/raid1/www/Hosts/bankrupt/TCR_Public/211231.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, December 31, 2021, Vol. 25, No. 364
Headlines
1933 ASSOCIATES: Seeks to Tap Rosenberg, Musso & Weiner as Counsel
78-80 ST MARK'S: Case Summary & 8 Unsecured Creditors
A & J PHARMACY: Seeks to Hire Raymond C. Stilwell as Legal Counsel
ADVAXIS INC: Terminates Merger Agreement With Biosight
ADVEVO LLC: Case Summary & 30 Largest Unsecured Creditors
AGM GROUP: Delivers 1,335 Units of Crypto Mining Machines to Meten
AINOS INC: Board OKs Employment Contract With CEO
ALIERA COMPANIES: Case Summary & 20 Largest Unsecured Creditors
ASSURE HOLDING: Gets Interim OK to Hire Adams and Reese as Counsel
B N EMPIRE: Gets OK to Hire Florida Luxury as Real Estate Broker
BALL METALPACK: Moody's Puts B3 CFR on Review for Upgrade
BBS HOLDINGS: Gets OK to Hire Appraisal Group of Central Oregon
BITNILE HOLDINGS: Inks Deal for Purchase of Gresham by Giga-Tronics
BLINK CHARGING: President Brendan Jones Agrees to Work Full-Time
BOY SCOUTS: Herman Law Represents Unsecured Claimants
BOY SCOUTS: X1Law PA Represents Three Unsecured Claimants
BRIGHT MOUNTAIN: Amends Credit Pact to Get $500K Additional Loan
BRIGHT MOUNTAIN: Incurs $72.7 Million Net Loss in 2020
CENTURY ALUMINUM: Increases Existing Credity Facility to $220-Mil.
CHICAGO EDUCATION BOARD: Fitch Raises IDR to 'BB+', Outlook Stable
CHIMNEY PASTURES: Taps Jeff Tucker of Rob Adams as Broker
CLEAN ENERGY: Enters Into $650K Convertible Promissory Note
COCHRANE ANESTHESIA: Seeks to Hire Joyce W. Lindauer as Counsel
CROCS INC: Moody's Puts Ratings on Review for Downgrade
CVENT INC: Moody's Hikes CFR to B1; Outlook Stable
DAKOTA TERRITORY: Taps Ahwatukee Legal Office as Special Counsel
DJ'S TOWING: Gets Interim OK to Hire Julianne Frank as Counsel
EKSO BIONICS: Dr. Corinna Lathan Appointed to Board of Directors
ENSURIAN AGENCY: Case Summary & 30 Largest Unsecured Creditors
GAINCO INC: Seeks to Hire Edward Patton as Financial Advisor
GARDEN VIEW: Seeks to Hire John Paul Arcia as Bankruptcy Counsel
GOLDEN TITLE: Taps Harris Shelton Hanover Walsh as Legal Counsel
GRUBHUB HOLDINGS: Moody's Lowers CFR to B3; Outlook Stable
GTT COMMUNICATIONS: Taps Accounting and Financial Services Provider
GTT COMMUNICATIONS: Taps Ernst & Young as Tax Services Provider
GUARDION HEALTH: To Wind Down VectorVision Business Operations
HARRIS PHARMACEUTICAL: Trustee Taps Stichter as Special Counsel
HARRY'S HOT DOGS: Case Summary & 18 Unsecured Creditors
IDEANOMICS INC: Signs Shareholder Agreement
INTELLIPHARMACEUTICS INT'L: Comments on Recent Trading Activity
JACKSON WATER: Moody's Confirms Ba2 Rating on Water/Sewer Bonds
JIANGSU DEWEI: Chapter 15 Case Summary
KRONOS ACQUISITION: Moody's Rates New $170MM 1st Lien Loan 'B2'
KURNCZ FARMS: Taps Barron Business as Consultant
LEGACY EDUCATION: Hires Ram Associates as New Accountant
LTL MANAGEMENT: Talc Committee Taps Houlihan as Investment Banker
MAGNOLIA PET: Taps Weener Nathan Phillips as Special Counsel
MANIRRAH LLC: Gets OK to Hire American Marketing Systems as Broker
METROPOLITAN WATER: Seeks Approval to Hire Bankruptcy Attorneys
METROPOLITAN WATER: Taps Howry Breen & Herman as Special Counsel
MUSCLEPHARM CORP: Board Adopts 2021 Omnibus Equity Incentive Plan
PANACEA LIFE: BF Borgers Replaces RBSM as Accountant
PAYROLL MANAGEMENT: Taps Zalkin Revell to Pursue Claims vs FSIGA
PRINCESS PORT: Seeks to Hire E. Vincent Wood as Bankruptcy Counsel
PULMATRIX INC: Closes $6.75 Million Registered Direct Offering
QHC CRESTRIDGE: Case Summary & 20 Largest Unsecured Creditors
QHC FORT DODGE: Case Summary & 20 Largest Unsecured Creditors
QHC MADISON: Case Summary & 20 Largest Unsecured Creditors
QUADRUPLE D TRUST: Voluntary Chapter 11 Case Summary
QUALITY MACHINE: Productivity Inc. Appointed as Committee Member
REDEEMED CHRISTIAN: Taps Homewise Realty as Real Estate Agent
REMLIW INC: Seeks Court Approval to Hire Notary Public
SEEDTREE MANAGEMENT: Court Approves Disclosure Statement
SENIOR HEALTHCARE: Unsecureds Will Recover 34% Under Plan
STRIKE LLC: Gets OK to Hire Ritchie Bros. to Sell De Minimis Assets
STRIKE LLC: Seeks to Hire Opportune LLP as Financial Advisor
STRIKE LLC: Seeks to Hire White & Case as Bankruptcy Counsel
STRIKE LLC: Seeks to Tap Opportune Partners as Investment Banker
T.W. LAQUAY: Seeks to Hire Fuqua & Associates as Legal Counsel
TACTIC EDGE: Case Summary & 30 Largest Unsecured Creditors
TWINS SPECIAL: Unsecureds Paid in Full in 48 Monthly Installments
UKG INC: Moody's Alters Outlook on B2 CFR to Negative
USA BENEFITS: Case Summary & 30 Largest Unsecured Creditors
WILLIAMS SCOTSMAN: Moody's Hikes CFR to Ba3; Outlook Stable
YELLOW CORP: Moody's Hikes CFR to B3; Outlook Stable
YOURELO YOUR: Devyap to Pay Unsecureds in Full in Plan
[^] BOOK REVIEW: TAKING CHARGE: Management Guide to Troubled
*********
1933 ASSOCIATES: Seeks to Tap Rosenberg, Musso & Weiner as Counsel
------------------------------------------------------------------
1933 Associates, LP seeks approval from the U.S. Bankruptcy Court
for the Eastern District of New York to employ the law firm of
Rosenberg, Musso & Weiner, LLP as its legal counsel.
The firm will render these legal services:
(a) advise the Debtor regarding its duties and powers in the
continued operation of its business and management of its property;
and
(b) prepare legal papers; and
(c) perform all other legal services for the Debtor.
The firm received a retainer of $7,500 from Corey Berman, the
Debtor's sole partner.
To the best of the Debtor's knowledge, the firm has no connection
with the Debtor, the creditors, or any other party-in-interest, or
their respective attorneys and it represents no interest adverse to
the Debtor or the estate in the matters upon which it is to be
engaged.
The firm can be reached at:
Rosenberg, Musso & Weiner, LLP
26 Court St., Suite 2211
Brooklyn, NY 11242
Telephone: (718) 855-6840
Facsimile: 718-625-1966
Email: courts@nybankruptcy.net
About 1933 Associates
1933 Associates LP, a company that is primarily engaged in renting
and leasing real estate properties, filed its voluntary petition
for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y.
Case No. 21-42981) on Nov. 30, 2021, listing $3,021,000 in total
assets and $1,547,467 in total liabilities. Corey M. Berman, sole
partner, signed the petition. Judge Jil Mazer-Marino oversees the
case. Rosenberg, Musso & Weiner, LLP serves as the Debtor's
counsel.
78-80 ST MARK'S: Case Summary & 8 Unsecured Creditors
-----------------------------------------------------
Debtor: 78-80 St Mark's Place, LLC
80 St Marks Place
New York, NY 10013
Case No.: 21-12139
Business Description: 78-80 St Mark's Place is primarily engaged
in renting and leasing real estate
properties. The Debtor owns a mixed use
residence valued at $15 million.
Chapter 11 Petition Date: December 29, 2021
Court: United States Bankruptcy Court
Southern District of New York
Judge: Hon. Martin Glenn
Debtor's Counsel: Andrew R. Gottesman, Esq.
MINTZ & GOLD LLP
600 Third Avenue
25th Floor
New York, NY 10016
Tel: (212) 696-4848
Fax: (212) 696-1231
Email: gottesman@mintzandgold.com
Total Assets: $15,012,427
Total Liabilities: $8,128,713
The petition was signed by Lawrence V. Otway, sole member.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/SZNXVJY/78-80_St_Marks_Place_LLC__nysbke-21-12139__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 8 Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Abstracts Incorporated Title Services $0
100 Garden City Plaza
Suite 201
Garden City, NY 11530
2. ConEdison Electricity $6,730
PO Box 1702
New York, NY
10116-1702
3. Dollman & Weiss Accounting $9,725
383 Ogden Ave Services
Teaneck, NJ 07666
4. NYC Water Board Utilities $7,652
PO Box 11863
New York, NY 07101
5. Roth Law Firm Legal Services $40,000
295 Madison Ave
22nd Floor
New York, NY 10017
6. Schlam Stone and Dolan Legal Services $59,371
26 Broadway
New York, NY 10004
7. Tarter Krinsky & Legal Services $24,380
Drogin LLP
Attn: Scott
Markowitz, Esq.
1350 Broadway
New York, NY 10038
8. Waxman & Waxman PC Legal Services $0
217 Broadway related to tax
Suite 712 Cert
New York, NY 10007
A & J PHARMACY: Seeks to Hire Raymond C. Stilwell as Legal Counsel
------------------------------------------------------------------
A & J Pharmacy LLC seeks approval from the U.S. Bankruptcy Court
for the Western District of New York to employ the Law Offices of
Raymond C. Stilwell as its attorneys to serve as legal counsel in
its Chapter 11 case.
The firm's services include:
a. giving legal advice to the Debtor regarding its powers and
duties in the continued operation of its business and the
management of its property;
b. taking necessary action to avoid liens against the Debtor's
property, remove restraints against the property and such other
actions to remove any encumbrances or liens, which are avoidable;
c. taking necessary action to enjoin and stay any attempts by
creditors to enforce claims upon property of the Debtor, which may
be necessary to the Debtor's effective reorganization;
d. representing the Debtor in any proceedings instituted by
creditors or other parties during the course of the proceeding;
e. preparing legal papers; and
f. performing all other necessary legal services.
The firm will charge an hourly fee of $295 for its services.
Raymond C. Stilwell, Esq., disclosed in a court filing that his
firm does not represent any interest adverse to the Debtor or the
estate.
The firm can be reached through:
Raymond C. Stilwell, Esq.
Law Offices of Raymond C. Stilwell
4476 Main Street, Suite 120
Amherst, NY 14226
Tel: 716-634-8307
Fax: 716-839-0714
Email: rcstilwell@roadrunner.com
A & J Pharmacy LLC
A & J Pharmacy LLC, a local woman-owned community pharmacy in
Webster, N.Y., filed its voluntary petition for Chapter 11
protection (Bankr. W.D. N.Y. Case No. 21-20679) on Dec. 8, 2021,
listing $452,416 in assets and $3,301,354 in liabilities. Sandra
B. Le, managing member, signed the petition.
Judge Warren, U.S.B.J. presides over the case.
Raymond C. Stilwell, Esq., at Law Offices of Raymond C. Stilwell
represents the Debtor as legal counsel.
ADVAXIS INC: Terminates Merger Agreement With Biosight
------------------------------------------------------
Advaxis, Inc. delivered a letter to Biosight, Ltd. on Dec. 30,
2021, pursuant to which Advaxis terminated their merger agreement,
effective immediately, after failing to obtain required stockholder
approval of a reverse stock split proposal.
As previously disclosed on its Current Report on Form 8-K filed on
July 6, 2021, Advaxis, Inc., Advaxis Ltd., a company organized
under the laws of the State of Israel and a wholly owned subsidiary
of Advaxis ("Merger Sub") and Biosight, Ltd., a company organized
under the laws of the State of Israel entered into an Agreement and
Plan of Merger and Reorganization.
Subsequently, on Nov. 16, 2021, Advaxis convened its Special
Meeting of Stockholders. The purpose of the Special Meeting was
described in Advaxis' definitive proxy statement as filed with the
Securities and Exchange Commission on Oct. 21, 2021. The Special
Meeting was adjourned to Dec. 7, 2021 to solicit additional proxies
to vote in favor of the proposals described in the Definitive Proxy
Statement.
On Dec. 7, 2021, Advaxis reconvened its Special Meeting of
Stockholders. As previously disclosed on its Current Report on
Form 8-K filed on Dec. 7, 2021, the Reconvened Special Meeting was
adjourned to Dec. 16, 2021 to solicit additional proxies to vote in
favor of Proposal No. 2 - Reverse Stock Split Proposal and Proposal
No. 3 – the Corporate Name Change Proposal, as described in the
Definitive Proxy Statement.
On Dec. 16, 2021, Advaxis reconvened its Special Meeting of
Stockholders. As previously disclosed on its Current Report on
Form 8-K filed on Dec. 17, 2021, Advaxis' stockholders did not
approve Proposal No. 2 or Proposal No. 3. Approval of Proposal No.
2 was necessary for Advaxis to issue the merger consideration to
the Biosight Shareholders. Accordingly, the Advaxis stockholder
approval, which was a condition to the obligations of each party
under the Merger Agreement, was not obtained.
About Advaxis Inc.
Advaxis, Inc. -- http://www.advaxis.com-- is a clinical-stage
biotechnology company focused on the development and
commercialization of proprietary Lm-based antigen delivery
products. These immunotherapies are based on a platform technology
that utilizes live attenuated Listeria monocytogenes (Lm)
bioengineered to secrete antigen/adjuvant fusion proteins. These
Lm-based strains are believed to be a significant advancement in
immunotherapy as they integrate multiple functions into a single
immunotherapy and are designed to access and direct antigen
presenting cells to stimulate anti-tumor T cell immunity, activate
the immune system with the equivalent of multiple adjuvants, and
simultaneously reduce tumor protection in the tumor
microenvironment to enable T cells to eliminate tumors.
Advaxis reported a net loss of $26.47 million for the year ended
Oct. 31, 2020, a net loss of $16.61 million for the year ended Oct.
31, 2019, and a net loss of $66.51 million for the year ended Oct.
31, 2018. As of July 31, 2021, the Company had $51.02 million in
total assets, $6.75 million in total liabilities, and $44.28
million in total stockholders' equity.
ADVEVO LLC: Case Summary & 30 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Advevo LLC
990 Hammond Drive, Suite 700
Atlanta, GA 30328
Chapter 11 Petition Date: December 21, 2021
Court: United States Bankruptcy Court
Northern District of Georgia
Case No.: 21-59495
Debtor's Counsel: J. Robert Williamson, Esq.
SCROGGINS & WILLIAMSON, P.C.
4401 Northside Parkway
Suite 450
Atlanta, GA 30327
Tel: 404-893-3880
Email: centralstation@swlawfirm.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $500 million to $1 billion
The petition was signed by Katie Goodman, authorized officer.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/NV53JCI/Advevo_LLC__ganbke-21-59495__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Sharity Ministries, Inc. Adversary $574,736,000
821 Atlanta Street Proceeding
Suite 124
Roswell, GA 30075
Joseph Huston
Tel: 302-425-2608
Email: joseph.huston@stevenslee.com
2. Gerald Jackson, Default Judgment $21,352,827
Roslyn Jackson
c/o Sirianni Youtz
Spoonemore
3101 Western Ave.,
Ste 350
Seattle, WA 98121
Eleanor Hamburger
Tel: 206-223-0303
Email: ehamburger@sylaw.com
3. Hanna Albina & Default Judgment $4,679,868
Austin Willard
c/o Sirianni Youtz Spoonemore
3101 Western Ave., Ste 350
Seattle, WA 98121
Eleanor Hamburger
Tel: 206-223-0303
Email: ehamburger@sylaw.com
4. One Share Health LLC Contract $3,750,000
3701 Regent Blvd, Ste 100
Attn: Buddy Combs, Esq.
Irving, TX 75063
Kyle Wallace
Tel: 470-990-7166
Email: kwallace@shiverhamilton.com
5. Burr Forman LLP Legal Services $1,518,422
420 North 20th Street
Suite 2400
Birmingham, AL 35203
Jennifer Moseley
Tel: 404-685-4322
Email: jmoseley@burr.com
6. Emids Trade Debt $768,092
318 Seabord Ln
Suite 110
Franklin, TN 37067
Matthew Martin
Tel: 404-527-8478
Email: matt.martin@dentons.com
7. Duane Morris LLP Legal Services $743,819
30 South 17th Street
Philadelphia, PA
19103-4196
Alex Gonzales
Tel: 512-277-2251
Email: ajgonzales@duanemorris.com
8. Bondurant Mixon & Legal Services $736,239
Elmore LLP
1201 W. Peachtree
St., NW
Suite 3900
Atlanta, GA 30309
Ronan Doherty
Tel: 404-881-4100
Email: doherty@bmelaw.com
9. BMO PPP Loan $638,453
111 W. Monroe Street
Chicago, IL 60603
10. Steve Vermaak Former $378,271
2477 North Forest Drive Shareholder
Marietta, GA 30062
11. ROC III Fairlead Landlord $314,971
Embassy Row
Owner LLC
Five Councouse
Pkwy, Ste 500
Atlanta, GA 30328
Geremy Gregory
Tel: 404-962-3561
Email: ggregory@balch.com
12. Assurance IQ Inc. Trade Debt $264,057
920 5th Ave., Ste 3600
Seattle WA 98104
13. Rath Young & Legal Services $223,335
Pignatelli PC
P.O. Box 1500
Concord, NH
03302-1500
14. Nelson Taplin Consulting $217,748
Goldwater Inc Services
1555 Palm Beach
Lakes Blvd
Suite 1510
West Palm Beach,
FL 33401
15. HealthScope Contract $188,817
Benefits, Inc.
27 Corporate Hill Drive
Little Rock AR 72211
16. Ray Guiterez Former $161,395
3905 Briones Street Shareholder
Austin, TX 78723
17. James Eddie Black Former $161,395
811 Holley Drive Shareholder
Albany, GA 31705
18. Administration123 Contract $129,698
668 N. Coast Hwy #167
Austin, TX 78723
19. Amazon Web Trade Debt $123,894
Services Inc.
P.O. Box 84023
Seattle, WA
98124-8423
20. Five 9, Inc. Trade Debt $115,181
4000 Executive Parkway
Suite #400
San Ramon, CA 94583
21. Steptoe & Johnson LLP Legal Services $111,540
1330 Connecticut
Avenue NW
Washington, DC 20036
22. Netlink Consulting $105,600
999 Tech Row, Ste 100 Services
Madison Heights, MI 48071
23. Canon Financial Equipment Lease $103,207
Svcs, Inc.
14904 Collections Ctr Dr.
Chicago, IL 60693
Karen Anghelescu
Tel: 800-613-2228
Email: customercare@csa.canon.com
24. MultiPlan, Inc. Contract $96,727
P.O. Box 29380
New York, NY 10087
25. HealthEdge Software Trade Debt $90,700
30 Corporate Drive
Burlington, MA 01803
John D. Elrod
Tel: 678-553-2259
Email: ElrodJ@gtlaw.com
26. OutSystems, Inc. Contract $84,000
5901 Peachtree
Dunwoody Rd NE
Bldg C495
Atlanta, GA 30328
27. Dell Financial Svcs Equipment Lease $72,194
Payment Processing Center
P.O. Box 6547
Carol Stream, IL
60197-6547
Kim Vodicka
28. Nyemaster Goode PC Legal Services $70,896
700 Walnut Street
Suite 1600
Des Moines, IA 50309
29. Quotit Services $68,940
P.O. Box 6539
Beaverton, OR
97007
30. Meadows, Collier, Legal Services $53,157
Reed, Cousins,
Crouch & Ungerman LLP
901 Main Street
Suite 3700
Dallas, TX 75202
AGM GROUP: Delivers 1,335 Units of Crypto Mining Machines to Meten
------------------------------------------------------------------
AGM Group Holdings Inc. has delivered 1,335 units of Bitcoin mining
machines to Meten Holding Group Ltd.
The delivery is part of a strategic partnership between the two
companies to nurture a blockchain ecosystem by integrating
technology, products, sales, and services.
Mr. Chenjun Li, co-chief executive officer of AGMH, commented, "We
are very pleased to have partnered with Meten. Despite disruptions
in the global supply chain and logistics during the year end, we
successfully managed to fully deliver the first batch of mining
machines to Meten, demonstrating the effectiveness of our
execution. Looking ahead, we will further enhance our supply
capabilities as we accumulate more large-scale orders from the
cryptocurrency mining sector."
Mr. Jason Zhao, co-founder and executive director of Meten, said:
"We are excited to be collaborating with AGMH. With the deliveries
of these technologically advanced products, we are confident in
building up our Bitcoin business and development in the blockchain
ecosystem."
About AGM Group Holdings
Headquartered in Wanchai, Hong Kong, AGM Group Holdings Inc. is a
software company, currently providing fintech software and trading
education software and website service.
AGM Group reported a net loss of $1.07 million for the year ended
Dec. 31, 2020, a net loss of $1.56 million for the year ended Dec.
31, 2019, and a net loss of $8.41 million for the year ended Dec.
31, 2018. As of Sept. 30, 2021, the Company had $27.14 million in
total assets, $23.84 million in total liabilities, and $3.30
million in total shareholders' equity.
Flushing, New York-based JLKZ CPA LLP, the Company's auditor since
2019, issued a "going concern" qualification in its report dated
April 22, 2021, citing that the Company has incurred substantial
losses during the year, which raises substantial doubt about its
ability to continue as a going concern.
AINOS INC: Board OKs Employment Contract With CEO
-------------------------------------------------
The Board of Directors of Ainos, Inc. approved an employment
agreement with Chun-Hsien Tsai in respect to his employment as CEO
for a monthly salary NT$250,000, a year bonus of two months of
salary, variable compensation of between 10% to 30% of annual
compensation contingent on the Company achieving annual operational
and profit targets and employee benefits. The compensation and
benefits are retroactively effective from April 15, 2021.
In addition to his employment as CEO of the Company, Chun-Hsien
Tsai also serves as Chairman of the Board of Directors and director
of the Company. He concurrently serves as the Chairman of the
Board of Directors Ainos, Inc., a Cayman Islands corporation, the
Chairman of the board of directors of Taiwan Carbon Nano Technology
Co., and as the chief executive officer of AI Nose Corporation.
Mr. Tsai has served in each of these roles since 2012. In his
capacity as the chief executive officer of Taiwan Carbon Nano
Technology Co., Mr. Tsai oversaw the completion of the world's
first carbon nanotube reactor. Mr. Tsai also currently serves as a
member of the Taiwan Energy Storage Alliance and a member of the
China Alternative Energy Association. Mr. Tsai owns more than 150
patents.
Further, on Dec. 27, 2021 the Board of Directors of the Company
approved an Employment Agreement with Ms. Hui-Lan Wu in respect to
her employment as CFO for a monthly salary 230,000 Taiwan Dollars
(TWD), a year bonus of two months of salary, variable compensation
of between 10% to 30% of annual compensation contingent on the
Company achieving annual operational and profit targets and
employee benefits. The compensation and benefits are retroactively
effective from Aug. 11, 2021.
Ms. Hui-Lan Wu has nearly thirty years of accounting, audit and
management consulting experience. Before joining the Company, she
was a partner at KPMG Taiwan where she provided audit services to
private and public companies in the technology, medical and
chemical material sectors. Ms. Wu has mentored startup companies
at the Center of Industry Accelerator and Patent Strategy at the
National Yang Ming Chiao Tung University. She has devoted herself
to promote impact investing in Taiwan. Ms. Wu received her
Executive MBA from National Yang Ming Chiao Tung University and is
a Certified Public Accountant in Taiwan and China.
About Ainos
Ainos, Inc., formerly known as Amarillo Biosciences, Inc., is a
diversified healthcare company engaged in the research and
development and sales and marketing of pharmaceutical and biotech
products. The Company is a Texas corporation incorporated in
1984.
Amarillo reported a net loss of $1.45 million for the year ended
Dec. 31, 2020, compared to a net loss of $1.58 million for the year
ended Dec. 31, 2019. As of Sept. 30, 2021, the Company had $19.99
million in total assets, $2.86 million in total liabilities, and
$17.14 million in total stockholders' equity.
Houston, Texas-based PWR CPA, LLP, the Company's auditor since
2020, issued a "going concern" qualification in its report dated
March 30, 2021, citing that the Company's absence of significant
revenues, recurring losses from operations, and its need for
additional financing in order to fund its projected loss in 2021
raise substantial doubt about its ability to continue as a going
concern.
ALIERA COMPANIES: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: The Aliera Companies, Inc.
d/b/a Aliera Healthcare, Inc.
990 Hammond Drive, Suite 700
Atlanta, GA 30328
Business Description: Aliera Companies is focused on providing a
full spectrum of revolutionary options and
services to a multitude of industries that
fit every need and budget. The company
provides services to support its
subsidiaries which focus on the unique
aspects of the health care industry.
Chapter 11 Petition Date: December 21, 2021
Court: United States Bankruptcy Court
Northern District of Georgia
Case No.: 21-59493
Debtor's Counsel: J. Robert Williamson, Esq.
SCROGGINS & WILLIAMSON, P.C.
4401 Northside Parkway
Suite 450
Atlanta, GA 30327
Tel: 404-893-3880
Email: centralstation@swlawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500 million to $1 billion
The petition was signed by Katie Goodman as authorized officer.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/NPH7DPQ/The_Aliera_Companies_Inc__ganbke-21-59493__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Sharity Ministries, Inc. Adversary $574,736,000
821 Atlanta Street Proceeding
Suite 124
Roswell, GA 30075
Joseph Huston
Tel: 302-425-2608
Email: joseph.huston@stevenslee.com
2. Gerald Jackson, Default Judgment $21,352,827
Roslyn Jackson
c/o Sirianni Youtz
Spoonemore
3101 Western Ave.,
Ste 350
Seattle, WA 98121
Eleanor Hamburger
Tel: 206-223-0303
Email: ehamburger@sylaw.com
3. Hanna Albina & Default Judgment $4,679,868
Austin Willard
c/o Sirianni Youtz Spoonemore
3101 Western Ave., Ste 350
Seattle, WA 98121
Eleanor Hamburger
Tel: 206-223-0303
Email: ehamburger@sylaw.com
4. One Share Health LLC Contract $3,750,000
3701 Regent Blvd, Ste 100
Attn: Buddy Combs, Esq.
Irving, TX 75063
Kyle Wallace
Tel: 470-990-7166
Email: kwallace@shiverhamilton.com
5. Burr Forman LLP Legal Services $1,518,422
420 North 20th Street
Suite 2400
Birmingham, AL 35203
Jennifer Moseley
Tel: 404-685-4322
Email: jmoseley@burr.com
6. Emids Trade Debt $768,092
318 Seabord Ln
Suite 110
Franklin, TN 37067
Matthew Martin
Tel: 404-527-8478
Email: matt.martin@dentons.com
7. Duane Morris LLP Legal Services $743,819
30 South 17th Street
Philadelphia, PA
19103-4196
Alex Gonzales
Tel: 512-277-2251
Email: ajgonzales@duanemorris.com
8. Bondurant Mixon & Legal Services $736,239
Elmore LLP
1201 W. Peachtree
St., NW
Suite 3900
Atlanta, GA 30309
Ronan Doherty
Tel: 404-881-4100
Email: doherty@bmelaw.com
9. BMO PPP Loan $638,453
111 W. Monroe Street
Chicago, IL 60603
10. Steve Vermaak Former $378,271
2477 North Forest Drive Shareholder
Marietta, GA 30062
11. ROC III Fairlead Landlord $314,971
Embassy Row
Owner LLC
Five Councouse
Pkwy, Ste 500
Atlanta, GA 30328
Geremy Gregory
Tel: 404-962-3561
Email: ggregory@balch.com
12. Assurance IQ Inc. Trade Debt $264,057
920 5th Ave., Ste 3600
Seattle WA 98104
13. Rath Young & Legal Services $223,335
Pignatelli PC
P.O. Box 1500
Concord, NH
03302-1500
14. Nelson Taplin Consulting $217,748
Goldwater Inc Services
1555 Palm Beach
Lakes Blvd
Suite 1510
West Palm Beach,
FL 33401
15. HealthScope Contract $188,817
Benefits, Inc.
27 Corporate Hill Drive
Little Rock AR 72211
16. Ray Guiterez Former $161,395
3905 Briones Street Shareholder
Austin, TX 78723
17. James Eddie Black Former $161,395
811 Holley Drive Shareholder
Albany, GA 31705
18. Administration123 Contract $129,698
668 N. Coast Hwy #167
Austin, TX 78723
19. Amazon Web Trade Debt $123,894
Services Inc.
P.O. Box 84023
Seattle, WA
98124-8423
20. Five 9, Inc. Trade Debt $115,181
4000 Executive Parkway
Suite #400
San Ramon, CA 94583
21. Steptoe & Johnson LLP Legal Services $111,540
1330 Connecticut
Avenue NW
Washington, DC 20036
22. Netlink Consulting $105,600
999 Tech Row, Ste 100 Services
Madison Heights, MI 48071
23. Canon Financial Equipment Lease $103,207
Svcs, Inc.
14904 Collections Ctr Dr.
Chicago, IL 60693
Karen Anghelescu
Tel: 800-613-2228
Email: customercare@csa.canon.com
24. MultiPlan, Inc. Contract $96,727
P.O. Box 29380
New York, NY 10087
25. HealthEdge Software Trade Debt $90,700
30 Corporate Drive
Burlington, MA 01803
John D. Elrod
Tel: 678-553-2259
Email: ElrodJ@gtlaw.com
26. OutSystems, Inc. Contract $84,000
5901 Peachtree
Dunwoody Rd NE
Bldg C495
Atlanta, GA 30328
27. Dell Financial Svcs Equipment Lease $72,194
Payment Processing Center
P.O. Box 6547
Carol Stream, IL
60197-6547
Kim Vodicka
28. Nyemaster Goode PC Legal Services $70,896
700 Walnut Street
Suite 1600
Des Moines, IA 50309
29. Quotit Services $68,940
P.O. Box 6539
Beaverton, OR
97007
30. Meadows, Collier, Legal Services $53,157
Reed, Cousins,
Crouch & Ungerman LLP
901 Main Street
Suite 3700
Dallas, TX 75202
ASSURE HOLDING: Gets Interim OK to Hire Adams and Reese as Counsel
------------------------------------------------------------------
Assure Holding Corporation and Assure Underwriting Agency, LLC
received interim approval from the U.S. Bankruptcy Court for the
Eastern District of Louisiana to employ Adams and Reese, LLP as
their counsel to serve as legal counsel in their Chapter 11 cases.
The firm's services include:
(a) advising the Debtors with respect to their powers and
duties in the continued operation of their businesses and
management of their property and affairs;
(b) representing the Debtors in all legal matters in
connection with their bankruptcy proceedings;
(c) preparing legal documents and reviewing all financial
reports to be filed by the Debtors;
(d) advising the Debtors regarding, and preparing, any
necessary responses to legal documents, which may be filed by other
parties;
(e) assisting the Debtors in preparing, filing and seeking
approval of a disclosure statement and plan of reorganization or
liquidation;
(f) appearing in court;
(g) advising the Debtors in connection with the use of cash
collateral or obtaining debtor-in-possession financing;
(h) assisting in the negotiation and documentation of
debtor-in-possession financing agreements, cash collateral orders,
and any related transactions or documents;
(i) investigating the nature and validity of liens asserted
against the Debtors' properties, and advising the Debtors regarding
the enforceability of said liens;
(j) investigating and advising the Debtors regarding, and
taking such actions as may be necessary, to collect the Debtors'
income and assets in accordance with applicable law and to recover
property for the benefit of the estates;
(k) assisting the Debtors in the disposition of their assets,
which they no longer need in the operation of their businesses, if
any;
(l) advising the Debtors regarding executory contract and
unexpired lease assumption, assignment or rejection, restructuring,
and re-characterization;
(m) assisting the Debtors in reviewing, estimating and
resolving claims asserted against the estates;
(n) assisting in litigation whether brought by or against the
Debtors;
(o) performing all necessary legal services for the Debtors.
Scott R. Cheatham, Esq. and Robert Parrott, Esq., the attorneys
who will be principally working on this case, charge $475 per hour
and $375 per hour, respectively.
Adams and Reese's normal hourly rates for law clerks and paralegals
range from $110 to $230, with the paralegals on this case being
$120 per hour.
The firm will also seek reimbursement for work-related expenses
incurred.
Adams and Reese received a retainer in the sum of $40,000.
As disclosed in court filings, Adams and Reese is a disinterested
person within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Scott R. Cheatham, Esq.
Adams and Reese, LLP
701 Poydras Street, Suite 4500
New Orleans, LA 70139
Tel: 504-581-3234
Fax: 504-566-0210
Email: scott.cheatham@arlaw.com
About Assure Holding Corporation
Assure Holding Corporation, a privately held insurance carrier in
New Orleans, La., filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No.
21-11435) on Dec. 14, 2021, listing up to $1 million in assets and
up to $10 million in liabilities. Ronald Rayburn Pate, Jr.,
president and chief executive officer, signed the petition.
Judge Meredith S. Grabill presides over the case.
Scott R. Cheatham, Esq., at Adams and Reese, LLP represents the
Debtor as legal counsel.
B N EMPIRE: Gets OK to Hire Florida Luxury as Real Estate Broker
----------------------------------------------------------------
B N Empire, LLC received approval from the U.S. Bankruptcy Court
for the Middle District of Florida to hire Nick Refaie, a real
estate broker at Florida Luxury Realty, Inc.
The firm will assist the Debtor in negotiating a sale of its
property located at 10915 N. 56 St., Tampa, Fla.
Florida Luxury Realty will receive a 4 percent real estate
brokerage commission.
Mr. Refaie disclosed in a court filing that his firm neither
represents nor holds any interest adverse to the Debtor and its
estate.
The broker can be reached through:
Nick Refaie
Florida Luxury Realty, Inc.
24656 State Road 54
Lutz, FL 33559
Phone: +1 813-830-8770
About B N Empire LLC
B N Empire, LLC, owner of a shopping center in Temple Terrace,
Fla., filed a Chapter 11 petition (Bankr. M.D. Fla. Case No.
21-04509) on Aug. 30, 2021, listing up to $50,000 in assets and up
to $10 million in liabilities. Judge Roberta A. Colton oversees
the case.
Justin M. Luna, Esq., at Latham, Luna, Eden & Beudine, LLP
represents the Debtor as legal counsel.
Hoffman, Larin & Agnetti, P.A. represents Elizon DB Transfer Agent,
LLC, secured creditor.
BALL METALPACK: Moody's Puts B3 CFR on Review for Upgrade
---------------------------------------------------------
Moody's Investors Service placed Ball Metalpack's ratings on review
for upgrade, including the company's B3 Corporate Family Rating
(CFR), the B3-PD Probability of Default Rating, the B2 rating on
the senior secured first lien term loan, and the Caa1 rating on the
senior secured second lien term loan.
The review follows an announcement of Sonoco Products Company
(Sonoco, Baa2 stable) on 20 December 2021 [1] that it will acquire
the entire stake in Ball Metalpack from Platinum Equity Advisors,
LLC and Ball Corporation (Ba1 stable) for $1.35 billion in cash.
Platinum and Ball Corporation hold 51% and 49% stake, respectively,
in Ball Metalpack. The transaction is targeted to close in the
first quarter of 2022, subject to customary closing conditions and
regulatory approvals.
Moody's views the proposed transaction as credit positive for Ball
Metalpack because the company will become a part of Sonoco, a
company with a greater scale and a better credit quality.
The following ratings/assessments are affected by the actions:
On Review for Upgrade:
Issuer: Ball Metalpack
Corporate Family Rating, Placed on Review for Upgrade, currently
B3
Probability of Default Rating, Placed on Review for Upgrade,
currently B3-PD
Senior Secured First Lien Term Loan, Placed on Review for
Upgrade, currently B2 (LGD3)
Senior Secured Secodn Lien Term Loan, Placed on Review for
Upgrade, currently Caa1 (LGD5)
Outlook Actions:
Issuer: Ball Metalpack
Outlook, Changed To Rating Under Review From Stable
RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR
DOWNGRADE OF THE RATINGS
Moody's believes that based on the proposed transaction, the
acquisition will trigger the change of control provision in Ball
Metalpack's senior secured first lien term loan and the second lien
term loan, in which the existing owners cease to retain capital
stock representing at least 50.1% of the aggregate voting power of
the company.
If Ball Metalpack's debt is retired, Moody's will withdraw its
ratings upon repayment.
If Ball Metalpack's debt is not retired following the closing of
the acquisition, the rating review will focus on where in the
corporate structure Ball Metalpack's debt will reside, the support
that Sonoco may provide to Ball Metalpack's bank debt such as
guarantees, and the financial and operational disclosures available
with respect to Ball Metalpack, which affects Moody's ability to
maintain the ratings.
Ball Metalpack's B3 Corporate Family Rating reflects the company's
high customer and product concentration with respect to sales;
largely commoditized product line, primarily tinplate food and
aerosol cans, with limited growth prospects; continuing net losses,
exacerbated by high interest payments, and negative free cash flow;
and a small scale compared to competitors, with around $800 million
revenues for the 12 months that ended September 2020.
These credit weaknesses are counterbalanced by the strengths in
Ball Metalpack's credit profile, including the company's high
percentage of multiyear contracts with customers, which increases
switching costs for customers; stable end-markets of consumer
staples, including food and household cleaning (for aerosol cans),
with relatively limited risk of substitution away from metal
packaging; long-standing relationships with its customers,
including some blue-chip names, sometimes being the sole supplier.
Based in Broomfield, Colorado, Ball Metalpack is a manufacturer of
tinplate aerosol and food can products. The company generated 55%
of sales from food cans and 45% from aerosol cans for the nine
months that ended September 2021. The company's revenue was around
$816 million for the 12 months that ended September 2021. In 2018,
Ball Metalpack was separated from Ball Corporation as a joint
venture between an affiliate of Platinum Equity Advisors, LLC (51%)
and Ball Corporation (49%). Ball Metalpack does not publicly
disclose financial information.
BBS HOLDINGS: Gets OK to Hire Appraisal Group of Central Oregon
---------------------------------------------------------------
BBS Holdings II, LLC received approval from the U.S. Bankruptcy
Court for the District of Oregon to hire Appraisal Group of Central
Oregon, LLC to appraise its property located at 1600 SE Juniper
Canyon Road, Prineville, Ore.
The firm will receive a one-time payment of $5,250.
Greg Moore of Appraisal Group disclosed in a court filing that his
firm does not hold interest materially adverse to the interest of
the Debtor's estate, creditors and equity security holders.
The firm can be reached at:
Greg Moore
Appraisal Group of Central Oregon, LLC
60602 Woodside Rd.
Bend, OR 97702
Phone: 541.480.6527
Fax: 541.312.3063
Email: greg@agco-appraisal.com
About BBS Holdings
Redmond, Ore.-based BBS Holdings II, LLC filed a petition for
Chapter 11 protection (Bankr. D. Ore. Case No. 21-32244) on Nov. 4,
2021, listing up to $1 million in assets and up to $10 million in
liabilities. Jason Bronson, manager, signed the petition.
Judge Peter C. Mckittrick oversees the case.
The Debtor tapped Troutman Law Firm, P.C. as legal counsel.
BITNILE HOLDINGS: Inks Deal for Purchase of Gresham by Giga-Tronics
-------------------------------------------------------------------
BitNile Holdings, Inc. has entered into a share exchange agreement
that will upon closing combine Giga-tronics Incorporated, a
manufacturer of specialized electronics equipment, and Gresham
Worldwide, Inc., the global defense segment of BitNile.
GIGA is a producer of sophisticated RADAR and electronic warfare
threat emulation systems and ultra-reliable RF filters, whereas GWW
is a global provider of proprietary, purpose-built electronic
solutions to militaries and leading defense companies around the
world in the areas of RF devices, power electronics, automated test
and missile launch systems. The combined entity will upon closing
of the Agreement continue as a standalone publicly traded company,
approximately 68% of which will be indirectly owned by BitNile.
The companies expect the transaction to generate synergies that
will enable the combined entity to significantly enhance their
position in the rapidly growing market for electronic warfare and
RF solutions, driven by a heightened global awareness of the
importance of electromagnetic spectrum superiority. The combined
entity will have over 60 global defense industry customers,
combined revenues of approximately $--40 million and operations
spanning the globe.
At the closing of the Agreement, GIGA will acquire GWW from BitNile
in exchange for shares of GIGA common and preferred stock, BitNile
will loan GIGA $4.25 million and GIGA will repurchase or redeem its
currently outstanding shares of preferred stock. Current
outstanding shares of GIGA common stock will remain outstanding.
The transactions are subject to the approval of GIGA’s
shareholders and other customary conditions. The Parties expect
GIGA to complete the acquisition of GWW during the first quarter of
2022. After the combination, GIGA will be majority-owned
subsidiary of Ault Alliance.
"GWW aims to drive growth, both organically and through strategic
combinations with similar providers of bespoke technology solutions
for defense customers," commented Jonathan R. Read, chief executive
officer of GWW. "Joining with GIGA, a well-established leader in
key technologies for defense applications, enables GWW to better
serve customers in our core markets and unlock synergies across our
operating subsidiaries. This combination expands GWW’s presence
in the US defense market by adding strong management, innovative
technology and more engineering resources to benefit investors,
customers and employees alike. We also gain access to the public
capital markets that will allow for more creative growth
strategies."
BitNile previously announced a plan to split into two public
companies by distributing the equity of Ault Alliance to its
stockholders. Following the spin-off of Ault Alliance, the
Company, through its BitNile, Inc. subsidiary, will be a pure-play
provider of Bitcoin mining and data center operations, pursuing
DeFi-related initiatives. Ault Alliance will maintain its focus on
the Company’s legacy businesses and more recently initiated
operations, including lending and investing in the real estate and
distressed asset spaces as well as, among others, defense, and
power solutions, including electric vehicle charging products.
BitNile’s Founder and Executive Chairman, Milton "Todd" Ault, III
stated, "This transaction validates our strategy of investing to
acquire and strengthen quality companies that build value for
BitNile shareholders." He added "We remain optimistic on the
prospects for the combined company."
About BitNile Holdings
BitNile Holdings, Inc. (formerly known as Ault Global 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 owns and operates a data center
at which it mines Bitcoin and provides mission-critical products
that support a diverse range of industries, including
defense/aerospace, industrial, automotive, telecommunications,
medical/biopharma, and textiles. In addition, the Company extends
credit to select entrepreneurial businesses through a licensed
lending subsidiary. BitNile's headquarters are located at 11411
Southern Highlands Parkway, Suite 240, Las Vegas, NV 89141;
www.BitNile.com.
BitNile 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 Sept. 30, 2021, the Company had
$225.72 million in total assets, $24.74 million in total
liabilities, and $200.98 million in total stockholders' equity.
BLINK CHARGING: President Brendan Jones Agrees to Work Full-Time
----------------------------------------------------------------
Blink Charging Co. entered into a new employment agreement with
Brendan S. Jones, the Company's president and chief operating
officer, superseding his prior Employment Offer Letter, dated as of
March 29, 2020.
The term of his new Employment Agreement starts on Jan. 1, 2022 and
extends until March 31, 2025. Pursuant to the Employment
Agreement, Mr. Jones agreed to devote his full business efforts and
time to the Company. The Employment Agreement provides that Mr.
Jones will receive an annual base salary of $475,000, payable on
the Company's regular scheduled payday. Mr. Jones will be eligible
for an annual performance cash bonus of up to 60% of his annual
base salary based on meeting pre-determined periodic key
performance indicators every year set by the mutual agreement of
its Board's Compensation Committee and Mr. Jones. Mr. Jones will
also be eligible to receive aggregate annual equity awards under
the Company's incentive compensation plan equal to 50% of his
annual base salary. Such awards will be split in equal amounts in
the form of restricted common stock and stock options. The
restricted common stock will vest on the first anniversary of its
grant date and the stock options will vest in equal one-third
increments on each anniversary of the grant date, in each instance
subject to satisfying key performance indicators and other
performance criteria and his continued employment with the Company
on the applicable vesting date.
Mr. Jones is entitled to a monthly electric vehicle and auto
insurance allowance of up to $1,500 per month, and other employee
benefits in accordance with the Company's policies.
If Mr. Jones's employment is terminated by the Company other than
for Cause (which includes willful material misconduct and willful
failure to materially perform his responsibilities to the company),
he is entitled to receive severance equal to the number of months
of his actual employment under the new Employment Agreement prior
to the termination capped at a maximum payment of 12 months of his
base salary.
If the Company undergos a "Change in Control" (which generally
means a merger or acquisition of its company as a result of which
the acquirer obtains more than 50% of our total voting power), Mr.
Jones will receive a severance payment equal to 2.99 times his
annual base salary if (i) he loses his position as its president
(excluding elevation to a more senior position), (ii) his position
is diminished via a restructuring, (iii) his title is changed to a
lesser role, (iv) his responsibility is significantly reduced, (v)
his compensation is materially decreased, or (vi) he is terminated
without Cause during the merger/acquisition process or within one
year after the closing of the transaction. Additionally, all
restricted common stock and stock options held by Mr. Jones will
immediately vest upon a Change in Control.
As part of his new Employment Agreement, Mr. Jones confirmed
entering into the Company's standard Employee Confidentiality and
Assignment of Inventions Agreement prohibiting Mr. Jones from
disclosure of confidential and/or proprietary information relating
to the operations, products and services of the Company company and
its clients and acknowledging that all intellectual property
developed by Mr. Jones relating to its business constitutes its
exclusive property. Mr. Jones further agreed that during his
employment with the company he will not engage in, or have any
direct or indirect interest in, any person, firm, corporation or
business (whether as an employee, officer, director, agent,
security holder, creditor, consultant, partner or otherwise) that
is competitive with the business of our company, including, without
limitation, planning, developing, installing, marketing, selling,
leasing and providing services relating to electric vehicle
charging stations.
About Blink Charging
Based in Miami Beach, Florida, Blink Charging Co. (OTC: CCGID)
f/k/a Car Charging Group Inc. -- http://www.CarCharging.com-- is
an owner and operator of electric vehicle charging stations in the
United States and a growing presence in Europe, Asia, Israel, the
Caribbean, and South America. The Blink Network utilizes
proprietary cloud-based software that operates, maintains, and
tracks the EV charging stations connected to the network, along
with the associated charging data. The Company has established key
strategic partnerships to roll out adoption across numerous
location types, including parking facilities, multifamily
residences and condos, workplace locations, health care/medical
facilities, schools and universities, airports, auto dealers,
hotels, mixed-use municipal locations, parks and recreation areas,
religious institutions, restaurants, retailers, stadiums,
supermarkets, and transportation hubs.
Blink Charging reported a net loss of $17.85 million for the year
ended Dec. 31, 2020, compared to a net loss of $9.65 million for
the year ended Dec. 31, 2019. As of Sept. 30, 2021, the Company
had $238.77 million in total assets, $14.41 million in total
liabilities, and $224.37 million in total stockholders' equity.
BOY SCOUTS: Herman Law Represents Unsecured Claimants
-----------------------------------------------------
In the Chapter 11 cases of Boy Scouts of America and Delaware BSA,
LLC, the law firm of Herman Law submitted a verified statement
under Rule 2019 of the Federal Rules of Bankruptcy Procedure, to
disclose that it is representing the victims of child sexual
abuse.
For approximately the past 20 years, Herman Law has devoted its law
practice to the representation of victims of child sexual abuse in
civil cases. Herman Law represents clients in these matters across
the country. Given this expertise, Herman Law has been retained by
victims of child sexual abuse in the boy scouts to pursue their
claims. Herman Law represents no creditors or parties in interest
in this Chapter 11 proceeding other than sex abuse survivors with
tort claims.
Neither Herman Law nor any attorney or employee of the firm has at
any relevant time owned any claim or interest in the Debtors.
The names and contact details of the Clients were redacted from
publicly available filings.
Claim No: 55726
113964
44776
43362
46492
47905
46840
47509
44342
47945
96678
96688
The Firm can be reached at:
Jeffrey Herman, Esq.
Herman Law
434 W. 33rd St., 7th Floor
New York, NY 10001
Tel: (212) 390-0100
E-mail: jherman@hermanlaw.com
A copy of the Rule 2019 filing is available at
https://bit.ly/3eBncl6 at no extra charge.
About Boy Scouts of America
The Boy Scouts of America -- https://www.scouting.org/ -- is a
federally chartered non-profit corporation under title 36 of the
United States Code. Founded in 1910 and chartered by an act of
Congress in 1916, the BSA's mission is to train youth in
responsible citizenship, character development, and self-reliance
through participation in a wide range of outdoor activities,
educational programs, and, at older age levels, career-oriented
programs in partnership with community organizations. Its national
headquarters is located in Irving, Texas.
The Boy Scouts of America and affiliate Delaware BSA, LLC, sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on
Feb. 18, 2020, to deal with sexual abuse claims.
Boy Scouts of America was estimated to have $1 billion to $10
billion in assets and at least $500 million in liabilities as of
the bankruptcy filing.
The Debtors have tapped Sidley Austin LLP as their bankruptcy
counsel, Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel,
and Alvarez & Marsal North America, LLC, as financial advisor.
Omni Agent Solutions is the claims agent.
The U.S. Trustee for Region 3 appointed a tort claimants' committee
and an unsecured creditors' committee on March 5, 2020. The tort
claimants' committee is represented by Pachulski Stang Ziehl &
Jones, LLP, while the unsecured creditors' committee is represented
by Kramer Levin Naftalis & Frankel, LLP.
BOY SCOUTS: X1Law PA Represents Three Unsecured Claimants
---------------------------------------------------------
Pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure,
the law firm of X1LAW, PA, submitted a verified statement to
disclose that it is representing the unsecured claimants in the
Chapter 11 cases of Boy Scouts of America and Delaware BSA, LLC.
The Clients each hold general unsecured claims against BSA, certain
non-debtor Local Councils, or Chartered Organizations arising from
childhood sexual abuse at the time the Clients were Scouts with the
BSA and the applicable Local Councils and Chartered Organizations.
The names and contact details of the Clients were redacted from
publicly available filings.
The Clients assert these claims:
Claim No. 67868
Claim No. 81977
Claim No. 68188
The Firm can be reached at:
X1LAW, PA
Patrick J. Tighe, Esq.
721 US Highway One, Suite 101
North Palm Beach, FL 33048
Telephone: (561)537-3319
Facsimile: (561)537-7193
E-mail: Pat@x1law.com
A copy of the Rule 2019 filing is available at
https://bit.ly/3zbbJBX at no extra charge.
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.
BRIGHT MOUNTAIN: Amends Credit Pact to Get $500K Additional Loan
----------------------------------------------------------------
Bright Mountain Media, Inc. and its subsidiaries CL Media Holdings
LLC, Bright Mountain Media, Inc., Bright Mountain LLC, MediaHouse,
Inc. entered into a Seventh Amendment to Amended and Restated
Senior Secured Credit Agreement. The Company and its subsidiaries
are parties to a credit agreement between itself and Centre Lane
Partners Master Credit Fund II, L.P. as Administrative Agent and
Collateral Agent dated June 5, 2020, as amended. The Credit
Agreement was amended to provide for an additional loan amount of
$500,000. This term loan shall be repaid on Feb. 28, 2022
About Bright Mountain
Based in Boca Raton, Fla., Bright Mountain Media, Inc. --
www.brightmountainmedia.com -- is an end-to-end digital media and
advertising services platform, efficiently connecting brands with
targeted consumer demographics. In addition to its corporate
website, the Company owns and/or manages 24 websites which are
customized to provide its niche users, including active, reserve
and retired military, law enforcement, first responders and other
public safety employees with products, information and news that
the Company believes may be of interest to them. The Company also
owns an ad network which was acquired in September 2017.
Bright Mountain reported a net loss of $3.40 million for the year
ended Dec. 31, 2019, compared to a net loss of $5.22 million for
the year ended Dec. 31, 2018. As of Sept. 30, 2020, the Company had
$42.77 million in total assets, $29.92 million in total
liabilities, and $12.85 million in total shareholders' equity.
EisnerAmper LLP, in Iselin, New Jersey, the Company's auditor since
2018, issued a "going concern" qualification in its report dated
May 14, 2020, citing that the Company has experienced recurring net
losses, cash outflows from operating activities, and has an
accumulated deficit that raise substantial doubt about its ability
to continue as a going concern.
BRIGHT MOUNTAIN: Incurs $72.7 Million Net Loss in 2020
------------------------------------------------------
Bright Mountain Media, Inc. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing a net loss of
$72.71 million on $15.84 million of revenues for the year ended
Dec. 31, 2020, compared to a net loss of $4.17 million on $6.69
million of revenues for the year ended Dec. 31, 2019.
As of Dec. 31, 2020, the Company had $36.53 million in total
assets, $33.01 million in total liabilities, and $3.51 million in
total shareholders' equity.
Net cash used in operating activities totaled $6.5 million and $2.8
million for 2020 and 2019, respectively. The increase of $3.7
million is a result of $0.6 million of changes in working capital
and $3.1 million of cash generated by the Company's operating
results for the year ended December 31, 2020, which were positively
impacted by the growth of the business and acquisitions during the
year.
Net cash provided in investing activities totaled $1.6 million in
2020 solely related to cash acquired as part of the Wild Sky Media
acquisition, compared to cash provided by investing activities of
$0.8 million for 2019 mainly related to cash proceeds from
acquisitions.
Net cash provided by financing activities totaled $4.6 million and
$1.9 million for 2020 and 2019, respectively. Financing activities
in 2020 were mainly cash provided from the sale of the Company's
securities, net of repayments of debt obligations and the payable
of cash dividends on the Company's Series A, E and F convertible
preferred stock to related parties. Financing activities in 2019
were mainly the sale of the Company's securities, net of repayments
of debt obligations and the payable of cash dividends on our Series
E and F convertible preferred stock to related parties.
As of December 31, 2020, the Company had a balance of cash and cash
equivalents of $0.7 million and negative working capital of $7.9
million as compared to cash and cash equivalents of $1.0 million
and negative working capital of $8.3 million at December 31, 2019.
The Company is in discussions with various vendors to settle
balances due for common stock and/or common stock warrants as
opposed to cash.
The Company's current assets increased approximately $2,425,488 or
42.6% as of December 31, 2020 from December 31, 2019 which reflects
the substantial increase in its accounts receivable and increases
in its prepaid expenses primarily attributable to the one
acquisition during 2020. The Company's current liabilities
increased $2,090,809 at December 31, 2020 from December 31, 2019
which primarily reflects an increase in the current portion of
long-term debt.
During 2020, the Company has raised an additional $3,577,698 in net
proceeds through the sale of its securities via a private placement
memorandum which includes one share and one stock warrant. The
Company issued 10,398,700 shares and 10,398,700 warrants in the
transactions.
During 2021, the Company entered into an amendment to its existing
Credit Agreement with Centre Lane Partners to provide an additional
$4.6 million of funding and liquidity. Pursuant to the terms of the
Credit Agreement, the term loan is due and payable on or before
February 15, 2022.
WithumSmith+Brown, PC, in East Brunswick, New Jersey, the
Company's auditor since 2021, issued a "going concern"
qualification in its report dated December 23, 2021, citing that
the Company has suffered recurring losses from operations and has a
net capital deficiency that raise substantial doubt about its
ability to continue as a going concern.
A full-text copy of the Annual Report is available for free at
https://bit.ly/3mEA3HC
About Bright Mountain
Based in Boca Raton, Fla., Bright Mountain Media, Inc. --
www.brightmountainmedia.com -- is an end-to-end digital media and
advertising services platform, efficiently connecting brands with
targeted consumer demographics. In addition to its corporate
website, the Company owns and/or manages 24 websites which are
customized to provide its niche users, including active, reserve
and retired military, law enforcement, first responders and other
public safety employees with products, information and news that
the Company believes may be of interest to them. The Company also
owns an ad network which was acquired in September 2017.
CENTURY ALUMINUM: Increases Existing Credity Facility to $220-Mil.
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Century Aluminum Company and certain of its direct and indirect
domestic subsidiaries, entered into a Third Amendment to its
existing $175 million senior secured revolving credit facility,
dated as of May 16, 2018, by and among the borrowers, the financial
institutions party thereto as lenders and Wells Fargo Capital
Finance, LLC acting as lead arranger and agent for the lenders, as
amended, modified and supplemented from time to time, whereby
borrowers, agent and lenders agreed to amend the Existing Credit
Facility to exercise a portion of the uncommitted accordion feature
in the amount of $45 million such that, after giving effect
thereto, the aggregate revolving credit maximum capacity is
increased from $175 million to $220 million.
Other than as described above, the terms of the Existing Credit
Facility remain the same.
About Century Aluminum Company
Century Aluminum Company -- http://www.centuryaluminum.com-- is a
global producer of primary aluminum and operates aluminum reduction
facilities, or "smelters," in the United States and Iceland.
Century Aluminum reported a net loss of $123.3 million for the year
ended Dec. 31, 2020, a net loss of $80.8 million for the year ended
Dec. 31, 2019, and a net loss of $66.2 million for the year ended
Dec. 31, 2018. As of Sept. 30, 2021, the Company had $1.49 billion
in total assets, $515.5 million in total current liabilities,
$653.5 million in total noncurrent liabilities, and $320.2 million
in total shareholders' equity.
CHICAGO EDUCATION BOARD: Fitch Raises IDR to 'BB+', Outlook Stable
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Fitch Ratings has assigned a 'BB+' rating for the Chicago Board of
Education, IL's (CBOE) $500,000,000 unlimited tax general
obligation bonds (dedicated revenues), series 2022A and
$359,415,000 unlimited tax general obligation refunding bonds
(dedicated revenues), series 2022B.
Fitch has also upgraded the following ratings on the CBOE:
-- Issuer Default Rating (IDR) to 'BB+' from 'BB';
-- Outstanding unlimited tax general obligation bonds (ULTGO's)
to 'BB+' from 'BB';
-- Outstanding dedicated capital improvement tax (CIT) bonds to
'A' from 'A-'.
The Rating Outlook is Stable.
The bonds are scheduled to price the week of January 10 via
negotiation. Proceeds will finance various capital improvements and
refund outstanding bonds for debt service savings.
SECURITY
The ULTGO bonds of the CBOE are payable from dedicated CBOE
revenues in the first instance and also payable from unlimited ad
valorem taxes levied against all taxable property within the
district, which is coterminous with the city of Chicago.
The CIT bonds are secured by a first priority lien on CIT revenues,
which constitute a property tax levied by the CBOE on all taxable
property within the district. The CIT bonds are also backed by a
debt service reserve fund (DSRF) equal to 14% of maximum annual
debt service (MADS).
IDR ANALYTICAL CONCLUSION
The upgrade of the district's IDR and ULTGO rating to 'BB+'
reflects a trend of improved financial performance, restoration of
reserves to adequate levels and strengthened liquidity. Credit
risks center on CBOE's elevated long-term liability burden, driven
by a rising net pension liability (NPL), and its limited budgetary
tools to address future cyclical downturns. A contentious
relationship with the Chicago Teacher's Union (CTU) places
additional strain on the district's expense management and
flexibility.
DEDICATED TAX ANALYTICAL CONCLUSION
The upgrade of the CIT rating to 'A' reflects its relationship to
the IDR. Structural elements and security interests are
sufficiently strong to warrant a maximum five-notch rating
distinction between the CIT rating and the IDR. The rating also
reflects the 'a' level of resilience from the statutory CIT levy
limitation that yields relatively low debt service coverage, and
moderate historical collection rate volatility.
Economic Summary
Chicago remains the economic and cultural center for the Midwest,
despite flat population trends and steadily declining district
enrollment. The city's economy was hard hit by the coronavirus
pandemic, particularly the leisure and hospitality sector. Labor
market trends have improved but unemployment remains elevated.
Socioeconomic indicators are mixed with above average educational
attainment levels and per capita income but an elevated poverty
rate.
IDR KEY RATING DRIVERS
Revenue Framework: 'bbb'
Fitch expects natural revenue growth, absent policy action, to keep
pace with inflation based on slow growth within property tax levy
limitations and relatively flat state aid. CBOE's revenue outlook
is sensitive to changes in the financial position of the state of
Illinois (IDR BBB-/Positive), which has a track record of
structural imbalance and irresolute fiscal decision making. The
district rating is not formulaically linked to the state rating but
reflects state credit trends via their impact on school funding
decisions.
Expenditure Framework: 'bbb'
Collectively bargained salary increases, health care and
amortization of the NPL will pressure CBOE's operating budget
necessitating ongoing management to closely align these costs with
available resources. The large proportion of fixed and essential
spending commitments and the intense labor environment may
constrain the district's ability to achieve meaningful expenditure
savings in response to an unexpected decline in revenue.
Long-Term Liability Burden: 'a'
Long-term liabilities are elevated but moderate in relation the
district's expansive economic resource base. CBOE's very slowly
amortizing NPL and direct debt, together with planned capital
investments, could put upward pressure on the burden, absent
commensurate economic growth.
Operating Performance: 'bb'
The district's reserves and financial resilience have improved
considerably but remain sensitive to abrupt changes in its
operating environment and revenue outlook given minimal offsetting
budget balancing tools.
ESG -- Social: CPS has an ESG score of '4' for labor relations and
practices, which reflect a history of labor-related spending
pressures and, in Fitch's opinion, a contentious relationship with
its teaching professionals, which staged an 11-day strike in 2019.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- For the IDR and ULTGO, the sustainable allocation of federal
stimulus over the next several fiscal years combined with
continued structural balance and fund balance growth;
-- For the CIT bonds, an upgrade is not anticipated based on
expected coverage levels from the statutory property tax levy.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- For the IDR and ULTGO, a return to structural imbalance and
weakening of liquidity and reserves;
-- For the IDR and ULTGO, a reversal of recent improvement in the
state funding commitment for operations and pensions, absent a
sufficient offsetting policy response from the district;
-- For the CIT bonds, a downgrade of the district's IDR and/or
decline in property tax collection rates below historical
levels.
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.
CURRENT DEVELOPMENTS
The trend of positive financial results continues for CBOE with
fiscal 2021 marking the fourth consecutive general fund surplus.
The fiscal 2021 surplus ($236.7 million or 3.6% of spending)
reflects expenditure savings relative to the adopted budget that
had assumed in-person learning for the entire period.
The unrestricted fund balance improved to $738.7 million or 11.4%
of spending, which represents a nearly $1.1 billion turnaround from
the accumulated deficit of $355 million or -6.7% in fiscal 2017.
Fiscal 2021 results reflect the appropriation of $339 million out
of an expected $797 million allocation under December 2020's
Elementary and Secondary School Emergency Relief (ESSER) II funding
for pandemic-related expenditures.
The fiscal 2022 budget appropriates the remaining ESSER II balance
of $458 million plus $602 million of the nearly $1.8 billion
allocated to the district under the American Rescue Plan's (ARP)
ESSER III entitlement. The budgeted use of these funds includes
$466 million for school-based programmatic investments and
instructional positions, $267 million for student and school
community needs including behavioral and mental health programs and
new technology, and $232 million for re-opening costs and
mechanical system upgrades.
Fitch expects the district to adjust spending in response to the
eventual depletion of federal stimulus. Certain components of the
district's pandemic recovery and re-opening plan, particularly
those associated with new instructional and support positions,
could be difficult to carve out of the budget.
Significant levels of federal aid position the district to maintain
its recent momentum while addressing pandemic and institutional
spending pressures. The $1.2 billion balance of ESSER III funding
is expected to be spent through fiscal 2024 but it provides a
safety net against unanticipated risks that might occur beforehand.
The fiscal 2022 budget totals $7.8 billion for an increase of
$905.6 million or more than 13% from the fiscal 2021 budget.
Federal aid is the key driver of this year's budget increase as
changes in local and state sources were fairly modest. The budget
appropriates just $10 million in existing reserves. The district
reports that YTD results are favorable relative to the budget.
ECONOMIC RESOURCE BASE
The CBOE provides pre-K through 12 education through the operation
of 522 individual campuses and 798 school facilities. The district
ranks amongst the largest school districts in the U.S. with a
fiscal 2021 enrollment of 340,658. Enrollment levels continue to
decline reflecting demographic trends across the city and student
migration to private schools and other public districts. Enrollment
was down nearly 14,500 students in fiscal 2021 following a loss of
more than 6,000 students the prior year. CBOE's taxing jurisdiction
is coterminous with the city of Chicago.
IDR CREDIT PROFILE
Revenue Framework
Property and other local taxes account for approximately 48% of the
$7.8 billion fiscal 2022 general fund budget. Property taxes, which
are the largest single component of the general fund budget, are
subject to the Property Tax Extension Limitation Law (PTELL), which
limits the rate of annual levy growth to the lesser of 5% or the
change in the Consumer Price Index (CPI), excluding new
construction and development. State aid represents about 27% of
fiscal 2022 general fund revenue. Federal aid has increased to an
unusually high 24% due to the appropriation of ESSER funds in
support of the district's pandemic recovery and re-opening plan.
Fitch anticipates revenue growth will approximate the level of
inflation, considering PTELL limitations and expectations for
modest state aid increases over time. Fiscal 2022 budgeted revenue
growth is largely attributed to federal stimulus, with property
taxes rising just $114 million year-over-year (including $39
million from new construction) and state evidence-based funding
(EBF) up $40 million.
The stability of the district's revenue base improved considerably
following the implementation of the EBF model in 2017. The EBF
establishes a minimum funding level based on the prior year's EBF
allocation, which effectively eliminates risk to state aid loss
from enrollment declines that have long plagued the district. CBOE
is also positioned to receive a large share of any new state
funding investment in the EBF based on established adequacy
targets.
Independent legal ability to raise revenues is limited, as it is
for many school districts in the U.S. As noted earlier, annual
growth in the property tax levy for operations is limited by PTELL.
Newer sources of property tax revenue dedicated to pension
contributions are not constrained by PTELL.
Expenditure Framework
Employee salaries and benefits are budgeted at $4.8 billion or
approximately 61% of the fiscal 2022 general fund budget. Charter
school tuition accounts for approximately 12% of the budget with 8%
funding various contractual services. Contingencies were
significantly higher at nearly $1.1 billion in fiscal 2022, which
is primarily due to the large amount of federal aid that had not
been allocated to specific purposes at the time of budget
adoption.
Spending pressures center on the burden associated with the
district's high NPL and outstanding direct debt, rising healthcare
costs, negotiated wage increases and a multi-year commitment to
increase staffing levels in compliance with the 2020-2024 CTU
collective bargaining agreement.
Fiscal 2022 salaries and benefits costs are budgeted at $4.8
billion, an increase of nearly $208 million or 4.5% from fiscal
2021 levels, which exceeds the rate of growth in local and state
operating revenue. Pension contributions are budgeted at $978
million in fiscal 2022 (pension payments were less than $200
million a decade earlier) and an additional $775 million was
appropriated for debt service.
Pension costs are high but much more tenable following the 2017
reinstitution of a dedicated property tax levy for pensions ($464
million in fiscal 2022) and the transfer of funding responsibility
for the normal cost for pensions to the state ($265 million). These
two measures provide considerable budgetary relief to the district
but they may not cover the full incremental pension cost forecast
over the long-term. Revenue generated from the pension property tax
levy is sensitive to changes in equalized assessed value, and the
normal cost covered by the state is expected to gradually decline
as lower tiered employees account for a larger share of the
workforce.
Expenditure flexibility largely resides in the district's ability
to control headcount. However, the district remains committed to
increasing staffing levels across critical support roles including
nurses, social workers and case managers. Staff reductions, if
necessary due to an unforeseen budgetary challenge, would likely be
met with considerable pushback from the CTU and other CPS
constituents. As it has received increased state funding, the
district has added back some previously cut services, providing an
incremental margin of spending flexibility.
Fixed carrying costs for debt service, actuarially-determined
contributions (ADC) and other post-employment benefits (OPEBs) are
currently sizable at 25% of governmental spending in fiscal 2021.
Actual pension contributions are statutorily set based on a very
long amortization that does not target full funding instead of the
30-year closed approach used for the ADC; this is likely to weigh
against funding progress and drive the ADC higher over time, even
if plan assumptions are met.
Fitch's supplemental pension metric, which estimates the annual
pension contribution based on a level dollar payment for 20 years
with a 5% interest rate, indicates that carrying costs are
vulnerable to significant future increases.
Long-Term Liability Burden
Fitch estimates CPS's long-term liability burden at an elevated but
still moderate 23% of personal income. The Fitch-adjusted NPL is
the largest single component at more than 9% of personal income
with a slightly lower amount attributed to debt of overlapping
governments (primarily the city of Chicago).
While the state commits to payments equal to the normal cost of
pensions, it does not assume any of the liability, so the entirety
of the liability resides with the district. Pension benefits for
teachers are provided through the Public School Teachers' Pension
and Retirement Fund of Chicago (CTPF), a cost-sharing
multi-employer defined benefit plan in which the district is the
major contributor. Unlike schools in the rest of the state, the
state does not assume the liability associated with Chicago teacher
pensions.
Under GASB 67 reporting, the CTPF reported an unusually weak 41.5%
asset to liability ratio as of June 30, 2020 based on a blended
discount rate of 6.37% (reflecting the actuary's forecast of
eventual asset depletion in 2078). Fitch estimates a modestly lower
ratio incorporating Fitch's standard 6.0% return assumption. The
NPL continues to rise notwithstanding improved pension funding
practices instituted in fiscal 2014 to comply with a state law
requiring payments sufficient to reach a 90% actuarial funding
level by 2059. Fitch expects pensions to continue to be a pressure,
particularly given the longer than typical amortization period.
Pension benefits for other personnel are provided through the
MEABF, a cost-sharing multi-employer defined benefit plan whose
major contributor is the city of Chicago. CPS has no liability for
the plan and did not contribute to the plan until fiscal 2020.
Contribution amounts are set forth within an intergovernmental
agreement (IGA) with Chicago, subject to annual renewal. The IGA
was revised to increase CPS's payment to $100 million in fiscal
2022, a $40 million increase from the originally agreed upon
payment. CPS active employees account for approximately 40% of the
active participants in the MEABF. CPS's OPEB liability is limited.
Direct debt, which is estimated at 5% of personal income, amortizes
at a very slow pace (35% of debt is scheduled for retirement in 10
years). Capital investments projected from fiscal 2023-2026
approximate $550 million per annum, which is consistent with recent
years' capital spending. CPS has an expansive inventory of school
facilities with an average age of over 80 years. CPS reports its
total facility needs at over $3 billion, which is equivalent to
roughly 2% of personal income, a manageable level within the
context of the current economic resource base and long-term
liability burden.
Operating Performance
The strength and consistency of CPS's reserves is a key credit
factor given the limited nature of its revenue and expenditure
tools. As noted earlier, the district's unrestricted general fund
balance has improved considerably since fiscal 2018 coinciding with
the implementation of the new funding framework and significantly
more support for its pension payments. Unappropriated federal
stimulus positions the district to maintain positive financial
momentum and continue to strengthen its liquidity profile, which
had been extremely weak and weighed on the rating.
The Fitch Analytical Stress Test (FAST) relates historical revenue
volatility to GDP to support the assessment of operating
performance under Fitch's criteria. FAST yields a moderate initial
year revenue decline of 2.1% under the standard -1% U.S. GDP
scenario. Most of the district's historical revenue volatility was
attributable to state funding cuts that pre-date the EBF. The state
has added new tier funding to the EBF in each year since its
inception with the exception of fiscal 2021, which was held flat.
The durability of the new education funding framework has not been
subject to a rigorous test to date, as the combination of federal
stimulus and stronger than expected state revenue performance have
helped improve the state's fiscal outlook post-pandemic. While
Fitch believes the state is committed to increasing school funding,
the district will remain vulnerable to state policy decisions in
periods of fiscal stress.
The EBF funding framework established a path to structural balance
for CPS and the elimination of unsustainable budget practices
including appropriated reserves, scoop and toss restructurings,
optimistic budgeting of revenues and lengthening the accrual period
for property tax collections. The fiscal 2022 budget is effectively
balanced, appropriating a modest $10 million in reserves, and the
maximum amount of tax anticipation notes (TANs) outstanding in
fiscal 2022 is estimated at $850 million compared to $1.55 billion
in fiscal 2017.
The district's TAN's borrowing history reflected its weak balance
sheet position and the timing mismatch between large cash outflows
for debt service and pensions and the receipt of property tax
revenues. CPS continues to demonstrate consistent access to
external sources of liquidity, even during recent periods of
economic uncertainty.
DEDICATED TAX KEY RATING DRIVERS
Statutory Levy Stability: The multi-year CIT levy is established by
state law to produce a minimum 1.10x annual debt service coverage
ratio. Annual debt service is sized to the minimum levy without
assuming permissible inflationary increases.
Low Collection Volatility: Historical property tax collection rates
exhibit very low volatility, supporting an 'a' level of financial
resilience when considered within the context of the minimum 1.10x
coverage cushion between the statutory levy cap and debt service on
the bonds and additional liquidity via the cash-funded DSRF.
DEDICATED TAX CREDIT PROFILE
Fitch has identified a number of elements considered sufficient to
reduce the incentive to challenge the special revenue status given
the definitions outlined in the bankruptcy code, which allows for
the CIT bonds to be rated up to a maximum of five notches above the
district's IDR. These factors include a limitation under state law
with respect to the permitted uses of CIT revenues to fund
construction, acquisition and equipping of school and
administrative buildings, and site improvements.
CBOE has identified specific capital projects in the bond
resolution that may be funded either by bond proceeds or by
residual CIT revenues. Any amendments to the project list must be
from among projects approved by the board as part of its capital
plan. The revenues legally cannot be used for general operations of
the board and bondholders do not have a claim on the general
revenues of the district.
Lastly, CBOE has directed the county collectors of Cook and DuPage
Counties to transmit the CIT revenues directly to an escrow agent.
The escrow agent transfers revenues needed for payment of debt
service to the bond trustee daily. Revenues in excess of those
required to meet annual debt service may be available to reimburse
the district for authorized capital expenditures.
The board covenants not to revoke the direction to the county
collectors as long as the bonds are outstanding. Based upon review
of bond counsel opinions Fitch believes that any future attempt to
revoke the direction to the county collectors would be contrary to
state statute.
The CIT revenues are subject to a multi-year levy established by
resolution at the time of bond issuance. No policy action is
required to adjust the tax rate to offset changes in assessed
value. CBOE is authorized to levy the CIT subject to a statutory
cap for each levy year established based on the amount of the CIT
for the preceding tax levy year increased by annual growth in the
CPI, which supports an 'a' growth prospect assessment.
Debt service was structured to provide a minimum of 1.1x coverage
of annual debt service, without assuming inflationary increases.
This leaves only the risk of diminishing collection rates, which
historically have been well within the norm for U.S. municipalities
and stable since the onset of the pandemic.
To evaluate the sensitivity of the dedicated revenue stream to
cyclical decline, Fitch considers the revenue sensitivity results
via FAST (a 1.0% decline) and the largest actual delinquency rate
(4.3%) during the period covered by the revenue sensitivity
analysis. Since the CIT revenue history is insufficient to conduct
this analysis, Fitch uses a proxy of CBOE's overall property tax
collection rates, which it believes approximates future risk to CIT
revenue sufficiency.
Given the minimum 1.1x coverage ratio, pledged revenues could
withstand a 9.1% decline before coverage of annual debt service is
less than 1.0x. The 9.1% revenue cushion is equivalent to 9.0x the
FAST result, or 2.1x the largest actual delinquency rate. Fitch
believes the revenue cushion inherent in the dedicated tax
structure and history of collection rates support a resilience
assessment of 'a'.
Fitch's sensitivity analysis also factors in additional liquidity
within the CIT structure via the DSRF, which has been funded from
prior bond proceeds equal to 14% of the MADS requirement. The DSRF
provides additional protection against risk to delinquency rates
outside of historical norms, as does an allowance for uncollectible
amounts at 3.5% added to the gross levy.
ESG CONSIDERATIONS
The CBOE (IL) has an ESG Relevance Score of '4' for Labor Relations
& Practices, which reflects a history of labor-related spending
pressures and, in Fitch's opinion, a contentious relationship with
its teaching professionals, which has a negative impact on the
credit profile, and is relevant to the ratings in conjunction with
other factors.
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
CHIMNEY PASTURES: Taps Jeff Tucker of Rob Adams as Broker
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Chimney Pastures Ranch, LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to hire Jeff Tucker, a
real estate broker at Rob Adams Properties, Inc., to list and
possibly sell its real property in Roma, Texas.
The Debtor agreed to pay a 3 percent brokers fee to Mr. Tucker upon
the sale of the property and a 3 percent buyer's agent commission
to any agent who procures a buyer for the property.
As disclosed in court filings, Mr. Tucker is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Jeff Tucker
Rob Adams Properties, Inc.
8955 Katy Freeway, Suite 308
Houston, TX 77024
Tel: 713-784-7606 / 713-412-2908
About Chimney Pastures Ranch
Houston-based Chimney Pastures Ranch, LLC filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
S.D. Tex. Case No. 21-32253) on July 2, 2021, listing up to $10
million in assets and up to $500,000 in liabilities.
Judge Christopher M Lopez presides over the case.
Reese W. Baker, Esq., at Baker & Associates, LLP represents the
Debtor as legal counsel.
CLEAN ENERGY: Enters Into $650K Convertible Promissory Note
-----------------------------------------------------------
Clean Energy Technology, Inc., on Dec. 27, 2021, entered into a
$650,000 Convertible Promissory Note, due June 1, 2022, with
interest at 2% per annum with Universal Scope, Inc., a company
incorporated in the British Virgin Islands.
Under the terms of the Note, principal and interest is to be paid
on the maturity date. The Note is convertible into the Company's
common stock, par value $.001 per share at a conversion price of
$.06 per share subject to adjustments for reorganizations,
reclassifications, consolidations, merger, or sale. An event of
default under the Note occurs for the failure of the Company to pay
interest and principal on the maturity date after the application
of the grace period, breach of covenants, representations and
warranties, receivership, and bankruptcy, delisting of the
Company's stock, and failure to transfer the Common Stock upon
conversion. Upon an event of default, the Note will become
immediately payable and the Company shall be required to pay a
default rate of interest of 8% per annum.
About Clean Energy
Headquartered in Costa Mesa, California, Clean Energy Technologies,
Inc. -- http://www.cetyinc.com-- designs, produces and markets
clean energy products and integrated solutions focused on energy
efficiency and renewables.
Clean Energy reported a net loss of $3.44 million for the year
ended Dec. 31, 2020, compared to a net loss of $2.56 million for
the year ended Dec. 31, 2019. As of Sept. 30, 2021, the Company
had $5.72 million in total assets, $8.08 million in total
liabilities, and a total stockholders' deficit of $2.36 million.
Spokane, Washington-based Fruci & Associates II, PLLC, the
Company's auditor since 2015, issued a "going concern"
qualification in its report dated April 15, 2021, citing that the
Company has an accumulated deficit, net losses, negative working
capital, and has utilized significant net cash in operations.
These factors raise substantial doubt about the Company's ability
to continue as a going concern.
COCHRANE ANESTHESIA: Seeks to Hire Joyce W. Lindauer as Counsel
---------------------------------------------------------------
Cochrane Anesthesia, PLLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Texas to employ Joyce W.
Lindauer Attorney, PLLC as its legal counsel.
The Debtor requires legal assistance to effectuate a
reorganization, propose a plan of reorganization and effectively
move forward in its bankruptcy proceeding.
The hourly rates of the firm's attorneys and staff are as follows:
Joyce W. Lindauer, Esq. $450 per hour
Austin Taylor, Associate $275 per hour
Dian Gwinnup, Paralegal $175 per hour
Other Paralegals $65 - $195 per hour
Legal Assistants $65 - $195 per hour
In addition, the firm will seek reimbursement for out-of-pocket
expenses incurred.
The firm has received a retainer of $3,500, which included the
filing fee of $1,738, from Glenn Cochrane, the Debtor's managing
partner.
Joyce Lindauer, Esq., the owner of the firm, disclosed in a court
filing that the firm is a "disinterested person" as defined in
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Joyce W. Lindauer, Esq.
Joyce W. Lindauer Attorney, PLLC
1412 Main Street, Suite 500
Dallas, TX 75202
Telephone: (972) 503-4033
Facsimile: (972) 503-4034
Email: joyce@joycelindauer.com
About Cochrane Anesthesia
Cochrane Anesthesia, PLLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Texas Case No. 21-42824) on Dec. 3,
2021. In the petition signed by Glenn Cochrane, managing partner,
the Debtor disclosed up to $100,000 in assets and up to $500,000 in
liabilities.
Judge Mark X. Mullin oversees the case.
Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC,
represents the Debtor as legal counsel.
CROCS INC: Moody's Puts Ratings on Review for Downgrade
-------------------------------------------------------
Moody's Investors Service placed Crocs, Inc.'s ratings on review
for downgrade including its Ba3 corporate family rating, Ba3-PD
probability of default rating and B1 senior unsecured notes rating.
The speculative grade liquidity rating of SGL-2 is unchanged. The
outlook was revised to ratings under review from stable.
The review for downgrade reflects governance considerations, which
include Crocs' planned acquisition of HEYDUDE for a purchase price
of approximately $2.5 billion and the expectation that Crocs will
use debt to fund over 80% of the transaction cost. The deal is
subject to customary closing conditions and is expected to close in
the first quarter of 2022.
On Review for Downgrade:
Issuer: Crocs, Inc.
Corporate Family Rating, Placed on Review for Downgrade,
currently Ba3
Probability of Default Rating, Placed on Review for Downgrade,
currently Ba3-PD
Senior Unsecured Regular Bond/Debenture, Placed on Review for
Downgrade, currently B1 (LGD5)
Outlook Actions:
Issuer: Crocs, Inc.
Outlook, Changed To Rating Under Review From Stable
RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR
DOWNGRADE OF THE RATINGS
Moody's review will focus on review of the target company's
financial statements, Crocs' integration plans and ability to
enhance HEYDUDE's long term brand strength and growth potential.
Moody's review will consider Crocs' pro forma credit metrics and
future capital structure. Moody's review will also focus on any
amendments to Crocs' revolving credit facility which may be needed
in order to allow for the transaction including potential financial
covenant relief associated with the acquisition as well as Crocs'
future governance considerations, including its ability and
willingness to accelerate de-leveraging given the current global
supply chain challenges and uncertainty presented by new
coronavirus variants.
Headquartered in Broomfield, Colorado, Crocs Inc. is engaged in the
design, development, marketing distribution and sale of casual
footwear. The company's products are sold through digital and
wholesale channels as well as 361 company operated retail stores
across the globe. Revenue for the twelve months ended September 30,
2021 was approximately $2.1 billion.
CVENT INC: Moody's Hikes CFR to B1; Outlook Stable
--------------------------------------------------
Moody's Investors Service upgraded Cvent, Inc.'s corporate family
rating ("CFR") to B1 from B3, probability of default rating ("PDR")
to B1-PD from B3-PD and the senior secured first lien term loan and
revolver ratings to B1 from B3. Moody's also assigned a speculative
grade liquidity rating of SGL-1. The outlook is stable.
The two-notch upgrade follows the repayment of $500 million of debt
with the net proceeds of the company's go-public transaction. Cvent
is publicly traded after the merger with Dragoneer Growth
Opportunities Corp. II, a publicly-traded special purpose
acquisition entity ("SPAC"), on December 8, 2021. Moody's expects
the company will maintain a more modest leverage profile as a
public entity compared to historical levels despite still being
majority-owned and controlled by affiliates of private equity
sponsor Vista Equity Partners ("Vista") following the merger.
Moody's views this governance consideration as a key driver of the
rating action.
RATINGS RATIONALE
The upgrade of the CFR to B1 from B3 reflects Cvent's greatly
reduced financial leverage and improved liquidity profile after the
company repaid most of its debt using proceeds from the SPAC
go-public transaction. Cvent's debt/EBITDA leverage as of September
30, 2021, pro-forma for the transaction has declined to 4.3x from
approximately 11x.
All financial metrics cited reflect Moody's standard analytic
adjustments. In addition, EBITDA and EBITA are also adjusted to
include capitalized software costs and the change in deferred
revenue over the period.
Cvent's B1 CFR reflects its small operating scale, limited
operating scope and the continued technology investments required
to maintain and expand its market position against significant
competition from established and new companies offering event
marketing and management software. As a growth-oriented public
company, Moody's expects Cvent to maintain low debt levels. The
credit profile is also supported by Cvent's leading position in the
event management software solutions market, the company's
investments in its event marketing and management platform which
enable it to power virtual, in-person and hybrid events for its
customers that support Moody's expectations for strong, long-term
revenue growth.
Governance considerations were a key driver of the CFR upgrade.
Access to the public equity markets adds an incremental source of
liquidity, while SEC disclosure requirements are expected to
enhance reporting transparency. As a public company, Moody's
anticipates leverage moving forward will remain well below
historical levels. However, Vista retains control through its
approximately 83% equity stake and control of the board of
directors, which could result in a return to more aggressive
financial policies. Ratings would be pressured in the event of
debt-funded M&A or other leveraging transactions that raise
debt/EBITDA above current levels without a clear path to
deleveraging.
Cvent has a very good liquidity profile, as reflected in the SGL-1
speculative grade liquidity rating. Liquidity is supported by cash
and cash equivalents of roughly $110 million as of September 30,
2021 (pro-forma for the transaction and about $31 million in cash
related to customer registration fees) and full capacity under its
$40 million revolver expiring August 2024. Moody's expects the
company to generate free cash flow to debt of around 8% (Moody's
adjusted assuming no dividends) over the next 12 months. The
company is no longer subject to 1% mandatory amortization payments
on the first lien term loan after paying down $500 million of term
loan debt. The term loan has a minimum liquidity covenant of $25
million (which includes revolver availability), and the revolver is
subject to a springing consolidated interest coverage covenant of
1.5x when usage exceeds 35% ($14 million). Moody's does not expect
the revolver to be drawn over the next 12 months unless there is a
need to finance an acquisition, but anticipates Cvent would remain
well in compliance with the financial covenant if it were to be
measured.
The upgrade of the ratings on the senior secured first lien senior
revolving credit facility expiring August 30, 2024 and term loan
due November 2024 to B1 from B3 reflect both the upgrade of the PDR
to B1-PD from B3-PD and a loss given default assessment of LGD3.
The first lien facilities are secured on a first lien basis by
substantially all property and assets of Cvent. Since the rated
debt represent the preponderance of claims in Cvent's debt capital
structure, the facilities are rated at the same level as the B1
CFR.
The stable outlook reflects Moody's expectation for strong revenue
growth around the 15% range in 2022, driven by the company's
investments in continued product innovation to address the
digitization of the events and meetings industry, new customer wins
and upsell/cross-sell opportunities with existing customers.
However, the company's growth investments will preclude
profitability margins from expanding. In the absence of leveraging
transactions, debt to EBITDA is expected to approach 4x by
FYE2022.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Given Cvent's modest revenue base and concentrated ownership, a
ratings upgrade is not expected over the next 12 to 18 months.
Moody's could upgrade Cvent's ratings over time if the company
profitably expands its scale, increases financial flexibility by
extending its debt maturity profile, articulates a financial policy
committing to low financial leverage, establishes a track record
operating under such leverage levels.
Moody's could downgrade the ratings if revenue growth or
profitability decline materially compared to historical levels,
debt-funded M&A or other leveraging transactions raise leverage
without a clear path to deleveraging such that Moody's expects
debt/EBITDA will be sustained above 5.5x, liquidity deteriorates,
or Moody's anticipates more aggressive financial policies.
Issuer: Cvent, Inc.
Corporate Family Rating, Upgraded to B1 from B3
Probability of Default Rating, Upgraded to B1-PD from B3-PD
Senior Secured 1st Lien Revolving Credit Facility, Upgraded to B1
(LGD3) from B3 (LGD3)
Senior Secured 1st Lien Term Loan, Upgraded to B1 (LGD3) from B3
(LGD3)
Speculative Grade Liquidity Rating, Assigned SGL-1
Outlook, Remains Stable
Cvent, based in Tyson's Corner, VA and publicly traded but
controlled by Vista, provides cloud-based enterprise event
management software and services to marketers, event and meeting
planners and venues, mostly in North America. Moody's expects 2021
revenue of over $500 million.
DAKOTA TERRITORY: Taps Ahwatukee Legal Office as Special Counsel
----------------------------------------------------------------
Dakota Territory Tours A.C.C. seeks approval from the U.S.
Bankruptcy Court for the District of Arizona to employ Ahwatukee
Legal Office, P.C. as its special counsel.
The firm's services include:
a. prosecution of a motion to stay issuance of the mandate
pending resolution of the petition in Sedona-Oak Creek Airport
Authority, Inc. v. Dakota Territory Tours, ACC, Arizona Supreme
Court Case No. CV 21-0037-PR; and
b. preparation and filing of a petition for writ of certiorari
with the United States Supreme Court with respect to matters in the
Sedona-Oak case.
The firm will be compensated as follows:
-- A fixed attorney's fee of $7,500 for the preparation and
filing of a petition for writ of certiorari and the prosecution of
the motion to stay;
-- An hourly fee of $250 for attorney's services and $50 per hour
for paralegal services to be provided in the event the petition for
writ of certiorari is granted; and
-- Reimbursement of expenses.
As disclosed in court filings, Ahwatukee is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
David L. Abney, Esq.
Ahwatukee Legal Office, P.C.
P.O. Box 50351
Phoenix, AZ 85076-0351
Phone: 480-734-8652
About Dakota Territory Tours A.C.C.
Dakota Territory Tours A.C.C., a company that offers helicopter
tours in northern Ariz., filed a voluntary petition for Chapter 11
protection (Bankr. D. Ariz. Case No. 21-05729) on July 26, 2021,
listing $1,702,410 in assets and $955,763 in liabilities. Eric
Brunner, president of Dakota Territory Tours, signed the petition.
Judge Eddward P. Ballinger Jr. oversees the Debtor's Chapter 11
case while Michael W. Carmel is the Subchapter V trustee appointed
in the case.
The Debtor tapped Stinson, LLP as bankruptcy counsel; Ahwatukee
Legal Office, P.C. as special counsel; Sterling Accounting & Tax,
LLC as tax preparer; and Alden & Associates, LLC, doing business as
Sedona Bookkeeping & Payroll, as bookkeeper.
DJ'S TOWING: Gets Interim OK to Hire Julianne Frank as Counsel
--------------------------------------------------------------
DJ's Towing & Transport LLC received interim approval from the U.S.
Bankruptcy Court for the Southern District of Florida to hire
Julianne Frank, P.A. to serve as legal counsel in its Chapter 11
case.
The hourly rates charged by the firm for its services range from
$100 to $400.
Julianne Frank, Esq., disclosed in a court filing that she and her
firm do not represent any interest adverse to the Debtor and its
bankruptcy estate.
Ms. Frank can be reached at:
Julianne Frank, Esq.
Julianne Frank, P.A.
4495 Military Trail, Suite 107
Jupiter, FL 33458
Phone: 561-389-8660
Email: julianne@jrfesq.com
About DJ's Towing & Transport
DJ's Towing & Transport, LLC filed a petition for Chapter 11
protection (Bankr. S.D. Fla. Case No. 21-21882) on Dec. 21, 2021,
listing up to $10 million in assets and up to $500,000 in
liabilities.
Judge Erik P. Kimball oversees the case.
Julianne Frank, P.A. serves as the Debtor's legal counsel.
EKSO BIONICS: Dr. Corinna Lathan Appointed to Board of Directors
----------------------------------------------------------------
Ekso Bionics Holdings, Inc. has appointed Corinna E. Lathan, Ph.D.
to its Board of Directors, effective immediately.
"We are pleased to expand our Board with the addition of Dr.
Lathan, who brings a successful track record of robotics,
engineering and business experience," said Jack Peurach, president
and chief executive officer of Ekso Bionics. "Dr. Lathan is a
recognized leader in the biomedical industry. As a visionary in
the field of robotics, combined with her board experience, we look
forward to her unique perspectives as we grow our business and
advance our mission."
Dr. Lathan has over 20 years of experience as a leader and
technology innovator with deep expertise in human-technology
interfaces for robotics and mobile technology platforms. She
co-founded AnthroTronix, a biomedical engineering research and
development company that creates diverse products in robotics,
digital health, wearable technology, and augmented reality, and has
led it as Board Chair and chief executive officer for over 20
years. She currently serves on the board of PTC, Inc., a global
technology provider of Internet of Things and Augmented Reality
platforms, and is a member of its Audit and Cybersecurity
Committees. In addition, Dr. Lathan previously served as Associate
Professor of Biomedical Engineering at The Catholic University of
America and as Adjunct Professor of Aerospace Engineering at the
University of Maryland, College Park.
"I am delighted to join the Ekso Bionics Board and support the
company in bringing pioneering solutions across medical and
industrial applications," said Dr. Lathan. "Ekso's innovative
platform has positioned the company for long-term growth, and I am
excited to contribute to their future successes."
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 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.
ENSURIAN AGENCY: Case Summary & 30 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Ensurian Agency LLC
990 Hammond Drive, Suite 700
Atlanta, GA 30328
Chapter 11 Petition Date: December 21, 2021
Court: United States Bankruptcy Court
Northern District of Georgia
Case No.: 21-59496
Debtor's Counsel: J. Robert Williamson, Esq.
SCROGGINS & WILLIAMSON, P.C.
4401 Northside Parkway
Suite 450
Atlanta, GA 30327
Tel: 404-893-3880
Email: centralstation@swlawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500 million to $1 billion
The petition was signed by Katie Goodman as authorized officer.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/IN7SUQI/Ensurian_Agency_LLC__ganbke-21-59496__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Sharity Ministries, Inc. Adversary $574,736,000
821 Atlanta Street Proceeding
Suite 124
Roswell, GA 30075
Joseph Huston
Tel: 302-425-2608
Email: joseph.huston@stevenslee.com
2. Gerald Jackson, Default Judgment $21,352,827
Roslyn Jackson
c/o Sirianni Youtz
Spoonemore
3101 Western Ave.,
Ste 350
Seattle, WA 98121
Eleanor Hamburger
Tel: 206-223-0303
Email: ehamburger@sylaw.com
3. Hanna Albina & Default Judgment $4,679,868
Austin Willard
c/o Sirianni Youtz Spoonemore
3101 Western Ave., Ste 350
Seattle, WA 98121
Eleanor Hamburger
Tel: 206-223-0303
Email: ehamburger@sylaw.com
4. One Share Health LLC Contract $3,750,000
3701 Regent Blvd, Ste 100
Attn: Buddy Combs, Esq.
Irving, TX 75063
Kyle Wallace
Tel: 470-990-7166
Email: kwallace@shiverhamilton.com
5. Burr Forman LLP Legal Services $1,518,422
420 North 20th Street
Suite 2400
Birmingham, AL 35203
Jennifer Moseley
Tel: 404-685-4322
Email: jmoseley@burr.com
6. Emids Trade Debt $768,092
318 Seabord Ln
Suite 110
Franklin, TN 37067
Matthew Martin
Tel: 404-527-8478
Email: matt.martin@dentons.com
7. Duane Morris LLP Legal Services $743,819
30 South 17th Street
Philadelphia, PA
19103-4196
Alex Gonzales
Tel: 512-277-2251
Email: ajgonzales@duanemorris.com
8. Bondurant Mixon & Legal Services $736,239
Elmore LLP
1201 W. Peachtree
St., NW
Suite 3900
Atlanta, GA 30309
Ronan Doherty
Tel: 404-881-4100
Email: doherty@bmelaw.com
9. BMO PPP Loan $638,453
111 W. Monroe Street
Chicago, IL 60603
10. Steve Vermaak Former $378,271
2477 North Forest Drive Shareholder
Marietta, GA 30062
11. ROC III Fairlead Landlord $314,971
Embassy Row
Owner LLC
Five Councouse
Pkwy, Ste 500
Atlanta, GA 30328
Geremy Gregory
Tel: 404-962-3561
Email: ggregory@balch.com
12. Assurance IQ Inc. Trade Debt $264,057
920 5th Ave., Ste 3600
Seattle WA 98104
13. Rath Young & Legal Services $223,335
Pignatelli PC
P.O. Box 1500
Concord, NH
03302-1500
14. Nelson Taplin Consulting $217,748
Goldwater Inc Services
1555 Palm Beach
Lakes Blvd
Suite 1510
West Palm Beach,
FL 33401
15. HealthScope Contract $188,817
Benefits, Inc.
27 Corporate Hill Drive
Little Rock AR 72211
16. Ray Guiterez Former $161,395
3905 Briones Street Shareholder
Austin, TX 78723
17. James Eddie Black Former $161,395
811 Holley Drive Shareholder
Albany, GA 31705
18. Administration123 Contract $129,698
668 N. Coast Hwy #167
Austin, TX 78723
19. Amazon Web Trade Debt $123,894
Services Inc.
P.O. Box 84023
Seattle, WA
98124-8423
20. Five 9, Inc. Trade Debt $115,181
4000 Executive Parkway
Suite #400
San Ramon, CA 94583
21. Steptoe & Johnson LLP Legal Services $111,540
1330 Connecticut
Avenue NW
Washington, DC 20036
22. Netlink Consulting $105,600
999 Tech Row, Ste 100 Services
Madison Heights, MI 48071
23. Canon Financial Equipment Lease $103,207
Svcs, Inc.
14904 Collections Ctr Dr.
Chicago, IL 60693
Karen Anghelescu
Tel: 800-613-2228
Email: customercare@csa.canon.com
24. MultiPlan, Inc. Contract $96,727
P.O. Box 29380
New York, NY 10087
25. HealthEdge Software Trade Debt $90,700
30 Corporate Drive
Burlington, MA 01803
John D. Elrod
Tel: 678-553-2259
Email: ElrodJ@gtlaw.com
26. OutSystems, Inc. Contract $84,000
5901 Peachtree
Dunwoody Rd NE
Bldg C495
Atlanta, GA 30328
27. Dell Financial Svcs Equipment Lease $72,194
Payment Processing Center
P.O. Box 6547
Carol Stream, IL
60197-6547
Kim Vodicka
28. Nyemaster Goode PC Legal Services $70,896
700 Walnut Street
Suite 1600
Des Moines, IA 50309
29. Quotit Services $68,940
P.O. Box 6539
Beaverton, OR
97007
30. Meadows, Collier, Legal Services $53,157
Reed, Cousins,
Crouch & Ungerman LLP
901 Main Street
Suite 3700
Dallas, TX 75202
GAINCO INC: Seeks to Hire Edward Patton as Financial Advisor
------------------------------------------------------------
Gainco, Inc. seeks approval from the U.S. Bankruptcy Court for the
Southern District of Texas to employ Edward Patton, a professional
practicing in San Antonio, Texas, as its financial advisor.
Mr. Patton will provide financial advisory services to assist the
Debtor in the course of its Chapter 11 case.
The Debtor will compensate Mr. Patton a flat fee of $4,000 for his
services.
Mr. Patton 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. Patton can be reached at:
Edward B. Patton
5701 Broadway, Suite 102
San Antonio, TX 78209
Telephone: (210) 822-9977
About Gainco Inc.
Portland, Texas-based Gainco, Inc. -- http://www.gaincoinc.com--
is a full service, environmental company founded in 2003. It
provides expertise in spill response or clean up, industrial
cleaning, drilling, and waste management services. Headquartered
in Portland, Texas, Gainco also has offices in Harlingen and San
Antonio, Texas.
Gainco sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D. Texas Case No. 21-21122 on April 30, 2021, listing up
to $1 million in assets and up to $10 million in liabilities.
Gainco President Theresa Nix signed the petition.
Judge David R. Jones oversees the case.
The Debtor tapped the Law Offices of William B. Kingman, PC as
legal counsel, Edward B. Patton as financial advisor, and Ruble,
Leadbetter & Associates P.C. as accountant.
GARDEN VIEW: Seeks to Hire John Paul Arcia as Bankruptcy Counsel
----------------------------------------------------------------
Garden View Condominium Apartments Association, Inc. seeks approval
from the U.S. Bankruptcy Court for the Southern District of Florida
to employ John Paul Arcia, P.A. to serve as legal counsel in its
Chapter 11 case.
The firm's services include:
a. giving advice to the Debtor with respect to its powers and
duties and the continued management of its business operations;
b. advising the Debtor with respect to its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;
c. preparing legal documents;
d. protecting the interest of the Debtor in all matter pending
before the bankruptcy court; and
e. representing the Debtor in negotiation with its creditors in
the preparation of a Chapter 11 plan.
The firm agreed to be compensated at the rate or $400 an hour for
attorneys and $150 an hour for paralegals. It will also be
reimbursed for out-of-pocket expenses incurred.
John Arcia, Esq., a partner at John Paul Arcia, disclosed in a
court filing that his firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
John Paul Arcia can be reached at:
John P. Arcia, Esq.
John Paul Arcia, P.A.
175 SW 7th Street Suite 2000
Miami, FL 33130
Tel: (786) 429-0410
Email: parcia@arcialaw.com
About Garden View Condominium
Apartments Association
Miami-based Garden View Condominium Apartments Association, Inc.
filed its voluntary petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-21650) on Dec. 13,
2021, listing up to $500,000 in assets and up to $10 million in
liabilities. Joseph Varela, president, signed the petition.
John Paul Arcia, Esq., at John Paul Arcia, P.A. represents the
Debtor as legal counsel.
GOLDEN TITLE: Taps Harris Shelton Hanover Walsh as Legal Counsel
----------------------------------------------------------------
Golden Title Loan, LLC seeks approval from the U.S. Bankruptcy
Court for the Western District of Tennessee to employ Harris
Shelton Hanover Walsh, PLLC to serve as legal counsel in its
Chapter 11 case.
The firm's services include:
(a) assisting the Debtor in performing its duties under the
Bankruptcy Code;
(b) preparing a disclosure statement and Chapter 11 plan for
the Debtor;
(c) representing the Debtor in contested matters or adversary
proceedings before the bankruptcy court;
(d) preparing legal papers; and
(e) performing all other necessary legal services for the
Debtor.
The hourly rates charged by the firm's attorneys and paralegals are
as follows:
John L. Ryder, Esq. $600 per hour
Steven N. Douglass, Esq. $400 per hour
Associates $200 per hour
Paralegals $75 per hour
In addition, the firm will seek reimbursement for expenses
incurred.
John Ryder, Esq., a member of Harris Shelton Hanover Walsh,
disclosed in a court filing that his firm is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
John L. Ryder, Esq.
Harris Shelton Hanover Walsh, PLLC
40 S. Main Street, Suite 2210
Memphis, TN 38103-2555
Telephone: (901) 525-1455
Email: jryder@harrisshelton.com
About Golden Title Loan
Golden Title Loan, LLC sought protection for relief under Chapter
11 of the Bankruptcy Code (Bankr. W.D. Tenn. Case No. 21-24148) on
Dec. 16, 2021, listing as much as $1 million in both assets and
liabilities. Judge Denise E. Barnett oversees the case.
John L. Ryder, Esq., at Harris Shelton Hanover Walsh, PLLC serves
as the Debtor's legal counsel.
GRUBHUB HOLDINGS: Moody's Lowers CFR to B3; Outlook Stable
----------------------------------------------------------
Moody's Investors Service downgraded Grubhub Holdings Inc.'s
Corporate Family Rating (CFR) and the rating for its senior
unsecured notes to B3, from B1. The rating outlook is stable.
Moody's has withdrawn Grubhub's Speculative Grade Liquidity rating
as the company no longer files financial statements publicly. These
actions conclude the review of the ratings that was initiated on
June 17, 2021, following the acquisition of Grubhub Inc., Grubhub's
parent, by Just Eat Takeaway.com N.V. on June 16, 2021.
Downgrades:
Issuer: Grubhub Holdings Inc.
Probability of Default Rating, Downgraded to B3-PD from B1-PD
Corporate Family Rating, Downgraded to B3 from B1
Senior Unsecured Regular Bond/Debenture, Downgraded to B3 (LGD4)
from B1 (LGD4)
Withdrawals:
Issuer: Grubhub Holdings Inc.
Speculative Grade Liquidity Rating, Withdrawn , previously rated
SGL-2
Outlook Actions:
Issuer: Grubhub Holdings Inc.
Outlook, Changed To Stable From Rating Under Review
RATINGS RATIONALE
The downgrade of the CFR to B3 reflects a substantial erosion in
Grubhub's liquidity and its sustained negative adjusted EBITDA in
the YTD 3Q 2021 period. Grubhub's cash and short-term investments
have declined to $184 million at 3Q '21, from $467 million a year
ago. The company also terminated its $225 million revolving credit
facility following its acquisition by Just Eat Takeaway.com.
Governance and social risk considerations are key drivers of the
rating action. Just Eat Takeaway.com management expects to focus
Grubhub's investments in its key strongholds and expand into
additional non-food delivery categories. However, there is no
clarity about standalone's Grubhub's financial policy, including
levels at which cash balances will stabilize, and potential
financial support from the parent. Grubhub's high social risks
reflect the heightened regulatory scrutiny of the online food
delivery industry and the uncertainty from the potential
reclassification of independent drivers and couriers as employees.
The B3 CFR reflects sustained pressure on Grubhub's profitability
and high business uncertainty. Grubhub's growth in order volumes
and overall transaction volumes on its platform have slowed
significantly after the dramatic growth it experienced following
the outbreak of the coronavirus pandemic. The new strain of the
coronavirus has increased uncertainty. It is also unclear how food
order volumes will trend and if competition for market share will
intensify as demand returns to normal growth patterns. Grubhub's
adjusted EBITDA turned negative in the YTD 3Q '21 period primarily
due to delivery fee restrictions mandated in several cities and
counties. In addition, profitability was pressured by the
significant increases in courier costs resulting from the
increasing mix of Grubhub-delivered ordered as well as higher
courier costs amid tight labor conditions, and increase in
advertising spending. Just Eat Takeaway.com estimates that delivery
fee caps have reduced Grubhub's adjusted EBITDA by about $150
million in the YTD 3Q 2021 period, and excluding the fee caps,
adjusted EBITDA would have been positive. The fee caps were
mandated after the outbreak of the COVID19 pandemic, initially as a
temporary measure to support restaurants. However, New York City
and San Francisco have passed legislation to make delivery fee
limitations permanent, which Grubhub and its peer online delivery
vendors have challenged in a federal court. The B3 rating reflects
the high business uncertainty about the continuing impact from the
delivery fee caps and the company's growth strategy and levels of
investments under Just Eat Takeaway.com.
The B3 CFR additionally reflects the intensely competitive online
food ordering and delivery industry. The online food ordering
business is also characterized by low switching costs for diners
and restaurants using online platforms. Grubhub's credit profile is
supported by the good operating scale of its online marketplace and
food delivery services. The company has strong market positions in
certain large urban markets, including Manhattan. Although Just Eat
Takeaway.com has not committed to financially supporting Grubhub
amid the challenges, Moody's believes that given Grubhub's scale in
the US market and the sizeable value of the acquisition of Grubhub,
the parent will support Grubhub if investments and delivery fee
limitations continue to pressure liquidity.
Moody's views Grubhub's liquidity as weak given its $184 million of
cash balances (which could decline further absent support from the
parent), relative to the company's restaurant liability obligations
that Moody's estimates exceed its cash position.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Given Grubhub's operating trends and business uncertainty, an
upgrade is unlikely in the next 12 to 18 months. Moody's could
upgrade Grubhub's rating over time if the company meaningfully
improves its liquidity position and a sustained turnaround in
adjusted EBITDA leads to free cash flow in the high single digits
of total adjusted debt. In addition, evidence of support from Just
Eat Takeaway.com to Grubhub will incrementally enhance Grubhub's
credit profile. Conversely, the rating could be downgraded if
liquidity continues to weaken and Grubhub sustains adjusted EBITDA
losses.
GTT COMMUNICATIONS: Taps Accounting and Financial Services Provider
-------------------------------------------------------------------
GTT Communications, Inc. and its affiliates seek approval from the
U.S. Bankruptcy Court for the Southern District of New York to
employ The Siegfried Group, LLP to provide accounting and financial
resource services.
The firm will render these accounting support services in addition
to various other ad hoc projects:
(a) assist the Debtors with operational related projects for
the accounting team;
(b) assist the Debtors' carve-out team;
(c) assist the Debtors with Securities and Exchange Commission
(SEC) reporting related projects;
(d) assist the Debtors with operational accounting and
financial reporting;
(e) assist the Debtors with month-end close, reconciliations
and managing the accounting staff; and
(f) assist the Debtors with financial planning and analysis.
The firm will also provide these operational monitoring and
improvements services:
(a) assist the Debtors with the cost of revenue project and
process improvements, in addition to other ad hoc projects.
In the 90 days prior to the petition date, the Debtors paid
$2,466,718.75 in fees for pre-bankruptcy services rendered.
The firm will be compensated based on the following compensation
structure for the year 2021:
Resource Compensation Rate
Project Order 1 $35,000 per month
Project Order 2 $35,000 per month
Project Order 5 $35,000 per month
Project Order 6 $32,000 per month
Project Order 7 $35,000 per month
Project Order 9 $32,000 per month
Project Order 10 $35,000 per month
Project Order 12 $35,000 per month
Project Order 14 $32,000 per month
Project Order 15 $32,000 per month
Project Order 16 $35,000 per month
Project Order 18 #1 $32,000 per month
Project Order 18 #2 $32,000 per month
Project Order 19 $35,000 per month
Project Order 20 $195 per hour
Project Order 21 $195 per hour
Project Order 22 $35,000 per month
Project Order 23 $35,000 per month
The firm proposes these revised rates effective Jan. 1, 2022:
Resource Compensation Rate
Project Order 1 $38,000 per month
Project Order 2 $38,000 per month
Project Order 5 $38,000 per month
Project Order 6 $35,000 per month
Project Order 7 $38,000 per month
Project Order 9 $35,000 per month
Project Order 10 $38,000 per month
Project Order 12 $38,000 per month
Project Order 14 $35,000 per month
Project Order 15 $35,000 per month
Project Order 16 $38,000 per month
Project Order 18 #1 Rolled off prior to Jan. 1, 2022
Project Order 18 #2 $35,000 per month
Project Order 19 $38,000 per month
Project Order 20 $215 per hour
Project Order 21 $215 per hour
Project Order 22 $38,000 per month
Project Order 23 $38,000 per month
William Ulrich, vice president of The Siegfried Group, 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:
William J. Ulrich
The Siegfried Group, LLP
1201 N. Market Street, Suite 700
Wilmington, DE 19801
Telephone: (302) 984-1800
Facsimile: (302) 984-1811
About GTT Communications
Headquartered in McLean, Va., 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 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, 2021. As of the petition date, the Debtors had
pre-bankruptcy funded indebtedness totaling $2.015 billion.
Judge Michael E. Wiles oversees the cases.
The Debtors tapped Akin Gump Strauss Hauer & Feld, LLP as legal
counsel; TRS Advisors as financial advisor and investment banker;
The Siegfried Group, LLP as accounting and financial resource
services provider; Ernst & Young LLP as tax, valuation and
accounting and advisory services provider; and Alvarez & Marsal,
LLC as restructuring advisor. Brian Fox, Alvarez & Marsal's
managing director, serves as the Debtors' chief restructuring
officer. Prime Clerk, LLC is the claims agent and administrative
advisor.
GTT COMMUNICATIONS: Taps Ernst & Young as Tax Services Provider
---------------------------------------------------------------
GTT Communications, Inc. and its affiliates seek approval from the
U.S. Bankruptcy Court for the Southern District of New York to
employ Ernst & Young, LLP as tax, valuation and accounting and
advisory services provider.
Ernst & Young will render these tax services:
(a) provide the Debtors with routine tax advice and assistance
concerning issues as requested by GTT when such projects are not
covered by a separate statement of work and do not involve
significant planning or projects.
The firm will also provide these valuation and accounting
services:
(a) impairment related valuation services; and
(b) fresh start accounting services.
In addition, Ernst & Young will provide go to market assistance and
commercial restructuring assistance.
The firm's hourly rates for its tax services are as follows:
Partner – Tim Nugent $1,000
Partner – National Tax $1,000
Partner – All Other Tax $925
Managing Director $850
Senior Manager $725
Manager $600
Senior $450
Staff $275
For valuation and accounting services, the firm's hourly rates are
below:
Accounting and Valuation Rates:
Partner $775
Managing Director $725
Senior Manager $675
Manager $575
Senior $400
Staff $250
Restructuring Subject Matter Experts:
Partner $1,100
Managing Director $975
Senior Manager $895
Manager $775
Senior $450
Staff $300
The hourly rates of the firm's commercial restructuring assistance
work are as follows:
Partner $1,100
Managing Director $975
Senior Manager $895
Manager $775
Senior $650
Staff $425
On or about Sept. 18, 2020, the firm received an initial advance
payment from the Debtors in the amount of $750,000. During the 90
days before the petition date, the Debtors paid an aggregate of
$625,000 to the firm.
As of the petition date, the balance of the advance payment was
approximately $454,254.
Michael Mayone, a partner at Ernst & Young, 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:
Michael Mayone
Ernst & Young LLP
1540 Broadway, 25th floor
New York, NY 10003
Telephone: (212) 773-3000
About GTT Communications
Headquartered in McLean, Va., 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 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, 2021. As of the petition date, the Debtors had
pre-bankruptcy funded indebtedness totaling $2.015 billion.
Judge Michael E. Wiles oversees the cases.
The Debtors tapped Akin Gump Strauss Hauer & Feld, LLP as legal
counsel; TRS Advisors as financial advisor and investment banker;
The Siegfried Group, LLP as accounting and financial resource
services provider; Ernst & Young LLP as tax, valuation and
accounting and advisory services provider; and Alvarez & Marsal,
LLC as restructuring advisor. Brian Fox, Alvarez & Marsal's
managing director, serves as the Debtors' chief restructuring
officer. Prime Clerk, LLC is the claims agent and administrative
advisor.
GUARDION HEALTH: To Wind Down VectorVision Business Operations
--------------------------------------------------------------
Guardion Health Sciences, Inc. announced that, as part of its
ongoing comprehensive evaluation of its business, it will wind down
the business operations of its VectorVision business and, instead,
focus on exploiting its valuable intellectual property and
technology using a restructured and more cost-efficient approach.
The Company is exploring both domestic and international business
opportunities, such as licensing and distribution arrangements,
with qualified parties, to assist the Company in the economic
exploitation of these intellectual property rights, including the
VectorVision patents. As a result of this change to the
VectorVision business strategy, management believes that it will be
able to better focus its efforts and deploy capital to more
growth-oriented brands and product lines, such as Viactiv, and
other products in development, that it hopes to expeditiously bring
to market in 2022. The Company expects the wind-down to be
completed by approximately March 31, 2022.
"VectorVision has been an important part of our business strategy
in prior years. However, as the Company develops and evolves its
core business, management is committed to focusing on its mission
of becoming a leading clinical nutrition company. Management
believes that it will more effectively maintain its focus on that
goal by not utilizing resources to manage peripheral operations and
products in the Company's portfolio that do not fit within that
profile and do not generate the consistent revenue and growth
opportunities that other brands, like Viactiv, provide. Management
believes that the Company will accomplish more meaningful results
for our shareholders by being able to focus our attention on
growing the Viactiv business through its existing product portfolio
and the development of new products," commented Guardion Chief
Executive Officer Bret Scholtes.
"Moreover, we expect significant cost savings and the potential for
utilizing the VectorVision intellectual property rights as an
additional revenue stream at nominal cost. This development is a
result of the comprehensive review that the Company has been
performing since it closed on the Viactiv acquisition effective
June 1, 2021, in order to better position the Company for future
operational improvements through organic growth of its existing
products and pipeline, and acquisitions of compelling,
clinically-supported and science-backed products," concluded Mr.
Scholtes.
About Guardion Health Sciences
Headquartered in San Diego, California, Guardion --
http://www.guardionhealth.com-- is a specialty health sciences
company that develops clinically supported nutrition, medical foods
and medical devices, with a focus in the ocular health marketplace.
Located in San Diego, California, the Company combines targeted
nutrition with innovative, evidence-based diagnostic technology.
Guardion Health reported a net loss of $8.57 million for the year
ended Dec. 31, 2020, compared to a net loss of $10.88 million for
the year ended Dec. 31, 2019. As of June 30, 2021, the Company had
$41.28 million in total assets, $1.99 million in total liabilities,
and $39.29 million in total stockholders' equity.
HARRIS PHARMACEUTICAL: Trustee Taps Stichter as Special Counsel
---------------------------------------------------------------
Amy Denton Harris, the Subchapter V trustee appointed in the
Chapter 11 case of Harris Pharmaceutical, Inc., received approval
from the U.S. Bankruptcy Court for the Middle District of Florida
to employ Stichter, Riedel, Blain & Postler, PA as special
transactional counsel.
The trustee requires the assistance of a special counsel to
represent her in connection with the sale of the Debtor's assets.
Elena Ketchum, Esq., will be the primary attorney assigned to this
matter and her current hourly rate is $450.
In addition, the firm will seek reimbursement for expenses
incurred.
Ms. Ketchum 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:
Elena P. Ketchum, Esq.
Stichter, Riedel, Blain & Postler, PA
110 East Madison Street, Suite 200
Tampa, FL 33602
Telephone: (813) 229-0144
Email: eketchum@srbp.com
About Harris Pharmaceutical
Harris Pharmaceutical, Inc., a Fort Myers, Fla.-based manufacturer
of pharmaceutical and medicine products, sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No.
20-08071) on Oct. 29, 2020. In the petition signed by Dr. Brian A.
Harris, M.D., the chief executive officer, the Debtor disclosed
$4,229,666 in total assets and $2,207,513 in total liabilities, as
of Sept. 30, 2021.
Judge Caryl E. Delano is assigned to the case.
The Debtor tapped the Law Office of Leon A. Williamson, Jr., PA, as
bankruptcy counsel and Stichter, Riedel, Blain & Postler, PA as
special transactional counsel.
HARRY'S HOT DOGS: Case Summary & 18 Unsecured Creditors
-------------------------------------------------------
Debtor: Harry's Hot Dogs of Bay Plaza, LLC
200 Baychester Avenue
Mall at Bay Plaza
Bronx, NY 10475
Chapter 11 Petition Date: December 29, 2021
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 21-12141
Debtor's Counsel: Joel M. Shafferman, Esq.
SHAFFERMAN & FELDMAN LLP
137 Fifth Avenue
9th Floor
New York, NY 10010
Tel: (212) 509-1802
Fax: (212) 509-1831
E-mail: shaffermanjoel@gmail.com
Total Assets: $76,269
Total Liabilities: $1,363,048
The petition was signed by Michael Tulchiner, sole member/managing
member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 18 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/APOOAJA/Harrys_Hot_Dogs_of_Bay_Plaza_LLC__nysbke-21-12141__0001.0.pdf?mcid=tGE4TAMA
IDEANOMICS INC: Signs Shareholder Agreement
-------------------------------------------
Ideanomics, Inc. entered into a Shareholders Agreement with each of
Bruno Wu, Lan Yang, Sun Seven Stars Trust, Sun Seven Stars
Investment Group Limited, Wecast Media Investment Management
Limited, Shanghai Sun Seven Stars Cultural Development Limited,
Tianjin Sun Seven Stars Culture Development Ltd., Beijing Sun Seven
Stars Culture Development Ltd., and Tianjin Sun Seven Stars
Partnership Management Ltd., as a shareholder of the Company,
effective Dec. 29, 2021. One of the Shareholders is Sun Seven
Stars Investment Group, Limited, which is 100% owned by Sun Seven
Stars Trust, and whose sole trustee is Lan Yang.
As of the Effective Date, the Shareholders beneficially own
34,949,141 shares of the Company's Common Stock and 7,000,000
shares of the Company's Series A Preferred Stock, convertible into
933,333 shares of Common Stock.
Pursuant to the Agreement, the Shareholders agreed that for a
period of 12 months from the Effective Date, they will not offer,
sell, contract to sell, pledge, give, donate, transfer or otherwise
dispose of, directly or indirectly, any Shares owned as of the
Effective Date, enter into a transaction which would have the same
effect, or enter into any swap, hedge or other arrangement that
transfers, in whole or in part, any of the economic or voting
consequences of ownership of such securities, whether any such
aforementioned transaction is to be settled by delivery of the
Lock-Up Shares or other securities, in cash or otherwise, or
publicly disclose the intention to make any such offer, sale,
pledge or disposition, or to enter into any such transaction, swap,
hedge or other arrangement; provided, however, in addition to other
customary exceptions set forth in the Agreement, the Shareholder
shall have the right to effect Transfers of the Lock-Up Shares, by
any Transfer in an aggregate amount not to exceed: (i) with respect
to 13.95 million shares of common stock owned by the Shareholders
and any other Shares owned by the Shareholders, on a daily basis
the greater of (x) 500,000 shares of Common Stock and (y) 5% of the
average daily volume of Common Stock traded for the preceding 10
trading days of the national stock exchange on which the Shares are
then listed for trading; and (ii) with respect to any Shares in the
Second Block only, during any calendar quarter, no more than an
aggregate of 8,750,000 shares of Common Stock.
In connection with the Agreement, Lan Yang granted a voting proxy
for the Shares to Alfred P. Poor, chief executive officer of the
Company, or such other executive as may be directed by the board of
directors of the Company and such person shall vote in accordance
with the directive of the board of directors. The Proxy is a
continuing voting proxy with respect to all matters submitted to a
vote of stockholders of the Company at a meeting of stockholders or
through the solicitation of written consent of stockholders,
provided that (i) no such note shall detract from or contradict any
rights of the Shareholders under the Agreement or otherwise and
(ii) the grant of the Proxy shall be subject to the Company
complying with its agreements in Section 1 of the Agreement. The
Proxy shall remain in full force and effect for as long as SSSIG or
Lan Yang directly or indirectly own the Shares for a term of 24
months from the Effective Date. If the Company does not comply
with its agreements in Section 1 of the Agreement, the Proxy shall
terminate and shall be no longer of any effect.
In connection with the Agreement, each of Lan Yang and SSSIG has
agreed to provide to the Company the indemnification described in
the Agreement to induce the Company to agree to facilitate the
transfers of Shares of Common Stock owned by Lan Yang and SSSIG.
Subject to the terms of the Agreement, the Company agreed to (i)
facilitate and effect the transfer of the First Block; (ii)
facilitate any future requested transfers of the Second Block as
soon as possible after receipt of written request for transfer;
(iii) facilitate the conversion of the Company's Series A Preferred
Stock owned by the applicable Shareholders and issue 933,333 shares
of Common Stock to the applicable Shareholder; and (iv) use its
commercially reasonable efforts to prepare and file with the U.S.
Securities and Commission, following the Company filing its Annual
Report on Form 10-K which is due March 1, 2022, a registration
statement registering all of the Shares owned by the Shareholders
as of the Effective Date.
Pursuant to the Agreement, all parties acknowledged that in the
event a party breaches the terms of the Agreement the non-breaching
party shall no longer be obligated to satisfy their obligations
contained therein.
About Ideanomics
Ideanomics is a diversified solutions provider for electric
mobility. The company provides turn-key vehicle, finance and
leasing, and energy management services for commercial fleet
operators. The Company is headquartered in New York, NY, with
operations in the U.S., China, Ukraine, and Malaysia.
Ideanomics reported a net loss of $106.04 million for the year
ended Dec. 31, 2020, compared to a net loss of $96.83 million for
the year ended Dec. 31, 2019. As of June 30, 2021, the Company had
$698.05 million in total assets, $145.39 million in total
liabilities, $1.26 million in convertible redeemable preferred
stock, $7.72 million in redeemable non-controlling interest, and
$543.68 million in total equity.
INTELLIPHARMACEUTICS INT'L: Comments on Recent Trading Activity
---------------------------------------------------------------
Intellipharmaceutics International Inc. issued a statement in
response to a request from the Investment Industry Regulatory
Organization of Canada to comment on the recent trading activity of
its stock.
Intellipharmaceutics is not aware of any material, undisclosed
information related to the Company's operations and affairs that
would account for the recent increase in the market price and level
of trading volume of its shares.
About Intellipharmaceutics
Intellipharmaceutics International Inc. is a pharmaceutical company
specializing in the research, development and manufacture of novel
and generic controlled-release and targeted-release oral solid
dosage drugs. The Company's patented Hypermatrix technology is a
multidimensional controlled-release drug delivery platform that can
be applied to a wide range of existing and new pharmaceuticals.
Intellipharmaceutics has developed several drug delivery systems
based on this technology platform, with a pipeline of products
(some of which have received FDA approval) in various stages of
development. The Company has ANDA and NDA 505(b)(2) drug product
candidates in its development pipeline. These include the Company's
abuse-deterrent oxycodone hydrochloride extended release
formulation ("Oxycodone ER") based on its proprietary nPODDDS novel
Point Of Divergence Drug Delivery System (for which an NDA has been
filed with the FDA), and Regabatin XR (pregabalin extended-release
capsules).
Intellipharmaceutics reported a net loss and comprehensive loss of
$3.39 million for the year ended Nov. 30, 2020, compared to a net
loss and comprehensive loss of $8.08 million for the year ended
November 30, 2019. As of Aug. 31, 2021, the Company had $3.46
million in total assets, $9.62 million in total liabilities, and a
shareholders' deficiency of $6.17 million.
Toronto, Canada-based MNP LLP, the Company's auditor since 2016,
issued a "going concern" qualification in its report dated Feb. 28,
2021, citing that the Company has suffered recurring losses from
operations and has a net capital deficiency that raise substantial
doubt about its ability to continue as a going concern.
JACKSON WATER: Moody's Confirms Ba2 Rating on Water/Sewer Bonds
---------------------------------------------------------------
Moody's Investors Service has confirmed the Ba2 rating of the City
of Jackson, Mississippi Water & Sewer Enterprise's Water and Sewer
System Revenue bonds. The outlook has been revised to stable from
ratings under review. The bonds are outstanding in the amount of
$191 million.
RATINGS RATIONALE
The confirmation of the Ba2 rating and assignment of the stable
outlook reflects Moody's review of the unaudited financial results
for fiscal 2020, which includes the benefit of the receipt of
approximately $60 million in settlement monies that have allowed
the water and sewer system to repay the city general fund, restore
its contingency fund, and boost days cash and debt service coverage
to 192 and 2 times respectively. The confirmation also incorporates
the system's ongoing challenges, which include implementation of an
effective billing and collection system, management of a very large
consent decree, and substantial capital needs that will continue to
create narrow operating margins. Very early indications for fiscal
2021 suggest that these obligations have reduced cash to
approximately 99 days and sum sufficient coverage. However, these
figures are very preliminary and subject to additional refinement
as the city closes the fiscal year. Operating revenues will be
boosted by an approved 20% rate increase anticipated to take effect
in March 2022 and are not factored into the otherwise balanced
budget.
This confirmation resolves Moody's review of the water and sewer
system rating, which was placed under review for possible
withdrawal for lack of sufficient information on October 31, 2021.
RATING OUTLOOK
The stable outlook reflects Moody's expectation that rate increases
will enable it to improve debt service coverage and cash and
combine with state or federal support to help address long-term
capital needs.
FACTORS THAT COULD LEAD TO AN UPGRADE OF THE RATINGS
- Effective implementation of billing and collection system that
efficiently captures revenues
- Finalization and material reduction of the consent decree
- Improved financial operations resulting in substantively
strengthened debt service coverage by current net revenues
FACTORS THAT COULD LEAD TO A DOWNGRADE OF THE RATINGS
- Downgrade of the city's GO rating as a result of material
weakness of liquidity or reserves
- Loss major customers without offsetting reduction of costs
- Inability to generate current net revenues sufficient to pay
debt service
LEGAL SECURITY
The revenue bonds are secured by the net revenues of the Jackson
Water and Sewer system.
PROFILE
Jackson is the state capital of the State of Mississippi (Aa2
stable). The water and sewer system serves an area of approximately
150 square miles, including the City of Jackson (Baa3 stable) and
portions of Hinds, Rankin, and Madison counties.
JIANGSU DEWEI: Chapter 15 Case Summary
--------------------------------------
Chapter 15 Debtor: Jiangsu Dewei Advanced Materials Co., Ltd.
No. 99 E. Shanan Rd.
Shaxi Town Taicang, Jiangsu Province
China
Foreign
Proceeding: Intermediate People's Court of Suzhou,
Jiangsu Province, China Bankruptcy
Pre-Reorganization Proceeding
Chapter 15
Petition Date: December 27, 2021
Court: United States Bankruptcy Court
Central District of California
Case No.: 21-19439
Foreign
Representative: Xu Yu, Esq. Of
2F, FFC, Fortune Financial Center, No. 5
Dongsanhuan Zhong Road
Chaoyang District, Beijing China
Tel: +86 10 6502 8888
Fax: +86 10 6502 8866
E-mail: xuyu@hylandslaw.com
Foreign
Representative's
U.S. Counsel: Mark Anchor Albert, Esq.
MARK ANCHOR ALBERT & ASSOCIATES
445 South Figueroa Street, Suite 3100
Los Angeles, CA 90071
Tel: (323) 422-8863
Email: albert@lalitigators.com
Estimated Assets: Unknown
Estimated Debt: Unknown
A full-text copy of the Chapter 15 is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/XS2IPGQ/NA_Jiangsu_Dewei_Advanced_Materials__cacbke-21-19439__0001.0.pdf?mcid=tGE4TAMA
KRONOS ACQUISITION: Moody's Rates New $170MM 1st Lien Loan 'B2'
---------------------------------------------------------------
Moody's Investors Service has assigned a B2 rating to Kronos
Acquisition Holdings Inc.'s ("Kronos") proposed $170 million new
first lien senior secured term loan. Kronos' other ratings,
including the B3 corporate family rating (CFR), the B3-PD
probability of default rating, the B2 rating on the existing first
lien term loan, the B2 rating on the senior secured notes, and Caa2
rating on the senior unsecured notes are unchanged. The ratings
outlook is unchanged at stable.
The proceeds from the proposed $170 million term loan will be added
to the balance sheet, with the incremental cash primarily used to
strengthen Kronos' liquidity for working capital needs over the
next 12 months. In addition, around $25 million will be used to
fund the expansion of the Lake Charles manufacturing facility which
is in the process of being rebuilt after being burned down in
August 2020.
The transaction will increase Kronos' pro forma leverage (Moody's
adjusted Debt / EBITDA) from already high levels of 7.5x to 8.2x
for the last twelve months to October 2, 2021 (LTM Oct-2021).
However, Moody's expects pro forma leverage to reduce to around
6.9x for FY2022 ending December 31 and reduce further toward 6.5x
in FY2023, within Moody's rating expectation of 5.5x to 7x for the
rating. Moody's pro forma leverage adds back into EBITDA the cost
differential between the procurement costs of Trichlor (TCCA or
Trichloroisocyanuric acid; a key raw material input used in its
pool cleaning products) and the expected cost of production at the
rebuilt Lake Charles facility.
The following ratings/assessments are affected by the action:
Assignments:
Issuer: Kronos Acquisition Holdings Inc.
Senior Secured First Lien Term Loan, Assigned B2 (LGD3)
RATINGS RATIONALE
Kronos is constrained by: (1) high pro forma leverage; (2) rising
raw materials, labor and freight costs and delays in passing the
costs through to customers; (3) some execution risks associated
with potential delays or cost overruns related to its Lake Charles
facility rebuild; and (4) Kronos' ownership by a private equity
firm, which could lead to financial policies that are more
favorable to shareholders. However, the company benefits from: (1)
moderate scale with revenue of $1.6 billion for LTM Oct-2021; (2) a
diversified business model across three different product
categories; (3) its sizable share of the US private label bleach
market; and (4) its good market positions in swimming pool
additives and automotive fluids.
The stable outlook reflects Moody's expectation that Kronos'
leverage will remain elevated over the next 12 to 18 months as a
result of the increased procurement costs resulting from the
sourcing of products while rebuilding the Lake Charles
manufacturing facility.
Kronos liquidity will be strengthened by the $170 million debt
proceeds. Post the debt issuance, the company's sources of
liquidity will total around $390 million for the next 12 months and
will be available to fund mandatory term loan repayments of about
$11 million, the remaining Lake Charles construction costs at
around $135 million and seasonal working capital requirements,
which tend to have high outflows in the first quarter of up to $120
million. Kronos' liquidity will be supported by pro forma cash of
around $230 million and $160 million availability under its $275
million asset-based lending (ABL) revolver due March 2026
(borrowing base of around $190 million). Kronos has no refinancing
until 2026 when its ABL, term loans (pro forma $1,063 million after
add-on) and senior secured notes ($475 million) become due.
The first lien term loans, including the proposed $170 million term
loan, and senior secured notes are ranked pari passu with each
other and are rated one notch above the B3 CFR. This is because
they rank behind the unrated $275 million asset-based lending (ABL)
facility and ahead of the $525 million senior unsecured notes,
which provides loss absorption cushion for the term loan and senior
secured notes. The senior unsecured notes are rated two notches
below the CFR at Caa2 to reflect their junior position within
Kronos' capital structure.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
The rating could be upgraded if management demonstrates a longer
track record of maintaining more conservative financial policies
and adjusted Debt/EBITDA is sustained below 5.5x (pro forma 6.9x
for FY2022) while maintaining good liquidity.
A rating downgrade could be considered if there are delays on the
Lake Charles rebuild or the cost savings to producing Trichlor are
lower than estimated such that adjusted Debt/EBITDA is sustained
above 7x (pro forma 6.9x for FY2022); liquidity deteriorates
materially, due to negative free cash flow generation on a
consistent basis and additional leveraging acquisitions or paying a
leveraging dividend to its private owner.
Kronos Acquisition Holdings Inc., operating as KIK Consumer
Products and headquartered in Concord, Ontario, Canada manufactures
a variety of household cleaning, pool and spa additives and
automotive fluids. Kronos is owned by affiliates of Centerbridge
Partners, L.P., a private equity firm, and minority investors.
Revenue for the twelve months ended October 2, 2021 was $1.6
billion.
KURNCZ FARMS: Taps Barron Business as Consultant
------------------------------------------------
Kurncz Farms, Inc. seeks approval from the U.S. Bankruptcy Court
for the Western District of Michigan to hire Barron Business
Consulting, Inc. as its business consultant.
The firm's services include assisting the Debtor in the preparation
of its financial statements, budget, tax returns, monthly operating
reports, and other financial information.
The firm will be paid at its hourly rate of $375 and will be
reimbursed for work-related expenses.
Bernadette M. Barron, president of Barron Business Consulting,
disclosed in a court filing that her firm does not have any
interest adverse to the Debtor, creditors or any other party in
interest.
The firm can be reached at:
Bernadette M. Barron
Barron Business Consulting, Inc.
201 N. Illinois, South Tower, 16th Floor
Indianapolis, IN 46204
Phone: (312) 422-0040
Email: bbarron@barronbusinessconsulting.com
About Kurncz Farms Inc.
Kurncz Farms, Inc. is part of the cattle ranching and farming
industry. The company is based in Saint Johns, Mich.
Kurncz Farms sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Mich. Case No. 21-02612) on Nov. 30, 2021,
listing as much as $10 million in both assets and liabilities.
Peter J. Kurncz, president of Kurncz Farms, signed the petition.
Susan M. Cook, Esq., at Warner Norcross + Judd, LLP and Barron
Business Consulting serve as the Debtor's legal counsel and
business consultant, respectively.
The U.S. Trustee for Region 17 appointed an official committee of
unsecured creditors in the Debtor's case on Nov. 22, 2021. The
committee is represented by Shulman Bastian Friedman & Bui, LLP.
LEGACY EDUCATION: Hires Ram Associates as New Accountant
--------------------------------------------------------
Legacy Education Alliance, Inc. has engaged Ram Associates,
Certified Public Accountants to serve as the Company's independent
registered accounting firm.
As a result of the engagement of Ram Associates, the Company on
Dec. 27, 2021 dismissed MaloneBailey, LLP, as its independent
registered accountant. The decision to change accountants was
approved by the Board of Directors of the Company. MaloneBailey's
audit report on the Company's financial statements for the fiscal
years ended Dec. 31, 2020 and 2019 did not contain an adverse
opinion or a disclaimer of opinion and were not qualified or
modified as to uncertainty, audit scope or accounting principles,
except that, the audit report included an explanatory paragraph
with respect to the uncertainty as to the Company's ability to
continue as a going concern. During the years ended Dec. 31, 2020
and 2019 and during the subsequent interim period preceding the
date of MaloneBailey's dismissal, there were (i) no disagreements
with MaloneBailey on any matter of accounting principles or
practices, financial statement disclosure or auditing scope or
procedure, and (ii) no reportable events (as that term is defined
in Item 304(a)(1)(v) of Regulation S-K), the Company disclosed in a
Form 8-K filed with the Securities and Exchange Commission.
Prior to engaging Ram Associates, the Company did not consult with
Ram Associates regarding the application of accounting principles
to a specific completed or contemplated transaction, or the type of
audit opinion that might be rendered on the Company's financial
statements.
About Legacy Education
Cape Coral, Fla.-based, Legacy Education Alliance, Inc. --
http://www.legacyeducationalliance.com-- is a provider of
practical and value-based educational training on the topics of
personal finance, entrepreneurship, real estate investing
strategies and techniques.
Legacy Education Alliance reported a net income of $16.01 million
for the year ended Dec. 31, 2020, compared to a net income of $9.95
million for the year ended Dec. 31, 2019. As of Sept. 30, 2021,
the Company had $2.17 million in total assets, $23.67 million in
total liabilities, and a total stockholders' deficit of $21.50
million.
MaloneBailey, LLP, in Houston, Texas, the Company's auditor since
2014, issued a "going concern" qualification in its report dated
April 9, 2021, citing that the Company has a net capital deficiency
and an accumulated deficit that raise substantial doubt about its
ability to continue as a going concern.
LTL MANAGEMENT: Talc Committee Taps Houlihan as Investment Banker
-----------------------------------------------------------------
The official committee of talc claimants of LTL Management, LLC
seeks approval from the U.S. Bankruptcy Court for the District of
New Jersey to hire Houlihan Lokey Capital, Inc. as its investment
banker.
The firm's services include:
a. Preparing financial analyses relating to LTL Management and
its non-debtor affiliates;
b. Supporting the committee and its advisors in litigation
efforts relating to LTL Management and non-debtor affiliates,
including preparation of committee witnesses, review of discovery
documents, attending court hearings, depositions, meetings, and
other litigation support services;
c. Providing testimony in court, if necessary;
d. Analyzing business plans and forecasts of the Debtor;
e. Evaluating the assets and liabilities of the Debtor;
f. Assessing the financial issues and options concerning the
Debtor;
g. Providing such financial analyses as the committee may
require in connection with the Debtor's case;
h. Analyzing strategic alternatives available to the committee
and the Debtor;
i. Evaluating the capacity of the Debtor and its affiliates to
pay;
j. Assisting the committee in identifying potential
alternative sources of liquidity in connection with any
debtor-in-possession financing, Chapter 11 plan or otherwise;
k. Representing the committee in negotiations with the Debtor
and third parties; and
l. Providing such other financial advisory and investment
banking services as may be agreed upon by Houlihan and the
committee, subject to bankruptcy court approval.
Houlihan's compensation includes a fee of $400,000 per month for
the first four months and $300,000 per month thereafter,
reimbursement of out-of-pocket expenses, and indemnity.
Saul Burian, managing director at Houlihan, disclosed in a court
filing that his firm is a "disinterested person" within the meaning
of Section 101(14) of the Bankruptcy Code.
Houlihan can be reached at:
Saul E. Burian
Houlihan Lokey Capital, Inc.
245 Park Avenue, 20th Floor
New York, NY 10167
Tel: 212.497.4245 / 212.497.4100
Fax: 212.661.3070
About LTL Management
LTL Management, LLC, is a subsidiary of Johnson & Johnson (J&J),
which was formed to manage and defend thousands of talc-related
claims and oversee the operations of 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 filed a petition for Chapter 11 protection (Bankr.
W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was
transferred to New Jersey (Bankr. D. N.J. Case No. 21-30589) on
Nov. 16, 2021. The Hon. Michael B. Kaplan is the case judge. At the
time of the filing, the Debtor was estimated to have $1 billion to
$10 billion in both assets and liabilities.
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.
U.S. Bankruptcy Administrator Shelley Abel formed an official
committee of talc claimants in the Debtor's Chapter 11 case. The
committee tapped Bailey & Glasser, LLP, Otterbourg, P.C. and Brown
Rudnick, LLP as bankruptcy counsel; and Massey & Gail, LLP and
Parkins Lee & Rubio, LLP as special counsel. Houlihan Lokey
Capital, Inc. serves as the committee's investment banker.
About Johnson & Johnson
Johnson & Johnson 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.
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.
The corporation had worldwide sales of $82.6 billion in 2020.
MAGNOLIA PET: Taps Weener Nathan Phillips as Special Counsel
------------------------------------------------------------
Magnolia Pet Resort & Spa, LLC and its affiliates seek approval
from the U.S. Bankruptcy Court for the Northern District of Georgia
to employ Weener Nathan Phillips, LLP as their special counsel.
The Debtor requires legal assistance in a dispute involving AB&T
and a group of contractors over the construction of a building. It
needs the firm's services to resolve an arbitration with the
contractors and to possibly pursue additional claims stemming from
the dispute.
The hourly rates charged by the firm's attorneys and staff are as
follows:
Philip Weener $625 per hour
Eric Nathan $545 per hour
Devin Phillips $350 per hour
Mathis Wilkens $295 per hour
Cory Wright $95 per hour
Paralegals $130 per hour
Legal Assistant $95 per hour
As disclosed in court filings, Weener does not represent interest
adverse to the Debtor or its estate in the matters upon which it is
to be engaged.
The firm can be reached through:
Devin B. Phillips, Esq.
Weener Nathan Phillips, LLP
5887 Glenridge Drive NE Suite 275
Atlanta, GA 30328
Phone: (770) 392-9004
About Magnolia Pet Resort & Spa
Hampton, Ga.-based Magnolia Pet Resort & Spa, LLC filed its
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Ga. Case No. 21-59059) on Dec. 6, 2021. In the
petition signed by Alfred Jackson Odom, IV, owner, the Debtor
disclosed up to $500,000 in assets and up to $10 million in
liabilities. William A. Rountree, Esq., at Rountree Leitman &
Klein, LLC is the Debtor's legal counsel.
MANIRRAH LLC: Gets OK to Hire American Marketing Systems as Broker
------------------------------------------------------------------
Manirrah, LLC received approval from the U.S. Bankruptcy Court for
the Northern District of California to hire American Marketing
Systems, Inc. as its real estate broker.
The Debtor requires a real estate broker to list and sell its real
property located at 344 19th St., Richmond, Calif. It wants the
property listed at $410,000.
American Marketing Systems will get a 6 percent commission from the
gross proceeds.
Robb Fleischer, a broker at American Marketing Systems, disclosed
in a court filing that he and his firm do not represent any
interest adverse to the Debtor.
The firm can be reached at:
Robb Fleischer
American Marketing Systems, Inc.
2800 Van Ness Avenue
San Francisco, CA 94109
Phone: 415-447-2000
Email: rfleischer@amsiemail.com
About of Manirrah LLC
Manirrah, LLC is a company in Lafayette, Calif., which is primarily
engaged in renting and leasing real estate properties.
On June 24, 2020, Manirrah sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Calif. Case No. 20-41076), listing
as much as $10 million in both assets and liabilities. Stephanie
J. Harriman, Manirrah's manager, signed the petition.
Judge William J. Lafferty, III oversees the case.
The Law Office of Judson H. Henry serves as the Debtor's legal
counsel.
METROPOLITAN WATER: Seeks Approval to Hire Bankruptcy Attorneys
---------------------------------------------------------------
Metropolitan Water Company, L.P., and Met Water Vista Ridge, L.P.,
seek approval from the U.S. Bankruptcy Court for the Western
District of Texas to hire Catherine Lenox, Esq., and B. Weldon
Ponder, Jr., Esq., as their attorneys.
Ms. Lenox is a contract attorney engaged by Mr. Ponder, a
practicing attorney in Austin, Texas. Both attorneys will provide
the Debtors with legal services in connection with their Chapter 11
cases, which include:
a. Assisting the Debtors in preparing and filing bankruptcy
schedules, statement of financial affairs, monthly financial
reports and other documents required by U.S. bankruptcy laws and
the Office of the U.S. Trustee;
b. Representing the Debtors in adversary proceedings and other
matters in the bankruptcy court and in other courts of competent
jurisdiction;
c. Negotiating, documenting and seeking approval of any
proposed borrowing, sale or refinancing of property of the estate;
and
d. Assisting the Debtors in the formulation of what is
expected to be a joint plan of reorganization with accompanying
disclosures, and in taking the necessary steps to obtain
confirmation of such plan.
Mr. Ponder and Ms. Lenox will charge $375 per hour and $325 per
hour, respectively. The rate for paraprofessional services is $125
per hour.
The attorneys received a $17,500 retainer fee from the Debtors and
will receive reimbursement for work-related expenses.
As disclosed in court filings, the attorneys neither represent nor
hold any interest adverse to the interests of the Debtors'
bankruptcy estates.
Mr. Ponder can be reached at:
B. Weldon Ponder, Jr., Esq.
4408 Spicewood Springs Road
Austin, TX 78759
Tel: (512) 342-8222
Fax: (512) 342-8444
Email: welpon@austin.rr.com
-- and –-
Catherine Lenox
P.O. Box 9904
Austin, TX 78766
Tel: (512) 689-7273
Fax: (512) 451-7273
Email: clenox.law@gmail.com
About Metropolitan Water Company and
Met Water Vista Ridge
Metropolitan Water Company, L.P., a water utility company in
Brenham, Texas, and its affiliate Met Water Vista Ridge, L.P.
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
W.D. Texas Case No. 21-10903) on Nov. 22, 2021.
At the time of the filing, Metropolitan Water Company listed as
much as $10 million in both assets and liabilities while Met Water
Vista Ridge listed up to $1 million in assets and up to $50,000 in
liabilities.
Judge H. Christopher Mott oversees the cases.
B. Weldon Ponder, Jr., Esq., and Catherine Lenox, Esq., are the
Debtors' bankruptcy attorneys while Howry Breen & Herman, LLP serve
as special counsel.
METROPOLITAN WATER: Taps Howry Breen & Herman as Special Counsel
----------------------------------------------------------------
Metropolitan Water Company, L.P. and Met Water Vista Ridge, L.P.
seek approval from the U.S. Bankruptcy Court for the Western
District of Texas to hire Howry Breen & Herman, LLP as their
special counsel.
The Debtors require legal assistance in several lawsuits involving
the Vista Ridge Project, a regional project that aims to supply
water to the City of San Antonio, Texas. One of these lawsuits was
filed by Blue Water Systems, LP and Blue Water Vista Ridge, LLC
against the Debtors, which is currently pending in the bankruptcy
court (Adv. No. 21-1050).
The hourly rates charged by the firm's attorneys and
paraprofessionals are as follows:
Randy Howry, Esq. Attorney $500 per hour
James Hatchitt, Esq. Attorney $400 per hour
Jena Tyree Paraprofessional $200 per hour
As disclosed in court filings, Howry Breen & Herman neither
represents nor holds any interest adverse to the Debtors or their
estates.
The firm can be reached at:
Randy Howry, Esq.
James Hatchitt, Esq.
Howry Breen & Herman, LLP
1900 Pearl Street
Austin, TX 78705
Office: 512-474-7300
Fax: 512-474-8557
Email: rhowry@howrybreen.com
jhatchitt@howrybreen.com
About Metropolitan Water Company and
Met Water Vista Ridge
Metropolitan Water Company, L.P., a water utility company in
Brenham, Texas, and its affiliate Met Water Vista Ridge, L.P.
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
W.D. Texas Case No. 21-10903) on Nov. 22, 2021.
At the time of the filing, Metropolitan Water Company listed as
much as $10 million in both assets and liabilities while Met Water
Vista Ridge listed up to $1 million in assets and up to $50,000 in
liabilities.
Judge H. Christopher Mott oversees the cases.
B. Weldon Ponder, Jr., Esq., and Catherine Lenox, Esq., are the
Debtors' bankruptcy attorneys while Howry Breen & Herman, LLP serve
as special counsel.
MUSCLEPHARM CORP: Board Adopts 2021 Omnibus Equity Incentive Plan
-----------------------------------------------------------------
The Board of Directors of MusclePharm Corp. adopted the 2021
Omnibus Equity Incentive Plan and the issuance of an option to
purchase 1,811,000 shares of common stock of the Company,
exercisable at a price of $0.40, to Sabina Rizvi, the president and
chief financial officer of the Company pursuant to the 2021 Plan.
The option will vest and become exercisable with respect to the
remaining 50% of the shares subject to the option in five equal
monthly installments commencing on Dec. 4, 2021 and becoming fully
vested on April 4, 2022. Ms. Rizvi's acceptance of the option and
the option granted thereunder waived any right to receive a two
percent transaction bonus upon a sale of the Company pursuant to
that certain offer letter by and between the Company and Ms. Rizvi
dated April 1, 2021.
In addition, on Dec. 22, 2021, stockholders holding more than 51%
of the voting power of the Company consented in writing to approve
and adopt the 2021 Plan. 10,000,000 shares of the Corporation's
common stock will be reserved under the 2021 Plan. The 2021 Plan
is intended to be used to attract and retain qualified personnel,
directors and consultants and align their interests with those of
the Corporation's stockholders, by providing for the issuance of
equity incentive awards, such as options, restricted stock and
stock appreciation rights. It is anticipated that the 2021 Plan
will be administered by our Board of Directors, or if our Board of
Directors does not administer the 2021 Plan, a committee or
subcommittee of our Board of Directors that complies with the
applicable requirements of Section 16 of the Exchange Act and any
other applicable legal or stock exchange listing requirements.
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 Sept. 30, 2021, the Company had
$11.31 million in total assets, $41.12 million in total
liabilities, and a total stockholders' deficit of $29.81 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.
PANACEA LIFE: BF Borgers Replaces RBSM as Accountant
----------------------------------------------------
Panacea Life Sciences Holdings, Inc., following approval of its
Board of Directors, notified RBSM LLP, which was then serving as
the independent registered public accounting firm of the Company,
that the Company had determined to retain another accounting firm,
effective immediately.
The reports of RBSM on the Company's consolidated financial
statements for the fiscal years ended Dec. 31, 2020 and Dec. 31,
2019 did not contain any adverse opinion or a disclaimer of opinion
and were not qualified or modified as to uncertainty, audit scope
or accounting principle, except that each report on the Company's
consolidated financial statements contained an explanatory
paragraph regarding the Company's ability to continue as a going
concern based on the Company's recurring losses from operations,
negative cash flows from operating activities and accumulated
deficit as of Dec. 31, 2020 and as of Dec. 31, 2019. During the
fiscal years ended Dec. 31, 2020 and Dec. 31, 2019 and the
subsequent interim period through Dec. 28, 2021, the effective date
of RBSM's dismissal, there were (i) no disagreements (as that term
is defined in Item 304(a)(1)(iv) of Regulation S-K and the related
instructions) between the Company and RBSM on any matter of
accounting principles or practices, financial statement disclosure,
or auditing scope or procedure, which, if not resolved to the
satisfaction of RBSM would have caused RBSM to make reference
thereto in its reports on the consolidated financial statements of
the Company for such years, and (ii) no "reportable events" (as
that term is defined in Item 304(a)(1)(v) of Regulation S-K).
On Dec. 28, 2021, following approval by the Company's Board of
Directors, the Company appointed BF Borgers CPA PC as the new
independent registered public accounting firm of the Company.
During the fiscal years ended Dec. 31, 2020 and Dec. 31, 2019 and
the subsequent interim period through Dec. 28, 2021, neither the
Company, nor any party on behalf of the Company, consulted with BF
Borgers with respect to either (i) the application of accounting
principles to a specified transaction, either completed or
proposed, or the type of the audit opinion that might be rendered
with respect to the Company's consolidated financial statements,
and no written report or oral advice was provided to the Company by
BF Borgers that was an important factor considered by the Company
in reaching a decision as to any accounting, auditing or financial
reporting issue, or (ii) any matter that was subject to any
disagreement (as that term is defined in Item 304(a)(1)(iv) of
Regulation S-K and the related instructions) or a reportable event
(as that term is defined in Item 304(a)(1)(v) of Regulation S-K).
About Panacea
Panacea Life Sciences Holdings, Inc. formerly known as Exactus Inc.
(OTCQB:EXDI) -- http://www.exactusinc.com-- is a Nevada
corporation organized under the name Solid Solar Energy, Inc in
2008 and renamed Exactus, Inc. in 2016. The Company has pursued
opportunities in Cannabidiol since 2019. During most of 2020 the
Company was engaged in marketing of hemp derived products sourced
from its leased farming operation.
Exactus reported a net loss of $10.94 million for the year ended
Dec. 31, 2020, compared to a net loss of $10.02 million for the
year ended Dec. 31, 2019. As of June 30, 2021, the Company had
$23.64 million in total assets, $11.62 million in total
liabilities, and $12.02 million in total stockholders' equity.
Henderson, NV-based RBSM LLP, the Company's auditor since 2014,
issued a "going concern" qualification in its report dated April
23, 2021, citing that the Company has an accumulated deficit,
recurring losses, and expects continuing future losses that raises
substantial doubt about the Company's ability to continue as a
going concern.
PAYROLL MANAGEMENT: Taps Zalkin Revell to Pursue Claims vs FSIGA
----------------------------------------------------------------
Payroll Management, Inc. seeks approval from the U.S. Bankruptcy
Court for the Northern District of Florida to hire the law firm of
Zalkin Revell, PLLC to pursue its claims against Florida
Self-Insurers Guaranty Association and other government agencies.
Zalkin Revell will be compensated on a contingency fee basis as
follows:
1. Before the filing of an answer or the demand for
appointment of arbitrators or, if no answer is filed or no demand
for appointment of arbitrators is made, the expiration of the time
period provided for such action: (i) 33-1/3 percent of any recovery
up to $1 million; plus (ii) 30 percent of any portion of the
recovery between $1 million and $2 million; plus (iii) 20 percent
of any portion of recovery exceeding $2 million.
2. After the filing of an answer or the demand for appointment
of arbitrators or, if no answer is filed or no demand for
appointment of arbitrators is made, the expiration of the time
period provided for such action, through the entry of judgment: (i)
40 percent of any recovery up to $1 million; plus (ii) 30 percent
of any portion of the recovery between $1 million and $2 million;
plus (iii) 20 percent of any portion of recovery exceeding $2
million.
3. If all defendants admit liability at the time of filing
their answers and request a trial only on damages: (i) 33-1/3
percent of any recovery up to $1 million; plus (ii) 20 percent of
any portion of the recovery between $1 million and $2 million; plus
(iii) 15 percent of any portion of the recovery exceeding $2
million.
4. An additional 5 percent of any recovery after institution
of any appellate proceeding is filed or post-judgment relief or
action is required for recovery on the judgment.
As disclosed in court filings, Zalkin Revell is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Natasha Z Revell, Esq.
Zalkin Revell, PLLC
2078 US Highway 98W, Suite 105A, #110
Santa Rosa Beach, FL 32459
Phone: (850) 267-2111 (Tel)
Email: nrevell@zalkinrevell.com
About Payroll Management
Payroll Management, Inc. provides human resource solutions to
businesses that choose to outsource those functions. It offers
human resource support, payroll, administration, workers'
compensation, recruiting and training, safety training, and
miscellaneous services. Payroll Management was founded in 1986 and
is based in Fort Walton Beach, Fla.
Payroll Management filed a Chapter 11 petition (Bankr. N.D. Fla.
Case No. 18-30298) on March 27, 2018, listing up to $500,000 in
assets and up to $50 million in liabilities. D.C. Mickle-Bee,
chief executive officer, signed the petition.
Judge Jerry C. Oldshue Jr. presides over the case.
Natasha Revell, Esq., at Zalkin Revell, PLLC, serves as the
Debtor's bankruptcy counsel.
PRINCESS PORT: Seeks to Hire E. Vincent Wood as Bankruptcy Counsel
------------------------------------------------------------------
Princess Port Bed and Breakfast, Inc. seeks approval from the U.S.
Bankruptcy Court for the Northern District of California to hire
The Law Offices of E. Vincent Wood as its bankruptcy counsel.
The firm's services include:
a. advising the Debtor concerning its duties under Chapter 11
of the Bankruptcy Code;
b. identifying, prosecuting, and defending claims and causes
of actions assertable by or against the Debtor's estate;
d. preparing legal papers, including a Chapter 11 plan and
disclosure statement and prosecuting legal proceedings to obtain
confirmation of the plan; and
e. performing all other necessary legal services.
The firm received a pre-bankruptcy retainer of $10,000.
The hourly rates charged by the firm's attorney and paralegal are
as follows:
E. Vincent Wood, Attorney $425 per hour
Nicole Zorrilla, Paralegal $125 per hour
As disclosed in court filings, The Law Offices of E. Vincent Wood
is a "disinterested person" within the meaning of Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
E. Vincent Wood, Esq.
The Law Offices of E. Vincent Wood
1501 N. Broadway, Suite 261
Walnut Creek, CA 94596
Tel: (925) 278-6680
Fax: (925) 955-1655
Email: vince@woodbk.com
About Princess Port Bed and Breakfast
Princess Port Bed and Breakfast, Inc. is the fee simple owner of a
real property located at 445 Mirada Road, Half Moon Bay, Calif.,
valued at $2.57 million.
Princess Port Bed and Breakfast filed its voluntary petition for
Chapter 11 protection (Bankr. N.D. Calif. Case No. 21-30775) on
Nov. 23, 2021, disclosing $2,585,562 in assets and $1,429,200 in
liabilities. Maria Boruta, principal at Princess Port Bed and
Breakfast, signed the petition.
Judge William J. Lafferty oversees the case.
E. Vincent Wood, Esq., at The Law Offices of E. Vincent Wood
represents the Debtor as legal counsel.
PULMATRIX INC: Closes $6.75 Million Registered Direct Offering
--------------------------------------------------------------
Pulmatrix, Inc. has closed its previously announced registered
direct offering with certain institutional investors for the
issuance and sale of an aggregate of 6,745,008 shares of
convertible preferred stock and warrants to purchase up to an
aggregate of 5,620,834 shares of common stock for gross proceeds of
$6.75 million, prior to deducting placement agent's fees and other
offering expenses. The shares of preferred stock have a stated
value of $1,000 per share and are initially convertible into an
aggregate of 11,241,668 shares of common stock at a conversion
price of $0.60 per share at any time. The warrants have an
exercise price of $0.70 per share, will become exercisable six
months following the date of issuance, and will expire 5 years
following the date of issuance.
H.C. Wainwright & Co. acted as the exclusive placement agent for
the offering.
The Company currently intends to use the net proceeds from the
offering for general corporate and working capital purposes.
The Company expects to call a special meeting of stockholders for
the approval of a proposal to effect a reverse split of the common
stock. The preferred stock has voting rights, with the common
stock as a single class, equal to 5,000 votes per share of common
stock underlying the preferred stock on the proposal, that, in
accordance with Nasdaq listing rules, any votes cast by the
preferred stock with respect to the proposal to effect a reverse
split of the common stock must be counted by the Company in the
same proportion as the aggregate shares of common stock voted on
such proposal.
The securities were offered and sold by Pulmatrix in a registered
direct offering pursuant to a "shelf" registration statement on
Form S-3 (Registration No. 333-256502), including a base prospectus
previously filed with the Securities and Exchange Commission on May
26, 2021 and became effective on June 9, 2021. The securities were
offered by means of a prospectus supplement and accompanying
prospectus, forming part of the registration statement. The
prospectus supplement dated Dec. 17, 2021 and the accompanying base
prospectus relating to and describing the terms of the registered
direct offering were filed with the SEC on Dec. 17, 2021.
Electronic copies of the prospectus supplement and the accompanying
base prospectus may be obtained on the SEC's website at
http://www.sec.govor by contacting H.C. Wainwright & Co., LLC at
430 Park Avenue, 3rd Floor, New York, NY 10022, by phone at (212)
856-5711 or e-mail at placements@hcwco.com.
About Pulmatrix
Pulmatrix, Inc. -- http://www.pulmatrix.com-- is a clinical stage
biopharmaceutical company developing innovative inhaled therapies
to address serious pulmonary and non-pulmonary disease using its
patented iSPERSE technology. The Company's proprietary product
pipeline includes treatments for serious lung diseases such as
allergic ronchopulmonary aspergillosis and lung cancer, as well as
neurologic disorders such as acute migraine. Pulmatrix's product
candidates are based on iSPERSE, its proprietary engineered dry
powder delivery platform, which seeks to improve therapeutic
delivery to the lungs by maximizing local concentrations and
reducing systemic side effects to improve patient outcomes.
Pulmatrix reported a net loss of $19.31 million for the year ended
Dec. 31, 2020, compared to a net loss of $20.59 million for the
year ended Dec. 31, 2019. As of Sept. 30, 2021, the Company had
$55.75 million in total assets, $10.56 million in total
liabilities, and $45.19 million in total stockholders' equity.
QHC CRESTRIDGE: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: QHC Crestridge, LLC
DBA Crestridge Care Center
1015 Wesley Dr.
Maquoketa, IA 52060
Business Description: QHC Crestridge, LLC operates continuing care
retirement communities and assisted living
facilities for the elderly.
Chapter 11 Petition Date: December 29, 2021
Court: United States Bankruptcy Court
Southern District of Iowa
Case No.: 21-01649
Judge: Hon. Anita L. Shodeen
Debtor's Counsel: Jeffrey D. Goetz, Esq.
BRADSHAW, FOWLER, PROCTOR & FAIRGRAVE PC
801 Grand Avenue, Suite 3700
Des Moines, IA 50309-8004
Tel: 515-246-5817
Fax: 515-246-5808
E-mail: goetz.jeffrey@bradshawlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Nancy A. Voyna as managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/XLFZBJY/QHC_Crestridge_LLC__iasbke-21-01649__0001.0.pdf?mcid=tGE4TAMA
QHC FORT DODGE: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: QHC Fort Dodge Villa, LLC
d/b/a Fort Dodge Villa Care Center
2721 10th Ave North
Forth Dodge, IA 50501
Business Description: The Debtor operates nursing care facilities
(skilled nursing facilities).
Chapter 11 Petition Date: December 29, 2021
Court: United States Bankruptcy Court
Southern District of Iowa
Case No.: 21-01648
Judge: Hon. Anita L. Shodeen
Debtor's Counsel: Jeffrey D. Goetz, Esq.
BRADSHAW, FOWLER, PROCTOR & FAIRGRAVE PC
801 Grand Avenue, Suite 3700
Des Moines, IA 50309-8004
Tel: 515-246-5817
Fax: 515-246-5808
E-mail: goetz.jeffrey@bradshawlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Nancy A. Voyna as managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/VL3QXCY/QHC_Fort_Dodge_Villa_LLC__iasbke-21-01648__0001.0.pdf?mcid=tGE4TAMA
QHC MADISON: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: QHC Madison Square LLC
209 W. Jefferson St.
Winterset, IA 50273
Business Description: The Debtor is an operator of continuing care
retirement communities and assisted living
facilities for the elderly.
Chapter 11 Petition Date: December 29, 2021
Court: United States Bankruptcy Court
Southern District of Iowa
Case No.: 21-01647
Judge: Hon. Anita L. Shodeen
Debtor's
Counsel: Jeffrey D. Goetz, Esq.
BRADSHAW, FOWLER, PROCTOR & FAIRGRAVE PC
801 Grand Avenue, Suite 3700
Des Moines, IA 50309-8004
Tel: 515-246-5817
Fax: 515-246-5808
E-mail: goetz.jeffrey@bradshawlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Nancy A. Voyna as managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/VWKYBQY/QHC_Madison_Square_LLC__iasbke-21-01647__0001.0.pdf?mcid=tGE4TAMA
QUADRUPLE D TRUST: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: Quadruple D Trust
9050 Poze Blvd
Denver, CO 80229
Business Description: The Debtor is engaged in activities related
to real estate.
Chapter 11 Petition Date: December 28, 2021
Court: United States Bankruptcy Court
District of Colorado
Case No.: 21-16233
Debtor's Counsel: Stephen Berken, Esq.
BERKEN CLOYES, PC
1159 Delaware Street
Denver, CO 80204
Tel: 303-623-4357
E-mail: stephenberkenlaw@gmail.com
Total Assets: $1,084,100
Total Liabilities: $695,999
The petition was signed by Donald Lopez, trustee.
The Debtor filed an empty list of its 20 largest unsecured
creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/RCOPKBY/Quadruple_D_Trust__cobke-21-16233__0001.0.pdf?mcid=tGE4TAMA
QUALITY MACHINE: Productivity Inc. Appointed as Committee Member
----------------------------------------------------------------
The U.S. Trustee for Region 12 on Dec. 29 appointed Productivity
Inc. as new member of the official committee of unsecured creditors
in the Chapter 11 case of Quality Machine of Iowa, Inc.
As of Dec. 29, the members of the committee are:
1. William Geary
Neisen Steel & Wire, LP
9400 Belmont Avenue
Franklin Park, IL 60131
Phone Number: (847) 671-8700 Ext: 260
2. Thomas Johansson
Lyindrical Precision LLC dba Prestige Products
1403 W. Broadway Ave
Minneapolis, MN 5541
3. Productivity Inc.
c/o Matt Lindgren
15150 25th Ave N.
Plymouth, MN 55447
Phone:763-745-1165
About Quality Machine of Iowa
Quality Machine of Iowa, Inc. is engaged in precision production
machining of metal parts. The company has two locations:
Minneapolis, Minn., and Audubon, Iowa.
Quality Machine of Iowa sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Minn. Case No. 21-42169) on Dec. 3,
2021. In the petition signed by Timothy Greene, owner and chief
executive officer, the Debtor disclosed $8,368,270 in assets and
$10,343,162 in liabilities.
Judge William J. Fisher oversees the case.
Cameron A. Lallier, Esq., at Foley and Mansfield, PLLP is the
Debtor's legal counsel.
The U.S. Trustee for Region 12 appointed an official committee of
unsecured creditors in the Debtor's case on Dec. 21, 2021.
REDEEMED CHRISTIAN: Taps Homewise Realty as Real Estate Agent
-------------------------------------------------------------
The Redeemed Christian Church of God, River of Life seeks approval
from the U.S. Bankruptcy Court for the District of Maryland to
employ Homewise Realty, LLC as real estate agent.
The Debtor requires a real estate agent in connection with the sale
of its real properties in Riverdale, Md. The Debtor intends to
sell the properties for $5.1 million.
The firm will receive a 2 percent commission from the sale.
As disclosed in court filings, Homewise Realty is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Adam Ross Levin
Homewise Realty, LLC
11111 Katy Fwy, Suite 910
Houston, TX 77079
Phone: (281) 352-4712
About Redeemed Christian Church of God
River of Life
The Redeemed Christian Church of God, River of Life is a tax-exempt
religious organization in Riverdale, Md.
The Debtor filed its voluntary petition for Chapter 11 protection
(Bankr. D. Md. Case No. 21-14554) on July 9, 2021, listing as much
as $10 million in both assets and liabilities. This case has been
consolidated with an older Chapter 11 case (Bankr. D. Md. Case No.
20-11902) filed by the Debtor on Feb. 13, 2020.
Judge Thomas J. Catliota oversees the Debtor's bankruptcy case.
John D. Burns, Esq., at The Burns Law Firm, LLC serves as the
Debtor's legal counsel.
REMLIW INC: Seeks Court Approval to Hire Notary Public
------------------------------------------------------
Remliw, Inc. seeks approval from the U.S. Bankruptcy Court for the
District of Puerto Rico to hire Ricardo Miguel Gonzalez, Esq., a
notary public, to assist in the closing of the sale of its real
property in Arecibo, P.R.
Mr. Gonzalez has agreed to be compensated on a fixed and contingent
fee equivalent to 0.005% of the gross sale price of the property.
As disclosed in court filings, Mr. Gonzalez is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
Mr. Gonzalez can be reached at:
Ricardo Miguel Gonzalez
Apt. 1B, Village at The Point Cond.
2318 Cacique St.
SJ, PR 00913
Mobile: 502 536-6312
Email: gonzalezcruzlex@gmail.com
About Remliw Inc.
Remliw Inc. is a privately held company, which owns a motel located
at Carr 639 Km 2.1 Arecibo, P.R.
Remliw filed a voluntary Chapter 11 petition (Bankr. D.P.R. Case
No. 19-01179) on March 2, 2019, listing $3,300 in assets and
$2,776,090 in total liabilities. The case is jointly administered
with Monte Idilio Inc.'s Chapter 11 case (Bankr. D.P.R. Case No.
19-03828) filed on July 1, 2019.
Judge Edward A. Godoy oversees the cases.
Jose F. Cardona Jimenez, Esq., at Cardona Jimenez Law Offices, PSC
serves as the Debtors' legal counsel. The Debtors also tapped the
services of Carlos Quintana-Santiago, a certified public accountant
in Mayaguez, P.R.
SEEDTREE MANAGEMENT: Court Approves Disclosure Statement
--------------------------------------------------------
Judge John K. Sherwood has entered an order approving the First
Modified Disclosure Statement of Seedtree Management, LLC.
January 18, 2022 at 10:00 am is fixed for the hearing on
confirmation of the Plan.
January 11, 2022 is fixed as the last day for filing and serving
written objections to confirmation of the Plan.
January 11, 2022 is fixed as the last day for filing written
acceptances or rejections of the Plan.
Wilmington Trust, NA reserves all rights to object to confirmation
of the Plan.
Debtor shall remit adequate protection payments to Wilmington
Trust, NA ("Secured Creditor") in the amount of $7,236.19 for
December 2021 and $7,229.41 for January 2022 in addition to
maintaining property insurance and paying all property taxes when
due. Adequate protection payments shall be remitted by Debtor's
counsel directly to Secured Creditor's counsel so to be received no
later than the 9th of each month.
Counsel for Seedtree Management, LLC:
SCURA, WIGFIELD, HEYER,
STEVENS &CAMMAROTA, LLP
1599 Hamburg Turnpike
Wayne, New Jersey 07470
Tel.: 973-696-8391
David L. Stevens
dstevens@scura.com
About Seedtree
Management Group
Cliffside Park, N.J.-based Seedtree Management Group, LLC, is a
single asset real estate debtor (as defined in 11 U.S.C. Section
101(51B)).
Seedtree Management Group sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.N.J. Case No. 21-12760) on April 5, 2021.
Leslie Boamah, member, signed the petition. In its petition, the
Debtor disclosed assets of between $1 million and $10 million and
liabilities of the same range. Judge John K. Sherwood oversees the
case.
Scura, Wigfield, Heyer, Stevens & Cammarota, LLP and the Law Office
of Michael D. Mirne, LLC serve as the Debtor's bankruptcy counsel
and special counsel, respectively.
SENIOR HEALTHCARE: Unsecureds Will Recover 34% Under Plan
---------------------------------------------------------
Senior Healthcare, Inc., submitted an Amended Disclosure Statement
explaining its Chapter 11 Plan.
The assets of the Debtor exist primarily of the real property
located at 428 Northwest Drive, Silver Spring, Maryland. That
property currently is assessed as having a value of$436,500 by the
Maryland State Department of Assessments and Taxation. However, the
Debtor believes that such an assessment undervalues the property
and according to online valuation tools, it is worth $594,500,
which is more in line with current sales of properties in the area.
As the Debtor operates its assisted living out of that property,
it would need substantial renovation to be converted back into a
single family home. The Debtor believes those costs decrease the
value of the Property by $35,000.
The Debtor was also owed the sum of $24,050 in past due rent,
primarily due from the State of Maryland which provides subsidies
to one if the Debtor's tenants. The Debtor is continuing in his
efforts to collect from the State of Maryland, but to date, those
efforts have been unsuccessful. The Debtor had $9,413 in its bank
accounts at the time of the filing of this case. It had office
equipment, furniture, and emergency equipment such as a generator
and blankets, which are worth approximately $5,200.
Class VI consists of Allowed Unsecured Claims, and includes the
judgment claim of Class V. The Debtor estimates that the balance
of all general unsecured claims is $192,000. The class shall share,
pro rata, in a total distribution of $65,000 paid in 10 semi-annual
payments commencing of the third monthly anniversary of the
Effective Date and continuing every 6 months thereafter. The
Debtor estimates that this will result in a distribution of
approximately 34% of Allowed Claims in this class. Class VI is
impaired.
The Debtor shall fund payments under the Plan from cash on hand as
of the Effective Date and cash flow from the Debtor's operations.
The Debtor's Facility is licensed for 8 occupants, although it
currently is operating well under capacity. The Debtor anticipates
obtaining new residents on order to increase revenue and assure the
feasibility of the Plan.
Counsel for the Debtor:
Steven H. Greenfeld
COHEN, BALDINGER & GREENFELD, LLC
2600 Tower Oaks Boulevard, Suite 290
Rockville, MD 20852
Tel: (301) 881-8300
E-mail: Steveng@cohenbaldinger.com
A copy of the Disclosure Statement dated December 22, 2021, is
available at https://bit.ly/3Fvm26e from PacerMonitor.com.
About Senior Healthcare Inc.
Senior Healthcare, Inc. filed a Chapter 11 bankruptcy petition
(Bankr. D. Md. Case No. 21-15037) on Aug. 2, 2021, listing as much
as $1 million in assets and as much as $500,000 in liabilities.
Judge Thomas J. Catliota oversees the case. Cohen Baldinger &
Greenfeld, LLC serves as the Debtor's legal counsel.
STRIKE LLC: Gets OK to Hire Ritchie Bros. to Sell De Minimis Assets
-------------------------------------------------------------------
Strike, LLC and its affiliates received approval from the U.S.
Bankruptcy Court for the Southern District of Texas to hire Ritchie
Bros. Auctioneers (America) Inc. and its affiliate, IronPlanet,
Inc., to sell their so-called "de minimis assets" by public
auction.
The Debtors' de minimis assets include vehicles and equipment,
which are no longer needed for their business. These assets are
usually sold at the conclusion of projects or at the end of lease
terms.
Noni Garcia, director at Ritchie Bros., disclosed in a court filing
that the firm is a "disinterested person" as defined in Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Noni Garcia
Ritchie Bros. Auctioneers (America) Inc.
IronPlanet, Inc.
15500 Highway 59 N.
Humble, TX 77396
About Strike LLC
Strike, LLC -- http://www.strikeusa.com/-- is a full-service
pipeline, facilities, and energy infrastructure solutions provider.
Headquartered in The Woodlands, Texas, Strike partners closely
with clients all across North America, safely and successfully
delivering a full range of integrated engineering, construction,
maintenance, integrity, and specialty services that span the entire
oil and gas life cycle.
Strike and its affiliates sought Chapter 11 protection (Bankr. S.D.
Texas Lead Case No. 21-90054) on Dec. 6, 2021. In the petitions
signed by CFO Sean Gore, Strike listed as much as $500 million in
both assets and liabilities.
The cases are handled by Judge David R. Jones.
The Debtors tapped Jackson Walker LLP and White & Case LLP as legal
counsel; Opportune, LLP as financial advisor; and Opportune
Partners, LLC as investment banker. Epiq Corporate Restructuring,
LLC is the claims agent.
The U.S. Trustee for Region 7 appointed an official committee of
unsecured creditors on Dec. 15, 2021. The committee is represented
by Marty Brimmage, Esq.
STRIKE LLC: Seeks to Hire Opportune LLP as Financial Advisor
------------------------------------------------------------
Strike, LLC and its affiliates seek approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Opportune, LLP as financial advisor.
Opportune will render these general strategic advisory and
reorganization services:
(a) assist in the preparation of financial and other
information for distribution to stakeholders and others;
(b) evaluate transactional alternatives and associated
financial and operational implications;
(c) assist in the implementation of strategies and tactics in
respect of strategic, financial, and operational alternatives;
(d) assist in the identification and implementation of
short-term cash management procedures;
(e) assist the Debtors' management, counsel, and other
advisors focused on the coordination of resources related to
ongoing reorganization efforts;
(f) attend meetings and assist in discussions with potential
investors, banks, other secured lenders, any committees, and other
stakeholders and assistance with respect to due diligence requests
from the same;
(g) assist in the review of significant contracts and leases;
(h) provide certain tax advisory services;
(i) support any litigation efforts, in connection with
counsel; and
(j) provide other general financial and restructuring advisory
services.
The firm will also render these bankruptcy advisory services:
(a) assist in the preparation of bankruptcy documents;
(b) develop forecasts and information for obtaining bankruptcy
court approval of use of cash collateral or debtor-in-possession
financing and related compliance reporting;
(c) assist in the preparation of financial related disclosures
required by the bankruptcy court;
(d) assist in the preparation of financial information;
(e) assist with respect to mortgages and lien perfections, as
necessary;
(f) assist in the identification of executory contracts and
leases and performance of cost/benefit evaluations with respect to
the affirmation or rejection of each;
(g) analyze creditor claims by type, entity, and individual
claim;
(h) assist in the preparation of information and analysis
necessary for the confirmation of a plan of reorganization in such
Chapter 11 proceedings;
(i) assist in the analysis/preparation of information
necessary to assess the tax attributes related to the confirmation
of a plan of reorganization in these Chapter 11 cases;
(j) provide litigation advisory services with respect to
accounting and tax matters;
(k) provide expert witness testimony on case related issues;
(l) provide continued assistance with any prepetition
strategic advisory and reorganization efforts as mutually agreed
and appropriate;
(m) provide ongoing support with respect to managing the
day-to-day requirements of the bankruptcy process; and
(n) render such other general financial, restructuring, and
business consulting or such other assistance management or counsel
may deem necessary.
The hourly rates of Opportune's professionals are as follows:
Managing Partner $1,035 per hour
Partner $945 per hour
Managing Directors $788 per hour
Directors $698 per hour
Managers $617 per hour
Senior Consultants $464 per hour
Consultants $405 per hour
Administrative Professional $250 per hour
In addition, the firm will seek reimbursement for expenses
incurred.
Sean Clements, a partner at Opportune, 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:
Sean Clements
Opportune LLP
711 Louisiana St., Suite 3100
Houston, TX 77002
Telephone: (713) 490-5050
About Strike LLC
Strike, LLC -- http://www.strikeusa.com/-- is a full-service
pipeline, facilities, and energy infrastructure solutions provider.
Headquartered in The Woodlands, Texas, Strike partners closely
with clients all across North America, safely and successfully
delivering a full range of integrated engineering, construction,
maintenance, integrity, and specialty services that span the entire
oil and gas life cycle.
Strike and its affiliates sought Chapter 11 protection (Bankr. S.D.
Texas Lead Case No. 21-90054) on Dec. 6, 2021. In the petitions
signed by CFO Sean Gore, Strike listed as much as $500 million in
both assets and liabilities.
The cases are handled by Judge David R. Jones.
The Debtors tapped Jackson Walker LLP and White & Case LLP as legal
counsel; Opportune, LLP as financial advisor; and Opportune
Partners, LLC as investment banker. Epiq Corporate Restructuring,
LLC is the claims agent.
The U.S. Trustee for Region 7 appointed an official committee of
unsecured creditors on Dec. 15, 2021. The committee is represented
by Marty Brimmage, Esq.
STRIKE LLC: Seeks to Hire White & Case as Bankruptcy Counsel
------------------------------------------------------------
Strike, LLC and its affiliates seek approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ White
& Case, LLP to serve as legal counsel in their Chapter 11 cases.
The firm's services include:
(a) advising the Debtors with respect to their powers and duties
in the continued management and operation of their businesses and
properties;
(b) advising and consulting on the conduct of the bankruptcy
cases, including all of the legal requirements of operating in
Chapter 11;
(c) advising the Debtors in connection with corporate
transactions and corporate governance, negotiations, consent
solicitations, credit agreements and other agreements, and
preparing documents related thereto;
(d) reviewing and preparing legal papers;
(e) attending meetings and negotiating with representatives of
creditors and other parties in interest;
(f) advising the Debtors with respect to legal issues related to
their financial circumstances such as restructuring, financing,
corporate, tax, litigation, mergers and acquisition, and employment
issues;
(g) performing all other ancillary necessary legal services for
the Debtors in connection with the prosecution of their cases,
including (i) analyzing the legal aspects of the Debtors' leases
and contracts and the assumption and assignment or rejection
thereof; (ii) analyzing the validity of liens against the Debtors;
and (iii) advising the Debtors on corporate and litigation
matters;
(h) taking all necessary legal actions to protect and preserve
the Debtors' estates, including prosecuting actions on the Debtors'
behalf, defending any actions that may be commenced against the
Debtors, preparing objections to claims filed against the estates,
and representing the Debtors in negotiations concerning litigation
in which they are involved; and
(i) taking necessary actions to obtain approval of a disclosure
statement and confirmation of a Chapter 11 plan.
The firm's hourly rates are as follows:
Partners $1,200 to $1,725
Counsels $1,120 per hour
Associates $635 to $1,085 per hour
Paraprofessionals $185 to $565 per hour
Prior to the petition date, the firm received a retainer of
$500,000 from the Debtor. The firm will also receive reimbursement
for out-of-pocket expenses incurred.
Andrew O'Neill, Esq., a partner at White & Case, disclosed in a
court filing that his firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
Mr. O'Neill also disclosed the following in response to the request
for additional information set forth in Paragraph D.1. of the U.S.
Trustee Guidelines:
a. Question: Did you agree to any variations from, or
alternatives to, your standard or customary billing arrangements
for this engagement?
Answer: No.
b. Question: Do any of the professionals included in this
engagement vary their rate based on the geographic location of the
bankruptcy case?
Answer: No.
c. Question: If you represented the client in the twelve (12)
months prepetition, disclose your billing rates and material
financial terms for the prepetition engagement, including any
adjustments during the twelve (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: White & Case's current billing rates for its
attorneys and paraprofessionals at its domestic offices are as
follows: $1,200 to $1,725 for partners, $1,120 for counsel, $635 to
$1,085 for associates, and $185 to $565 for paraprofessionals. The
firm has represented the Debtors since February 2021.
d. Question: Has your client approved your prospective budget
and staffing plan, and, if so, for what budget period?
Answer: The firm has not prepared a budget and staffing
plan.
White & Case can be reached at:
Andrew O'Neill, Esq.
White & Case, LLP
111 South Wacker Drive Suite 5100
Chicago, IL 60606-4302
Tel: (312) 881-5400
Fax: (312) 881-5450
Email: aoneill@whitecase.com
About Strike LLC
Strike, LLC -- http://www.strikeusa.com/-- is a full-service
pipeline, facilities, and energy infrastructure solutions provider.
Headquartered in The Woodlands, Texas, Strike partners closely
with clients all across North America, safely and successfully
delivering a full range of integrated engineering, construction,
maintenance, integrity, and specialty services that span the entire
oil and gas life cycle.
Strike and its affiliates sought Chapter 11 protection (Bankr. S.D.
Texas Lead Case No. 21-90054) on Dec. 6, 2021. In the petitions
signed by CFO Sean Gore, Strike listed as much as $500 million in
both assets and liabilities.
The cases are handled by Judge David R. Jones.
The Debtors tapped Jackson Walker, LLP and White & Case, LLP as
legal counsel. Opportune Partners, LLC is the Debtors' investment
banker and financial advisor while Epiq Corporate Restructuring,
LLC is its claims agent.
The U.S. Trustee for Region 7 appointed an official committee of
unsecured creditors on Dec. 15, 2021. The committee is represented
by Marty Brimmage, Esq.
STRIKE LLC: Seeks to Tap Opportune Partners as Investment Banker
----------------------------------------------------------------
Strike, LLC and its affiliates seek approval from the U.S.
Bankruptcy Court for the Southern District of Texas to employ
Opportune Partners LLC as investment banker.
Opportune will render these general strategic advisory and
reorganization services:
(a) assist the Debtors in the development and distribution of
selected information, documents and other materials, creation and
maintenance of a dataroom;
(b) market the Debtors and/or their assets;
(c) review and consider various strategic and financial
alternatives which may be available to the Debtors;
(d) evaluate the Debtors' debt capacity and their
liabilities;
(e) structure, facilitate, coordinate, and effect a
financing;
(f) assist the Debtors in evaluating and negotiating with
respect to indications of interest and proposals regarding any
transactions(s) from current and/or potential lenders, equity
investors, acquirers and/or strategic partners;
(g) prepare term sheets, purchase and sale agreements and
closing documents;
(h) assist the Debtors with the negotiation of any
transaction(s);
(i) provide expert advice and testimony;
(j) attend meetings of the Debtors' management, directors,
creditor groups, official constituencies and other interested
parties, as the Debtors and Opportune Partners mutually agree;
(k) provide financial advice and assistance to the Debtors in
developing and seeking approval of any restructuring transaction;
and
(l) provide such other investment banking services as may be
agreed upon by Opportune Partners and the Debtors.
The Debtors have agreed to pay Opportune Partners the proposed
compensation below:
(a) An advisory fee of $125,000 per month.
(b) The greater of either (i) a completion fee equal to $3
million, payable in cash on the effective date of a restructuring
transaction, and (ii) a sale transaction fee, earned upon the
closing of a sale transaction and payable from the gross proceed of
a sale transaction, equal to 1.5 percent of the aggregate gross
consideration.
(c) A financing fee equal to (i) 1.0 percent of the face
amount of any senior secured debt raised; (ii) 2.0 percent of the
face amount of any junior secured or senior or subordinated
unsecured debt raised and (iii) 3.0 percent of any equity capital,
capital convertible into equity or hybrid capital raised.
(d) 50 percent of all monthly fees shall be credited towards
the payment of either the sale transaction fee or the completion
fee, as applicable, but not the financing fee.
(e) Reimbursement of out-of-pocket expenses incurred.
Opportune Partners received a $125,000 retainer from the Debtors.
Ryan Bouley, a partner at Opportune, 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:
Ryan Bouley
Opportune Partners LLC
711 Louisiana St., Suite 3100
Houston, TX 77002
Telephone: (713) 490-5050
About Strike LLC
Strike, LLC -- http://www.strikeusa.com/-- is a full-service
pipeline, facilities, and energy infrastructure solutions provider.
Headquartered in The Woodlands, Texas, Strike partners closely
with clients all across North America, safely and successfully
delivering a full range of integrated engineering, construction,
maintenance, integrity, and specialty services that span the entire
oil and gas life cycle.
Strike and its affiliates sought Chapter 11 protection (Bankr. S.D.
Texas Lead Case No. 21-90054) on Dec. 6, 2021. In the petitions
signed by CFO Sean Gore, Strike listed as much as $500 million in
both assets and liabilities.
The cases are handled by Judge David R. Jones.
The Debtors tapped Jackson Walker LLP and White & Case LLP as legal
counsel; Opportune, LLP as financial advisor; and Opportune
Partners, LLC as investment banker. Epiq Corporate Restructuring,
LLC is the claims agent.
The U.S. Trustee for Region 7 appointed an official committee of
unsecured creditors on Dec. 15, 2021. The committee is represented
by Marty Brimmage, Esq.
T.W. LAQUAY: Seeks to Hire Fuqua & Associates as Legal Counsel
--------------------------------------------------------------
T.W. LaQuay Marine, LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to employ Fuqua &
Associates, P.C. to serve as legal counsel in its Chapter 11 case.
The firm's services will include:
a. advising the Debtor regarding its powers and duties in the
continued operation of its business and management of its
property;
b. preparing pleadings;
c. negotiating and filing a potential plan of arrangement;
and
d. other necessary legal services.
The hourly rates charged by the firm's attorneys and legal
assistants are as follows:
Richard L. Fuqua, attorney in charge $600 per hour
Mary Ann Bartee, Associates $300 per hour
T.J. O'Dowd, Legal Assistant $105 per hour
The firm will also be reimbursed for out-of-pocket expenses
incurred.
Richard Fuqua, Esq., a partner at Fuqua & Associates, disclosed in
court filings that his firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
Fuqua & Associates can be reached at:
Richard L. Fuqua, Esq.
Fuqua & Associates, P.C.
5005 Riverway, Suite 250
Houston, TX 77056
Tel: (713) 960-0277
Fax: (713) 960-1064
Email: RLFuqua@FuquaLegal.com
About T.W. LaQuay Marine
T.W. LaQuay Marine, LLC, a company based in Port Lavaca, Texas,
filed its voluntary petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Tex. Case No. 21-60101) on Dec. 13,
2021, listing as much as $50 million in both assets and
liabilities. Linda LaQuay, vice-president, signed the petition.
Judge Christopher M. Lopez presides over the case.
Richard Lee Fuqua II, Esq., at Fuqua & Associates, P.C. represents
the Debtor as legal counsel.
TACTIC EDGE: Case Summary & 30 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Tactic Edge Solutions LLC
990 Hammond Drive, Suite 700
Atlanta, GA 30328
Chapter 11 Petition Date: December 21, 2021
Court: United States Bankruptcy Court
Northern District of Georgia
Case No.: 21-59497
Debtor's Counsel: J. Robert Williamson, Esq.
SCROGGINS & WILLIAMSON, P.C.
4401 Northside Parkway
Suite 450
Atlanta, GA 30327
Tel: 404-893-3880
E-mail: centralstation@swlawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500 million to $1 billion
The petition was signed by Katie Goodman, authorized officer.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/IVDB5WY/Tactic_Edge_Solutions_LLC__ganbke-21-59497__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Sharity Ministries, Inc. Adversary $574,736,000
821 Atlanta Street Proceeding
Suite 124
Roswell, GA 30075
Joseph Huston
Tel: 302-425-2608
Email: joseph.huston@stevenslee.com
2. Gerald Jackson, Default Judgment $21,352,827
Roslyn Jackson
c/o Sirianni Youtz
Spoonemore
3101 Western Ave.,
Ste 350
Seattle, WA 98121
Eleanor Hamburger
Tel: 206-223-0303
Email: ehamburger@sylaw.com
3. Hanna Albina & Default Judgment $4,679,868
Austin Willard
c/o Sirianni Youtz
Spoonemore
3101 Western Ave.,
Ste 350
Seattle, WA 98121
Eleanor Hamburger
Tel: 206-223-0303
Email: ehamburger@sylaw.com
4. One Share Health LLC Contract $3,750,000
3701 Regent Blvd, Ste 100
Attn: Buddy Combs, Esq.
Irving, TX 75063
Kyle Wallace
Tel: 470-990-7166
Email: kwallace@shiverhamilton.com
5. Burr Forman LLP Legal Services $1,518,422
420 North 20th Street
Suite 2400
Birmingham, AL 35203
Jennifer Moseley
Tel: 404-685-4322
Email: jmoseley@burr.com
6. Emids Trade Debt $768,092
318 Seabord Ln
Suite 110
Franklin, TN 37067
Matthew Martin
Tel: 404-527-8478
Email: matt.martin@dentons.com
7. Duane Morris LLP Legal Services $743,819
30 South 17th Street
Philadelphia, PA
19103-4196
Alex Gonzales
Tel: 512-277-2251
Email: ajgonzales@duanemorris.com
8. Bondurant Mixon & Legal Services $736,239
Elmore LLP
1201 W. Peachtree
St., NW
Suite 3900
Atlanta, GA 30309
Ronan Doherty
Tel: 404-881-4100
Email: doherty@bmelaw.com
9. BMO PPP Loan $638,453
111 W. Monroe Street
Chicago, IL 60603
10. Steve Vermaak Former $378,271
2477 North Forest Drive Shareholder
Marietta, GA 30062
11. ROC III Fairlead Landlord $314,971
Embassy Row
Owner LLC
Five Councouse
Pkwy, Ste 500
Atlanta, GA 30328
Geremy Gregory
Tel: 404-962-3561
Email: ggregory@balch.com
12. Assurance IQ Inc. Trade Debt $264,057
920 5th Ave., Ste 3600
Seattle WA 98104
13. Rath Young & Legal Services $223,335
Pignatelli PC
P.O. Box 1500
Concord, NH
03302-1500
14. Nelson Taplin Consulting $217,748
Goldwater Inc Services
1555 Palm Beach
Lakes Blvd
Suite 1510
West Palm Beach,
FL 33401
15. HealthScope Contract $188,817
Benefits, Inc.
27 Corporate Hill Drive
Little Rock AR 72211
16. Ray Guiterez Former $161,395
3905 Briones Street Shareholder
Austin, TX 78723
17. James Eddie Black Former $161,395
811 Holley Drive Shareholder
Albany, GA 31705
18. Administration123 Contract $129,698
668 N. Coast Hwy #167
Austin, TX 78723
19. Amazon Web Trade Debt $123,894
Services Inc.
P.O. Box 84023
Seattle, WA
98124-8423
20. Five 9, Inc. Trade Debt $115,181
4000 Executive Parkway
Suite #400
San Ramon, CA 94583
21. Steptoe & Johnson LLP Legal Services $111,540
1330 Connecticut
Avenue NW
Washington, DC
20036
22. Netlink Consulting $105,600
999 Tech Row, Ste 100 Services
Madison Heights, MI 48071
23. Canon Financial Equipment Lease $103,207
Svcs, Inc.
14904 Collections Ctr Dr.
Chicago, IL 60693
Karen Anghelescu
Tel: 800-613-2228
Email: customercare@csa.canon.com
24. MultiPlan, Inc. Contract $96,727
P.O. Box 29380
New York, NY 10087
25. HealthEdge Software Trade Debt $90,700
30 Corporate Drive
Burlington, MA 01803
John D. Elrod
Tel: 678-553-2259
Email: ElrodJ@gtlaw.com
26. OutSystems, Inc. Contract $84,000
5901 Peachtree
Dunwoody Rd NE
Bldg C495
Atlanta, GA 30328
27. Dell Financial Svcs Equipment Lease $72,194
Payment Processing Center
P.O. Box 6547
Carol Stream, IL
60197-6547
Kim Vodicka
28. Nyemaster Goode PC Legal Services $70,896
700 Walnut Street
Suite 1600
Des Moines, IA 50309
29. Quotit Services $68,940
P.O. Box 6539
Beaverton, OR
97007
30. Meadows, Collier, Legal Services $53,157
Reed, Cousins,
Crouch & Ungerman LLP
901 Main Street
Suite 3700
Dallas, TX 75202
TWINS SPECIAL: Unsecureds Paid in Full in 48 Monthly Installments
-----------------------------------------------------------------
This Disclosure Statement is submitted in support of the First
Amended Joint Plan of Reorganization, jointly proposed by Twins
Special, LLC together with secured creditors Nicholas Mechling and
Christopher Mechling.
The Plan requires, and the Confirmation Order shall provide, that
the Mechlings must contribute funds sufficient to make Plan
Payments if they have, from time to time and in the aggregate,
received Intellectual Property Proceeds sufficient to make the Plan
Payments which have become due.
Only to the extent that the Intellectual Property Proceeds received
by the Mechlings is insufficient to fund the Plan Payments, the
Mechlings may, but are not required to, deposit to the account of
the Reorganized Debtor funds sufficient to make the balance of each
Plan Payment. Each advance of funds so deposited by the Mechlings
shall constitute a loan to the Reorganized Debtor. Such loan(s) may
be on any terms agreed to by the Mechlings and the Reorganized
Debtor.
Class 3 - General Unsecured Claims. The Class 3 Allowed Claims
shall bear interest at 3% per annum from and after the Effective
Date, and shall be paid in 48 monthly installments. The first such
installment shall be due on the later of: (i) April 1, 2022 or (ii)
on the first day of the second full month after the Effective Date.
The total installments shall have a Present Value, amortized at 3%
per annum, equal to the amount of the Class 3 Allowed Claims as of
the Effective Date. The installments are graduated in amount, with
smaller installments due during the first year of Plan Payments,
and increasing during the second, third and fourth years.
Notwithstanding any other provision set forth in this section, no
payment shall be made on account of a Class 3 Allowed Claim unless
all Plan Payments owing to the Class 2 Creditor, which first became
due on or before the date on which the date on which the subject
Class 3 payment is to be made, have been made. The Reorganized
Debtor is permitted to prepay all or a portion of the Class 3
Allowed Claims at any time and from time to time, but only if all
Unclassified Claims, and the Class 2 Claim, have been Paid in Full.
Class 3 is impaired.
Attorney for Debtor
Twins Special, LLC:
Bruce R. Babcock 085878
4808 Santa Monica Ave.
San Diego, CA 92017
Telephone: (619) 222-2661
Attorneys for Creditors Nicholas Mechling
and Christopher Mechling:
Dean T. Kirby, Jr. 090114
Roberta S. Robinson 099035
KIRBY & McGUINN, A P.C.
707 Broadway, Suite 1750
San Diego, California 92101-5393
Telephone: (619) 685-4000
Facsimile: (619) 685-4004
A copy of the Disclosure Statement dated December 8, 2021, is
available at https://bit.ly/3pHcu1r from PacerMonitor.com.
About Twins
Special
Twins Special, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Cal. Case No. 20-01230) on March 3,
2020. At the time of the filing, the Debtor was estimated to have
assets of between $1 million and $10 million and liabilities of the
same range. Judge Christopher B. Latham oversees the case. The
Debtor is represented by the Law Office of Bruce R. Babcock, Esq.
UKG INC: Moody's Alters Outlook on B2 CFR to Negative
-----------------------------------------------------
Moody's Investors Service affirmed UKG Inc.'s (UKG) existing
ratings, including its B2 Corporate Family Rating (CFR) and the B1
and Caa1 ratings for its 1st lien and 2nd lien credit facilities,
respectively, and changed the ratings outlook to negative, from
stable. The rating action was prompted by the cybersecurity
incident that affected certain parts of UKG's business, the impact
of which could further pressure the company's already weak credit
metrics.
Affirmations:
Issuer: UKG Inc.
Corporate Family Rating, Affirmed B2
Probability of Default Rating, Affirmed B2-PD
Senior Secured 1st Lien Term Loan, Affirmed B1 (LGD3)
Senior Secured 1st Lien Revolving Credit Facility, Affirmed B1
(LGD3)
Senior Secured 2nd Lien Term Loan, Affirmed Caa1 (LGD6)
Outlook Actions:
Issuer: UKG Inc.
Outlook, Changed To Negative From Stable
RATINGS RATIONALE
UKG reported that it became aware of a ransomware incident on
December 11, 2021, that affected Kronos Private Cloud—the
environment where some of its UKG Workforce Central, UKG TeleStaff,
Healthcare Extensions, and Banking Scheduling Solutions are
deployed. The company currently estimates that only a limited
number of customers that use the affected solutions (which are
hosted on third-party data centers) are affected. UKG's customers
using affected solutions are unable to use these solutions that
perform critical operations, including workforce scheduling,
tracking attendance, and payroll services. Moody's views data
breaches and related litigation costs and reputational damage as
social risks that could negatively impact customer relations.
As with the prior cybersecurity breaches of software vendors, the
full extent of the effects of the cybersecurity breach may not be
clear for several months. Cybersecurity incidents can affect credit
profile in a number of ways. UKG will face uncertainty over the
intermediate term from: (i) the costs and expenses related to the
breach in excess of the company's insurance coverages; (ii)
potential legal liability, especially if the data breach included
any sensitive confidential information; (iii) service-level credits
the company may be required to offer to affected customers; iv)
increase in future insurance coverage costs; and, (v) the potential
impact on software bookings and renewals. In addition,
cybersecurity incidents can consume significant management
resources and prove to be a distraction for management in executing
business strategy.
At the same time, Moody's believes that UKG's revenues likely
affected by the cybersecurity incident represent a minority share
of the company's approximately $3.3 billion of annual revenues.
This estimate incorporates UKG's disclosure about the products and
environment currently known to be impacted by the incident. The
affected products are part of legacy Kronos Incorporated's
portfolio. UKG was formed after the merger between Kronos
Incorporated and The Ultimate Software Group, Inc. in April 2020.
Both companies had nearly equal revenues on a standalone basis
prior to the merger. The majority of Kronos and Ultimate Software's
solutions are still being integrated and operate in separate
environments. Furthermore, Moody's believes that the majority of
Kronos' customers host its legacy Workforce Central services in
their on-premise environments -- separate from Kronos Private Cloud
-- and the customers of its native cloud solutions (such as
Dimensions and Ready) use Google Cloud Platform, which both are
unaffected by the cybersecurity incident.
The negative outlook is primarily driven by governance and social
risk considerations. Earlier in December 2021, UKG raised $1.5
billion of new debt to fund an approximately $1 billion of
potential distribution to its shareholders and it retained $500
million of cash for future acquisitions. The increase in debt left
the company weakly positioned in the B2 rating category, with
limited cushion to absorb the impact from potential execution
challenges. The impact of the cybersecurity incident could further
pressure the company's already weak credit metrics. The negative
outlook additionally reflects the risk that UKG's revenue growth of
at least 10%, driven by subscription revenue growth in the mid to
high teens percentages, that underpinned its B2 CFR, may not
materialize in the intermediate term.
The affirmation of the B2 CFR is supported by UKG's large operating
scale and management's strong track record of execution and
generating strong revenue growth. UKG is as a large vendor of Human
Capital Management (HCM) software with strong market positions in
the Workforce Management (WFM), Human Resources software, and
Payroll processing segments. If UKG does not suffer enduring
reputational harm, it has good growth opportunities from converting
legacy Kronos' maintenance-paying customers into subscription
services with higher lifetime revenues and increasing penetration
of HR software and payroll services in small and mid-size
enterprise accounts. Moody's also considers UKG's strong equity
cushion resulting from its large base of recurring software
revenues and the likely support from financial sponsors given their
significant investments in UKG. UKG's history of high financial
risk tolerance and its very high leverage constrain the rating.
UKG has adequate liquidity. The company maintains a $425 million of
revolving credit facility. It had approximately $262 million of
cash at fiscal year ended September 2021, pro forma for the
financing transactions completed in December 2021, and excluding
the cash earmarked for future acquisitions. These sources of
liquidity, coupled with Moody's estimates of over $300 million of
free cash flow prior to the cybersecurity incident provide adequate
cushion to absorb the negative impact from the cybersecurity
incident and potential cash outlays to settle previously committed
stock-based incentive payments.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Given UKG's very high leverage and downside risks from the
cybersecurity incident, a rating upgrade is not expected in the
intermediate term.
Moody's could downgrade UKG's ratings if its liquidity position
weakens, or Moody's expects UKG's organic revenue growth is
unlikely to be sustained above 10% over the next 12 to 18 month and
free cash flow (after settling share-based payments liability) will
remain below 2% of total adjusted debt for an extended period of
time.
UKG Inc. was formerly known as The Ultimate Software Group, Inc.
The company is a leading provider of workforce management, human
resources and payroll software applications. Affiliates of Hellman
& Friedman have controlling equity interest in the company. Funds
affiliated with Blackstone, GIC, Canada Pension Plan Investment
Board, and JMI Equity own minority interests in UKG.
USA BENEFITS: Case Summary & 30 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: USA Benefits & Administrators LLC
990 Hammond Drive, Suite 700
Atlanta, GA 30328
Chapter 11 Petition Date: December 21, 2021
Court: United States Bankruptcy Court
Northern District of Georgia
Case No.: 21-59498
Debtor's Counsel: J. Robert Williamson, Esq.
SCROGGINS & WILLIAMSON, P.C.
4401 Northside Parkway
Suite 450
Atlanta, GA 30327
Tel: 404-893-3880
E-mail: centralstation@swlawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500 million to $1 billion
The petition was signed by Katie Goodman as authorized officer.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/I7JZJ7A/USA_Benefits__Administrators__ganbke-21-59498__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Sharity Ministries, Inc. Adversary $574,736,000
821 Atlanta Street Proceeding
Suite 124
Roswell, GA 30075
Joseph Huston
Tel: 302-425-2608
Email: joseph.huston@stevenslee.com
2. Gerald Jackson, Default Judgment $21,352,827
Roslyn Jackson
c/o Sirianni Youtz
Spoonemore
3101 Western Ave.,
Ste 350
Seattle, WA 98121
Eleanor Hamburger
Tel: 206-223-0303
Email: ehamburger@sylaw.com
3. Hanna Albina & Default Judgment $4,679,868
Austin Willard
c/o Sirianni Youtz Spoonemore
3101 Western Ave., Ste 350
Seattle, WA 98121
Eleanor Hamburger
Tel: 206-223-0303
Email: ehamburger@sylaw.com
4. One Share Health LLC Contract $3,750,000
3701 Regent Blvd, Ste 100
Attn: Buddy Combs, Esq.
Irving, TX 75063
Kyle Wallace
Tel: 470-990-7166
Email: kwallace@shiverhamilton.com
5. Burr Forman LLP Legal Services $1,518,422
420 North 20th Street
Suite 2400
Birmingham, AL 35203
Jennifer Moseley
Tel: 404-685-4322
Email: jmoseley@burr.com
6. Emids Trade Debt $768,092
318 Seabord Ln
Suite 110
Franklin, TN 37067
Matthew Martin
Tel: 404-527-8478
Email: matt.martin@dentons.com
7. Duane Morris LLP Legal Services $743,819
30 South 17th Street
Philadelphia, PA
19103-4196
Alex Gonzales
Tel: 512-277-2251
Email: ajgonzales@duanemorris.com
8. Bondurant Mixon & Legal Services $736,239
Elmore LLP
1201 W. Peachtree
St., NW
Suite 3900
Atlanta, GA 30309
Ronan Doherty
Tel: 404-881-4100
Email: doherty@bmelaw.com
9. BMO PPP Loan $638,453
111 W. Monroe Street
Chicago, IL 60603
10. Steve Vermaak Former $378,271
2477 North Forest Drive Shareholder
Marietta, GA 30062
11. ROC III Fairlead Landlord $314,971
Embassy Row
Owner LLC
Five Councouse
Pkwy, Ste 500
Atlanta, GA 30328
Geremy Gregory
Tel: 404-962-3561
Email: ggregory@balch.com
12. Assurance IQ Inc. Trade Debt $264,057
920 5th Ave., Ste 3600
Seattle WA 98104
13. Rath Young & Legal Services $223,335
Pignatelli PC
P.O. Box 1500
Concord, NH
03302-1500
14. Nelson Taplin Consulting $217,748
Goldwater Inc Services
1555 Palm Beach
Lakes Blvd
Suite 1510
West Palm Beach,
FL 33401
15. HealthScope Contract $188,817
Benefits, Inc.
27 Corporate Hill Drive
Little Rock AR 72211
16. Ray Guiterez Former $161,395
3905 Briones Street Shareholder
Austin, TX 78723
17. James Eddie Black Former $161,395
811 Holley Drive Shareholder
Albany, GA 31705
18. Administration123 Contract $129,698
668 N. Coast Hwy #167
Austin, TX 78723
19. Amazon Web Trade Debt $123,894
Services Inc.
P.O. Box 84023
Seattle, WA
98124-8423
20. Five 9, Inc. Trade Debt $115,181
4000 Executive Parkway
Suite #400
San Ramon, CA 94583
21. Steptoe & Johnson LLP Legal Services $111,540
1330 Connecticut
Avenue NW
Washington, DC 20036
22. Netlink Consulting $105,600
999 Tech Row, Ste 100 Services
Madison Heights, MI 48071
23. Canon Financial Equipment Lease $103,207
Svcs, Inc.
14904 Collections Ctr Dr.
Chicago, IL 60693
Karen Anghelescu
Tel: 800-613-2228
Email: customercare@csa.canon.com
24. MultiPlan, Inc. Contract $96,727
P.O. Box 29380
New York, NY 10087
25. HealthEdge Software Trade Debt $90,700
30 Corporate Drive
Burlington, MA 01803
John D. Elrod
Tel: 678-553-2259
Email: ElrodJ@gtlaw.com
26. OutSystems, Inc. Contract $84,000
5901 Peachtree
Dunwoody Rd NE
Bldg C495
Atlanta, GA 30328
27. Dell Financial Svcs Equipment Lease $72,194
Payment Processing Center
P.O. Box 6547
Carol Stream, IL
60197-6547
Kim Vodicka
28. Nyemaster Goode PC Legal Services $70,896
700 Walnut Street
Suite 1600
Des Moines, IA 50309
29. Quotit Services $68,940
P.O. Box 6539
Beaverton, OR
97007
30. Meadows, Collier, Legal Services $53,157
Reed, Cousins,
Crouch & Ungerman LLP
901 Main Street
Suite 3700
Dallas, TX 75202
WILLIAMS SCOTSMAN: Moody's Hikes CFR to Ba3; Outlook Stable
-----------------------------------------------------------
Moody's Investors Service has upgraded to Ba3 from B1 Williams
Scotsman International Inc.'s (Williams Scotsman) corporate family
rating (CFR), and upgraded the company's senior secured rating to
B2 from B3. The rating action concludes the review for upgrade
initiated on 23 September 2021. Williams Scotsman's outlook has
been changed to stable from ratings under review.
Upgrades:
Issuer: Williams Scotsman International Inc.
Corporate Family Rating, Upgraded to Ba3 from B1
Senior Secured Regular Bond/Debenture, Upgraded to B2 from B3
Outlook Actions:
Issuer: Williams Scotsman International Inc.
Outlook, Changed To Stable From Rating Under Review
RATINGS RATIONALE
Moody's said the upgrade of Williams Scotsman's ratings reflects
the company's improved financial profile, including stronger
profitability and lower leverage. The company's ratings also
reflect its strong franchise position as the largest lessor for
modular space and portable solutions in North America.
Williams Scotsman's profitability and leverage have improved over
the last three years as acquisition transaction-related and
integration charges abated, and the company realized related cost
synergies. The company's profitability, as measured by net income
to average managed assets (NI/AMA), increased to 4.3% for 2020 and
2.9% in the first nine months of 2021, from a 3.9% loss for 2019,
said Moody's.
The company's debt/EBITDA leverage improved to 4.0x as of 30
September 2021 and 4.8x as of year-end 2020, from 5.1x as of
year-end 2019. Moody's expects profitability for the company to
remain solid, while leverage is likely to continue to improve over
the next 12-18 months as the company pays down debt and increases
EBITDA.
Moody's also expects asset quality to remain solid as the company's
fleet of modular space and portable storage units are long-lived
assets with transparent contractual cash flows, with limited
technological obsolescence over time.
The company's liquidity profile benefits from the absence of
near-term maturities, including for its asset-backed lending (ABL)
credit facility and senior secured notes.
Williams Scotsman's B2 senior secured notes' rating is two notches
below its Ba3 CFR, because the preponderance and capacity of the
company's borrowings is derived from its ABL credit facility, and
this credit facility has first lien priority over the company's
assets.
The stable outlook reflects Moody's expectation that Williams
Scotsman will maintain its solid profitability and likely will
modestly improve its leverage over the next 12-18 months as the
company pays down debt and increases its EBITDA.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's said the ratings could be upgraded if Williams Scotsman
continues to demonstrate strong financial performance, including
profitability (measured by net income to average assets) maintained
through the cycle at an average of 4.0%. An upgrade would also
likely be dependent upon the company improving and maintaining at
below 3.0x its debt/EBITDA leverage and improving its liquidity and
financial flexibility by diversifying its funding sources and
reducing its reliance on secured debt, including through the
issuance of senior unsecured debt.
Moody's said the ratings could be downgraded if the company's
financial performance substantially deteriorates, such that its
profitability (measured by net income to average assets) falls and
remains below 2.0%, or if it increases debt/EBITDA leverage above
4.5x, for example due to additional borrowings, equity repurchases
or debt-financed acquisitions.
YELLOW CORP: Moody's Hikes CFR to B3; Outlook Stable
----------------------------------------------------
Moody's Investors Service upgraded Yellow Corporation's Corporate
Family Rating (CFR) to B3 from Caa1 and Probability of Default
Rating to B3-PD from Caa1-PD. Moody's affirmed Yellow's B1 senior
secured rating. The outlook is stable. There was no change to the
Speculative Grade Liquidity Rating of SGL-3.
The upgrade of the CFR reflects improved operating performance as
Yellow has sharpened its focus on yield management and eliminated
unprofitable volume from its freight network. It is also supported
by Moody's view that further operational benefits will be derived
from the company's One Yellow strategy. The affirmation of the
senior secured credit facility rating reflects the secured term
loan's claim on property, plant and equipment not purchased using
proceeds from its US Treasury loan and its relative priority to
other unsecured liabilities in Yellow's debt structure.
Upgrades:
Issuer: Yellow Corporation
Corporate Family Rating, Upgraded to B3 from Caa1
Probability of Default Rating, Upgraded to B3-PD from Caa1-PD
Affirmations:
Issuer: Yellow Corporation
Senior Secured Bank Credit Facility due 2024, Affirmed B1 (LGD2)
Outlook Actions:
Issuer: Yellow Corporation
Outlook, Remains Stable
RATINGS RATIONALE
The B3 CFR is constrained by Yellow's thin operating margins,
moderately high financial leverage and negative free cash flow. The
rating also reflects the capital intensity of the company's
business, which has resulted in unusually high capex spending in
2021. Moody's anticipates that capital spending will moderate in
2022 but remain above historical norms as Yellow invests in its
fleet. Further, rating incorporates certain ESG risks, including
those relating to increasingly stringent emission regulations for
diesel engines and Yellow's mostly unionized workforce. The rating
also reflects Moody's view that Yellow will operate with adequate
liquidity over the next 12-18 months. The B3 CFR is supported by
the company's position as one of the largest less-than-truckload
truck carriers in North America. With a fleet of more than 14,000
tractors and a nationwide footprint comprising more than 300
terminals, Yellow offers longer-haul shipments as well as regional,
next-day and time-sensitive services. The $400 million of CARES Act
funding earmarked for capital investments has expedited the
replacement of aging tractors, yielding considerable cost savings
through better fuel economy and lower maintenance and repair
expenses. Earnings growth will also be supported by greater
operational flexibility under the company's latest labor contract
with the International Brotherhood of Teamsters and its ongoing
network optimization strategy.
The stable outlook is reflects Moody's view that Yellow will
maintain good scale and improved operating efficiency over the next
12-18 months.
The SGL-3 Speculative Grade Liquidity Rating reflects Yellow's
adequate liquidity, including its good cash balance, very limited
availability on its ABL revolving credit facility, and EBITDA
covenants that will tighten during 2022.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if the company demonstrates an
ability to generate consistently positive free cash flow while
continuing to invest in its fleet. Sustaining adjusted operating
margin in excess of 4% and debt/EBITDA below 5.0 times could result
in a ratings upgrade. Finally, interest coverage as measured by
EBIT/interest expense of more than 1.5 times could give rise to
upward ratings pressure.
The ratings could be downgraded if Yellow is unable to realize
efficiencies from its network optimization initiatives. Weakening
operating performance such that adjusted operating margin is
sustained below 2.5% or eroding liquidity, including cash declining
below $100 million, could also cause a ratings downgrade. The
ratings could also be downgraded if Moody's expects debt/EBITDA to
be sustained above 6.5 times or if interest coverage remains below
1.0 time.
Yellow Corporation is a provider of over-the-road transportation
services and has one of the largest less-than-truckload ("LTL")
transportation networks in North America. The company offers
longer-haul LTL shipments as well as regional, next-day and
time-sensitive services, with a total fleet of approximately 14,100
owned and leased tractors. Revenues in the last 12 months ended
September 30, 2021 were approximately $5.0 billion.
YOURELO YOUR: Devyap to Pay Unsecureds in Full in Plan
------------------------------------------------------
Devyap Realty Group, Inc., has submitted a Third Amended Plan of
Reorganization and a corresponding Disclosure Statement for Yourelo
Your Full-Service Relocation Corporation.
Devyap Realty is an insider related party to the Debtor.
Under the terms of the Plan, Devyap will pay the City of Revere's
Allowed Claim, all Administrative Claims and all Priority Tax
Claims in full on the Effective Date.
Furthermore, under the Plan, Devyap will pay all unsecured
creditors of the Debtor the full amount of their Allowed Claims on
the Effective Date. Class 2 General Unsecured Claims total
$179,229. Class 2 is unimpaired.
The Plan also provides that all assets of the Debtor shall vest in
Devyap, on the Effective Date of the Plan.
The Bankruptcy Court has scheduled a hearing on confirmation of the
Plan to commence on Jan. 27, 2022 at 2:00 p.m., or as soon
thereafter as the parties can be heard. The confirmation hearing
will be held before the Honorable Chief Judge Christopher J. Panos,
United States Bankruptcy Judge, John W. McCormack Post Office and
Court House, 5 Post Office Square, Boston, MA 02109.
Ballots must be received on or before 4:30 p.m. (Eastern Standard
Time) on Jan. 19, 2022 to be counted in the voting.
Attorney for Devyap Realty Group:
Thomas H. Curran
Christopher Marks
Curran Antonelli, LLP
Ten Post Office Square, Suite 800 South
Boston, MA 02109
Tel: (617) 207-8670
E-mail: tcurran@curranantonelli.com
cmarks@curranantonelli.com
A copy of the Disclosure Statement dated Dec. 22, 2021, is
available at https://bit.ly/30WqcVI from PacerMonitor.com.
About Yourelo Your Full-Service Relocation
Yourelo Your Full-Service Relocation Corporation is a real estate
lessor based in Revere, Mass. It conducts business under the name
Gentle Movers.
Yourelo sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. D. Mass. Case No. 19-13602) on Oct. 23, 2019. The petition
was signed by Umida Yusupova, president. At the time of filing, the
Debtor had estimated assets of $1 million to $10 million and
liabilities of $100,000 to $500,000. Judge Christopher J. Panos
oversees the case. The Debtor is represented by Casner & Edwards,
LLP.
[^] BOOK REVIEW: TAKING CHARGE: Management Guide to Troubled
------------------------------------------------------------
Companies and Turnarounds
Author: John O. Whitney
Publisher: Beard Books
Softcover: 283 Pages
List Price: $34.95
Order a copy today at:
http://beardbooks.com/beardbooks/taking_charge.html
Review by Susan Pannell
Remember when Lee Iacocca was practically a national hero? He won
celebrity status by taking charge at a company so universally known
as troubled that humor columnists joked their kids grew up thinking
the corporate name was "Ayling Chrysler." Whatever else Iacocca may
have been, he was a leader, and leadership is crucial to a
successful turnaround, maintains the author.
Mediagenic names merit only passing references in Whitney's book,
however. The author's own considerable experience as a turnaround
pro has given him more than sufficient perspective and acumen to
guide managers through successful turnarounds without resorting to
name-dropping. While Whitney states that he "share[s] no personal
war stories" in this book, it was, nonetheless, written from inside
the "shoes, skin, and skull of a turnaround leader." That sense of
immediacy, of urgency and intensity, makes Taking Charge compelling
reading even for the executive who feels he or she has already
mastered the literature of turnarounds.
Whitney divides the work into two parts. Part I is succinctly
entitled "Survival," and sets out the rules for taking charge
within the crucial first 120 days. "The leader rarely succeeds who
is not clearly in charge by the end of his fourth month," Whitney
notes. Cash budgeting, the mainstay of a successful turnaround, is
given attention in almost every chapter. Woe to the inexperienced
manager who views accounts receivable management as "an arcane
activity 'handled over in accounting.'" Whitney sets out 50
questions concerning AR that the leader must deal with--not
academic exercises, but requirements for survival.
Other internal sources for cash, including judiciously managed
accounts payable and inentory, asset restructuring, and expense
cuts, are discussed. External sources of cash, among them banks,
asset lenders, and venture capital funds; factoring receivables;
and the use of trust receipts and field warehousing, are handled in
detail. Although cash, cash, and more cash is the drumbeat of Part
I, Whitney does not slight other subjects requiring attention. Two
chapters, for example, help the turnaround manager assess how the
company got into the mess in the first place, and develop
strategies for getting out of it.
The critical subject of cash continues to resonate throughout Part
II, "Profit and Growth," although here the turnaround leader
consolidates his gains and looks ahead as the turnaround matures.
New financial, new organizational, and new marketing arrangements
are laid out in detail. Whitney also provides a checklist for the
leader to use in brainstorming strategic options for the future.
Whitney's underlying theme--that a successful business requires
personal leadership as well as bricks and mortar, money and
machinery--is summed up in a concluding chapter that analyzes the
qualities that make a leader. His advice is as relevant in this
1999 reprint edition as it was in 1987 when first published.
*********
Monday's edition of the TCR delivers a list of indicative prices
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are not intended to reflect actual trades. Prices for actual
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Each Tuesday edition of the TCR contains a list of companies with
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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
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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
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available at your local bookstore or through Amazon.com. Go to
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Monthly Operating Reports are summarized in every Saturday edition
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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
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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 ***