canned & fresh foods, tissue paper & paper
towels. Snyder Wholesale sought Chapter 7 protection (Bankr. E.D.
Ark. Case No. 21-12071) on Aug. 3, 2021. The Debtor estimated less
than $500,000 in assets and liabilities as of the bankruptcy
filing. The case is handled by Honorable Judge Phyllis M Jones.
G. Mike DeLoache, of Deloache Law Office, is the Debtor's counsel.
SOLID BIOSCIENCES: Incurs $18 Million Net Loss in Third Quarter
---------------------------------------------------------------
Solid Biosciences Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $17.98 million on $3.54 million of collaboration revenue for the
three months ended Sept. 30, 2021, compared to a net loss of $21.25
million on zero collaboration revenue for the three months ended
Sept. 30, 2020.
For the nine months ended Sept. 30, 2021, the Company reported a
net loss of $53.58 million on $10.47 million of collaboration
revenue compared to a net loss of $66.93 million on zero
collaboration revenue for the same period during the prior year.
As of Sept. 30, 2021, the Company had $248.99 million in total
assets, $25.62 million in total liabilities, and $223.36 million in
total stockholders' equity.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001707502/000156459021053726/sldb-10q_20210930.htm
About Solid Biosciences
Headquartered in Cambridge, MA, Solid Biosciences --
www.solidbio.com -- is a life sciences company focused on
advancing
transformative treatments to improve the lives of patients living
with Duchenne. Disease-focused and founded by a family directly
impacted by Duchenne, the Company's mandate is simple yet
comprehensive work to address the disease at its core by correcting
the underlying mutation that causes Duchenne with its lead gene
therapy candidate, SGT-001.
Solid Biosciences reported a net loss of $88.29 million for the
year ended Dec. 31, 2020, compared to a net loss of $117.22 million
for the year ended Dec. 31, 2019. As of March 31, 2021, the
Company had $285.28 million in total assets, $32.28 million in
total liabilities, and $253 million in total stockholders' equity.
Boston, Massachusetts-based PricewaterhouseCoopers LLP, the
Company's auditor since 2017, issued a "going concern"
qualification in its report dated March 15, 2021, citing that the
Company has incurred losses and negative cash flows from operations
since inception that raise substantial doubt about its ability to
continue as a going concern.
STONEYS KINGFISHERS: Seeks to Tap Re/Max as Real Estate Broker
--------------------------------------------------------------
Stoneys Kingfishers Seafood House, Inc. seeks approval from the
U.S. Bankruptcy Court for the District of Maryland to employ Re/Max
One Commercial as real estate broker.
The Debtor needs the assistance of a broker to market and sell its
real property located at 14442 S. Solomons Island Road, Solomons,
Md.
The Debtor has agreed to pay Re/Max One Commercial a commission of
up to 6 percent of the property's purchase price, plus a flat fee
commission of $425.
Joe Wustner, a real estate agent at Re/Max One Commercial,
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:
Joe Wustner
Re/Max One Commercial
9405 Chesapeake St., Suite A
La Plata, MD 20646
Tel: (410) 535-6291
Cell: (301) 752-5550
About Stoneys Kingfishers Seafood House
Solomons, Md.-based Stoneys Kingfishers Seafood House, Inc. filed a
voluntary petition for Chapter 11 protection (Bankr. D. Md. Case
No. 21-16577) on Oct. 18, 2021, listing as much as $10 million in
both assets and liabilities. Eugenia Cousineaux, president, signed
the petition. The law firm of McNamee Hosea, PA serves as the
Debtor's legal counsel.
STURGEON AQUAFARMS: Taps Dinnall Fyne & Co. as Financial Advisor
----------------------------------------------------------------
Sturgeon Aquafarms II, LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Florida to employ Dinnall Fyne &
Co. as financial advisor.
The Debtor requires the assistance of a financial advisor to review
and assist with various books and records associated with its
financial affairs and to formulate a Chapter 11 plan of
reorganization.
The hourly rates of the firm's professionals are as follows:
Alan Fyne $250 per hour
Senior Accounting Staff $150 per hour
Bookkeeper $75 per hour
In addition, the firm will seek reimbursement for expenses
incurred.
Alan Fyne, a principal at Dinnall Fyne & 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:
Alan Fyne
Dinnall Fyne & Co.
1515 N. University Dr., Ste. 114
Coral Springs, FL 33071
Telephone: (954) 340-5696
Facsimile: (954) 204-3263
Email: afyne@dinnallfyne.com
About Sturgeon Aquafarms II
Miami-based Sturgeon Aquafarms II, LLC filed a voluntary petition
for Chapter 11 protection (Bankr. S.D. Fla. Case No. 21-19143) on
Sept. 21, 2021, listing as much as $10 million in both assets and
liabilities. Mark Gelman, managing member, signed the petition.
Judge Laurel M. Isicoff oversees the case.
The Debtor tapped Linda Leali, PA as legal counsel and Dinnall Fyne
& Co. as financial advisor.
SUMMIT FAMILY: Casa Bonita Fans Drop Last Effort to Block Sale
--------------------------------------------------------------
Alex Wolf of Bloomberg Law reports that South Park creators secure
clear path to Casa Bonita purchase after an impassioned group of
Casa Bonita fans dropped a last-ditch effort to block a bankruptcy
court sale of the famed Denver restaurant to the creators of
animated TV show South Park.
The group's withdrawal from the proceedings allows Trey Parker and
Matt Stone's $3.1 million acquisition to move ahead, resolving the
fate of the restaurant that had gained recognition nationally after
being featured in a 2003 episode of South Park.
Save Casa Bonita LLC, the incorporated entity representing the
restaurant's fans, had opposed the deal struck by the
restaurant’s owner Summit Family Restaurants Inc. with Parker and
Stone.
In October 2021, the fan group said it was willing to pay $3.5
million for the 47-year-old restaurant. But following discussions
with the restaurant owner and the proposed buyers, Save Casa Bonita
agreed to withdraw the objection, the group said in a Tuesday
filing with the U.S. Bankruptcy Court for the District of
Colorado.
Stone and Parker's acquisition enables the restaurant to stay open
and pay undisputed debts in full, according to court documents.
Summit Family Restaurants noted in a filing Tuesday that the deal
with Parker and Stone also includes a separate sale of the
restaurant's intellectual property assets from a non-bankrupt
affiliate.
A hearing on the proposed sale scheduled for Wednesday, November 3,
2021, was subsequently vacated.
An attorney for Summit didn’t immediately respond to a request
for comment. A lawyer for Stone and Parker’s company Beautiful
Opco LLC declined to comment.
Summit Family Restaurants filed for bankruptcy in Arizona in April
2021, and the case was transferred to Colorado.
The case is In re Summit Family Restaurants Inc., Bankr. D. Colo.,
No. 21-13328, objection withdrawn 11/2/21.
About Summit Family Restaurants
Scottsdale, Ariz.-based Summit Family Restaurants Inc. owns and
operates Denver restaurant Casa Bonita. The restaurant, which
opened in 1974, shut its doors in March 2020, at the beginning of
the COVID-19 pandemic.
Summit's parent, Star Buffet, Inc., owns and operates restaurants
in several western states, Oklahoma and Florida. It operates
restaurants under the HomeTown Buffet, JB's Restaurants,
BuddyFreddys, JJ North's Country Buffet, Holiday House, Casa
Bonita, and North's Star Buffet names. Star Buffet's restaurants
provide customers with a variety of fresh food at moderate prices.
Summit Family Restaurants filed a petition under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No.
21-02477) on April 6, 2021. The Debtor disclosed total assets of
$3.682 million and total liabilities of $4.425 million as of March
31, 2021.
On June 23, 2021, the Debtor's Chapter 11 proceeding was
transferred to the U.S. Bankruptcy Court for the District of
Colorado and was assigned a new case number (Case No. 21-13328).
Judge Brenda K. Martin oversees the case. Kutner Brinen Dickey
Riley, PC, serves as the Debtor's legal counsel.
TIX CORPORATION: Taps David J. Merrill as Conflicts Counsel
-----------------------------------------------------------
Tix Corporation seeks approval from the U.S. Bankruptcy Court for
the District of Nevada to employ David J. Merrill, PC as its
conflicts counsel.
The firm will represent the Debtor in the event any conflicts arise
between Tix Corporation and affiliated debtor, Tix4Tonight.
David Merrill, Esq., the attorney primarily responsible for this
engagement, will be compensated at his hourly rate of $575 and
reimbursed for work-related expenses incurred.
Mr. Merrill 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 J. Merrill, Esq.
David J. Merrill, PC
10161 Park Run Drive, Suite 150
Las Vegas, NV 89145
Telephone: (702) 566-1935
About Tix Corporation
Tix Corporation provides discount ticketing services, with discount
ticket stores in Las Vegas under its Tix4Tonight marquee and its
online ticket sales site, www.tix4tonight.com, which offered
discount tickets for shows, concerts, attractions, and tours as
well as discount dining and shopping offers.
Tix Corporation and Tix4Tonight, LLC filed their voluntary
petitions for Chapter 11 protection (Bankr. D. Nev. Lead Case No.
21-14170) on Aug. 24, 2021. Kimberly Simon, chief operating
officer, signed the petitions. In the petitions, the Debtors
listed as much as $10 million in both assets and liabilities.
Judge Natalie M. Cox oversees the cases.
The Debtors tapped Griffin Hamersky, LLP as bankruptcy counsel;
Schwartz Law, PLLC as Nevada counsel; Greenberg Traurig, LLP as
special corporate and securities counsel; and Rock Creek Advisors,
LLC as financial advisor.
TRANSOCEAN LTD: Incurs $130 Million Net Loss in Third Quarter
-------------------------------------------------------------
TransOcean Ltd. filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing a net loss of $130
million on $626 million of contract drilling revenues for the three
months ended Sept. 30, 2021, compared to net income of $359 million
on $773 million of contract drilling revenues for the three months
ended Sept. 30, 2020.
For the nine months ended Sept. 30, 2021, the Company reported a
net loss of $331 million on $1.94 billion of contract drilling
revenues compared to a net loss of $529 million on $2.46 billion of
contract drilling revenues for the same period last year.
As of Sept. 30, 2021, the Company had $20.98 billion in total
assets, $1.35 billion in total current liabilities, $8.36 billion
in total long-term liabilities, and $11.27 billion in total
equity.
At Sept. 30, 2021, the Company had $900 million in unrestricted
cash and cash equivalents and $576 million in restricted cash and
cash equivalents. In the nine months ended Sept. 30, 2021, the
Company's primary sources of cash were net cash provided by its
operating activities and net cash proceeds from the issuance of
shares under the ATM Program. The Company's primary uses of cash
were repayments of debt and capital expenditures.
Cash flows provided by operating activities were $141 million,
compared to $153 million in the prior quarter. The third quarter
decrease was primarily due to the timing of interest payments and
increased income tax payments, partially offset by annual insurance
prepayments made in the second quarter of 2021.
Third quarter 2021 capital expenditures of $37 million, compared to
$41 million in the prior quarter, were primarily related to the
company's newbuild drillships under construction.
"I would like to thank the entire Transocean team for their
continued dedication to delivering safe, reliable, and efficient
operations for our customers. We once again produced strong
financial results," said President and Chief Executive Officer,
Jeremy Thigpen. "Notably, our strong uptime performance during the
quarter drove an impressive revenue efficiency of 98%, resulting in
adjusted revenues of $683 million."
"Furthermore, during the quarter, we were excited to secure the
maiden contract for Deepwater Atlas, solidifying Transocean's
position as the undisputed leader in the 20,000 psi deepwater
drilling market. As you know, Transocean has a history of firsts
in the most technically demanding environments; and, we look
forward to enhancing that legacy upon delivery of Deepwater Atlas
and Deepwater Titan in the coming year."
"Further demonstrating our technical leadership, we recently
announced our commitment to reduce our greenhouse gas emissions
intensity 40 percent by 2030 as compared to 2019. Our industry
plays an important role in the ever-growing global demand for
energy; and, we are proud to continue to employ our operational and
technical expertise to support our customers in the delivery of
efficient energy to the world, while simultaneously reducing our
impact on the environment."
Thigpen concluded, "We grow increasingly encouraged as we observe
continuously improving market fundamentals and the resulting
strength exhibited in oil prices. With tightening utilization for
high-specification ultra-deepwater and harsh environment assets,
and longer tender durations across multiple markets, dayrates are
steadily increasing, which bodes well for the offshore drilling
industry, and Transocean."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1451505/000145150521000086/rig-20210930x10q.htm
About Transocean
Transocean Ltd. is an international provider of offshore contract
drilling services for oil and gas wells. The company specializes
in technically demanding sectors of the offshore drilling business
with a particular focus on ultra-deepwater and harsh environment
drilling services.
Transocean reported a net loss of $568 million for the year ended
Dec. 31, 2020, compared to a net loss of $1.25 billion for the year
ended Dec. 31, 2019. As of June 30, 2021, the Company had $21.20
billion in total assets, $1.32 billion in total current
liabilities, $8.57 billion in total long-term liabilities, and
$11.31 billion in total equity.
* * *
As reported by the TCR on July 12, 2021, S&P Global Ratings raised
its issuer credit rating on Switzerland-based offshore drilling
company Transocean Ltd. to 'CCC' from 'CCC-'. S&P said, "Our 'CCC'
issuer credit rating reflects the potential that the company will
undertake additional distressed transactions over the next year.
Although Transocean has taken steps to improve its liquidity, it
still has significant debt maturities and high capital spending
requirements over the next two years."
UBIOME INC: Founders Cannot Flush SEC Charges
---------------------------------------------
Lauren Berg of Law360 reports that the co-founders of shuttered
fecal testing startup uBiome can't ditch a U.S. Securities and
Exchange Commission suit over allegations they used a fraudulent
insurance billing scheme to raise $60 million from duped investors,
a California federal judge ruled Wednesday, November 3, 2021.
In a 14-page order, U.S. District Judge Charles R. Breyer denied
Jessica Richman and Zachary Apte's bid to dismiss the suit,
rejecting their contention that the SEC wasn't specific enough in
its claims that they kept investors in the dark about improper
billing practices while the company pulled off a $60 million
fundraising round in 2018.
About uBiome Inc.
uBiome, Inc. -- https://ubiome.com/ -- is a microbial genomics
company founded in 2012. uBiome combines its patented proprietary
precision sequencing with machine learning and artificial
intelligence to develop wellness products, clinical tests, and
therapeutic targets. uBiome has filed for over 250 patents on its
technology, which includes sample preparation, computational
analysis, molecular techniques, as well as diagnostic and
therapeutic applications. uBiome and its non-debtor foreign
affiliates currently employ approximately 100 individuals, of which
35 are located in the United States, 37 in Chile, and 28 in
Argentina.
On Sept. 4, 2019, uBiome, Inc., sought Chapter 11 protection
(Bankr. D. Del. Case No. 19-11938). The Debtor was estimated to
have assets of $50 million to $100 million and liabilities of $10
million to $50 million as of the bankruptcy filing.
The Hon. Laurie Selber Silverstein is the case judge.
The Debtor tapped Young, Conaway, Stargatt & Taylor, LLP as
counsel; Goldin Associates, LLC, as restructuring advisor; and GLC
Advisors & Co., LLC and GCLA Securities LLC as investment banker.
Donlin Recano & Company, Inc., is the claims agent.
In October 2019, the Bankruptcy Court converted the Chapter 11
bankruptcy case to a Chapter 7 liquidation.
VERTEX ENERGY: Prices Offering of $155M Convertible Senior Notes
----------------------------------------------------------------
Vertex Energy, Inc. announced the pricing of its previously
announced offering of $155.0 million aggregate principal amount at
maturity of its convertible senior notes due 2027 in a private
offering to persons reasonably believed to be "qualified
institutional buyers" and/or to "accredited investors" in reliance
on the exemption from registration provided by Section 4(a)(2) of
the Securities Act of 1933, as amended. The sale of the notes is
expected to result in approximately $133.9 million in net proceeds
to Vertex Energy after deducting placement agent fees and estimated
offering expenses payable by Vertex Energy.
The Company intends to use approximately (i) $33.7 million of the
net proceeds from the offering to fund a portion of the funds
payable in connection with previously disclosed, pending
acquisition by Vertex Energy of a refinery located in Mobile,
Alabama, (ii) $13.0 million of the net proceeds from the offering
for certain engineering services and for the initial payments of
purchase orders for long lead-time equipment associated a capital
project designed to modify the Mobile refinery's hydrocracking unit
to produce renewable diesel in advance of the purchase, (iii) $10.9
million of the net proceeds from the offering to repay amounts owed
by the Company under its credit facilities with Encina Business
Credit, LLC and certain of its affiliates, and (iv) $0.4 million of
the net proceeds to repay certain secured equipment leases with
certain affiliates of Wells Fargo Bank, National Association. The
Company intends to use the remainder of the net proceeds for
working capital and other general corporate purposes, which may
include debt retirement and organic and inorganic growth
initiatives, provided that the Company has no current specific
plans for such uses.
Key terms of the notes are as follows:
* Issue price - 90% of the face amount of each note.
* Interest rate of 6.25% - The notes will bear interest at a
rate of 6.25% per year, payable semiannually in arrears on April 1
and October 1 of each year, beginning on April 1, 2022.
* Conversion price of approximately $5.89 - The notes will be
convertible at an initial conversion rate of 169.9235 shares of
Vertex Energy's common stock, per $1,000 principal amount of notes
(equivalent to an initial conversion price of approximately $5.89
per share, which represents a conversion premium of approximately
37.5% to the last reported sale price of $4.28 per share of Vertex
Energy's common stock on The Nasdaq Capital Market on Oct. 26,
2021).
* Maturity date - The notes will mature on Oct. 1, 2027, unless
earlier repurchased, redeemed or converted.
* Conversion - Prior to July 1, 2027, the notes will be
convertible at the option of the holders of the notes only upon the
satisfaction of certain conditions and during certain periods, and
thereafter, at any time until the close of business on the second
scheduled trading day immediately preceding the maturity date.
* Cash settlement of principal amount in connection with
conversions - Upon conversion, the Company will pay or deliver, as
the case may be, cash, shares of its common stock or a combination
of cash and shares of its common stock, at its election, provided
that until such time as the Company's stockholders have approved
the issuance of more than 19.99% of the Company's common stock
issuable upon conversion of the notes in accordance with the rules
of The Nasdaq Capital Market, the Company is required to elect
"cash settlement" for all conversions of the notes.
* Limited investor put rights - Holders of the notes will have
the right to require the Company to repurchase for cash all or part
of their notes at a repurchase price equal to 100% of the accreted
principal amount of the notes to be repurchased, plus accrued and
unpaid interest to, but excluding the repurchase date, upon the
occurrence of certain change of control transactions or
liquidation, dissolution or common stock delisting events, subject
to certain conditions.
* Optional Redemption - Prior to Oct. 6, 2024, the notes will not
be redeemable at the Company's option. On a redemption date
occurring on or after Oct. 6, 2024 and on or before the 30
scheduled trading day before the maturity date, the Company may
redeem for cash all or part of the notes (subject to certain
restrictions), at its option, if the last reported sale price of
our the Company's common stock has been at least 130% of the
conversion price then in effect for at least 20 trading days
(whether or not consecutive), including the trading day immediately
preceding the date on which the Company provides a notice of
redemption, during any 30 consecutive trading day period ending on,
and including, the trading day immediately preceding the redemption
notice date at a redemption price equal to 100% of the accreted
principal amount of the notes to be redeemed, plus accrued and
unpaid interest to, but excluding, the redemption date. No
"sinking fund" is provided for the notes, which means that we are
not required to redeem or retire the notes periodically.
* Escrow of proceeds; special mandatory redemption - A total of
75% of the net proceeds from the offering will be placed into an
escrow account to be released to the Company, upon the satisfaction
of certain conditions, including the satisfaction or waiver of all
of the conditions precedent to the Company's obligation to
consummate the Mobile Acquisition. If the Mobile Acquisition is
not consummated on or prior to April 1, 2022, if the Company has
not certified to the escrow agent that all conditions precedent to
the Company's obligations to consummate the Mobile Acquisition have
been satisfied, or if the Company notifies the trustee and the
escrow agent in writing that the agreement relating to the purchase
of the Mobile Refinery has been terminated, the notes will be
subject to a special mandatory redemption equal to 100% of the
accreted principal amount of the notes, plus accrued and unpaid
interest to, but excluding, the special mandatory redemption date,
plus interest that would have accrued on the notes from the special
mandatory redemption date to, and including, the date that is nine
months after the special mandatory redemption date. If the Escrow
Release Conditions have been satisfied or waived, the Company can
request that the escrowed funds be released to the Company.
* Conversion rate increase in certain customary circumstances -
The Company will also be required to increase the conversion rate
for holders who convert their notes in connection with a
fundamental change and certain other corporate events or convert
their notes called for optional redemption (or deemed called for
optional redemption) following delivery by the Company of a notice
of redemption, in either case, in certain circumstances.
When issued, the notes will be Vertex Energy's senior unsecured
obligations.
The notes and the common stock issuable upon conversion of the
notes, if any, have not been and will not be registered under the
Securities Act, or any state securities laws, and unless so
registered, may not be offered or sold in the United States except
pursuant to an applicable exemption from such registration
requirements.
About Vertex Energy
Houston-based Vertex Energy, Inc. (NASDAQ: VTNR) is a specialty
refiner of alternative feedstocks and marketer of high-purity
petroleum products. Vertex is one of the largest processors of
used motor oil in the U.S., with operations located in Houston and
Port Arthur (TX), Marrero (LA) and Heartland (OH). Vertex also
co-owns a facility, Myrtle Grove, located on a 41-acre industrial
complex along the Gulf Coast in Belle Chasse, LA, with existing
hydro-processing and plant infrastructure assets, that include nine
million gallons of storage. The Company has built a reputation as
a key supplier of Group II+ and Group III Base Oils to the
lubricant manufacturing industry throughout North America.
Vertex Energy reported a net loss attributable to the company of
$12.04 million for the year ended Dec. 31, 2020, compared to a net
loss attributable to the company of $5.05 million for the year
ended Dec. 31, 2019. As of June 30, 2021, the Company had $135.11
million in total assets, $79.58 million in total liabilities,
$37.03 million in total temporary equity, and $18.50 million in
total equity.
W&T OFFSHORE: Incurs $38 Million Net Loss in Third Quarter
----------------------------------------------------------
W&T Offshore, Inc. reported a net loss of $37.96 million on $133.95
million of total revenues for the three months ended Sept. 30,
2021, compared to a net loss of $13.34 million on $72.52 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 $90.38 million on $392.42 million of total revenues
compared to net income of $46.74 million on $251.89 million of
total revenues for the same period during the prior year.
As of Sept. 30, 2021, the Company had $1.24 billion in total
assets, $379.77 million in total current liabilities, $696.17
million in long-term debt, $380.33 million in asset retirement
obligations (less current portion), $83.96 million in other
liabilities, and a total shareholders' deficit of $296.89 million.
Tracy W. Krohn, W&T's chairman and chief executive officer, stated,
"Despite an active hurricane season and deferred production caused
by Hurricane Ida, we are pleased with the strong operational and
financial results that we delivered in the third quarter. We
continued to generate strong Adjusted EBITDA with $45.3 million in
the third quarter and $152.6 million in the first nine months of
2021. The improved commodity price environment and our commitment
to expanding margins allowed us to further build our cash position
to $257.6 million. As a reminder, during the first quarter of this
year, we paid down $32 million of our RBL out of cash flow. In the
second quarter we completed a financial transaction that
meaningfully improved our financial flexibility by more efficiently
utilizing the collateral value of our Mobile Bay assets, allowing
us to pay off our then existing RBL balance of $48 million, and
added significant cash to the balance sheet. This transaction
allowed us to take advantage of the long-lived nature of our Mobile
Bay assets. Importantly, our strong cash position of over $250
million provides us the dry powder to pursue accretive acquisition
opportunities that have been a hallmark of W&T's success through
the years. We believe that market conditions in the Gulf of Mexico
remain very favorable for accretive acquisitions."
Krohn continued, "The changes in the Credit Agreement announced
today enhance our financial flexibility at a time when most
traditional RBL lenders are offering less flexible and more onerous
commercial terms. Given the Company's current cash position, zero
RBL debt, and the fact that the Company has not utilized its RBL
for some time, we concluded that now was an appropriate time to
step away from that market. The Calculus Lending facility provides
us 'opportunistic liquidity' beyond our current cash balance. The
terms and covenants associated with the amended facility are
consistent with or better than other comparable facilities
evaluated by W&T."
"Operationally, we are close to having our Cota well online and
drilling is proceeding at our high potential exploratory well at
Mississippi Canyon. We are considering drilling several more
exploratory wells in our 2022 drilling program, which we expect to
announce around the end of the first quarter next year. The
combination of our strong balance sheet, inventory of high quality
drilling and workover projects, and track record of making
successful acquisitions position W&T to continue to deliver on our
strategic vision," concluded Mr. Krohn.
Net cash provided by operating activities for the three months
ended Sept. 30, 2021 was $65.1 million and $111.3 million for the
first nine months of 2021.
At quarter end, cash and cash equivalents totaled $257.6 million
and total debt is $742.4 million (or $484.8 million, net of cash
and cash equivalents), consisting of the balance of the
non-recourse Mobile Bay term loan of $195.4 million and $547.0
million of 9.75% Senior Second Lien Notes Due 2023, net of
amortized debt issuance costs for both instruments. W&T is
currently in compliance with all applicable covenants of the Credit
Agreement and the Senior Secured Second Lien Notes indenture.
There were no outstanding borrowings under the RBL facility at
quarter end and subsequent to quarter end the existing RBL facility
was amended.
Credit Agreement Amendment
The Company had entered into amendments of its Sixth Amended and
Restated Credit Agreement to replace its current bank group with a
new lender under a revised revolving credit facility.
The amendments to the Credit Agreement result in a termination of
the Company's current RBL relationship with commercial bank lenders
who have traditionally provided the credit facility and establishes
a $100 million first priority lien secured revolving facility with
borrowing base of $50 million with a term that expires on April 30,
2022 provided by Calculus Lending, LLC, an affiliated company of
Mr. Krohn. Any outstanding borrowings will accrue interest at
LIBOR plus 6.0%. The amendments include revised financial
covenants, including tests for net first lien debt to EBITDA, asset
coverage, and current ratio. Certain fees commensurate with bank
lending fees will be payable to the new lender. A committee of the
independent members of the Board of Directors reviewed and approved
the amendments given Mr. Krohn's affiliation with Calculus Lending,
LLC. Certain existing commodity derivative contracts not associated
with the secured debt transaction have also been novated to a new
counterparty at the same terms as a result of the amendments to the
Credit Agreement.
A full-text copy of the press release is available for free at:
https://www.sec.gov/Archives/edgar/data/0001288403/000155837021014155/wti-20211102xex99d1.htm
About W&T Offshore
W&T Offshore, Inc. -- http://www.wtoffshore.com-- is an
independent oil and natural gas producer with operations offshore
in the Gulf of Mexico and has grown through acquisitions,
exploration and development. The Company currently has working
interests in 41 producing fields in federal and state waters and
has under lease approximately 611,000 gross acres, including
approximately 424,000 gross acres on the Gulf of Mexico Shelf and
approximately 187,000 gross acres in the Gulf of Mexico deepwater.
A majority of the Company's daily production is derived from wells
it operates.
* * *
In May 2021, S&P Global Ratings affirmed the 'CCC+' issuer credit
rating on Houston-based W&T Offshore Inc.
As reported by the TCR on April 19, 2021, Moody's Investors Service
upgraded W&T Offshore, Inc.'s Corporate Family Rating to Caa1 from
Caa2, Probability of Default Rating to Caa1-PD from Caa2-PD and
senior secured second lien notes rating to Caa2 from Caa3. The
outlook was changed to stable from negative. "The upgrade of W&T
Offshore's ratings reflects higher commodity prices that support
continued positive free cash flow in 2021," said Jonathan Teitel, a
Moody's analyst.
WEST C BUILDERS: May Continue Using Cadence Bank's Cash Collateral
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of California,
Santa Rosa Division, has approved the stipulation filed by West C
Builders, Inc. and Cadence Bank, N.A., the secured creditor,
regarding the Debtor's use of cash collateral.
The parties agree the Debtor is authorized to use the cash
collateral of Cadence Bank only pursuant to the terms and
conditions set forth in the Stipulation and for the month of
November 2021; provided, however, that if the Debtor's chapter 11
plan is confirmed and goes into effect before the end of November
2021, the plan will supplant the stipulation.
The use must be in general compliance with the budget, with a 20%
variance.
The Debtor must remit monthly adequate-protection payments to
Cadence Bank, in the amount of at least the payment pursuant to the
loan documents regarding the Debtor's loan from Cadence Bank and on
the due date set forth in the loan documents. If the Debtor fails
to remit any such payment, Cadence Bank may immediately terminate
the Debtor's authority to use cash collateral by filing a notice of
such termination.
Cadence Bank has a first-priority replacement lien on all the
Debtor's post-petition assets, to the extent of the Debtor's use of
the petition date bank account balances and the petition date
accounts receivable from the petition date forward.
The Debtor must account, at least twice per month, showing by
budget category the amounts expended during the time period and
showing, by project, the receipts during the time period. The
accounting must include printouts of all deposits and withdrawals
from the Debtor's bank accounts, downloaded from the Debtor's
online access to the accounts, tying the accounting to the bank
records. The reports must be received by Cadence Bank's counsel no
later than three business days after the 15th of each month and the
end of each month. If the Debtor fails timely to deliver any
accounting, Cadence Bank may immediately terminate the Debtor's
authority to use cash collateral by filing a notice of such
termination.
A copy of the stipulation is available at https://bit.ly/3mB8b7j
from PacerMonitor.com.
A copy of the order is available at https://bit.ly/3jVzuaH from
PacerMonitor.com.
About West C Builders, Inc.
West C Builders, Inc. sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 21-10263) on May
26, 2021. In the petition signed by Anton D. Council, president,
the Debtor disclosed up to $10 million in both assets and
liabilities.
Judge Roger L. Efremsky oversees the case.
Gina R. Klump, Esq., at the Law Office of Gina R. Klump is the
Debtor's counsel.
WET BANDITS: Files for Chapter 11 Bankruptcy Protection
-------------------------------------------------------
Jake Abbott of Sacramento Business Journal reports that the group
that owns a Midtown Sacramento building where Costanza's used to
operate filed for Chapter 11 bankruptcy this week.
The ownership group, Wet Bandits LLC, owns the building at 2107 L
St. Wet Bandits listed the building as the company's sole asset,
valued at $2 million.
According to the bankruptcy filing, the group has $2.275 million in
total debts. Of that, $1.7 million is owed to creditors with
secured claims, the largest being Socotra Capital for providing a
hard money loan of $1.25 million.
Wet Bandits also listed a $575,000 unsecured claim from a private
lender. According to the filing, the ownership group does not
expect to be able to pay back unsecured creditors after
administrative expenses are paid.
Gabriel Owens, managing member of Wet Bandits, submitted the
bankruptcy filing Monday on behalf of the group, in U.S. Bankruptcy
Court for the Eastern District of California.
Wet Bandits purchased the Midtown building in December 2017 for
$1.3 million, according to real estate data service Reonomy. The
building was renovated before Costanza's opened in early 2019. The
bar and restaurant had a pop-culture theme and was named after a
character from the TV show "Seinfeld." It offered a self-serve
"beer wall" as well as a full menu.
Owens was also listed as the registered agent of Costanza's LLC on
the California Secretary of State's website.
In June 2021, the Business Journal reported the property and
business, including accompanying licenses, were up for sale and
listed for $2.5 million. The building is 2,200 square feet and was
built in 1940.
In October 2021, a new restaurant and bar called Smoke & Beers
opened at the L Street location. The menu features homemade
comfort food focusing on smoked meats and hearty sides, and offers
craft cocktails infused with smoke along with over 20 selections of
local beers on tap, according to its website. Representatives of
Smoke & Beers did not immediately respond to a request for comment
Tuesday, November 2, 2021.
About Wet Bandits
Wet Bandits LLC is as a leading water proofing contractor in the
Southwest Chicago Suburbs.
Wet Bandits LLC sought Chapter 11 protection (Bankr. E.D. Cal. Case
No. 21-23773) on Nov. 1, 2021. In its schedules, the Debtor
disclosed $2 million in assets and $2.275 million in liabilities.
The case is handled by Honorable Judge Christopher D. Jaime.
WILLIE L. STEPHENS: Seeks to Hire Parker Law as Legal Counsel
-------------------------------------------------------------
Willie L. Stephens, DDS, PC seeks approval from the U.S. Bankruptcy
Court for the District of Massachusetts to employ Parker &
Associates LLC, doing business as Parker Law, as its legal
counsel.
The firm's services include:
(a) advising the Debtor regarding its rights, powers and
duties in the continued operation of its business and management of
assets;
(b) advising the Debtor regarding any plan of reorganization
and any other matters relevant to the formulation and negotiation
of a plan of reorganization in its Chapter 11 case;
(c) representing the Debtor at all hearings and matters
pertaining to its affairs;
(d) preparing legal papers;
(e) advising the Debtor regarding the negotiation and
documentation of financing agreements, debt and cash collateral
orders and related transactions;
(f) reviewing and analyzing the nature and validity of any
liens asserted against the Debtor's property and advising the
Debtor concerning the enforceability of such liens;
(g) advising the Debtor regarding its ability to initiate
actions to collect and recover property for the benefit of the
estate;
(h) advising and assisting the Debtor in connection with the
potential disposition of any property;
(i) advising the Debtor concerning executory contract and
unexpired lease assumptions, lease assignments, rejections,
restructurings and recharacterization of contracts and leases;
(j) reviewing and analyzing the claims of creditors and the
treatment of such claims, and assisting in the preparation, filing
or prosecution of any objections to claims;
(k) commencing and conducting litigation necessary or
appropriate to assert rights held by the Debtor and to protect
assets of the Debtor's Chapter 11 estate; and
(l) performing all other necessary legal services.
Parker Law will be compensated under a general retainer and will be
reimbursed for expenses incurred.
Nina Parker, Esq., a member of Parker Law, 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:
Nina M. Parker, Esq.
Parker Law
Winchester Place, Suite 204
Winchester, MA 01890
Telephone: (781) 729-0005
Email: nparker@ninaparker.com
About Willie L. Stephens DDS PC
Willie L. Stephens, DDS, PC, a Wellesley, Mass.-based company that
offers oral surgery dental procedures, filed its voluntary petition
for Chapter 11 protection (Bankr. D. Mass. Case No. 21-11591) on
Nov. 1, 2021, listing $602,177 in total assets and $1,202,578 in
total liabilities. Willie L. Stephen, president, signed the
petition. Judge Frank J. Bailey oversees the case. Parker Law
serves as the Debtor's legal counsel.
WONDERLAND INC: Seeks to Tap Scott Seville as Bankruptcy Counsel
----------------------------------------------------------------
Wonderland, Inc. seeks approval from the U.S. Bankruptcy Court for
the Northern District of Indiana to employ Scott Seville, Esq., an
attorney practicing in Crown Point, Ind., to handle its Chapter 11
case.
Mr. Seville and his paralegal will be billed at their hourly rates
of $200 and $80, respectively.
As disclosed in court filings, the attorney has no connection with
the creditors or any other party-in-interest and has no interest
adverse to the Debtor or the estate.
The attorney can be reached at:
Scott Seville, Esq.
714 N. Main St.
Crown Point, IN 46307
Telephone: (219) 779-9952
About Wonderland Inc.
Wonderland, Inc. filed a voluntary petition for Chapter 11
protection (Bankr. N.D. Ind. Case No. 21-21293) on Sept. 7, 2021,
listing under $1 million in both assets and liabilities. Sammi
Hasan, president, signed the petition. Judge James R. Ahler
oversees the case. Scott Seville, Esq., serves as the Debtor's
legal counsel.
YELLOW CORP: Posts $8.3 Million Net Income in Third Quarter
-----------------------------------------------------------
Yellow Corporation filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing net income
of $8.3 million on $1.30 billion of operating revenue for the three
months ended Sept. 30, 2021, compared to a net loss of $2 million
on $1.18 billion of operating revenue for the three months ended
Sept. 30, 2020.
For the nine months ended Sept. 30, 2021, the Company reported a
net loss of $64.4 million on $3.81 billion of operating revenue
compared to a net loss of $34.8 million on $3.35 billion of
operating revenue for the same period during the prior year.
As of Sept. 30, 2021, the Company had $2.46 billion in total
assets, $763.4 million in total current liabilities, $1.54 billion
in long-term debt (less current portion), $115.5 million in
operating lease liabilities, $346.5 million in claims and other
liabilities, and a total shareholders' deficit of $306.2 million.
"During the third quarter we kept our focus on meeting our
customers' needs while improving the quality and profitability of
the freight flowing through our network," said Darren Hawkins,
chief executive officer. "Third quarter revenue increased 10%
compared to a year ago driven by an increase in year-over-year LTL
revenue per hundredweight of 20.7%. We also reported an operating
ratio of 96.3% which is the best result since fourth quarter 2018.
"Capacity across the U.S. supply chain remains constricted with
limited ability to expand primarily due to the tight labor market.
In the near term, we are leaning into our yield strategy to help
manage through the market labor headwinds and focus on reducing
purchased transportation expense as a percentage of revenue.
"Our multi-year transformation to One Yellow, and the operational
efficiencies that we expect to achieve, should put the Company in
position to continue improving financial results in 2022. During
the third quarter we completed the conversion of our third
operating company to the One Yellow technology platform as planned.
This moves us closer to operating as a fully integrated network
and enhancing the customer value proposition in the 1, 2 and 3-day
lanes nationwide. The final operating company to be converted to
the technology platform is expected to be completed around the end
of this year.
"Another key step in the journey to One Yellow will take place next
week when HNRY Logistics is renamed Yellow Logistics. Although the
name will change, Yellow Logistics will continue using cutting-edge
technology to provide multi-mode logistics solutions to complement
our extensive core LTL resources and capabilities.
"We have maintained a strong liquidity position while executing one
of the largest capital expenditure plans in Company history. The
capital expenditures guidance range for 2021 remains $480 million
to $530 million. Investments made this year include tractors,
trailers, technology, box trucks, containers, liftgates and other
assets. These investments are making a significant impact to our
fleet. Beginning with the fourth quarter 2020 through the end of
2021 we will have upgraded approximately 18% of our tractors and 9%
of our trailers," concluded Hawkins.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0000716006/000095017021002817/yell-20210930.htm
About Yellow Corporation
Yellow Corporation -- www.myyellow.com -- owns a comprehensive
logistics and less-than-truckload (LTL) network in North America
with local, regional, national, and international capabilities.
Through its teams of experienced service professionals, Yellow
Corporation offers flexible supply chain solutions, ensuring
customers can ship industrial, commercial, and retail goods with
confidence. Yellow Corporation, headquartered in Overland Park,
Kan., is the holding company for a portfolio of LTL brands
including Holland, New Penn, Reddaway, and YRC Freight, as well as
the logistics company HNRY Logistics.
Yellow Corp reported a net loss of $53.5 million in 2020 following
a net loss of $104 million in 2019. As of June 30, 2021, the
Company had $2.49 billion in total assets, $804.8 million in total
current liabilities, $1.52 billion in long-term debt, $128.7
million in operating lease liabilities, $325.3 million in claims
and other liabilities, and a total shareholders' deficit of $286.4
million.
[*] Bankruptcy Rule Amendments to Take Effect December 2021
-----------------------------------------------------------
Robert Eisenbach of Cooley LLP wrote an article on JDSupra titled
"Amendments To The Federal Rules Of Bankruptcy Procedure Take
Effect December 1, 2021."
Each year amendments are made to the Federal Rules of Bankruptcy
Procedure, which govern how bankruptcy cases are managed. The
amendments address issues identified by an Advisory Committee made
up of federal judges, bankruptcy attorneys, and others. The rule
amendments are ultimately adopted by the U.S. Supreme Court and
technically subject to Congressional disapproval.
Just A Handful Of Rule Amendments This Year. This year there are
only four bankruptcy rule amendments expected to take effect on
December 1, 2021. They are all relatively minor technical or
administrative revisions. That means you don’t have to worry
about major bankruptcy rule changes this year — good to know.
Here are the amendments:
* Rule 2005, addressing release conditions for a debtor taken
into custody, was amended to refer to the correct section of Title
18.
* Rule 3007, governing service of claim objections, was amended
to make clear that an insured depository institution, now
identified only as one "defined in section 3 of the Federal Deposit
Insurance Act," also has to be served pursuant to Rule 7004(h) and
its more rigorous service requirements (including certified mail in
some situations). Although a minor change, it’s a good reminder
of the special service rules that apply to FDIC insured depository
institutions. The Committee Note clarifies that this provision
does not apply to credit unions because they're covered by National
Credit Union Administration insurance instead of FDIC insurance.
* Rule 7007.1, involving corporate ownership disclosures, was
amended to align with similar disclosure rules in the Federal Rules
of Appellate Procedure and the Federal Rules of Civil Procedure.
It has been revised to apply only to nongovernmental corporations,
although including when such corporations intervene in bankruptcy
cases and adversary proceedings.
* Rule 9036, governing notice and service, was amended to
address high-volume paper-notice recipients and to specify
procedures for such recipients related to the Bankruptcy Noticing
Center (BNC).
* Although not a Bankruptcy Rule, Federal Rule of Appellate
Procedure 6, which governs bankruptcy appeals, was also revised
slightly but only to change the reference to a form given
amendments made to Federal Rule of Appellate Procedure Rule 3
(which, in turn, split former Form 1 into Form 1A and Form 1B).
These rule amendments are slated to take effect on December 1,
2021.
[*] Decreasing U.S. Bankruptcy Filing Could Signal Flurry Ahead
---------------------------------------------------------------
With bankruptcy filings dropping across industries in the third
quarter of 2021, professionals expect a wave of activity over the
next year, 2022, as seen in the newest Polsinelli-TrBK Distress
Indices Report. The report's overall filing numbers are at the
lowest point since the benchmark period -- nearly 11 years ago.
Overall, general Chapter 11 filings have dropped to their lowest
since the second quarter of 2019, marking the third consecutive
quarter of lower filings. Real estate filings have stabilized,
while health care is still well below the benchmark.
"I don't recommend filing unless it's a defensive claim – one
that will stop a creditor from taking enforcement action, or
offensive – one implementing a deal with lenders or other
creditors," said Polsinelli Shareholder Jeremy Johnson, a
bankruptcy and restructuring attorney and co-author of the report.
"With the rapid decrease in filings, we anticipate filing numbers
will increase. These situations include poorly written deals made
to survive immediate problems, lenders continuing to work with
borrowers despite restrictions, an uncertain post-COVID landscape,
and a potential end to government support."
The Polsinelli-TrBK Distress Indices are the backbone of a
quarterly research report series that uses Chapter 11 filing data
-- bankruptcies with more than $1 million in assets -- as a proxy
for measuring financial distress in the overall U.S. economy and
breakdowns of distress specifically in the real estate and health
care services sectors. It is the only current measurement that
tracks both Main Street and Wall Street statistics.
The report, released today by Am Law 100 firm Polsinelli, also
highlights economic distress in the real estate industry. The
industry is still experiencing a slow, steady stream of
bankruptcies as experts await the anticipated increase in filings
from post-pandemic lifting of eviction moratoria.
Other significant updates in the report include:
The Chapter 11 Distress Research Index was 48.94 for the third
quarter of 2021. The Chapter 11 Index decreased over 17 points
since the last quarter. Compared with the same period one year ago,
the Index has decreased over 32 points and compared with the
benchmark period of the fourth quarter of 2010, it is down over 51
points.
The Real Estate Distress Research Index was 21.68 for the third
quarter of 2021. The Real Estate Index has decreased less than one
point since the last quarter. Compared with the same period one
year ago, the Index decreased more than seven points and compared
with the benchmark period of the fourth quarter of 2010, it is down
over 78 points.
The Health Care Services Distress Research Index was 88.33 for the
third quarter of 2021. The Health Care Index increased 25 points
since the last quarter. Compared with the same period one year ago,
the Index has decreased over 380 points and compared with the
benchmark period of the fourth quarter of 2010, it is down over 21
points. After significantly exceeding the benchmark period for the
last several quarters, the Index has been below the benchmark the
last two consecutive quarters.
The Polsinelli-TrBK Distress Indices track the increase or decrease
in all Chapter 11 filings with more than $1 million in assets since
the fourth quarter of 2010. Unlike the public markets, the
Polsinelli-TrBK Distress Indices include both public and private
companies, creating a broader economic view and one that may show
developing trends on Main Street before they appear on Wall Street.
[*] Purdue, J&J Outcry Spurs House Move for Chapter 11 Overhaul
---------------------------------------------------------------
Alex Wolf, writing for Bloomberg Law, reports that the House
Judiciary Committee voted to advance a bill aimed at overhauling
the corporate bankruptcy system in the wake of public outcry over
the Purdue Pharma LP and Johnson & Johnson cases.
The committee approved the Nondebtor Release Prohibition Act (H.R.
4777) on a 23-17 vote Wednesday, November 3, 2021, sending the bill
to the House floor. All Republicans on the committee voted against
the Democrat-supported measure, with one abstention.
A companion bill (S. 2497) was introduced in the Senate by Sen.
Elizabeth Warren (D-Mass.).
Rep. Jerrold Nadler (D-N.Y.) introduced H.R. 4777 just weeks before
a bankruptcy judge in New York approved Purdue's Chapter 11 plan,
which released the company's owners, the Sackler family, from all
future opioid-related litigation.
The bill, which has the backing of several consumer advocacy
groups, would ban similar nonconsensual nondebtor release
provisions in corporate bankruptcies going forward.
"The bankruptcy system is supposed to work for everyone but in many
cases it works only for the powerful and too often it works best
for big corporations and the very wealthy who have not even filed
for bankruptcy but have figured out how to twist the system to
obtain blanket immunity for their wrongdoing," Nadler said
Wednesday.
The legislation also would prohibit the "Texas two-step," a
maneuver that allows large corporations that reincorporate in Texas
to split off a subsidiary, transfer mass tort liabilities to that
subsidiary, and then put the unit into bankruptcy.
Johnson & Johnson is the latest company to use the divisive merger
process, addressing thousands of asbestos exposure claims through
the bankruptcy of its newly created subsidiary LTL Management LLC.
"This is not what the bankruptcy law was intended to be for," Rep.
Steve Cohen (D-Tenn.) said at the markup, targeting J&J's legal
maneuvering. "They knew what they were doing and now they need to
pay for it."
H.R. 4777 also would limit to 90 days the amount of time litigation
can be paused against affiliates that aren't in bankruptcy.
Republicans on the committee maligned the bill for seeking to
drastically alter the bankruptcy code in response to alleged abuses
in a small handful of cases.
"At the end of the day, while parts of this bill may be
well-intentioned, it will likely result in unintended consequences
that could be harmful to all parties involved in many bankruptcy
proceedings," Rep. Scott Fitzgerald (R-Wis.) said.
About Purdue Pharma LP
Purdue Pharma L.P. and its subsidiaries --
http://www.purduepharma.com/-- develop and provide prescription
medicines and consumer products that meet the evolving needs of
healthcare professionals, patients, consumers and caregivers.
Purdue's subsidiaries include Adlon Therapeutics L.P., focused on
treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and
related disorders; Avrio Health L.P., a consumer health products
company that champions an improved quality of life for people in
the United States through the reimagining of innovative product
solutions; Imbrium Therapeutics L.P., established to further
advance the emerging portfolio and develop the pipeline in the
areas of CNS, non-opioid pain medicines, and select oncology
through internal research, strategic collaborations and
partnerships; and Greenfield Bioventures L.P., an investment
vehicle focused on value-inflection in early stages of clinical
development.
Opioid makers in the U.S. are facing pressure from a crackdown on
the addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers. More than
2,000 states, counties, municipalities and Native American
governments have sued Purdue Pharma and other pharmaceutical
companies for their role in the opioid crisis in the U.S., which
has contributed to the more than 700,000 drug overdose deaths in
the U.S. since 1999.
OxyContin, Purdue Pharma's most prominent pain medication, has been
the target of over 2,600 civil actions pending in various state and
federal courts and other fora across the United States and its
territories.
On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
19-23649), after reaching terms of a preliminary agreement for
settling the massive opioid litigation. The Debtors' consolidated
balance sheet as of Aug. 31, 2019, showed $1.972 billion in assets
and $562 million in liabilities.
U.S. Bankruptcy Judge Robert Drain oversees the cases.
The Debtors tapped Davis Polk & Wardwell, LLP and Dechert, LLP as
legal counsel; PJT Partners as investment banker; AlixPartners as
financial advisor; and Grant Thornton, LLP as tax structuring
consultant. Prime Clerk LLC is the claims agent.
Akin Gump Strauss Hauer & Feld LLP and Bayard, P.A., represent the
official committee of unsecured creditors appointed in the Debtors'
bankruptcy cases.
David M. Klauder, Esq., is the fee examiner appointed in the
Debtors' cases. The fee examiner is represented by Bielli &
Klauder, LLC.
* * *
U.S. Bankruptcy Judge Robert Drain in early September 2021 approved
a plan to turn Purdue into a new company (Knoa Pharma LLC) no
longer owned by members of the Sackler family, with its profits
going to fight the opioid epidemic. The Sackler family agreed to
pay $4.3 billion over nine years to the states and private
plaintiffs and in exchange for a lifetime legal immunity. The deal
resolves some 3,000 lawsuits filed by state and local governments,
Native American tribes, unions, hospitals and others who claimed
the company's marketing of prescription opioids helped spark and
continue an overdose epidemic.
Separate appeals to approval of the Plan have already been filed by
the U.S. Bankruptcy Trustee, California, Connecticut, the District
of Columbia, Maryland, Rhode Island and Washington state, plus some
Canadian local governments and other Canadian entities.
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.
[*] Republicans Oppose Bill to Ban Chapter 11 Corporate Strategies
------------------------------------------------------------------
Jonathan Randles of The Wall Street Journal reports that House
Republicans objected to a Democratic bill that would ban the type
of legal release members of the Sackler family got in Purdue Pharma
LP's chapter 11 and offer creditors recourse over the kind of
restructuring that Johnson & Johnson undertook to shift talc injury
claims to bankruptcy.
Republicans on the House Judiciary Committee criticized the
Democrats' proposal, saying during a hearing Wednesday that the
bill might impair companies' ability to restructure significant
liabilities in chapter 11 or restrict judges' flexibility.
[^] BOOK REVIEW: GROUNDED: Destruction of Eastern Airlines
----------------------------------------------------------
Grounded: Frank Lorenzo and the Destruction of Eastern Airlines
Author: Aaron Bernstein
Publisher: Beard Books
Softcover: 272 Pages
List Price: $34.95
Order a copy today at
http://www.beardbooks.com/beardbooks/grounded.html
Barbara Walters once referred to Frank Lorenzo as "the most hated
man in America." Since 1990, when this work was first published and
Eastern Airlines' troubles were front-page news, there have been
many worthy contenders for the title. Nonetheless, readers
sensitive to labor-management concerns, particularly in the context
of corporate restructurings, will find in this book much to support
Barbara Walters' characterization.
To recap: For a few brief and discordant years, Frank Lorenzo was
boss of the biggest airline conglomerate in the free world
(Aeroflot was larger), combining Eastern, Continental, Frontier,
and People Express into Texas Air Corporation, financing his empire
with junk bonds. TAC ultimately comprised a fleet of 451 planes and
50,000 employees, with revenues of $7 billion.
But Lorenzo was lousy on people issues, famously saying, "I'm not
paid to be a candy ass." The mid-1980s were a bad time to take that
approach. Those were the years when the so-called Japanese model of
management, which emphasized cooperation between management and
labor, was creating a stir. The Lorenzo model was old school: If
the unions give you any trouble, break 'em.
That strategy had worked for him at Continental, where he'd filed
Chapter 11 despite the airline's $60 million in cash reserves, in
order to exploit a provision in Bankruptcy Code allowing him to
abrogate his contracts with the unions. But Congress plugged that
loophole by the time Lorenzo went to the mat with Charles Bryan, I
AM chapter president. Lorenzo might have succeeded in breaking the
machinists alone, but when flight attendants and pilots honored the
picket lines, he should have known it was time to deal. He didn't.
Instead he tried again for a strategic advantage through the
bankruptcy courts, by filing Chapter 11 in the Southern District of
New York where bankruptcy judges were believed to be more favorably
disposed toward management than in Miami where Eastern was
headquartered. Eastern had to hide behind the skirts of its
subsidiary, Ionosphere Clubs, Inc., a New York corporation, in
order to get into SDNY. Six minutes later, Eastern itself filed in
the same court as a related proceeding.
The case was assigned to Judge Burton Lifland, whom Eastern's
bankruptcy lawyer, Harvey Miller, knew well, but Lorenzo was
mistaken if he believed that serendipitous lottery assignment would
be his salvation. Judge Lifland a year later declared Lorenzo unfit
to run the airline and appointed Martin Shugrue as trustee. Most
hated man or not, one wonders whether the debacle was all Lorenzo's
fault. Eastern's unions, in particular the notoriously militant
machinists, were perpetual malcontents, and Charlie Bryan was an
anti-management zealot, to the point of exasperating even other IAM
officers.
The book provides a detailed account of the three-and-a-half-year
period between Lorenzo's acquisition of Eastern in the autumn of
1986 and Judge Lifland's appointment of the trustee in April 1990.
It includes the history of Eastern's pre-Lorenzo management, from
World War I flying ace Eddie Rickenbacker to astronaut Frank
Borman.
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors.
Copyright 2021. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000.
*** End of Transmission ***