/raid1/www/Hosts/bankrupt/TCR_Public/220217.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, February 17, 2022, Vol. 26, No. 47
Headlines
121 SOURCING: March 15 Hearing on Disclosure Statement
1325 ATLANTIC: Voluntary Chapter 11 Case Summary
1604 SUNSET PLAZA: Taps Hilton & Hyland as Real Estate Broker
53 STANHOPE LLC: Taps Rosewood Realty Group as Real Estate Broker
96 WYTHE: Examiner to Circulate Draft Copy of Report
A.J. DISCOUNT: Trustee Touts Auction of Liquor License
AAIM CARE: Seeks Cash Collateral Access
ADVANTAGE LIMOUSINE: Taps Buddy D. Ford as Bankruptcy Counsel
AGWAY INC: Tax Assets Up for February 25 Auction
ARCHBISHOP OF AGANA: Disclosures Inadequate, Bank Says
ARCHBISHOP OF AGANA: Says Committee Disclosures Misleading
BFCD PROPERTIES: March 29 Hearing on Disclosure Statement
BLINK CHARGING: Wins Preliminary OK of Derivative Suit Settlement
BOULDER BOTANICAL: Gets Cash Collateral Access Thru Feb 28
BOY SCOUTS: RCAHC Says Plan Can't Be Confirmed
BRODIE HOLDINGS: DOJ Watchdog Directed to Appoint Ch. 11 Trustee
CARPENTER TECHNOLOGY: S&P Affirms 'BB+' ICR, Alters Outlook to Neg.
CCI BUYER: Moody's Affirms 'B2' CFR on Dividend Recapitalization
CCM MERGER: Moody's Rates $240MM Term Loan Due 2026 'Ba2'
CEL-SCI CORP: Incurs $8.8 Million Net Loss in First Quarter
CHARM HOSPITALITY: UST Wants Case Dismissed or Converted to Ch.7
CICO ELECTRICAL: Seeks Cash Collateral Access
CLAIRMONT PLACE: Patient Care Ombudsman Files First Report
CNX RESOURCES: S&P Upgrades ICR to 'BB', Outlook Stable
COLDWATER DEVELOPMENT: Trustee Taps ThreeSixty, WFS as Auctioneers
CORP GROUP: Updates CGB Unsecureds Claims Pay Details
CORPORATE COLOCATION: Cash Deal with Landlord, SBA OK'd
DEL MONTE FOODS: $600MM Loan Upsize No Impact on Moody's B2 CFR
ELECTRO RENT: Moody's Affirms 'B3' CFR; Outlook Remains Stable
FORESIGHT ACQUISITIONS: Wins Cash Collateral Access Thru April 3
FUSE GROUP: Incurs $1 Million Net Loss in FY Ended Sept. 30
GATEWAY KENSINGTON: Non-Insider Unsecureds to Recover 50% to 100%
GB SCIENCES: Posts $4.3 Million Net Income in Third Quarter
HAJJAR BUSINESS: Reaches Settlement with Secured Creditor
HESS CORP: Egan-Jones Hikes Senior Unsecured Ratings to BB+
HOLOGENIX LLC: Taps RBHM Commercial as Australian Special Counsel
HORIZON COMMUNICATION: Case Summary & 20 Top Unsecured Creditors
HUNTER HOLDCO 3: S&P Affirms 'B' ICR, Outlook Stable
HUSKY III HOLDING: Moody's Alters Outlook on B3 CFR to Stable
IAMGOLD CORP: Egan-Jones Retains BB Sr. Unsecured Debt Ratings
IM SERVICES GROUP: Committee Taps Holland & Hart as Legal Counsel
INVO BIOSCIENCE: AWM Investment Has 9.9% Equity Stake as of Dec. 31
JOHN COLEMAN: Albert Altro Named as Case Examiner
JOURNEY PERSONAL: S&P Lowers ICR to 'B-' on Inflationary Pressures
KETTNER INVESTMENTS: Court Rejects 3rd-Party Releases in Plan
KOHL'S CORP: Egan-Jones Retains BB Sr. Unsecured Debt Ratings
LECLAIRRYAN PLLC: Trustee, UnitedLex Head to Bankruptcy Mediation
MAINSTREET PIER: Wins Cash Collateral Access Thru March 10
MANNY'S MEXICAN: Unsecured Creditors to be Paid in Full in Plan
MARGARET'S MOVERS: Case Summary & 11 Unsecured Creditors
MATTEL INC: S&P Upgrades ICR to 'BB+' Outlook Positive
MESSIAH'S GLASS: Wins Cash Collateral Access Thru Mar 1
METHANEX CORP: Egan-Jones Hikes Sr. Unsecured Debt Ratings to BB-
MOON GROUP: North Avenue Seeks Appointment of Examiner
MURPHY OIL: S&P Alters Outlook to Positive, Affirms 'BB' ICR
NACOGDOCHES COUNTY HOSPITAL: Fitch Withdraws 'CC' IDR
NATURE COAST: Seeks Approval to Hire Grayson as Accountant
NEC NETWORKS: Could Face Bankruptcy If $4.75M Deal Not Okayed
NERAM GROUP: Case Summary & Seven Unsecured Creditors
NEVADA WINE CELLARS: Winery Seeks Chapter 11 Bankruptcy
NORTHERN OIL: Capital World Has 7.8% Equity Stake as of Dec. 31
NORTHERN OIL: Vanguard Group Has 5.18% Equity Stake as of Dec. 31
OBLONG INC: Morgan Stanley Entities Report 9.5% Equity Stake
OBLONG INC: StepStone Group Has 12% Equity Stake as of Dec. 31
OLIN CORP: Egan-Jones Retains BB- Senior Unsecured Debt Ratings
PARKER MEDICAL: Lender Seeks Chapter 7 Conversion or Case Trustee
PHOENIX PROPERTIES: Taps Seaport Real Estate Group as Broker
PUERTO RICO: House Members Okay Bondholder Payments
PVH CORP: Egan-Jones Hikes Senior Unsecured Ratings to BB-
QHC FACILITIES: Committee Taps Cutler Law Firm as Local Counsel
QHC FACILITIES: Committee Taps Troutman as Lead Bankruptcy Counsel
REMINGTON OUTDOOR: Settles With Sandy Hook Families for $73-Mil.
RIVERA FAMILY: Unsecured Creditors to be Paid in Full in Plan
SELINSGROVE INSTITUTIONAL: Wins Cash Collateral Access Thru Mar 15
SILGAN HOLDINGS: Egan-Jones Retains BB Sr. Unsecured Debt Ratings
SONOMA PHARMACEUTICALS: Incurs $944K Net Loss in Third Quarter
SPECTRUM BRANDS: Egan-Jones Cuts Local Curr. Unsecured Rating to B+
STONERIDGE PARKWAY: Case Summary & Three Unsecured Creditors
TAB RESTAURANT: Seeks Cash Collateral Access
TD SYNNEX: Egan-Jones Keeps BB+ Senior Unsecured Ratings
TEN OAKS FITNESS: Taps Deanna Tichenor as Bookkeeper
TRAVEL + LEISURE: Egan-Jones Ups Local Currency Unsec. Rating to B
U.S. SILICA: Renaissance Entities Report 5.37% Equity Stake
UNITED RENTALS: Egan-Jones Hikes Senior Unsecured Ratings to BB+
US REAL ESTATE: Trustee Seeks Cash Collateral Access Thru May 31
VALERO ENERGY: Egan-Jones Hikes Senior Unsecured Ratings to BB+
VETERAN HOLDINGS: Files Amendment to Disclosure Statement
VEWD SOFTWARE: March 18, 2022 Claims Bar Date Set
YIELD10 BIOSCIENCE: AIGH Capital, Orin Hirschman Own 7.15% Stake
ZURN WATER: Elkay Deal No Impact on Moody's 'Ba3' CFR
[*] Mega Bankruptcies in Virginia Will Get Random Judges
[^] Recent Small-Dollar & Individual Chapter 11 Filings
*********
121 SOURCING: March 15 Hearing on Disclosure Statement
------------------------------------------------------
Judge Natalie M. Cox has entered an order conditionally approving
the Disclosure Statement of 121 Sourcing & Supply LLC.
March 15, 2022, at 9:30 a.m. is fixed for the hearing on final
approval of the Disclosure Statement (if a written objection has
been timely filed) and for the hearing on confirmation of the
Plan.
March 2, 2022, is fixed as the last day for filing written
objections to the plan and to file all declarations and evidence in
support of said objection(s).
March 2, 2022, is fixed as the last day for filing written
acceptances or rejections of the Plan.
March 9, 2022, is fixed as the last day for filing any response to
objections to the plan, to file points and authorities in support
of plan confirmation, and to file all declarations and evidence in
support of plan confirmation.
All ballots for the acceptance or rejection of Debtor's Plan of
Reorganization must be received by Debtor's counsel on or before
March 2, 2022 by 5:00 pm PST.
The Deadline for secured creditors to file an election to have
their claim treated in accordance with 11 U.S.C. Sec. 1111(b) shall
be March 2, 2022.
Attorney for the Debtor:
Steven L. Yarmy, Esq.
7464 W Sahara Ave, Suite 8
Las Vegas, Nevada 89117
Tel: (702) 586-3513
Fax: (702) 586-3690
E-mail: sly@stevenyarmylaw.com
About 121 Sourcing & Supply
Based in Las Vegas, Nevada, 121 Sourcing & Supply LLC filed a
voluntary petition under Chapter 11 of Title 11, United States Code
(Bankr. D. Nev. Case No. 18-17558) on Dec. 27, 2018, estimating
under $1 million in both assets and liabilities. Steven L. Yarmy
is the Debtor's counsel.
1325 ATLANTIC: Voluntary Chapter 11 Case Summary
------------------------------------------------
Debtor: 1325 Atlantic Realty LLC
404 Arlington Avenue
Lakewood, NJ 08701
Business Description: 1325 Atlantic Realty LLC is a Single Asset
Real Estate debtor (as defined in 11 U.S.C.
Section 101(51B)).
Chapter 11 Petition Date: February 16, 2022
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 22-40277
Judge: Hon. Nancy Hershey Lord
Debtor's Counsel: Tracy L. Klestadt, Esq.
KLESTADT WINTERS JURELLER SOUTHARD &
STEVENS, LLP
200 West 41st Street
17th Floor
New York, NY 10036-7203
Tel: (212) 972-3000
Email: tklestadt@klestadt.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Esther Green as manager.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/FL7ON7I/1325_Atlantic_Realty_LLC__nyebke-22-40277__0001.0.pdf?mcid=tGE4TAMA
1604 SUNSET PLAZA: Taps Hilton & Hyland as Real Estate Broker
-------------------------------------------------------------
1604 Sunset Plaza, LLC seeks approval from the U.S. Bankruptcy
Court for the Central District of California to employ Hilton &
Hyland to market and sell its real property located at 1604 Sunset
Plaza Drive, Los Angeles, Calif.
The firm will be paid a commission of 5 percent of the sales
price.
Gary Gold, a member of Hilton & Hyland, disclosed in a court filing
that his firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Gary Gold
Hilton & Hyland
257 North Canon Drive, 2nd Floor
Beverly Hills, CA 90210
Tel: (310) 858-5411
Email: gary@soldbygold.net
About 1604 Sunset Plaza
1604 Sunset Plaza, LLC, a company based in Beverly Hills, Calif.,
filed a petition for Chapter 11 protection (Bankr. C.D. Calif. Case
No. 21-19157) on Dec. 09, 2021, listing up to $10 million in assets
and up to $50 million in liabilities. Judge Ernest M. Robles
oversees the case.
The Debtor tapped M. Douglas Flahaut, Esq., at Arent Fox, LLP as
legal counsel.
53 STANHOPE LLC: Taps Rosewood Realty Group as Real Estate Broker
-----------------------------------------------------------------
53 Stanhope, LLC and its affiliates seek approval from the U.S.
Bankruptcy Court for the Southern District of New York to employ
Rosewood Realty Group to assist in the sale and marketing of their
real properties in Brooklyn, N.Y.
The firm will be paid a commission of 5 percent of the gross
purchase price.
Greg Corbin, a partner at Rosewood Realty Group, disclosed in a
court filing that his firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Greg Corbin
Rosewood Realty Group
38 East 29th Street, 5th Floor
New York, NY 10016
Tel: (212) 359-990
Email: Greg@rosewoodrg.com
About 53 Stanhope
Brooklyn, N.Y.-based 53 Stanhope, LLC and 17 affiliates are
primarily engaged in renting and leasing real estate properties.
53 Stanhope and its affiliates filed voluntary petitions seeking
relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y.
Lead Case No. 19-23013) on May 20, 2019. At the time of the
filing, 53 Stanhope listed up to $1 million in assets and up to
$500,000 in liabilities.
Each of the Debtors is an affiliate of 73 Empire Development LLC,
which sought bankruptcy protection (Bankr. S.D.N.Y. Case No. 19
22285) on Feb. 21, 2019. Its case is not jointly administered with
those of the Debtors.
Judge Robert D. Drain oversees the cases.
Backenroth Frankel & Krinsky, LLP represents the Debtors. The firm
also serves as legal counsel to 73 Empire Development.
96 WYTHE: Examiner to Circulate Draft Copy of Report
----------------------------------------------------
Eric Huebscher, the court-appointed examiner in the Chapter 11 case
of 96 Wythe Acquisition LLC, said he is set to deliver a draft copy
of his report to the Debtor's counsel and other concerned parties.
The report will be treated as confidential pursuant to the terms of
a prior protective order entered by the bankruptcy court.
On February 8, 2022, during a telephonic conference, the U.S.
Bankruptcy Court for the Southern District of New York adjourned
the deadline for the Examiner to file his report from February 11,
2022 sine die. The deadline for filing of the examiner's report
will be set by further court order, Stephanie Wickouski, Esq.,
counsel to the examiner, has said.
Wickouski disclosed that during the telephonic conference, counsel
to the Examiner advised the court that the Examiner was awaiting
additional information from certain banks and that the receipt of
this information would allow the Examiner to prepare a more
complete report. The court adjourned without date the deadline for
public filing of the Examiner's report, and stated that prior to
the filing of the report, the Examiner should provide the report in
draft form to certain parties, including the Debtor, and, subject
to any applicable confidentiality restrictions, to the court
appointed mediator in the case and Benefit Street Partners Realty
Operating Partnership, L.P.
Under the confidentiality protocol dated December 1, 2021, if the
Examiner intends to include any information in the filed report
which has been designated by any party as confidential or
privileged, the Examiner will inform the providing party of his
intent to do so such that the providing party will have the
opportunity to seek a protective order. The Examiner believes that
the report does not contain any privileged or confidential
information of the Debtor. While the information reflected in the
report utilized bank records designated by the Debtor as
"confidential," many if not all of the bank records were also
obtained directly from third parties (e.g., banks). Nevertheless,
the Examiner recognizes that the Debtor might assert that certain
information in the report is privileged or confidential. To ensure
a fair process, the Examiner wishes to provide the Debtor the
opportunity to review and provide comments, prior to the public
filing of the report.
At the same time, as noted by the court at the telephonic
conference, the other Mediation Parties (in addition to the Debtor)
must also have the opportunity to review the report before the
mediation. The Examiner has attempted to negotiate a stipulation
with the Debtor and BSP providing for an orderly process for
distribution of a draft report to the Debtor, Mediator, and BSP,
including a timetable for the filing of a motion for a protective
order, which respects the current schedule for mediation and the
plan confirmation process. Unfortunately, despite the best efforts
of the Examiner's counsel to negotiate a globally acceptable
process, the Debtor and BSP have been unable to agree to a
procedure or timetable.
The Examiner is set to deliver his draft examiner report to (i) the
Debtor by email to the Debtor's counsel, (ii) Judge Shelly Chapman,
U.S. Bankruptcy Court, S.D.N.Y., who is serving as the
court-appointed mediator in this case and (iii) Greg Zipes, Office
of United States Trustee. The Examiner will also provide the Draft
Report to BSP, which shall treat the Draft Report as "Confidential"
under the terms of the Stipulated Confidentiality Agreement and
Protective Order, so ordered by the court on September 29, 2021,
pending the filing of the final report.
The Draft Report will be provided to any creditor who agrees in
writing to be bound by the terms set forth in this status report,
and subject to an appropriate confidentiality order or agreement
acceptable to the Debtor.
The inclusion of any privileged information in the Draft Report
shall be deemed inadvertent and shall not waive any applicable
privilege or protection from discovery in this case or any other
federal or state proceeding. This provision shall be interpreted to
provide the maximum protection allowed by Federal Rule of Evidence
502(d).
The Examiner requests that the Debtor provide any objections
relating to confidentiality or privilege, as well as advise of any
other proposed corrections to the Draft Report by Feb. 18, if
possible.
Each Objection or Proposed Correction should indicate the specific
text to which the Debtor objects, and be accompanied by specific
reference to the document or other information that forms the basis
for the Correction or Objection.
Unless a motion or other request concerning the Objections is filed
with the court on or before Feb. 24, the Examiner will file the
Final Report on Feb. 25 or on such other date as ordered by the
court.
The Examiner's counsel may be reached at:
Stephanie Wickouski, Esq.
Chelsey Rosenbloom, Esq.
LOCKE LORD LLP
Brookfield Place
200 Vesey Street, 20th Floor
New York, NY 10281-2101
About 96 Wythe Acquisition
96 Wythe Acquisition, LLC, a privately held company in Brooklyn,
N.Y., filed a petition for Chapter 11 protection (Bankr. S.D.N.Y.
Case No. 21-22108) on Feb. 23, 2021, disclosing zero assets and
$79,990,206 in liabilities. CRO David Goldwasser signed the
petition.
Judge Robert D. Drain oversees the case.
The Debtor tapped Backenroth Frankel & Krinsky, LLP and Mayer
Brown, LLP as bankruptcy counsels, and Fern Flomenhaft, PLLC as
insurance counsel. Getzler Henrich & Associates, LLC and Hilco Real
Estate, LLC, serve as the Debtor's financial advisors. B. Riley
Advisory Services, is the litigation support consultant.
On November 16, 2021, the court entered an order approving the
appointment of Eric M. Huebscher as the examiner in the case. The
examiner is represented by Stephanie Wickouski, Esq., and Chelsey
Rosenbloom, Esq., at Locke Lord, LLP.
A.J. DISCOUNT: Trustee Touts Auction of Liquor License
------------------------------------------------------
On Feb. 16, 2022, Chapter 7 Trustee Jeffrey T. Testa gained court
approval of the sale of the liquor license and all assets of A.J.
Discount Liquors d/b/a Moya Discount Liquors located in Paterson,
New Jersey. [Case No. is 21-19418 pending in the United States
Bankruptcy Court for the District of New Jersey (Judge Vincent F.
Papalia.)]
"We were very pleased with the results of the auction, and I
appreciate the efforts of my retained professionals who worked day
and night to make this a success," said Testa who retained A.J.
Willner Auctions LLC to market and conduct a multi-day on–line
auction. The liquor license sold for $175,000 more than the
appraised value.
According to the Chapter 7 Trustee, A.J. Willner registered over
135 interested parties for the auction which resulted in the sale
of liquor license, inventory and equipment of the Debtor.
AJ Discount Liquors LLC filed a Chapter 7 petition (Bankr. D.N.J.
Case No. 2:21-bk-19418) on Dec. 7, 2021.
The Debtor's counsel:
Leonard S Singer
Zazella & Singer, Esqs.
Tel: 973-696-1700
E-mail: zsbankruptcy@gmail.com
Jeffrey T. Testa , a partner in McCarter & English's Bankruptcy,
Restructuring & Litigation practice in Newark, is the appointed
Chapter 7 Trustee in this matter and McCarter & English, LLP is his
counsel (Geoff Lynott and Kathleen Keating in the firm's Newark
office.)
AAIM CARE: Seeks Cash Collateral Access
---------------------------------------
AAIM Care, LLC asks the U.S. Bankruptcy Court for the District of
Oregon for authority to use cash collateral for a 14-day period
pending a final hearing and provide a replacement lien.
The Debtor requires the use of cash collateral to maintain its
business operations and protect its ability to reorganize.
Prior to the commencement of this case, the Debtor entered into a
secured note agreement with JP Morgan Chase Bank N.A. to assist
with the development of the business. The Note was subsequently
secured by a UCC filing with the Oregon Secretary of State, which
contained a commercial security covering rents, accounts
receivable, and most other business assets.
As adequate protection for the Debtor's use of cash collateral, the
Debtor proposes to provide replacement liens pursuant to 11 U.S.C.
section 361(2) to property of the Estate of the kind which
presently secure the indebtedness owed to creditors. The Debtor
also proposes to pay monthly adequate protection payments to the
creditors.
A preliminary hearing on the matter is scheduled for February 17,
2022 at 3 p.m.
A copy of the motion and the Debtor's monthly budget is available
at https://bit.ly/3HVJqLo from PacerMonitor.com.
The Debtor projects $1,770 in total monthly expenses.
About AAIM Care, LLC
AAIM Care, LLC sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Or. Case No. 22-30228-thp11) on February
14, 2022. In the petition signed by Sanjeev Jain, member, the
Debtor disclosed up to $500,000 in assets and up to $10 million in
liabilities.
Theodore J. Piteo, Esq., at Michael D. O'Brien & Associates, P.C.
is the Debtor's counsel.
ADVANTAGE LIMOUSINE: Taps Buddy D. Ford as Bankruptcy Counsel
-------------------------------------------------------------
Advantage Limousine, LLC seeks approval from the U.S. Bankruptcy
Court for the Middle District of Florida to employ Buddy D. Ford,
P.A. to serve as legal counsel in its Chapter 11 case.
The firm's services include:
a. advising the Debtor regarding its powers and duties in the
continued management of its financial affairs, operation of its
business, and management of the property of the estate;
b. preparing schedules of assets and liabilities, statement of
financial affairs, and other documents required by the court;
c. representing the Debtor at the Section 341 creditors'
meeting;
d. advising the Debtor with respect to its responsibilities in
complying with the United States Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;
e. preparing complaints and other legal papers, and appear at
court hearings;
f. protecting the interest of the Debtor in all matters pending
before the court;
g. representing the Debtor in negotiation with its creditors in
the preparation of a Chapter 11 plan; and
h. performing all other necessary legal services.
The hourly rates charged by the firm's attorneys and paralegals are
as follows:
Attorneys $400 to $450 per hour
Associates $350 per hour
Paralegals $100 to $150 per hour
The firm will also seek reimbursement for out-of-pocket expenses
incurred. The retainer fee is $12,000.
Buddy Ford, Esq., disclosed in a court filing that his firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Buddy D. Ford, Esq.
Jonathan A. Semach, Esq.
Heather M. Reel, Esq.
Buddy D. Ford, P.A.
9301 West Hillsborough Avenue
Tampa, FL 33615-3008
Tel: (813) 877-4669
Email: Buddy@tampaesq.com
Jonathan@tampaesq.com
Heather@tampaesq.com
About Advantage Limousine
Advantage Limousine, LLC filed a Chapter 11 bankruptcy petition
(Bankr. M.D. Fla. Case No. 22-00278) on Jan. 24, 2022, listing as
much as $1 million in both assets and liabilities. The Debtor is
represented by Buddy D. Ford, P.A.
AGWAY INC: Tax Assets Up for February 25 Auction
------------------------------------------------
Pursuant to an order of the Delaware Court for Chancery, William
Kaye has been appointed as co-receiver for Agway Inc., with the
authority to sell the potential tax assets of Agway at auction.
Offers for the right to pursue the tax assets of Agway, should be
submitted by email, on or before 5:00 p.m. Eastern Time, Feb. 25,
2022, to billkaye@jllconsultants.com.
If two or more offers are received, Mr. Kaye, at his option, will
either seek increased offers from the multiple offerors, and
conduct a telephone auction at a time to be set by Mr. Kaye, with
adequate notice to the offerors of the auction.
Upon determining the highest or best offer, Mr. Kaye will submit
the offer to the Chancery Court for approval. Upon receiving
approval from the Chancery Court, Mr. Kaye will notify the winner
and enter into an appropriate agreement to complete the
transaction.
Mr. Kaye can be reached at:
William Kaye, Co-Reciver
JLL Consultants Inc.
900 Sandy Trail Drive
Allen, Texas 75002
Email: billkaye@jllconsultants.com
Tel: 516-374-3705
Agway Inc. a privately held company, along with its subsidiaries,
is an agri-cultural cooperative that manufactures, processes,
distributes, purchases and markets commodities for its farmer
members in the northeastern United States. The Company distributes
petroleum products, processed and dairy foods and underwrites
health, property and casualty insurance.
ARCHBISHOP OF AGANA: Disclosures Inadequate, Bank Says
------------------------------------------------------
Bank of Guam, the holder of both secured and unsecured claims,
objects to the Disclosure Statement for Chapter 11 Plan of
Reorganization of Archbishop of Agana proposed by the Official
Committee of Unsecured Creditors on Nov. 30, 2021.
The Bank points out that:
* The Disclosure Statement does not describe the composition of
the Committee nor that Bank of Guam is a member of the Committee.
The Disclosure Statement does not describe the composition of the
committee, nor that Bank of Guam is a member of the Committee. It
should explain that Bank or Guam asserts that the Plan is not in
its interests and that it does not support the plan. It should be
explained that confirmation of the Plan over Bank of Guam's
objections must be by "cramdown," which should be analyzed and
described, as well as its attendant risks.
* The Disclosure Statement should be Amended to describe Bank of
Guam's Claims. The Disclosure statement should be amended to
describe Bank of Guam's claims, it should flesh out the details of
the treatment of the claims under the Plan and explain the impact
of Bank of Guam's vote either for or against confirmation of the
plan.
* The Disclosure Statement should be Amended to describe the
exact consideration given to Bank of Guam for its cash collateral.
The Disclosure Statement should be amended to describe the exact
consideration being given to Bank of Guam in exchange for the
Plan's appropriating the aforesaid cash of $5,238,040 from accounts
subject to Bank's lien. The Committee plan distributes this cash
to a class consisting exclusively of survivors, with nothing going
to Bank of Guam. Bank cannot determine whether the Plan provides
Bank with the "indubitable equivalent" of its secured claim. This
means that Bank must receive the equivalent of readily liquid cash
assets as replacement collateral.
* The Disclosure Statement doesn't explain availability and
ramifications of Section 1111(b) election. As a partially secured
creditor, the Bank is entitled to elect under Section 1111(b) of
the Code to be treated as a fully secured creditor and require that
its claims be paid in full under the plan of reorganization. This
will have an effect upon the plan and the ability to reorganize and
should be explained. The Disclosure Statement must explain that
Bank will have a secured claim of $12,325,178. and demonstrate how
it will be paid.
* The Disclosure Statement does not adequately explain extent of
proceeds of insurance policies are property of the estate. The
Disclosure statement does not adequately explain whether and to
what extent proceeds of insurance policies are property of the
estate; if such proceeds are not property of the estate the
Disclosure Statement must be amended to explain what property is
available to pay unsecured creditors and what will become of the
liquidating trust, i.e., does the trust serve only survivors,
limited to insurance proceeds? If insurance proceeds are property
of the estate, under what conditions will Bank of Guam and other
unsecured creditors share in such proceeds, and if so, will the
liquidating trust be amended to be for the benefit of all unsecured
creditors?
* The Disclosure Statement does not adequately explain
feasibility. While the holders of abuse claims will undoubtedly
wish to see much of the Debtor's property liquidated to pay claims,
it cannot be determined that the Debtor be left in a financial
stable position to engage in post-confirmation operations. In
particular, will certain income-producing real properties remain
with the Debtor? What properties will form the foundation for the
Debtor's financial stability and serve as a source of repayment of
non-abuse claims. Additionally, will the DIP Constituencies be left
financially stable and able to minister to the people of Guam and
meet their long-term financial obligations?
* The litigation risks are not adequately explained. The plan
is described as a "toggle plan," but does not provide sufficient
facts to allow creditors to determine which scenario is likely to
result. This is material, because the treatment of claims of all
classes will differ depending upon the outcome of the litigation.
* The Boy Scouts Claims and insurance not adequately explained.
There has been significant court time, and attendant fees, spent in
arguing over the insurance policies of the Boy Scouts bankruptcy
case, and the Committee has appeared in that case. And, the Lujan
Group has appeared in the Boy Scouts case, apparently on behalf of
the same creditors it represents in this case and chasing the same
insurance policies it has argued are property of the estate. The
Disclosure Statement should explain the nature of claims against
Boy Scouts and the prospects of recovery upon insurance.
Attorneys for Secured Creditor Bank of Guam:
Mark E. Cowan, Esq.
Anita P. Arriola, Esq.
ARRIOLA, COWAN AND ARRIOLA
259 Martyr St., Ste. 201
Hagatna, GU 96910-5200
Telephone: (671) 477-9730
Facsimile: (671) 477-9734
- and -
Iain A. Macdonald, Esq.
MACDONALD | FERNANDEZ LLP
221 Sansome Street, Third Floor
San Francisco, CA 94104-2331
Telephone: (415) 362-0449
Facsimile: (415) 394-5544
About Archbishop of Agana
Roman Catholic Archdiocese of Agana -- https://www.aganaarch.org/
-- is an ecclesiastical territory or diocese of the Catholic Church
in the United States. It comprises the United States dependency of
Guam. The Diocese of Agana was established on Oct. 14, 1965, as a
suffragan of the Archdiocese of San Francisco, California. It is a
tax-exempt entity (as described in 26 U.S.C. Section 501).
The Archbishop of Agana, also known as the Roman Catholic
Archdiocese of Agana, sought Chapter 11 protection (D. Guam Case
No. 19-00010) on Jan. 16, 2019. Rev. Archbishop Michael Jude
Byrnes, S.T.D., Archbishop of Agana, signed the petition. The
Archdiocese scheduled $22,962,686 in assets and $45,662,941 in
liabilities as of the bankruptcy filing.
The Hon. Frances M. Tydingco-Gatewood is the case judge.
The archdiocese tapped Elsaesser Anderson, Chtd. as bankruptcy
counsel, Deloitte & Touche, LLP as human resource consultant, and
Pacific Human Resource Services, Inc. as accountant. Blank Rome
LLP, LegalWorks Apostolate PLLC, Davis & Davis P.C., and Camacho
Calvo Law Group serve as the archdiocese's special counsels.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on March 6, 2019. Stinson Leonard Street LLP,
The Law Offices of William Gavras, and Hiller Law, LLC serve as the
committee's bankruptcy counsel, local counsel, and special counsel,
respectively.
ARCHBISHOP OF AGANA: Says Committee Disclosures Misleading
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The Archbishop of Agana, a Corporate Sole, objects to the
Disclosure Statement for Chapter 11 Plan of Reorganization proposed
the Official Committee of Unsecured Creditors.
The Archbishop points out that this objection focuses on fatal
flaws in the Committee's Disclosure Statement, and does not focus
on matters that render the Committee's Plan unconfirmable as a
matter of law. The Committee's Disclosure Statement is incomplete
and misleading in several places, and those will be pointed out in
this memorandum. The Committee fails to be transparent on real
properties it says it is using to fund the survivors' Trust. The
real properties are those of Churches, Schools, Cemeteries and
Catholic Charities, however, a fair reading of the descriptions set
forth in the Committee's Disclosure Statement fails to alert those
with interests in the property to the fact that they are going to
be taken and used in the Plan.
Archbishop further points out that the Disclosure Statement also
fails in that it contains absolutely nothing in the way of
financial documents and multi-year projections. It does not show
how the Debtor is going to be able to fund substantial proposed
contributions in the millions of dollars, both on the effective
date of the Plan, and on a go-forward date for five years after the
Plan. There simply is not enough within the Disclosure Statement
that a fair reader can make an informed decision about whether to
accept or reject the Plan; and, while it promises the survivors
large distributions, there is nothing setting forth when those
distributions could conceivably be received.
Counsel for the Debtor:
Ford Elsaesser, Esq.
Bruce A. Anderson, Esq.
ELSAESSER ANDERSON, CHTD.
320 East Neider Avenue, Suite 102
Coeur d'Alene, ID 83815
Tel: (208) 667-2900
Fax: (208) 667-2150
E-mail: ford@eaidaho.com
brucea@eaidaho.com
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John C. Terlaje, Esq.
LAW OFFICE OF JOHN C. TERLAJE
Terlaje Professional Bldg., Suite 216
194 Hernan Cortez Ave.
Hagatna, Guam 96910
Tel: (671) 477-8894/5
E-mail: john@terlaje.net
About Archbishop of Agana
Roman Catholic Archdiocese of Agana -- https://www.aganaarch.org/
-- is an ecclesiastical territory or diocese of the Catholic Church
in the United States. It comprises the United States dependency of
Guam. The Diocese of Agana was established on Oct. 14, 1965, as a
suffragan of the Archdiocese of San Francisco, California. It is a
tax-exempt entity (as described in 26 U.S.C. Section 501).
The Archbishop of Agana, also known as the Roman Catholic
Archdiocese of Agana, sought Chapter 11 protection (D. Guam Case
No. 19-00010) on Jan. 16, 2019. Rev. Archbishop Michael Jude
Byrnes, S.T.D., Archbishop of Agana, signed the petition. The
Archdiocese scheduled $22,962,686 in assets and $45,662,941 in
liabilities as of the bankruptcy filing.
The Hon. Frances M. Tydingco-Gatewood is the case judge.
The archdiocese tapped Elsaesser Anderson, Chtd. as bankruptcy
counsel, Deloitte & Touche, LLP as human resource consultant, and
Pacific Human Resource Services, Inc. as accountant. Blank Rome
LLP, LegalWorks Apostolate PLLC, Davis & Davis P.C., and Camacho
Calvo Law Group serve as the archdiocese's special counsels.
The Office of the U.S. Trustee appointed an official committee of
unsecured creditors on March 6, 2019. Stinson Leonard Street LLP,
The Law Offices of William Gavras, and Hiller Law, LLC serve as the
committee's bankruptcy counsel, local counsel, and special counsel,
respectively.
BFCD PROPERTIES: March 29 Hearing on Disclosure Statement
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Judge Henry W. Van Eck will convene a hearing to consider approval
of the Amended Disclosure Statement of BFCD Properties, LLC, at
Ronald Reagan Federal Building, Bankruptcy Courtroom (3rd Floor),
Third & Walnut Streets, Harrisburg, PA 17101 on March 29, 2022 at
09:30 a.m.
March 18, 2022, is fixed as the last day for filing and serving
written objections to the Amended Disclosure Statement.
Counsel for the Debtor:
Kara Katherine Gendron, Esq.
MOTT & GENDRON LAW
125 State Street
Harrisburg, PA 17101
About BFCD Properties
BFCD Properties, LLC, sought protection for relief under Chapter 11
of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 21-01127) on May
18, 2021, listing $100,001 to $500,000 in both assets and
liabilities. Judge Henry W. Van Eck oversees the case. The Weiss
Law Group, LLC and Mott & Gendron Law represent the Debtor as legal
counsel.
BLINK CHARGING: Wins Preliminary OK of Derivative Suit Settlement
-----------------------------------------------------------------
The Eighth Judicial District Court for Clark County, Nevada entered
an order on Jan. 25, 2022, providing for preliminary approval of a
settlement in connection with a shareholder derivative action
captioned Mark Wolery, derivatively on behalf of Blink Charging Co.
v. Louis R. Buffalino et al., Case No. A-21-829395-C.
In its order, the court also approved the form of notice relating
to the settlement, and set a hearing date of April 12, 2022 at
10:00 a.m. PST to consider whether to grant final approval of the
settlement.
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, a net loss of $9.65 million for the year ended
Dec. 31, 2019, and a net loss of $3.42 million for the year ended
Dec. 31, 2018. 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.
BOULDER BOTANICAL: Gets Cash Collateral Access Thru Feb 28
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Colorado has
authorized Boulder Botanical and Bioscience Laboratories, Inc. to
use cash collateral on an interim basis in accordance with the
budget, with a 10% variance, beginning February February 15, 2022.
The Debtor's right to use cash collateral will terminate on the
earlier to occur of:
(a) the entry of a Court order terminating the use of cash
collateral; or
(b) February 28 at 11:59 p.m., unless otherwise extended by
consent of the Consenting Creditors or Court order.
Frankens Investment Fund LLC, EZ Core, Ltd., Supreme Naturals, LLC
and Patrick Zuber assert an interest in the Debtor's cash
collateral.
As adequate protection for the Debtor's use of cash collateral, the
Secured Creditors are granted a replacement lien and security
interest against the Debtor's post-petition assets with the same
priority and validity as the Secured Creditors' pre-petition
security interests to the extent of the Debtor's post-petition use
of cash collateral, except that no such replacement lien or
security interest will attach to any causes of action under chapter
5 of the Bankruptcy Code. The Replacement Liens are deemed valid,
binding, enforceable, and perfected upon entry of the Order.
The further hearing on the matter is scheduled for February 28 at
9:30 a.m.
A copy of the order and the Debtor's budget is available at
https://bit.ly/3gMi9z8 from PacerMonitor.com.
The budget provides for total expenses, on a weekly basis, as
follows:
$620.60 for the week ending February 12, 2022;
$36,553 for the week ending February 19, 2022;
$29,558 for the week ending February 26, 2022; and
$674 for the week ending February 28, 2022.
About Boulder Botanical
Boulder Botanical & Bioscience Laboratories, Inc. filed a voluntary
petition for Chapter 11 protection (Bankr. D. Colo. Case No.
21-15340) on Oct. 21, 2021, listing up to $500,000 in assets and up
to $10 million in liabilities.
Judge Elizabeth E. Brown oversees the case.
Berken Cloyes PC serves as the Debtor's counsel.
BOY SCOUTS: RCAHC Says Plan Can't Be Confirmed
----------------------------------------------
The Roman Catholic Ad Hoc Committee (the "RCAHC") objects to
confirmation of the Second Modified Fifth Amended Chapter 11 Plan
of Reorganization for Boy Scouts of America and Delaware BSA, LLC.
According to the RCAHC, the Plan is animated by a fundamental goal:
the Settling Insurance Companies want to be free of
Scouting-related Abuse Claims forever. To accomplish this goal,
the Debtors and the Settling Insurance Companies ask the Court to
approve a Plan that deals not just with the property of the Debtors
(something utterly run of the mill) or even the Debtors' property
and the property that the Local Councils are assigning to the
Debtors (unusual in itself). Instead, the Settling Insurance
Companies demand that this Court invade and impair Chartered
Organizations' own property–their own policies of insurance. At a
minimum, the Settling Insurance Companies demand from every
Chartered Organization releases that eliminate the insurers'
obligations under those policies for Scouting-related Abuse Claims.
Worse, for the vast majority of Chartered Organizations, the Plan
proposes to actually assign the Chartered Organizations' own
property (and all rights attendant thereto) to the Settlement
Trust. This is not some incidental or fringe benefit; it is a
principal plank of the Settling Insurance Companies' ask of
Debtors, as they are seeking to escape tremendous amounts of
coverage that benefits Chartered Organizations and that was
purchased independently of the Debtors and the Local Councils. For
example, attached as Exhibit A hereto is a Law360 article, dated
July 1, 2019, discussing (and attaching) a complaint filed by the
Archdiocese of New York against, inter alia, Century and Harford
seeking coverage for sexual abuse claims on policies dating back
into the 1950's. These are policies over which this Court has no
jurisdiction. No one can tell the Court how many other Chartered
Organizations will fall prey to this proposed scheme, most of whom
the Court has no jurisdiction over and who would be deprived of due
process were the Court to endorse the taking of their property.
The RCAHC asserts that the Plan cannot be confirmed because these
actions violate both the U.S. Constitution and the Bankruptcy
Code:
* First, the Plan purports to affect the rights of every
Chartered Organization. But the Court lacks subject matter and
personal jurisdiction over the more than 35,000 Chartered
Organizations who did not file a proof of claim. Those entities are
complete strangers to these Chapter 11 Cases and just as other
courts have rejected the attempts of debtors and creditors to
affect the rights of third-parties, so too should this Court. The
Plan would impose non-consensual, third-party releases against
those strangers and would transfer their rights in their own
property as well as in the Debtors' and Local Councils' insurance
policies. Nor does the Court have subject matter jurisdiction over
Chartered Organizations who filed proofs of claim in respect of
those Chartered Organizations' own independently purchased
insurance coverage (the "Independent Coverage" or "Independent
Policies" and, when referring to an insurance policy purchased by a
Roman Catholic Entity, "Roman Catholic Independent Coverage" or
"Roman Catholic Independent Policies"). The Court cannot release
the Settling Insurance Companies from any obligations or duties
that they have under Independent Coverage; the Court cannot force
Chartered Organizations to transfer to the Settlement Trust the
Chartered Organizations' rights under the Independent Coverage; and
the Court cannot force Chartered Organizations to assign to the
Settlement Trust any cause of action against Settling Insurance
Companies in respect of that Independent Coverage. If confirmed,
the Plan purports to do all of this. While the RCAHC anticipates
that the Debtors and their plan supporters will contend that there
is nothing to see here and that the Plan is somehow a logical
application of In re Millennium Lab Holdings, II, 945 F.3d 126 (3d
Cir. 2019), the situation here bears no factual or legal
resemblance to Millennium. Instead, the substantial impairment of
third-party rights of complete strangers to this proceeding and the
forced transfer of non-estate assets is more akin to the
third-party, non-consensual releases rejected over the past few
weeks as improper in Patterson v. Mahwah Bergen Retail Group Inc.
(In re Ascena), 2022 WL 135398 (E.D. Va. Jan. 13, 2022) and In re
Purdue Pharma, L.P., 2021 WL 5979108 (S.D.N.Y. Dec. 16, 2021). The
Plan overreaches far beyond the Court's in rem jurisdiction.
Nothing commends what the Debtors have proposed.
* Second, while the non-consensual, third-party releases fail
here for the same reasons that they failed in Ascena and Purdue,
the Plan has another constitutional flaw: the Debtors failed to
provide constitutionally adequate notice for the Plan itself. The
Plan was materially revised on December 18, 2021—the provisions
that purport to require all Chartered Organizations to release the
Settling Insurance Companies and transfer property rights and
causes of action in respect to their own property—the Independent
Coverage—and to grant non-consensual releases were all new. The
Solicited Plan—the plan that was solicited after a multi-day
Disclosure Statement hearing—contained none of these provisions
because all of these provisions first appeared as part of the $800
million Century and Chubb Companies Term Sheet on December 14,
2021. The Debtors provided no effective notice to the more than
50,000 Chartered Organizations whose rights would be affected,
including the over 35,000 Chartered Organizations who did not file
proofs of claim. The notice that was given failed to meet the
basic the requirements of constitutionally required due process.
During the Disclosure Statement hearing, the Court recognized that
the lack of sophistication of volunteer Chartered Organizations and
the Byzantine complexity of the Solicited Plan meant that Chartered
Organizations needed to be provided with a plain English
explanation of their plan treatment. The Debtors' December 2021
notice efforts failed to describe the impact of the Century and
Chubb Companies Term Sheet on Chartered Organizations. The Debtors
did not undertake any effort to explain how the treatment of
Chartered Organizations changed, much less mention the purported
transfer of their insurance rights and causes of action to the
Settlement Trust. The Modified Plan Notice was not in plain
English; rather, the Debtors simply cut and pasted large sections
of the Plan verbatim, even though the Plan was replete with
complicated and nested defined terms. Indeed, as late as one day
before the original voting deadline, the Debtors were sending out
solicitation packages with the September 2021 plan. As in Ascena,
no amount of monetary contribution can buy Debtors and their plan
supporters out of the strictures of the Due Process Clause of the
Constitution.
* Third, the Debtors and the Local Councils cannot meet
controlling standards for nonconsensual third-party releases in
this Circuit. This is so because Class 9 claims are channeled to
the Settlement Trust; that class overwhelmingly indicated
opposition to granting third-party releases, even on a consensual
basis—so there is no overwhelming support from the channeled
class. Local Councils are providing no consideration to Class 9
claimants for the releases that they demand. Roman Catholic
Entities are specifically excluded from the benefits of the Local
Council contributions; and the only reason that Roman Catholic
Entities will receive any release at all is because they are being
deprived of their rights as additional insureds under the BSA
Insurance Policies and the Local Councils Insurance Policies, and,
amazingly, the purported forced contributions of their own
Independent Coverage. Nor will the Roman Catholic Entities receive
payment, let alone payment in full, for their claims, because the
Trust Distribution Procedures limit payment of an Indirect Abuse
Claim only to those amounts that the "Indirect Abuse Claimant has
paid to the related Direct Claimant in respect of such Claim for
which the Settlement Trust would have liability." Moreover, the
Trust Distribution Procedures do not allow for any late-filed
claims by Class 9 claimants because Future Abuse Claims are limited
to Direct Abuse Claims. Most Class 9 claimants who filed proofs of
claim did so as a precautionary measure, something evident from the
record, as the known survivor claims pool as of the Petition Date
numbered in the low thousands. After the Bar Date, the Direct Abuse
Claims exceeded 84,000, all of which will implicate a Chartered
Organization as the troop sponsor. Despite this, Debtors have made
no effort to alert Chartered Organizations about the existence of
these claims, choosing instead to keep the blinders on Chartered
Organizations.
* Fourth, the Plan is not feasible under section 1129(a)(10) of
the Bankruptcy Code. There is no reasonable basis to believe that
the Debtors can mistreat Chartered Organizations as they intend,
expect full-throated support from those mistreated Chartered
Organizations, and nevertheless reverse the historical decline of
participation in Scouting and grow sufficiently to meet their
future financial commitments.
* Fifth, the scope of the Channeling Injunction that benefits
Roman Catholic Chartered Organizations is unknown and potentially
illusory, and accordingly, violates Fed. R. Civ. P. 65(c). At
minimum, as the Debtors, the Settling Insurance Companies, and this
Court have all noted, the language in the Plan requires legal
conclusions as to coverage of 84,000 Direct Abuse Claims with
respect to unknown thousands and thousands of Insurance Policies.
* Sixth, the Plan purports to bind Chartered Organizations who
did not file proofs of claim and are well outside of what section
1141 of the Bankruptcy Code provides.
* Seventh, the Plan unfairly discriminates against Roman
Catholic Chartered Organizations in violation of section 1123(a)(4)
of the Bankruptcy Code. Indeed, the Plan has singled out Roman
Catholic Chartered Organizations for less favorable treatment than
other members of Class 9 for no discernable reason, much less a
reason that would satisfy the Debtors' obligation to treat all
creditors in good faith. Roman Catholic Chartered Organizations are
the only affiliated group of Chartered Organizations who are not
being protected against Abuse Claims. Thousands of Chartered
Organizations who were required to make no monetary contribution
received greater protection, including a group of Chartered
Organizations that according to Debtors themselves had more alleged
Abuse Claims than those against Roman Catholic Chartered
Organizations. Collectively, the alleged abuse claims directed at
Chartered Organizations who would receive substantial protection
under the Plan without making any contribution at all (beyond what
should be for every Chartered Organization on a voluntary basis a
sufficient contribution—the loss of their insurance rights under
the BSA Insurance Policies and Local Council Insurance Policies and
their indemnification rights against the Debtors and the Local
Councils) well exceeds the alleged Abuse Claims directed against
Roman Catholic Chartered Organizations. And at the same time that
the Plan targets Roman Catholic Chartered Organizations for future
Abuse Claims, it annihilates the very insurance rights that may be
their principal source of protection from financial ruin (the very
"fund survivor litigation while annihilating rights" strategy about
which the RCAHC objected during the restructuring support agreement
and Disclosure Statement processes and which initially led the
Debtors to acknowledge and to provide some limited protections for
Chartered Organizations).
Counsel for the Roman Catholic Ad Hoc Committee:
Jeremy W. Ryan, Esq.
POTTER ANDERSON & CORROON LLP
1313 N. Market Street, 6th Floor
Wilmington, DE 19801-6108
Telephone: (302) 984-6000
Facsimile: (302) 658-1192
Email: jryan@potteranderson.com
- and –
Everett Cygal, Esq.
David Spector, Esq.
J. Mark Fisher, Esq.
Neil Lloyd, Esq.
Daniel Schufreider, Esq.
Jin Yan, Esq.
SCHIFF HARDIN LLP
233 South Wacker Drive, Suite 7100
Chicago, IL 60606
Telephone: (312) 258-5500
Facsimile: (312) 258-5600
Email: ecygal@schiffhardin.com
dspector@schiffhardin.com
mfisher@schiffhardin.com
nlloyd@schiffhardin.com
dschufreider@schiffhardin.com
jyan@schiffhardin.com
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.
BRODIE HOLDINGS: DOJ Watchdog Directed to Appoint Ch. 11 Trustee
----------------------------------------------------------------
Judge Thomas J. Catliota of the U.S. Bankruptcy Court for the
District of Maryland directed the U.S. Trustee to appoint a Chapter
11 Trustee for Brodie Holdings LLC, and its related debtors, ZNB
LLC; Second LLC, and; Grandma Bea LLC.
The Order came after Paul Cowan, the court-appointed curator for
the estate of Beatrice Brodie; Barbra Reiser, the court-appointed
guardian for Mindell Brodie; and Liz Messianu, the court-appointed
attorney for Mindell Brodie requested the court for the appointment
of a Chapter 11 trustee in the four related bankruptcy cases.
About Brodie Holdings
Chestertown, Md.-based Brodie Holdings, LLC filed a petition for
Chapter 11 protection (Bankr. D. Md. Case No. 21-16309) on Oct. 5,
2021, listing as much as $10 million in both assets and
liabilities. ZNB LLP also filed a petition for Chapter 11
protection (Bankr. D. Md. Case No. 21-16310) on Oct. 5, 2021,
listing up to $50,000 in assets and up to $10 million in
liabilities.
Centreville, Md.-based Grandma Bea, LLC filed a petition for
Chapter 11 protection (Bankr. D. Md. Case No. 21-17146) on Nov. 12,
2021, listing up to $10 million in assets and up to $1 million in
liabilities. Second, LLC also filed a petition for Chapter 11
protection (Bankr. D. Md. Case No. 21-17145) on Nov. 12, 2021,
listing up to $500,000 in both assets and liabilities.
The four cases are jointly administered with Brodie Holdings' case
as the lead case. The petitions were signed by Harry Kaiser, the
Debtors' managing member.
Judge Thomas J. Catliota oversees the case.
The Debtor tapped Tate M. Russack, Esq., at RLC, PA Lawyers &
Consultants as legal counsel and Larry Strauss, Esq., CPA and
Associates, Inc. as accountant.
CARPENTER TECHNOLOGY: S&P Affirms 'BB+' ICR, Alters Outlook to Neg.
-------------------------------------------------------------------
S&P Global Ratings revised its outlook on Carpenter Technology
Corp. to negative from stable and affirmed its 'BB+' issuer and
issue-level credit ratings.
S&P said, "At the same time, we affirmed our 'BB+' issue-level
rating on Carpenter's senior unsecured notes. The recovery rating
is '3' (50%-70%; rounded estimate: 65%).
"The negative outlook reflects that we could lower the rating over
the next 12 months if Carpenter does not improve business
performance, which could indicate a more challenging recovery to
metrics before the COVID-19 pandemic and a potentially weaker
competitive position.
"In our view, the pace of recovery in Carpenter's profitability and
credit metrics remains uncertain given the expected weak
performance in its aerospace business in fiscal 2022. Carpenter's
heavy reliance on the aerospace industry (which accounted for 56%
of Carpenter's net revenues in 2019) resulted in material
operational performance disruption and deteriorating credit metrics
over the last two fiscal years (ended June 30). The recovery should
be closely linked to the broader market recovery. However, due to
the company's smaller size and weaker competitive position against
larger peers, it could face a more challenging road to recovery,
leaving leverage metrics elevated for longer. Trailing-12-months
EBITDA as of Dec. 31, 2021, has yet to turn positive, despite
stand-alone positive EBITDA in three of the last four quarters.
"We assume a recovery will gather momentum in the next 12 months
but see a risk of sustained weak profitability and cash flow
because of challenging industry conditions. Carpenter's business
may continue to underperform, sustaining weak profitability and
cash flow generation beyond fiscal 2022. We anticipate Carpenter
will generate significant negative free cash flow because of
necessary investment in working capital as it ramps up production
again. With larger customers such as Howmet showing signs of an
underway recovery and given Carpenter's stage in the commercial
aircraft supply chain, the company should increase production
volumes that should presage an earnings recovery over the coming
12-24 months. However, due to the scope of the industry downturn,
inventory and restocking cycles have been disrupted with uneven
trajectories. The high fixed-cost nature of Carpenter's operations
means depressed volumes will continue to pressure margins and
earnings. However, Carpenter reported robust growth in its order
back log of 35% quarter over quarter as of its second fiscal
quarter and over 100% growth over a year ago.
"Return to pre-pandemic earnings and credit metrics may take longer
than the broader industry recovery. Over the longer term, the
COVID-19 pandemic disruption to the commercial aerospace industry
could affect the competitive position for a smaller player such as
Carpenter. A return to the capacity shortages before the pandemic
may take longer to realize. Demand recovery for narrowbody planes
used mostly on domestic or intraregional routes is faster than the
still weak demand for widebody planes used mostly on longer
international routes. The timing and strength of international and
business travel, in particular, remain uncertain and at risk from
the pandemic. Carpenter is a small supplier of critical performance
aerospace products with stringent quality qualifications to a
highly competitive industry with a consolidated end-use customer
base. This reduces its pricing power and can lead to margins weaker
than those of some of its stronger peers.
"The negative outlook reflects that we could lower the rating if
Carpenter does not improve business performance over the next 12
months, indicating a more challenging recovery to pre-pandemic
metrics and a potentially weaker competitive position among peers
we rate similarly."
S&P could lower the rating over the next 12 months if:
-- Profitability and free cash flow generation does not improve in
the coming quarters, resulting in debt to EBITDA at or exceeding
4x; or
-- S&P views Carpenter's competitive position as weaker than it
was before the pandemic, sustaining lower volumes and earnings
despite a broader aerospace recovery.
S&P could revise the outlook to stable over the next 12 months if:
-- The company outperforms its base-case scenario by generating
stronger EBITDA than we assume on a faster improvement in its
profitability, resulting in debt to EBITDA trending toward 3x; and
-- Stronger than anticipated volume growth and market share
gains.
CCI BUYER: Moody's Affirms 'B2' CFR on Dividend Recapitalization
----------------------------------------------------------------
Moody's Investors Service affirmed CCI Buyer, Inc.'s (Consumer
Cellular) existing ratings, including its B2 Corporate Family
Rating, and rated the company's proposed extended revolver at B1.
The rating outlook is stable.
The rating actions follow the company's announcement that it
intends to upsize its first and second lien term loans by $872
million and $95 million, respectively and raise $85 million in new
incremental preferred equity. The proceeds from the proposed
refinancing along with $75 million cash will be used to fund a $1.1
billion dividend payment to the sponsor and pay related transaction
fees and expenses. Concurrent with the term loans upsize and
raising incremental preferred equity, the company is extending the
maturity of its revolver by a year to December 2026.
"The dividend recapitalization is credit negative because Consumer
Cellular's debt-to-EBITDA will increase significantly, to
approximately 8.1x at close from 5.1x as of LTM 9/2021, including
Moody's adjustments. However, the rating affirmation reflects
Moody's expectation for continued earnings growth and solid free
cash flows that provide capacity to deleverage to around 6x
(Moody's adjusted) by the end of 2023, while maintaining good
liquidity." said Dilara Sukhov, Moody's lead analyst for Consumer
Cellular.
The proposed transaction demonstrates the company's aggressive
financial strategy prioritizing shareholder returns. The proposed
dividend, which exceeds the sponsor's initial equity investment at
the LBO just 15 months ago, comes at a time when revenue growth is
slowing, and the company is transitioning to a single wireless
carrier arrangement model, introducing supplier concentration risk.
Moody's expects that Consumer Cellular will continue to pursue an
aggressive financial strategy under the private equity ownership.
Assignments:
Issuer: CCI Buyer, Inc.
Senior Secured Multi Currency Revolving Credit Facility, Assigned
B1 (LGD3)
Affirmations:
Issuer: CCI Buyer, Inc.
Probability of Default Rating, Affirmed B2-PD
Corporate Family Rating, Affirmed B2
Senior Secured 1st Lien Term Loan, Affirmed B1 (LGD3)
Senior Secured Multi Currency Revolving Credit Facility, Affirmed
B1 (LGD3)
Senior Secured 2nd Lien Tern Loan, Affirmed Caa1 (LGD6 from LGD5)
Outlook Actions:
Issuer: CCI Buyer, Inc.
Outlook, Remains Stable
RATINGS RATIONALE
Consumer Cellular's B2 CFR reflects the company's niche position in
an intensely competitive Mobile Virtual Network Operator (MVNO)
market, high leverage stemming from its aggressive financial
policies, as well as supplier and channel partners concentration.
Intense competition by large scale cable companies and other
resellers of wireless services pursuant to MVNO agreements are
tempering Consumer Cellular revenue and subscriber growth to
mid-single digits from its high- to mid- teen growth rate over the
past three years. The company's historical monthly churn rate of
1.5%-1.8% is lower than that of post-paid operators but high
relative to other wireless carriers. There is a risk that churn
will increase as some subscribers migrate to other value-oriented
MVNOs.
Nevertheless, the company's credit profile continues to garner
support from its recurring revenue model and solid free cash flow
on growing revenue and attractive EBITA margins in the 15%-17%
range (Moody's adjusted). The company's credit profile further
benefits from its high brand awareness among its target market,
reputation for good customer service that generates customer
loyalty and highly variable cost structure (nearly 90% of costs are
variable). As an MVNO, Consumer Cellular does not own or operate
its own wireless network given its wholesale arrangement with
carriers who own and maintain the infrastructure. Therefore, the
company's capital spending is very low, under 1% of service
revenue. Together with good margins, business model supports
meaningful free cash flow, projected to be around $100 million in
2022, before the dividend payout.
The company's plan to transition to an exclusive partnership with
AT&T Inc. (AT&T, Baa2 stable) over the next two years heightens
supplier concentration risk. This risk is mitigated by a long term
(7 years) non-cancellable nature of the arrangement, with a
three-year renewal option at Consumer Cellular's option. There is
some execution risk in the company's ability to seamlessly shift
one third of its current subscribers to AT&T network. This could
also cause higher churn rates during the transition, like the
3G-migration related churn in 2021.
Consumer Cellular relies on a partnership with AARP (American
Association of Retired Persons) in reaching its customer
demographic and with Target Corporation (Target, A2 stable) for
retail distribution of its phones and services; however, its
dependence on such arrangements is meaningful and introduces risk.
Consumer Cellular has strong multiyear relationships with both
partners yet the partnerships are not exclusive and would be
disruptive for Consumer Cellular should the partners eventually
decide to discontinue the relationship. This month Consumer
Cellular launched a partnership with Walmart Inc (Walmart, Aa2
stable), with a launch in 500 stores and potential for expansion to
more stores in mid-2022. While positive from a growth potential and
diversification perspective, the arrangement with Walmart is very
recent and neither exclusive nor non-cancellable.
Consumer Cellular has good liquidity, supported by the company's
undrawn revolver, lack of funded debt maturities until 2027,
minimal capex requirements and solid free cash flow. Even after
accounting for the increased interest expense related to a higher
debt burden, Moody's expects the company to generate at least $100
million of free cash flow over the next 12 months, which
comfortably meets its basic cash obligations consisting of $20
million term loan amortization and $7 million capex. In addition,
the company will have an undrawn $100 million revolving credit
facility due December 2026 and over $70 million of cash on the
balance sheet at close. The first and second lien term loans are
covenant lite while the proposed extended revolver contains a
springing maximum first lien leverage ratio of 8.35x that is tested
when the revolver is more than 35% drawn.
The stable outlook reflects Moody's expectation that Consumer
Cellular will delever to around 6x by the end of 2023, and generate
at least mid-single digit percent annual revenue growth over the
next 12-18 months. It also incorporates Moody's expectations the
company will maintain very good liquidity and apply free cash flows
to paydown debt in addition to mandatory debt amortization.
The instrument ratings reflect the probability of default of the
company, as reflected in the B2-PD Probability of Default Rating,
an average expected family recovery rate of 50% at default given
the mix of first and second lien secured debt in the capital
structure, and the particular instruments' ranking in the capital
structure. The first lien senior secured credit facilities are
rated B1 and reflect loss absorption in a distress scenario from
the second lien term loan. The rating on the proposed upsized $395
million of second lien term loan is Caa1, reflecting its junior
position in the capital structure.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if Consumer Cellular maintains
leverage below 5x and free cash flow to debt above 10% (both
Moody's adjusted), while committing to a more conservative
financial policy, with good liquidity. An upgrade will also be
considered if the company significantly reduces its supplier
concentration risk and is likely to sustain subscriber and revenue
growth at least in the high single digit percent rate.
Moody's would consider a downgrade should operating performance or
market share weaken materially, leading to slower than anticipated
subscriber and revenue growth. Additionally, weaker than expected
earnings or an aggressive use of financial leverage such that
adjusted debt / EBITDA is sustained above 7x and free cash flow to
debt below 5% (both Moody's adjusted) could pressure the rating. A
deterioration of liquidity could also lead to a downgrade.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
CCI Buyer, Inc. is a holding company for Consumer Cellular
Incorporated, a nationwide mobile virtual network operator that
provides postpaid wireless services. The company targets users over
50 through its approach to marketing, device offerings, and lower
data usage plans. The company is majority owned by private equity
firm GTCR. GAAP revenue for the last twelve months ended September
30, 2021 was about $1.45 billion.
CCM MERGER: Moody's Rates $240MM Term Loan Due 2026 'Ba2'
---------------------------------------------------------
Moody's Investors Service assigned a Ba2 rating to CCM Merger,
Inc.'s first amended $240 million term loan due 2026. Proceeds from
the $240 million term loan A due 2026 were used to refinance CCM's
$275 million term loan B due 2025 in full of which $238 million was
outstanding at the time the refinancing occurred. Moody's will
withdraw the Ba2 rating on the term loan B since the instrument was
repaid.
The Ba2 assigned to term loan A, two-notches above CCM's B1
Corporate Family Rating, reflects the loss absorption cushion
provided to the bank facilities by the company's senior unsecured
notes.
The term loan refinancing did not have an impact on CCM's B1
Corporate Family Rating, B1-PD Probability of Default Rating, the
B3 rating on the company's $275 million 6.375% senior notes due
2026, and the Ba2 rating on the $45 million senior secured first
lien credit facility due 2025. CCM's term loan A and revolving
credit facility are part of the same credit agreement and share the
same collateral on a first lien basis.
Although CCM's ratings were not affected, the term loan refinancing
has positive credit implications, albeit modest ones. These
benefits include the one-year extension of the term loan along with
interest savings of about $5 million annually as a result of
improved pricing. There are no material debt maturities until CCM's
term loan due 2026 and senior notes due 2026 mature. The company's
revolver expires prior to the maturity of the term loan and senior
notes. However, there is nothing currently outstanding on the
revolver and Moody's does not expect the company will need to use
the revolver to support its operations.
The following ratings/assessments are affected by the action:
New Assignments:
Issuer: CCM Merger, Inc.
Senior Secured Term Loan A, Assigned Ba2 (LGD2)
RATINGS RATIONALE
CCM's B1 CFR reflects the demonstrated stability and favorable
characteristics of the Detroit gaming market -- high population
density and limit of three casinos in the Detroit gaming market -
history of financial support from its owner, and limited capital
expenditure plans. Also supporting CCM's credit profile is the
expectation that the company has demonstrated the ability and
willingness to use its free cash flow to repay debt above and
beyond scheduled required amortization amounts. Debt-to-EBITDA for
the latest 12-month period ended September 30, 2021 was 3.8x, which
strongly positions the company at the B1 Corporate Family Rating
level.
Key credit concerns include CCM's small, single asset profile,
credit pressure from efforts to contain the coronavirus, potential
for a slow recovery, and long-term fundamental challenges facing
regional gaming companies.
The coronavirus outbreak and the government measures put in place
to contain it continue to disrupt economies and credit markets
across sectors and regions. Although an economic recovery is
underway, the recovery is tenuous, and continuation will be closely
tied to containment of the virus. As a result, a degree of
uncertainty around Moody's forecasts remains. Moody's regards the
coronavirus outbreak as a social risk under Moody's ESG framework,
given the substantial implications for public health and safety.
The gaming sector has been one of the sectors most significantly
affected by the shock given its sensitivity to consumer demand and
sentiment. More specifically, CCM remains vulnerable to a renewed
spread of the outbreak. CCM also remains exposed to discretionary
consumer spending that leave it vulnerable to shifts in market
sentiment in these unprecedented operating conditions. Additional
social risk for gaming companies includes evolving consumer
preferences related to entertainment choices and population
demographics that may drive a change in demand away from
traditional casino-style gaming. Younger generations may not spend
as much time playing casino-style games (particularly slot
machines) as previous generations. Data security and customer
privacy risk is elevated given the large amount of data collected
on customer behavior. In the event of data breaches, the company
could face higher operational costs to secure processes and limit
reputational damage.
Corporate governance in terms of financial policy is also good.
Marian Ilitch, the company's owner, has supported the company with
cash infusions to support liquidity when necessary, and the company
has historically paid down debt in amounts scheduled amounts.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
A ratings upgrade is unlikely without a diversification of the
asset base. CCM would also need to continue to generate consistent
and positive free cash flow, achieve and maintain debt-to-EBITDA
below 3.0x, and adhere to financial policies that maintain low
leverage. CCM's ratings could be downgraded if competition in the
Detroit gaming market increases, there is a decline in EBITDA
performance from factors such as volume pressures or higher
operating costs, a deterioration in liquidity, or an inability to
achieve and sustain debt-to-EBITDA on an LTM basis below 4.5x.
The principal methodology used in this rating was Gaming published
in June 2021.
CCM, through its subsidiary Detroit Entertainment L.L.C, owns and
operates the MotorCity Casino Hotel in Detroit, Michigan, one of
only three commercial casinos allowed to operate in the Detroit
area. CCM is owned by Marian Ilitch and generated approximately
$378 million in net revenue in the last twelve months ended
September 30, 2021. The company is privately held and does not
publicly disclose detailed financial information.
CEL-SCI CORP: Incurs $8.8 Million Net Loss in First Quarter
-----------------------------------------------------------
CEL-SCI Corporation filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $8.78 million for the three months ended Dec. 31, 2021, compared
to a net loss of $7.94 million for the three months ended Dec. 31,
2020.
As of Dec. 31, 2021, the Company had $69.67 million in total
assets, $18.32 million in total liabilities, and $51.35 million in
total stockholders' equity.
CEL-SCI stated, "The Company has incurred significant costs since
its inception for the acquisition of certain proprietary technology
and scientific knowledge relating to the human immunological
defense system, patent applications, research and development,
administrative costs, construction of laboratory facilities and
participation in clinical trials. The Company has funded such
costs primarily with proceeds from loans and the public and private
sale of its securities. The Company will be required to raise
additional capital or find additional long-term financing to
continue with its efforts to bring Multikine to market. The
ability to raise capital may be dependent upon market conditions
that are outside the control of the Company. The ability of the
Company to obtain approval from the U.S. Food and Drug
Administration (FDA) for the sale of products to be developed on a
commercial basis is uncertain. Ultimately, the Company must
complete the development of its products, obtain the appropriate
regulatory approvals and obtain sufficient revenues to support its
cost structure. The Company believes there is a high likelihood
that it will continue to receive funds from private and public
offerings and warrant exercises similarly to the way it has funded
operations in the past. However, there can be no assurance that
the Company will be able to raise sufficient capital to support its
operations."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/725363/000165495422001491/cvm_10q.htm
About CEL-SCI Corporation
CEL-SCI -- http://www.cel-sci.com-- is a clinical-stage
biotechnology company focused on finding the best way to activate
the immune system to fight cancer and infectious diseases. The
Company's lead investigational therapy Multikine is currently in a
pivotal Phase 3 clinical trial involving head and neck cancer, for
which the Company has received Orphan Drug Status from the FDA.
The Company has operations in Vienna, Virginia, and near Baltimore,
Maryland.
CEL-SCI reported a net loss of $36.36 million for the year ended
Sept. 30, 2021, a net loss of $30.26 million for the year ended
Sept. 30, 2020, and a net loss of $22.13 million for the year ended
Sept. 30, 2019. As of Sept. 30, 2021, the Company had $75.87
million in total assets, $19.34 million in total liabilities, and
$56.53 million in total stockholders' equity.
CHARM HOSPITALITY: UST Wants Case Dismissed or Converted to Ch.7
----------------------------------------------------------------
Tracy Hope Davis, the United States Trustee for Region 17, asks the
U.S. Bankruptcy Court for the District of Nevada to dismiss the
Chapter 11 case of Charm Hospitality, LLC, or convert the case to
Chapter 7.
The U.S. Trustee contends that:
1. the Debtor has suffered a substantial or continuing loss to
or diminution of the estate, and there is an absence of a
reasonable likelihood of rehabilitation.
2. the Debtor has not filed its last four monthly operating
reports.
3. the Debtor has not timely paid United States Trustee
quarterly fees for the fourth quarter of 2021.
Counsel for the U.S. Trustee has spoken to counsel for the Debtor
and counsel for secured creditor West Town Bank & Trust regarding
the request, and both parties stated they consent to dismissal.
About Charm Hospitality
Charm Hospitality, LLC is a company that owns and operates a
77-room hotel located at 3019 Idaho St., Elko, Nev. The hotel was
operated under the Wingate Inn By Wyndham Elko brand. The company
is owned by Paramjit Kaur.
Charm Hospitality filed a Chapter 11 petition (Bankr. D. Nev. Case
No. 20-50880) on Sept. 15, 2020. In the petition signed by Larry
Williams, corporate representative, the Debtor disclosed $3,099,287
in assets and $7,472,409 in liabilities. Judge Bruce T. Beesley
oversees the case. Kung & Brown serves as the Debtor's bankruptcy
counsel.
CICO ELECTRICAL: Seeks Cash Collateral Access
---------------------------------------------
CICO Electrical Contractors, Inc. asks the U.S. Bankruptcy Court
for the Central District of California, Los Angeles Division, for
authority to use the cash collateral of its secured creditors in
accordance with the budget, with a 15% variance.
The creditors that assert an interest in the cash collateral are:
a. Employee Development Department: $42,456.29; State Tax lien
recorded on 7/7/2020;
b. Employee Development Department: $33,887.23; State Tax lien
recorded on 9/15/2020;
c. Complete Business Solutions Group DBA Par Funding:
$188,262; UCC Lien (Merchant Agreement) filed on 12/29/2020;
d. Employment Development Department: $77,892.50; State Tax
lien recorded on 4/26/2021
e. Trustee of the Southern CA IBEW-NEC Pension Plan et al:
$214,018.55; Judgment Lien filed with Secretary of State on
5/19/2021
f. Everest Funding: $48,15.00; UCC Financing Statement filed
with Secretary of State on 5/24/2021
g. Employee Development Department: $38,077; State Tax lien
recorded on 6/14/2021
h. American Contractors Indemnity: $1,140,000; UCC Financing
Statement filed on 7/23/2021;
i. Employee Development Department: $36,945.60; State Tax lien
recorded on 9/7/2021
j. Sunbelt Rentals: $13,030; Judgment lien filed on
12/9/2021.
The Debtor requires the use of cash collateral to pay the
reasonable expenses it incurs during the ordinary course of its
business.
The Debtor is confident it can enter into plan treatment
stipulations with its creditors. The Debtor's counsel has already
been engaged in a number of settlement discussions with the
creditors both prior and since the filing of the bankruptcy. The
Debtor is optimistic about the prospects of its reorganizational
efforts. The COVID-19 pandemic has negatively impacted the
country's economy and devastated certain sectors of the economy.
The Debtor's operations have been impacted by the pandemic as well.
However, the Debtor currently has a number of pending projects that
will net Debtor the income necessary to support a feasible
reorganization plan.
The Debtor proposes to continue to pay the Trustee of the Southern
CA IBEW-NEC Pension Plan et al. a $1,200 monthly adequate
protection payment until either a plan treatment stipulation is
entered into or the plan is confirmed. The Debtor proposes to
continue to pay American Contractors Indemnity a $1,000 monthly
adequate protection payment until either a plan treatment
stipulation is entered into or the plan is confirmed. The Debtor is
proposing to continue to pay Everest Funding a $500 monthly
adequate protection payment until either a plan treatment
stipulation is entered into or the plan is confirmed. The Debtor is
not proposing any adequate protection payments to EDD as EDD's
secured tax liens will be provided for payment through the Debtor's
Subchapter V Plan, which the Debtor intends to file on or before
March 21, 2022 deadline set by the court.
A hearing on the matter is scheduled for March 8, 2022 at 11 a.m.
A copy of the motion and the Debtor's budget for the period from
February to July 2022 is available at https://bit.ly/3uUu0DI from
PacerMonitor.com.
The Debtor projects $355,000 in total income and $338,685 in total
expenses for February 2022.
About CICO Electrical
CICO Electrical Contractors, Inc., an electrical contractor based
in Paramount, Calif., filed a petition for Chapter 11 protection
(Bankr. C.D. Calif. Case No. 21-19348) on Dec. 31, 2021, listing
$785,610 in assets and $2,326,689 in liabilities. Cecelio Anthony
Jaure, chief executive officer, signed the petition.
Judge Vincent P. Zurzolo oversees the case.
The Debtor tapped Michael Jay Berger, Esq., at the Law Offices of
Michael Jay Berger as legal counsel.
CLAIRMONT PLACE: Patient Care Ombudsman Files First Report
----------------------------------------------------------
Melanie S. McNeil, Esq., the duly appointed Patient Care Ombudsman
for Clairmont Place Condominium Association, Inc., filed with the
U.S. Bankruptcy Court for the Northern District of Georgia a First
Report on the Debtor's health care facility.
According to the Report, there was no significant change in the
facility conditions or decline in resident care for the personal
care home since the appointment of the Patient Care Ombudsman.
A copy of the Ombudsman Report is available for free at
https://9k.gg/kFsHk from PacerMonitor.com.
The Ombudsman may be reached at:
Melanie S. McNeil, Esq.
Office of the State Long-Term Care Ombudsman
2 Peachtree Street NW, 33rd Floor
Atlanta, GA 30303
Telephone: (404) 657-5327
(404) 416-0211
Facsimile: (404) 463-8384
E-mail: Melanie.McNeil@osltco.ga.gov
About Clairmont Place Condominium
Association Inc.
Clairmont Place Condominium Association, Inc. sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No.
21-58123) on Oct. 29, 2021, listing up to $1 million in assets and
up to $10 million in liabilities. Judge Lisa Ritchey Craig oversees
the case.
Shayna Steinfeld, Esq., at Steinfeld & Steinfeld, PC is the
Debtor's legal counsel.
Melanie S. McNeil, Esq., from the Office of the State Long-Term
Care Ombudsman, has been appointed as patient care ombudsman.
CNX RESOURCES: S&P Upgrades ICR to 'BB', Outlook Stable
-------------------------------------------------------
S&P Global Ratings raised the issuer credit and senior unsecured
ratings on CNX Resources Corp. to 'BB' from 'BB-'. The recovery
rating on the senior unsecured debt remains capped at '3',
indicating a 50%-70% recovery in the event of a payment default,
because S&P expects CNX could incur additional secured or pari
passu debt on the path to the hypothetical default.
S&P said, "The stable outlook reflects our expectation CNX will
maintain modest financial policies, including its extensive hedging
program and no fixed dividends, that should support cash flow and
financial measures including FFO/debt comfortably above 30% should
natural gas prices moderate from current levels. This also assumes
that CNX maintains a balance between debt repayment and shareholder
returns.
"We believe CNX's financial measures will continue to improve. Like
much of the industry, we expect CNX to pursue capital spending that
drives flat to modest growth, allowing it to focus free cash flow
generation to fund continued debt repayment and shareholder
returns. We forecast the company will generate average free cash
flow of $450 million-$500 million annually under our price
assumptions, after our expectation of capital spending of $400
million-$550 million . We also note that CNX has hedged more than
80% of its expected gas production for 2022, including basis
differentials, which provides a level of stability to its cash
flows.
"CNX's robust hedging program provides stable cash flows. CNX's
extensive hedging program should provide some stability through the
often volatile price cycles of natural gas, which accounts for over
90% of its production. As a result, we would not expect to see
EBITDA and debt leverage swings as severe as many exploration and
production (E&P) peers experienced in 2020. Nevertheless, due to
hedging, CNX has not fully benefitted from the recent run-up in
natural gas prices, although overtime pricing should improve as it
layers in new hedges at higher prices. We have adjusted historical
financial measures for noncash mark to market hedge losses, which
we estimate were about $1.1 billion for the year ended Dec. 31,
2021, because they don't reflect financial performance in the
current period.
"We believe CNX has one of the best cost positions among its
Appalachian peers. While its size and scale somewhat lag those of
its largest peers in the Appalachian Basin, the company's cash
operating costs (excluding general and administrative costs) which
we estimate to be about $0.65-$0.70 per thousand cubic feet
equivalent (mcfe) are lower than those of its peers, which
typically have cash operating costs of more than $1.00/mcfe. We
believe CNX's vertical integration with its wholly owned subsidiary
CNX Midstream Partners L.P. (CNXM) is a key reason for its low
costs relative to those of its peers because it mitigates much of
its third-party gathering and processing expenses.
"The stable outlook reflects our expectation that over the next 24
months CNX will maintain modest financial policies, including its
extensive hedging program, that support strong free cash flow
generation and a balance of debt repayment and shareholder returns.
As a result, we expect FFO/debt to exceed 45% and debt/EBITDA will
remain below 2x. Our assumptions are supported by the company's
robust hedging program that should lock in pricing on around 80%
production, providing a cushion to a fall in natural gas prices.
"We could lower our issuer credit rating on CNX if we forecast its
leverage will weaken over the next two years such that its expected
FFO to debt falls below 30% and its debt to EBITDA is above 3x on a
sustained basis. This would most likely occur if there is a
sustained material decline in natural gas prices, likely in
combination with a weakening in its hedging program, or its capital
spending rises without a commensurate increase in its production.
Alternatively, more aggressive shareholder returns than expected
could limit debt repayment and lead to weaker financial measures.
"We could raise our rating if CNX can grow its reserves or
diversify its assets such that its business risk compares more
favorably to higher rated peers. Additionally, we would expect
FFO/debt to average above 60% with debt/EBITDA below 1.5x. This
could occur if natural gas prices average well above our
assumptions providing increased cash flow to expand capital
spending, and CNX maintained a balance of debt repayment and
shareholder returns."
COLDWATER DEVELOPMENT: Trustee Taps ThreeSixty, WFS as Auctioneers
------------------------------------------------------------------
Sam Leslie, the Chapter 11 trustee for Coldwater Development, LLC
and Lydda Lud, LLC, seeks approval from the U.S. Bankruptcy Court
for the Central District of California to employ ThreeSixty Asset
Advisors, LLC and WFS Inc. as auctioneers.
The firms will assist in the sale of the Debtors' six residential
estate lots totaling 65.63 acres located in the Santa Monica
Mountains above Beverly Hills, Calif.
Prior to an auction sale, any potential bidders will submit
deposits directly to the trustee to be held prior to the sale
closing. In the event any buyer fails to complete the purchase and
the buyer's deposit is retained as liquidated damages, the
auctioneers will be reimbursed for any actually incurred costs and
paid 50 percent of the net deposit after any cancellation and
escrow fees, up to the maximum amount of compensation the
auctioneers would have received had the sale closed escrow. If the
property is later sold, any costs or commissions paid to the
auctioneers will be a credit against any subsequent payments on a
sale that closes.
The trustee has agreed to a base fee or retainer of $30,000, and
marketing and sale expenses not to exceed $25,000, collectively as
an administrative cost of the estate.
As disclosed in court filings, ThreeSixty and WFS are
"disinterested" within the meaning of Section 101(14) of the
Bankruptcy Code.
The firms can be reached at:
Jeffrey J. Tanenbaum
ThreeSixty Asset Advisors
3075 E. Thousand Oaks Blvd.
Westlake Village, CA 91362
Tel: (805) 496-8087
- and -
Michael C. Walters
WFS Inc.
dba Tranzon Asset Strategies
9891 Irvine Center Drive, Suite 200
Tel: (949) 439-4750
Email: mwalters@tranzon.com
About Coldwater Development
Los Angeles-based Coldwater Development, LLC and its affiliate
Lydda Lud, LLC filed Chapter 11 petitions (Bankr. C.D. Calif. Lead
Case No. 21-10335) on Jan. 15, 2021. In the petitions, both Debtors
disclosed $50 million to $100 million in assets and $10 million to
$50 million in liabilities. Judge Sheri Bluebond presides over the
cases.
Arent Fox, LLP serves as the Debtors' bankruptcy counsel.
Sam S. Leslie is the Chapter 11 trustee appointed in the Debtors'
cases. David Seror, Esq., at Brutzkus Gubner and LEA Accountancy,
LLP serve as the trustee's legal counsel and accountant,
respectively.
CORP GROUP: Updates CGB Unsecureds Claims Pay Details
-----------------------------------------------------
Corp Group Banking S.A. and Its Debtor Affiliates submitted a
Second Amended Joint Plan of Liquidation and Second Amended
Disclosure Statement dated Feb. 14, 2022.
On February 14, 2021, the Debtors and Itaú entered into the plan
support letter (as may be amended, supplemented, or otherwise
modified from time to time in accordance with its terms, the "Plan
Support Letter") that requires Itaú to support the Plan, subject
to certain conditions and limitations.
Furthermore, on February 14, 2022, the Debtors, the Committee and
Itaú entered into the Stipulation Among the Debtors, the Committee
and Itaú Regarding Exclusivity, the Solicitation Procedures, the
Disclosure Statement and the Plan (the "Stipulation") pursuant to
which the Committee does not object to the Debtors' proposed order
approving this Disclosure Statement.
On December 27, 2021, the Debtors filed the Debtors' Motion for an
Order Authorizing the Debtors to Sell Unencumbered Shares of Itaú
Corpbanca and Granting Related Relief and, on February 2, 2022, the
Bankruptcy Court entered the Order Authorizing the Debtors to Sell
Unencumbered Shares of Itaú Corpbanca and Granting Related Relief,
granting the Debtors authority to sell CGB Unencumbered Shares with
an aggregate value of up to $7,500,000, pay the Broker Commission
and any taxes associated with such sales and enter into the Broker
Agreement, to generate sufficient cash to cover the Debtors'
projected professional fees and expenses and other costs during the
chapter 11 cases through the earlier of (x) April 30, 2022 and (y)
the projected effective date of the Plan.
The Committee's initial investigation resulted in the Committee
informing the Debtors that it believes the Debtors' estates hold
valuable claims against, among others: certain non-Debtor
affiliates of Corp Group; the Debtors' directors and officers and
other potential defendants; Itaú; and several of the Holders of
Non-Recourse Secured Claims.
Sales in Connection with Class 7B Distributions
Pursuant to procedures to be agreed on with the Committee and the
CGB Unsecured Notes Trustee in advance of the Effective Date, as
soon after the ATOP Deadline as reasonably possible and without
need for any further order of the Bankruptcy Court, the Debtors
shall sell: (a) all Non-QIB CGB Unsecured Notes Claims Shares for
Cash, in one or more sales to third parties and shall reserve the
net Cash proceeds of such sales for distribution to Non-QIBs in
accordance with the Plan, and (b) an additional number of CGB
Unencumbered Shares included in the Class 7B distribution in order
to generate proceeds sufficient to pay in Cash the CGBUNT Fees and
Expenses estimated, in consultation with the Debtors and the
Committee, by the CGB Unsecured Notes Trustee, and shall reserve
the net Cash proceeds of such sales for distribution to the CGB
Unsecured Notes Trustee to pay itself the CGBUNT Fees and
Expenses.
Distributions to Holders of CGB Unsecured Notes Claims
To receive its entitlement pursuant to the Plan, each Holder of a
CGB Unsecured Notes Claim is required to, on or prior to the ATOP
Deadline, tender its CGB Unsecured Notes into ATOP and submit the
Beneficial Owner Questionnaire through ATOP; provided, that the CGB
Unsecured Notes Trustee shall use commercially reasonable efforts,
in coordination with the Distribution Agent, to make cash
distributions (via DTC or, if this distribution cannot be
effectuated through DTC, via direct distribution) to the to Holders
of Unsecured Notes Claims who (i) deliver their CGB Unsecured Notes
through ATOP but are not entitled pursuant to the Plan to receive
their distribution in the form of CGB Unencumbered Shares or (ii)
fail to tender their CGB Unsecured Notes into ATOP (which, in both
cases shall be in lieu of distributions of CGB Unencumbered Shares
to such Holders).
Class 6 consists of the Saga Itau Unsecured Claims. The Saga Itau
Unsecured Claims are Allowed in an aggregate amount equal to the
Second Petition Date Itau Chile Claim Amount. In full and final
satisfaction, settlement and release of, and in exchange for the
Saga Itaú Unsecured Claims, in lieu of Itau's receipt of a
distribution on the Effective Date, the CG Interhold Restructuring
will be consummated of the Plan. The allowed unsecured claims total
$845,597,253.12. This Class will receive a distribution of 44.84%
of their allowed claims. Class 6 is Impaired by the Plan.
Class 7B consists of the CGB Unsecured Notes Claims. The CGB
Unsecured Notes Claims are Allowed in an aggregate principal amount
equal to $543,687,500. This Class will receive a distribution of
4.12% of their allowed claims. On the Effective Date, except to the
extent that a Holder of CGB Unsecured Notes Claims agrees to less
favorable treatment, in full and final satisfaction, settlement,
and release of, and in exchange for the CGB Unsecured Notes Claims,
each Holder thereof shall receive the following:
* if such Holder is a Qualified Institutional Buyer, its pro
rata share of (x) (based on the Unsecured Claims Pool) (1) the CGB
Unencumbered Shares (less any such shares sold or to be sold to
fund the Estate Cash Expenses, the CGBUNT Fees and Expenses and the
Litigation Trust Funding Amount), and (2) the Residual Wind Down
Cash, (y) (based on the Settlement Pool) the Settlement
Consideration and (z) distributions from the Litigation Trust in
accordance with the Litigation Trust Agreement; and
* if such Holder is a Non-QIB, its pro rata share of (w)
(based on the Unsecured Claims Pool) the Residual Wind Down Cash,
(x) (based on the CGB Unsecured Notes Claims held by Non-QIBs) the
Non-QIB Cash Distribution; (y) (based on the Settlement Pool) the
Settlement Consideration and (z) distributions from the Litigation
Trust in accordance with the Litigation Trust Agreement; provided,
further, that the CGB Unsecured Notes Trustee shall be entitled to
deduct consideration from the distributions to such Holders on a
pro rata basis in order to pay itself the full amount of the CGBUNT
Fees and Expenses.
The Litigation Trustee shall be a fiduciary with duties solely to
the applicable Holders of Allowed CGB Unsecured Notes Claims and
Itaú (to the extent Itaú holds an Allowed or Disputed CGB Itaú
Deficiency Claim), and shall be vested with all powers and
authorities set forth in the Plan and the Litigation Trust
Agreement.
The Committee, the Debtors, Itau (to the extent Itaú holds an
Allowed or Disputed CGB Itaú Deficiency Claim) and the Litigation
Trustee shall execute the Litigation Trust Agreement and take all
necessary steps to establish the Litigation Trust. The Litigation
Trust shall be established for the purpose of receiving the
Litigation Trust Assets vested in the Litigation Trust, pursuing
and receiving the proceeds of such Litigation Trust Claims for the
benefit of Holders of Allowed CGB Unsecured Notes Claims and Itaú
(to the extent it holds an Allowed or Disputed CGB Itaú Deficiency
Claim), and distributing the Litigation Trust Distributable Cash,
with no objective to continue or engage in the conduct of a trade
or business; provided, however, that only CGB Unsecured Notes
Claims shall receive the proceeds or recoveries in connection with
any Litigation Trust Claims against Itaú.
An amount to be reasonably agreed among the Debtors, the Committee
and Itaú (to the extent Itaú holds an Allowed or Disputed CGB
Itaú Deficiency Claim) of Litigation Trust Net Recoveries from
Litigation Trust Claims shall be used to fund a reserve (the
"Litigation Trust Reimbursement Reserve"). The Litigation Trustee
may apply funds in the Litigation Trust Reimbursement Reserve to
reimburse any actual and documented costs and expenses of the
Litigation Trustee (the "Litigation Trust Reimbursement Amount").
Any such funds so applied shall constitute Litigation Trust
Distributable Cash.
Counsel to the Debtors and Debtors in Possession:
Michael H. Torkin, Esq.
Kathrine A. McLendon, Esq.
Nicholas E. Baker, Esq.
Edward R. Linden, Esq.
Jamie J. Fell, Esq.
Simpson Thacher & Bartlett, LLP
425 Lexington Avenue
New York, NY 10017
Telephone: (212) 455-2000
Facsimile: (212) 455-2502
Email: michael.torkin@stblaw.com
kmclendon@stblaw.com
nbaker@stblaw.com
edward.linden@stblaw.com
jamie.fell@stblaw.com
- and -
Pauline K. Morgan, Esq.
Young Conaway Stargatt & Taylor, LLP
Rodney Square
1000 North King Street
Wilmington, DE 19801
Telephone: (302) 571-6600
Facsimile: (302) 571-1253
Email: pmorgan@ycst.com
About Corp Group Banking S.A.
Corp Group Banking SA, a Chilean financial holding company
controlled by billionaire Alvaro Saieh, and Inversiones CG
Financial Chile Dos SpA filed voluntary petitions for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
21-10969) on June 25, 2021. At the time of the filing, Corp Group
Banking disclosed $500 million to $1 billion in assets and $1
billion to $10 billion in liabilities.
Judge J. Kate Stickles oversees the cases.
The Debtors tapped Simpson Thacher & Bartlett, LLP and Young
Conaway Stargatt & Taylor, LLP as legal counsel. Prime Clerk, LLC
is the Debtors' claims and noticing agent and administrative
advisor.
The U.S. Trustee for Region 3 appointed an official committee of
unsecured creditors on July 20, 2021. The committee tapped Morgan,
Lewis & Bockius, LLP as lead bankruptcy counsel, Robinson & Cole
LLP as Delaware counsel, and NLD Abogados as special Chilean
counsel. FTI Consulting, Inc., serves as the committee's financial
advisor.
CORPORATE COLOCATION: Cash Deal with Landlord, SBA OK'd
-------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
has approved the stipulation filed by Corporate Colocation, Inc.;
Landlord, 530 6th Street, LLC; and the U.S. Small Business
Administration authorizing the Debtor to use cash collateral and
grant replacement liens on an interim basis through March 24,
2022.
The hearing on the Debtor's request to continue using cash
collateral on an interim basis and grant replacement liens was
originally scheduled for December 15, 2021 at 10 a.m. before it was
continued to February 16 at 10 a.m. by the parties' stipulation.
The parties now agreed to continued the hearing to March 22 at 10
a.m.
The effectiveness of the current Amended Order authorizing the
Debtor to use cash collateral, to grant replacement liens, etc.,
including the Stipulation regarding administrative rent attached to
and approved by the Court pursuant to the Order, will remain in
effect through March 24.
The parties agreed that the Debtor will continue to pay the
stipulated administrative rent to the Landlord in the amount of
$147,000 per month by the seventh of each month without prejudice
to either party's rights, remedies or defenses regarding said
amount.
A copy of the order is available at https://bit.ly/3gLf1Ui from
PacerMonitor.com.
About Corporate Colocation Inc.
Corporate Colocation Inc. -- http//www.corporatecolo.com/ --
operates a large server farm that provides website services to
about 25 subtenants that is located at 530 West Sixth Street, Suite
502 et. seq., Los Angeles, California 90014. The Debtor sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
C.D. Calif. Case No. 21-12812) on April 7, 2021. In the petition
signed by Jonathan Goodman, president, the Debtor disclosed
$2,284,042 in assets and $5,041,445 in liabilities.
Judge Ernest Robles oversees the case.
Robert M. Yaspan, Esq., at Law Offices of Robert M. Yaspan is the
Debtor's counsel.
530 6th Street, LLC, as landlord, is represented by Jeffrey Lee
Costell, Esq. at Costell & Adelson Law Corporation.
DEL MONTE FOODS: $600MM Loan Upsize No Impact on Moody's B2 CFR
---------------------------------------------------------------
Moody's Investors Service commented that Del Monte Foods, Inc.'s
upsize to its proposed term loan offering to $600 million from $525
million is credit positive because the additional proceeds will be
used to reduce the outstanding balance on the ABL (unrated),
improving the company's liquidity. Because the upsize is leverage
neutral, there is no impact on the company's ratings and stable
outlook.
On January 20, 2022, Moody's upgraded Del Monte's Corporate Family
Rating to B2 from B3, Probability of Default Rating to B2-PD from
B3-PD and senior secured notes rating to B3 from Caa1 with a stable
outlook. On February 1, 2022, Moody's assigned a B3 rating to Del
Monte's proposed senior secured term loan. The B3 rating on the
outstanding $500 million senior secured notes will be withdrawn
after the refinancing transaction closes, which is expected to be
by the first call date (May 2022).
Headquartered in Walnut Creek, California, Del Monte Foods, Inc. is
a manufacturer and marketer of branded and private label food
products for the U.S. and South American retail market. Its brands
include Del Monte(TM) in shelf stable fruits, vegetables and
tomatoes; Contadina(TM) in tomato-based products; College Inn(TM)
in broth products; and S&W(TM) in shelf stable fruit, vegetable and
tomato products. The company generates annual sales of
approximately $1.5 billion. Del Monte Foods, Inc. is a wholly owned
subsidiary of Del Monte Foods Holdings Limited, which is in turn
approximately 94% owned by Del Monte Pacific Ltd ("DMPL"). DMPL is
publicly traded on the Philippine and Singapore stock exchanges.
DMPL is 71%-owned by NutriAsia Pacific Ltd and Bluebell Group
Holdings Limited, which are beneficially-owned by the Campos family
of the Philippines. Public investors and Lee Pineapple Group (a
pineapple supplier in Malaysia) hold the remaining 29% stake.
ELECTRO RENT: Moody's Affirms 'B3' CFR; Outlook Remains Stable
--------------------------------------------------------------
Moody's Investors Service affirmed Electro Rent Corporation's B3
corporate family rating and B3-PD probability of default rating.
Moody's also affirmed the company's first lien senior secured
rating of B2 and second lien senior secured debt rating of Caa2.
The outlook is stable.
The affirmation of Electro Rent Corporation's ratings reflects
Moody's expectation that the company will continue to gradually
grow the topline and profitability while deleveraging such that
debt-to-EBITDA approaches 4.0 times at the end of 2022.
Affirmations:
Issuer: Electro Rent Corporation
Corporate Family Rating, Affirmed B3
Probability of Default Rating, Affirmed B3-PD
Gtd Senior Secured 1st Lien Term Loan, Affirmed B2 (LGD3)
Gtd Senior Secured 1st Lien Revolving Credit Facility, Affirmed B2
(LGD3)
Gtd Senior Secured 2nd Lien Term Loan, Affirmed Caa2 (LGD5)
Outlook Actions:
Issuer: Electro Rent Corporation
Outlook, Remains Stable
RATINGS RATIONALE
Electro Rent's ratings reflect its small scale. However, Electro
Rent is one of the largest Test and Measurement (T&M) equipment
services companies. The rating also reflects the company's good
geographic reach and a broad portfolio of T&M rental equipment.
Moody's expects revenue growth in the mid-single digits in 2022
driven by a return to growth in the telecom space from increasing
adoption of 5G and solid demand from aerospace and defense
companies (highly skewed to defense) and semiconductor
manufacturers. Moody's expects Electro Rent to have moderately
negative free cash flow in 2022 as it grows its rental equipment
fleet. Debt-to-EBITDA will improve almost a half a turn by the end
of 2022 relative to 4.4 times at September 30, 2021. Moody's also
expects Electro Rent to have adequate liquidity, supported by full
availability on its $85 million revolving credit facility that
expires July 31, 2023.
The stable rating outlook reflects Moody's expectation for
mid-single digit topline growth with profit margin remaining flat.
This will drive gradual deleveraging throughout 2022.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if Electro Rent continues to grow its
size and scale and sustain debt-to-EBITDA below 4.0 times. Moody's
would also expect the company to sustain good liquidity, including
positive free cash flow for an upgrade.
The ratings could be downgraded if debt-to-EBITDA is sustained
above 6.5 times, EBITDA-to-interest falls below 2 times, or if the
company pays a large debt funded dividend. In addition, if
liquidity weakens the ratings could be downgraded.
The principal methodology used in these ratings was Equipment and
Transportation Rental Industry published in April 2017.
Electro Rent Corporation (Electro Rent), headquartered in West
Hills, CA, is a specialized test and measurement (T&M) equipment
rental company, servicing 100 countries from 27 global locations.
The company rents, leases, and sells T&M equipment, such as
oscilloscopes, network analyzers, and wireless telecom testers to
customers across aerospace and defense, telecom, industrial and IT
end-markets. Electro Rent is controlled by Platinum Equity.
FORESIGHT ACQUISITIONS: Wins Cash Collateral Access Thru April 3
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Ohio,
Eastern Division, has authorized Foresight Acquisitions, LLC to use
cash collateral on an interim basis in accordance with the budget,
with a 15% variance, and provide adequate protection to Premier
Bank and the U.S. Small Business Administration.
The Debtor requires the use of cash collateral to operate its
businesses.
Prior to the Petition Date, the Debtor, Home Savings and Loan
Company of Youngstown Ohio and the SBA were parties to various
financial accommodation agreements. Premier Bank is the
successor-in-interest by the result of two mergers to Home Savings
Bank and Loan Company of Youngstown Ohio.
On May 12, 2016, the Debtor and Home Savings and Loan Company of
Youngstown Ohio entered into a loan agreement in the original
principal amount of $2,500,000 and a revolving credit note in the
original principal amount of $500,000 and a related security
agreement. The $2.5 million portion of Premier Loan was also
guaranteed by the SBA.
On July 23, 2020, the Debtor and the SBA entered into an economic
injury disaster loan in the original principal amount of $150,000.
The SBA EIDL loan is secured by a security interest junior in
priority to Premier Bank in essentially all assets of the Debtor
and is currently in deferment until April or May of 2022.
Premier Bank and the SBA have indicated a willingness to agree to
allow the limited use of cash collateral subject to (i) the entry
of the Order, and (ii) a finding by the Court that such use of cash
collateral is essential to the Debtor's estate and is in good
faith, and that Premier Bank and the SBA's security interests,
liens, claims, and other protections granted pursuant to the Order
will not be affected by any subsequent reversal, modification,
vacatur or amendment of the Order or any other order.
As adequate protection to insure against the diminution of the
aggregate value of Premier Bank and the SBA's Liens, if any in the
collateral, Premier Bank and the SBA are granted a perfected
replacement security interest in and lien on, all of the collateral
of the Debtor and its estate of every kind or type whatsoever,
including tangible, intangible, real, personal, and mixed
property.
The security interests, liens and mortgages granted will:
-- be in addition to the Liens,
-- be valid, perfected, enforceable and effective as of the
Petition Date without any further action by the Debtor, Premier
Bank or the SBA and without the execution of any financing
statements, mortgages, security agreements, or any other documents,
and
-- secure payment in an amount equal to any diminution in
value of Premier Bank and the SBA interest in the cash collateral
which occurs during the pendency of the Debtor's bankruptcy case,
whether such diminution is a consequence of the Debtor's use of the
cash collateral the Debtor's incurrence of other obligations, the
economic depreciation of the cash collateral or some other use of
the cash collateral.
The priority of the adequate protection liens and claims granted
may be pari passu with any adequate protection liens or claims.
These events constitute an "Event of Default:"
a. the failure to maintain property insurance;
b. the conversion of the Debtor's Bankruptcy Case to any other
chapter; or
c. the dismissal of the Debtor's bankruptcy case. Upon the
occurrence of any Event of Default, Premier Bank and/or SBA will
give Debtor written notice of such default. Unless such default has
been cured (if such default is capable of cure) within seven days
after such notice is given, Premier Bank and/or SBA will be
entitled to submit evidence of the uncured default to the U.S.
Bankruptcy Court by declaration, stating that the Debtor has been
provided notice and has failed timely to cure the default, thereby
entitling Premier Bank and/or SBA to seek an Order for Relief from
Stay, without a hearing, and to exercise its rights and remedies
against the collateral.
A further hearing on the matter is scheduled for March 29 at 2:30
p.m.
A copy of the order is available at https://bit.ly/3s1aFPr from
PacerMonitor.com.
About Foresight Acquisitions, LLC
Foresight Acquisitions, LLC is a merchant wholesaler of men's
apparel and accessories. It sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. N.D. Ohio Case No. 21-51740) on
December 23, 2021. In the petition signed by James T. Mauro,
president, the Debtor disclosed $2,017,248 in assets and $2,776,776
in liabilities.
Judge Alan M. Koschik oversees the case.
Frederic P. Schwieg, Esq. at Frederic P. Schwieg Attorney at Law,
is the Debtor's counsel.
FUSE GROUP: Incurs $1 Million Net Loss in FY Ended Sept. 30
-----------------------------------------------------------
Fuse Group Holding Inc. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing a net loss of
$1.02 million on $700,000 of revenue for the year ended Sept. 30,
2021, compared to a net loss of $51,411 on $750,000 of revenue for
the year ended Sept. 30, 2020.
As of Sept. 30, 2021, the Company had $165,031 in total assets,
$140,261 in total liabilities, and $24,770 in total stockholders'
equity.
New York, NY-based Paris, Kreit & Chiu CPA LLP, the Company's
auditor since 2022, issued a "going concern" qualification in its
report dated Feb. 11, 2022, citing that as of Sept. 30, 2021, the
Company had recurring losses from operations, an accumulated
deficit, and a negative cash flows from operating activities. As
such there is substantial doubt about its ability to continue as a
going concern.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1636051/000118518522000174/fuseent20210930_10k.htm
About Fuse Group
Headquartered in Arcadia, CA, Fuse Group provides consulting
services to mining industry clients to find acquisition targets
within the parameters set by the clients, when the mine owner is
considering selling its mining rights. The services of Fuse Group
and Fuse Processing, Inc. include due diligence on the potential
mine seller and the mine, such as ownership of the mine and whether
the mine meets all operation requirements and/or is currently in
operation.
GATEWAY KENSINGTON: Non-Insider Unsecureds to Recover 50% to 100%
-----------------------------------------------------------------
James Carnicelli, Jr. ("Plan Proponent"), a creditor of Gateway
Kensington LLC, filed with the U.S. Bankruptcy Court for the
Southern District of New York a Disclosure Statement for Plan of
Liquidation dated Feb. 14, 2022.
The Debtor is a limited liability company formed by John Fareri,
its managing member and majority owner, under the laws of the State
of New York on or around Dec. 12, 2013. The Debtor was formed for
the purpose of acquiring, remediating, and developing into
condominiums certain land located at 15 Kensington Road,
Bronxville, New York 10708 (the "Project").
As of the Petition Date, the Debtor had liquidated around 48
condominium units for a collective gross sale price of
approximately $90.1 million. As of the Petition Date, 5 of these
units were rented, one was subject to a pending contract of sale
and one was vacant being marketed for sale. The Debtor also owns a
commercial condominium located at 602 5th Avenue South, Unit 101,
Naples, Florida 34102 (the "Naples Property") which is currently
rented. The Debtor estimates the value of its remaining assets as
of the Petition Date at approximately $10,000,000.
The Chapter 11 Case appears to have been commenced in direct
response to the unfavorable Arbitration Award. Fareri orchestrated
the Chapter 11 filing while at the same time filing a Chapter 7
petition for Development in an attempt to wrest control away of the
Development claim from the Plan Proponent, hoping to find more
favorable treatment from a Chapter 7 trustee.
The Plan is fairly simple. The Debtor has liquidated substantially
all of their remaining assets through Bankruptcy Court-approved
sale transactions and no longer maintain active business
operations. The Debtor's Estate continues to be administered for
wind down purposes. As a result of the liquidation, the Debtor
cannot reorganize other than through a liquidating plan, and as set
forth in the Examiner's Report, there exist significant Causes of
Action against the Debtor's principal and other related parties and
Insiders of the Debtor, which causes of Action could be prosecuted
by the Plan Proponent, while the proceeds of recovery can be used
for distribution to holders of Allowed Claims against the Debtor.
The remaining Units will be sold and the Plan Proponent or Plan
Administrator, as applicable, will prosecute all known and to be
discovered Causes of Action. The Plan Administrator shall be
appointed. The Plan Administrator's role shall be to, inter alia,
review and resolve claims, prosecute Causes of Action, make
Distributions to Creditors and wind-down the Estate.
Class 2 consists of non-Insider Unsecured Claims that are filed or
scheduled against the Debtor's Estate and includes the Claims of
The Gateway Development Group, Inc. and the Plan Proponent. Each
Holder of an Allowed Class 2 Claim shall receive, in full and final
satisfaction of such Allowed Claim, its pro rata share of any
remaining portion of the Plan Distribution Fund, after satisfaction
in full of Class 1 Claims, up to 100% of their Allowed Claims plus
interest from the Petition Date at the Federal judgment rate of
interest in effect as of the Confirmation Date. The Plan
Administrator estimates that Allowed Class 2 Claims total
approximately $16,000,000. This Class will receive a distribution
of 50% to 100% of their allowed claims. Class 2 is Impaired.
Class 3 consists of Insider Unsecured Claims that are filed or
scheduled against the Debtor's Estate and includes various Insiders
or affiliates of the Debtor. Each Holder of an Allowed Class 3
Claim shall receive, in full and final satisfaction of such Allowed
Claim, its pro rata share of any remaining portion of the Plan
Distribution Fund, after satisfaction in full of Class 1 and 2
Clams, up to 100% of their Allowed Claims plus interest from the
Petition Date at the Federal judgment rate of interest in effect as
of the Confirmation Date. The total amount of Claims scheduled by
the Debtor for the Insider Unsecured Creditors is approximately
$1,600,000. Class 3 Claims are Impaired.
Class 4 consists of the Equity Interests in the Debtor. The
Interests are held 99% by John Fareri and 1% by Brenda Fareri.
Class 4 shall receive, on a Pro Rata basis, the remaining proceeds
from the Plan Distribution Funds after the payment in full of all
unclassified and classified Claims and all other fees, costs and
payments required under the Plan. Class 4 is unimpaired.
As of the Effective Date, the Plan Administrator shall be
appointed. The Plan Administrator shall be John Mulvaney, Jr, a
partner with the consulting firm CBIZ. The Plan Administrator shall
have all the powers, authority and responsibilities specified in
the Plan Administrator Agreement, including without limitation, the
powers of a trustee under Sections 704 and 1106 of the Bankruptcy
Code. The compensation for the Plan Administrator shall be set
forth in the Plan Administrator Agreement.
From and after the Effective Date, the Plan Administrator shall act
for the Debtor in the same fiduciary capacity as applicable to a
board of directors and managers/officers, and shall succeed to such
powers as would have been applicable to the Debtor's managers,
officers and directors. From and after the Effective Date, the Plan
Administrator shall be the sole representative of, and shall act
for, the Debtor. Accordingly, the Plan Administrator shall make all
Distributions contemplated under the Plan and shall have the
exclusive right on behalf of the Debtor's Estate to settle or
compromise any Disputed Claim or Causes of Action pursuant to the
terms of the Plan Administrator Agreement.
A full-text copy of the Disclosure Statement dated Feb. 14, 2022,
is available at https://bit.ly/3gJeHoY from PacerMonitor.com at no
charge.
Attorneys for the James Carnicelli:
DAVIDOFF HUTCHER & CITRON LLP
120 Bloomingdale Road
Suite 100
White Plains, New York 10605
Telephone: (914) 381-7400
Facsimile: (914) 381-7406
Robert L. Rattet
About Gateway Kensington
Gateway Kensington, LLC, filed its voluntary petition for Chapter
11 protection (Bankr. S.D.N.Y. Case No. 21-22274) on May 14, 2021,
listing up to $10 million in assets and up to $50 million in
liabilities. Judge Robert D. Drain presides over the case.
Erica R. Aisner, Esq., at Kirby Aisner & Curley, LLP and Priolet &
Associates, P.C., serve as the Debtor's bankruptcy counsel and
special real estate counsel, respectively.
Fred Stevens, the examiner appointed in the Debtor's Chapter 11
case, tapped Klestadt Winters Jureller Southard & Stevens, LLP and
Mintzer Mauch, PLLC as his bankruptcy counsel and special counsel,
respectively.
GB SCIENCES: Posts $4.3 Million Net Income in Third Quarter
-----------------------------------------------------------
GB Sciences, Inc. filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing net income of $4.33
million on zero sales revenue for the three months ended Dec. 31,
2021, compared to a net loss of $593,984 on zero sales revenue for
the three months ended Dec. 31, 2020.
For the nine months ended Dec. 31, 2021, the Company reported net
income of $3.14 million on $0 of sales revenue compared to a net
loss of $3.25 million on zero sales revenue for the same period a
year ago.
As of Dec. 31, 2021, the Company had $6.78 million in total assets,
$4.97 million in total liabilities, and $1.80 million in total
stockholders' equity.
GB Sciences stated, "The Company will need additional capital to
implement its strategies. There is no assurance that it will be
able to raise the amount of capital needed for future growth plans.
Even if financing is available, it may not be on terms that are
acceptable. If unable to raise the necessary capital at the times
required, the Company may have to materially change the business
plan, including delaying implementation of aspects of the business
plan or curtailing or abandoning the business plan. The Company
represents a speculative investment and investors may lose all of
their investment. In order to be able to achieve the strategic
goals, the Company needs to further expand its business and
financing activities. Based on the Company's cash position, it is
necessary to raise additional capital by the end of the next
quarter in order to continue to fund current operations. These
factors raise substantial doubt about the ability to continue as a
going concern. The Company is pursuing several alternatives to
address this situation, including the raising of additional funding
through equity or debt financing. In order to finance existing
operations and pay current liabilities over the next twelve months,
the Company will need to raise additional capital. No assurance
can be given that the Company will be able to operate profitably on
a consistent basis, or at all, in the future."
The principal sources of liquidity to date have been cash generated
from sales of debt and equity securities and loans along with the
sale of its subsidiaries.
At Dec. 31, 2021, cash was $1,504,330, other current assets
excluding cash were $112,347, and the Company's working capital
deficit was $3,022,261. Current liabilities in continuing
operations were $3,802,198 and consisted principally of $1,735,905
in accounts payable, $472,812 in accrued liabilities, $1,508,568 in
notes and convertible notes payable, and $84,913 in indebtedness to
related parties, and a current liability from discontinued
operations of $836,740, which represents a federal income tax
liability generated by the Teco Subsidiaries.
At March 31, 2021, continuing operations included a cash balance of
$793,040, other current assets excluding cash were $256,251, and
the Company's working capital deficit was $5,494,572. Current
liabilities in continuing operations were $6,543,863, which
consisted principally of $1,412,459 in accounts payable, $1,451,687
in accrued liabilities, $3,594,804 in notes and convertible notes
payable, and $84,913 of indebtedness to related parties. At March
31, 2021, current assets from discontinued operations were
$2,494,564, current liabilities from discontinued operations were
$761,509, and working capital from discontinued operations was
$1,201,488.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1165320/000143774922003160/gblx20211231_10q.htm
About GB Sciences
Headquartered in Las Vegas, Nevada, GB Sciences, Inc. is a
phytomedical research and biopharmaceutical drug development
company whose goal is to create patented formulations of
plant-inspired, complex therapeutic mixtures for the prescription
drug market that target a variety of medical conditions. The
Company is engaged in the research and development of plant-based
medicines and plans to produce plant-inspired, complex therapeutic
mixtures based on its portfolio of intellectual property.
GB Sciences reported a net loss of $3.73 million for the year ended
March 31, 2021, compared to a net loss of $13.11 million for the
year ended March 31, 2020. As of Sept. 30, 2021, the Company had
$9.93 million in total assets, $12.47 million in total liabilities,
and a total stockholders' deficit of $2.54 million.
Margate, Florida-based Assurance Dimensions, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated July 6, 2021, citing that the Company has suffered recurring
losses for the year ended March 31, 2021. The Company had a net
loss of $3,725,027, accumulated deficit of $103,886,232, net cash
used in operating activities of $2,185,220 and had negative working
capital of $5,054,593. These factors raise substantial doubt about
the Company's ability to continue as a going concern.
HAJJAR BUSINESS: Reaches Settlement with Secured Creditor
---------------------------------------------------------
Hajjar Business Holdings, LLC, and its Debtor Affiliates fiked with
the United States Bankruptcy Court for the District of New Jersey a
Joint Disclosure Statement describing Joint Chapter 11 Plan of
Reorganization dated Feb. 14, 2022.
The Operating Debtors consist of thirteen separate entities that
were formed to manage and oversee operations of the Owner Debtors.
Regent Medical Properties, LLC is a management company that
provides management services to the Operating Debtors.
The Owner Debtors are Delaware limited liability companies and own
the real property and improvements which serves as collateral to
the Secured Creditor. The rents from such real property and
improvements are paid to a lockbox controlled by the Secured
Creditor. The Owner Debtors are borrowers of a certain loan from
the Secured Creditor.
The Debtors sought bankruptcy protection due to the substantial
claim then held by Wilmington Trust, N.A., as Trustee for the
Registered Holders of Wells Fargo Commercial Mortgage Trust 2016
C34, Commercial Mortgage Pass-Through Certificates, Series 2016 C34
("Interim Lender"). Secured Creditor is the assignee of the Interim
Lender and is currently the holder of duly perfected first priority
mortgage liens on certain real and personal property of the Owner
Debtors.
The Owner Debtors were unable to make payments to the Interim
Lender due to certain tenants of the Owner Debtors being unable to
make rent payments to the Owner Debtors. As a result, the Owner
Debtors did not have the financial wherewithal to satisfy the
monthly payments to the Interim Lender and, the Interim Lender
declared an event of default under the Loan Documents.
To remedy the problems that led to the bankruptcy filing, the
Debtors have, among other things, continued to streamline expenses
and address the Secured Creditor's Claim. Wayne Owner sold the
Wayne Property and the Roseland Owner is hopeful that there will be
a sale of the Roseland Property, which, upon closing, will reduce
the Secured Creditor's debt. During these bankruptcy cases, counsel
for the Debtors and counsel for the Secured Creditor have worked
together to try and resolve their differences, especially with
respect to the Owner Debtors' use of cash collateral and the sale
of the Wayne Property and the Roseland Property. The Debtors and
Secured Creditor have now reached a settlement whereby the Owner
Debtors can exit bankruptcy. The Secured Creditor agrees to vote in
favor of the Plan.
The Plan addresses only the Owner Debtors' reorganization through a
refinance of the Secured Creditor's debt. As set forth more fully
in the Plan, the Owner Debtors seek to accomplish payments under
the Plan by: (i) either satisfying their Allowed Administrative
Expense Claims in full on the Effective Date or as otherwise agreed
by holders of such Allowed Administrative Expense Claims; and (ii)
satisfying the Claim of the Secured Creditor (the only true
creditor of the Owner Debtors' respective estates) via settlement
which, among other things, will permit the Owner Debtors an ability
to refinance within a certain time frame. It is the intent of the
Operating Debtors, upon the refinancing, that they will move to
close the Chapter 11 cases.
Class 1 consists of WFCM 2016-C34 Medical Office Buildings NJ NY
FL, LLC Claim. Total amount of claim is $86,446,978.65. The Payoff
Amount shall be determined on or before the expiration of the
Forbearance Period as set forth in the Forbearance Agreement. The
Claim shall be paid in accordance with the Forbearance Agreement.
Class 2 consists of General Unsecured Claims. Total amount of filed
Claims is approximately $482,360.67. There will be no Unsecured
Claims against the Owner Debtors after a motion to expunge Claims
is filed and heard. No unsecured creditors hold valid Claims
against the Owner Debtors.
Guarantor will be retaining his equity interest.
The Owner Debtors and Secured Creditor have settled their issues,
thereby providing a framework for exiting these Chapter 11 Cases.
As set forth more fully in the Forbearance Agreement, the
Forbearance Agreement permits the Owner Debtors or a nominee to be
named by the Owner Debtors (the "Nominee"), so long as no
Termination Event occurs, during the Forbearance Period (as the
same may be extended in accordance with the terms of the
Forbearance Agreement), to pay the Payoff Amount in full.
The Forbearance Agreement also permits the Owner Debtors to extend
the Forbearance Period up to an additional 3 month period. As a
condition precedent to such extension, the Owner Debtors shall,
among other things, pay an extension fee of $300,000.00. In the
event the Payoff Amount is paid in full, the Secured Creditor
agrees to fund the balance of the Carve Out from these proceeds on
or shortly after the occurrence of the Payoff Date.
During the Forbearance Period, the Owner Debtors shall pay the
requisite monthly Forbearance Payment. Monthly interest will be
based upon the Interest Rate unless or until a default occurs.
Notwithstanding the Forbearance Period, any and all post-petition
fees, costs, expenses, interest and late charges due and owing
under the Loan Documents will continue to accrue during the
Forbearance Period. If the Owner Debtors or the Nominee, however,
pay the Payoff Amount, in full, on or before the expiration of the
Forbearance Period, the Secured Creditor will waive any and all pre
and post-petition Default Rate interest as well as all pre and
post-petition late charges.
In order to collateralize the Owner Debtors' obligations during the
Forbearance Period, the Secured Creditor will continue to maintain
its mortgage Liens on the Remaining Properties. The Secured
Creditor's mortgage Liens are duly perfected first mortgage Liens
on the Remaining Properties.
The Plan is feasible insofar as the Secured Creditor (which is or
will be the only creditor in the case) will be paid in full in
accordance with the agreement between the Owner Debtors and the
Secured Creditor, upon refinancing and satisfaction of the Secured
Creditor's Claim, or the Secured Creditor will receive title to the
Remaining Properties upon a Termination Event.
A full-text copy of the Disclosure Statement dated Feb. 14, 2022,
is available at https://bit.ly/3uQKI70 from PacerMonitor.com at no
charge.
Attorneys for Debtors:
McMANIMON, SCOTLAND & BAUMANN, LLC
75 Livingston Avenue, Suite 201
Roseland, NJ 07068
(973) 622-1800
Anthony Sodono, III, Esq. (asodono@msbnj.com)
Sari B. Placona, Esq. (splacona@msbnj.com)
About Hajjar Business Holdings
Hajjar Business Holdings, LLC and 12 of its affiliates sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J.
Case No. 20-12465) on Feb. 13, 2020.
At the time of filing, Hajjar Business Holdings was estimated to
have assets of between $100,000 to $500,000 and liabilities of
between $50 million to $100 million.
Judge John K. Sherwood oversees the Debtors' cases.
Anthony Sodono, III, Esq. and Sari B. Placona, Esq., at McManimon,
Scotland & Baumann, LLC, serve as counsel to the Debtors.
Wilmington Trust, as lender, is represented by Duane Morris LLP.
HESS CORP: Egan-Jones Hikes Senior Unsecured Ratings to BB+
-----------------------------------------------------------
Egan-Jones Ratings Company on February 3, 2022, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Hess Corporation to BB+ from BB.
Headquartered in New York, New York, Hess Corporation operates as a
global independent energy company.
HOLOGENIX LLC: Taps RBHM Commercial as Australian Special Counsel
-----------------------------------------------------------------
Hologenix, LLC seeks approval from the U.S. Bankruptcy Court for
the Central District of California to employ RBHM Commercial
Lawyers as special counsel.
The Debtor requires a special counsel to assist it in regulatory
compliance matters related to the distribution, advertising,
marketing, and sale of Celliant products in Australia and New
Zealand.
The hourly rates charged by the firm for its services are as
follows:
Partners $600 per hour
Senior Associates $450 per hour
Paralegals $200 per hour
Clerks $150 per hour
The firm will also seek reimbursement for out-of-pocket expenses
incurred. The retainer fee is $707.
Michael Horton, Esq., a partner at RBHM, disclosed in a court
filing that his firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Michael Horton
RBHM Commercial Lawyers
Level 1, 66 Berry St.
North Sydney NSW 2060
Australia
Tel: (02) 9922 6099
Fax: (02) 9923 2893
Email: mhorton@rbhm.com.au
About Hologenix LLC
Pacific Palisades, Calif.-based Hologenix, LLC is the inventor of
Celliant technology (https://celliant.com), a patented,
clinically-tested textile technology that harnesses and recycles
the body's natural energy.
Hologenix filed its voluntary petition under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Calif. Case No. 20-13849) on April 22,
2020. In the petition signed by Seth Casden, chief executive
officer, the Debtor listed $1 million to $10 million in both assets
and liabilities.
Judge Barry Russell oversees the case.
Levene, Neale, Bender, Yoo & Brill L.L.P. represents the Debtor as
bankruptcy counsel. The Debtor also hired Tucker Ellis LLP,
Troutman Sanders LLP, Dermer Behrendt, Theodora Oringher PC,
Buchalter, and RBHM Commercial Lawyers as special counsel. The
Colony Group, LLC serves as the Debtor's accountant.
HORIZON COMMUNICATION: Case Summary & 20 Top Unsecured Creditors
----------------------------------------------------------------
Debtor: Horizon Communication Technologies, Inc.
d/b/a Horizon Telecommunications Corp.
23252 Del Lago
Unit F
Laguna Hills, CA 92653
Business Description: Horizon Communication is engaged in
telecommunications infrastructure design,
installation, and management. Its
customers include some of the world's
biggest stadiums, as well as large building
and property management companies,
telecommunications carriers, data centers
and other enterprise-level operations.
Chapter 11 Petition Date: February 15, 2022
Court: United States Bankruptcy Court
Central District of California
Case No.: 22-10260
Judge: Hon. Erithe A. Smith
Debtor's Counsel: Marc C. Forsythe, Esq.
GOE FORSYTHE & HODGES LLP
18101 Von Karman Avenue
Suite 1200
Irvine, CA 92612-7127
Tel: (949) 798-2460
Fax: (949) 955-9437
Email: mforsythe@goeforlaw.com
Total Assets: $398,286
Total Liabilities: $3,114,175
The petition was signed by Nicolie S. Degraw as chief executive
officer.
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/ALHAZAY/Horizon_Communication_Technologies__cacbke-22-10260__0001.0.pdf?mcid=tGE4TAMA
HUNTER HOLDCO 3: S&P Affirms 'B' ICR, Outlook Stable
----------------------------------------------------
S&P Global Ratings affirmed all its ratings on Hunter Holdco 3
Ltd., including the 'B' issuer credit rating and the 'B' ratings on
first-lien debt; the '3' recovery rating is unchanged.
The stable outlook reflects its expectation for mid- to
upper-single-digit percent revenue growth and modestly improving
EBITDA margins, with EBITDA to cash interest coverage remaining
over 2x.
Hunter Holdco 3 Ltd. has signed a definitive agreement to acquire
health care research and consulting provider Research Partnership
for $176 million.
In addition, the company is issuing a $200 million incremental
first-lien term loan, the proceeds of which will be used--in
combination with balance-sheet cash--to fund the acquisition and to
pre-fund a $150 million tax liability from the Sharp divestiture.
S&P said, "We view the net impact of recent transactions--including
the Sharp divestiture and corresponding debt reduction and the
acquisition of Research Partnership--as credit-neutral. Research
Partnership is a London-based provider of market research and
consulting services across the pharmaceuticals, medical devices,
and biotechnology industries. The business has a track record of
strong customer satisfaction and long-tenured customers, which has
supported its ability to grow revenue in the mid-teens percentages
over the past three years. Research Partnership will contribute to
Hunter's high-growth Advisory division, which has benefitted from
growth in core management consulting as well as a COVID-19-related
uplift in the STEM audit business. The transactions result in a net
reduction (about 20%) in the scale of the business due to the Sharp
divestiture, but we view the end markets of the business
favorably.
"We expect mid- to upper-single-digit percent revenue growth for
the next two years. This comes after a strong 2021, which had
organic revenue growth of about 12% on a pro forma basis. We expect
the company to continue to grow solidly in 2022, despite a portion
of 2021 benefitting from a post-COVID-19 rebound. We expect demand
for advisory services to remain strong as biopharma companies seek
expertise in certain areas--including medical, go-to-market, and
pricing strategies--to support their ability to deliver new
products to market as efficiently as possible.
"Our rating on Hunter reflects the company's exposure to the
fragmented but high-growth drug commercialization market, high debt
leverage, customer concentration, and short-term contracts. We
consider the pharmaceutical commercialization industry to be
competitive and fragmented. The company competes with many mid-size
companies and agencies, such as Eversana/LSCS Holdings Inc.
(B-/Stable) as well as larger clinical research organizations
(CROs), such as Syneos Health Inc. (BB/Stable) and IQVIA Holdings
Inc. (BB+/Stable). It also competes with the health care divisions
of large advertising holding groups, such as WPP PLC (BBB/Stable),
Publicis Groupe S.A. (BBB/Stable), and Omnicom Group Inc.
(BBB+/Stable), as well as large consultancies. These larger players
are better capitalized and have competitive offerings, but Hunter
can provide a more specialized offering to its clients with its
therapeutic and scientific expertise. We expect that a healthy
research and development environment will continue to support
growth prospects across the sector.
"Despite these favorable factors, we also view Hunter's credit
quality as constrained by its customer concentration, short-term
contracts, and exposure to trials, which can be unpredictably
cancelled. However, the risk of churn is mitigated by better drug
diversity, a healthy pipeline of new drugs, and a strong record of
customer retention.
"The stable outlook reflects our expectation that EBITDA interest
coverage will remain over 2x and the company will generate about
$70 million of discretionary cash flow after earnout payments in
2022.Pro forma for the transactions, we expect adjusted leverage of
about 8x and EBITDA cash interest coverage of about 2.3x in 2022.
We expect EBITDA margins to modestly improve with operating
leverage and the realization of synergies between the former
Huntsworth and Ashfield businesses. However, given Hunter's
financial sponsor ownership and our expectation that acquisitions
will be part of its growth strategy, we expect leverage to remain
high. Our forecast also takes into account various committed cash
outflows, including a tax liability payment in 2022 (arising from
the Sharp divestiture) and contingent consideration payments in
2022 and 2023. Having received the final documents and executed
credit agreements, when calculating adjusted credit measures, we
now give equity treatment to the preferred equity provided by
CD&R.
"The stable outlook reflects our expectation for steady demand,
enabling Hunter to generate upper-single-digit percent revenue
growth while maintaining EBITDA margins above 20%. We expect the
company's leverage will remain high.
"We could lower our ratings on Hunter if its leverage rises or it
has unexpected operational difficulties or increased competition
that leads to shortfalls in its EBITDA and cash flow. If adjusted
leverage exceeds 9x or EBITDA to cash interest coverage declines
below 2x, we could lower the ratings.
"Given the company's highly leveraged profile and financial-sponsor
ownership, we believe an upgrade is unlikely over the next 12
months. However, we could raise the ratings if the integration of
recent acquisitions goes well, the company continues to grow and
reduces leverage, and we become convinced that its adjusted
leverage will remain below 6x."
HUSKY III HOLDING: Moody's Alters Outlook on B3 CFR to Stable
-------------------------------------------------------------
Moody's Investors Service affirmed Husky III Holding Limited's
(Husky III) B3 corporate family rating, B3-PD probability of
default rating and Caa2 senior PIK Toggle Notes. Moody's also
affirmed the Ba3 rating on Husky Injection Molding System Ltd.'s
("Husky IMS") super priority revolving credit facility, the B2
rating on Husky IMS's secured term loan B and the Caa2 rating on
Husky IMS's senior unsecured notes. Husky III's outlook was changed
to stable from negative and a stable outlook was assigned to Husky
IMS.
"The stabilization of the outlook reflects Moody's expectations
that Husky III's strong order book will convert into higher revenue
and cash flow in 2022. This will lead to leverage (gross
debt/EBITDA) falling below 8x over the next 12 months" says Moody's
analyst Dion Bate.
The following ratings are affected by the action:
Affirmations:
Issuer: Husky III Holding Limited
Corporate Family Rating, Affirmed B3
Probability of Default Rating, Affirmed B3-PD
Senior Unsecured Regular Bond/Debenture, Affirmed Caa2 (LGD6)
Issuer: Husky Injection Molding Systems Ltd
Senior Secured 1st Lien Term Loan B, Affirmed B2 (LGD3)
Senior Secured Revolving Credit Facility, Affirmed Ba3 (LGD1)
Senior Unsecured Regular Bond/Debenture, Affirmed Caa2 (LGD5)
Outlook Actions:
Issuer: Husky III Holding Limited
Outlook, Changed To Stable From Negative
Issuer: Husky Injection Molding Systems Ltd
Outlook, Changed To Stable From No Outlook
RATINGS RATIONALE
Husky III (B3 CFR) is constrained by: (1) high leverage which
Moody's expects to be maintained in the 7x-8x range by its private
equity owner; (2) increasing regulatory measures to reduce
environmental pollution caused by plastics; (3) supply chain
disruptions leading to longer delivery times and an inability to
fully capitalize on new opportunities; and 4) narrowly-focused
business with cyclical demand for its plastic injection molding
equipment (20% of revenue) that is tied to consumer packaging
companies investment trends.
Husky III benefits from: (1) a strong order book which will drive
higher sales and cash flow in 2022; (2) a strong global market
position in the injection molding pre-form market which gives it
primary supplier status to many of the world's largest beverage
brands; (3) large installed base with good recurring revenue from
parts and aftermarket services; (4) good geographic diversity; and
(5) strong margins driven by sizable parts and aftermarket business
and recent operational improvements.
The stable outlook reflects Moody's expectation that Husky III's
strong order book will translate into higher sales and operating
results such that Moody's adjusted debt/EBITDA will fall below 8x
over the next 12 months.
Husky III has adequate liquidity. Sources total approximately $240
million compared to uses in the form of mandatory term loan
repayment of approximately $26 million over the next 18 months to
March 2023. Husky III's liquidity is supported by unrestricted cash
of $79 million at September 2021 and expected free cash flow of
around $160 million in the next 18 months. While Husky has access
to its $250 million revolving credit facility it will not be
available as a liquidity source from March 2023 when it expires.
The revolver has no applicable financial covenant unless drawings
exceed a certain threshold, at which point a first lien leverage
covenant comes into effect. Moody's does not expect the covenant to
be applicable in the next 18 months to March 2023. Even if the
covenant becomes applicable, the headroom should exceed 30%. Husky
III has limited ability to generate liquidity from asset sales.
Husky III is exposed to increasing environmental and social risks
stemming from the consumer and regulatory trends towards reducing
the environmental impact of plastic waste and plastic packaging.
The company has developed a new line of machines and molds that can
handle 100% recycled plastic and the beverage industry continues to
be committed to the usage of PET packaging, as well as increasing
the use of recycled materials.
The governance considerations include the private-equity ownership
and the potential for an aggressive capital structure in comparison
to public corporations, as shown by the debt-financed dividend
completed in early 2020.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
An upgrade of Husky III's CFR to B2 would be considered if the
company demonstrates material growth in revenue and orders over
time, and adjusted Debt/EBITDA is sustained below 6x (7.9x for
2022F) and EBITA/Interest is above 3x (1.6x for 2022F).
The rating could be downgraded to Caa1 if liquidity is weak,
possibly from negative free cash flow generation. A ratings
downgrade could occur if adjusted Debt/EBITDA remains above 8x on a
sustained basis or EBITA/Interest falls below 1x.
The principal methodology used in these ratings was Manufacturing
published in September 2021.
Husky III is headquartered in Bolton, Ontario and is an indirect
parent of Husky Injection Molding Systems Ltd, a global
manufacturer of plastic injection molding equipment and related
components and services for consumer products companies. Husky III
is wholly owned by Platinum Equity. Husky III's revenue for the
twelve months ended September 30, 2021 (LTM Q3 2021) was $1.2
billion.
IAMGOLD CORP: Egan-Jones Retains BB Sr. Unsecured Debt Ratings
--------------------------------------------------------------
Egan-Jones Ratings Company on January 24, 2022, maintained its 'BB'
foreign currency and local currency senior unsecured ratings on
debt issued by IAMGOLD Corporation.
Headquartered in Toronto, Canada, IAMGOLD Corporation is a mid-tier
gold mining company.
IM SERVICES GROUP: Committee Taps Holland & Hart as Legal Counsel
-----------------------------------------------------------------
The official committee of unsecured creditors of IM Services Group,
LLC seeks approval from the U.S. Bankruptcy Court for the District
of Idaho to employ Holland & Hart, LLP as its legal counsel.
The firm's services include:
a. analyzing the Debtor's assets and liabilities;
b. analyzing potential avoidance actions;
c. analyzing the most advantageous way to recover on Debtor's
principal assets, including accounts receivable and loans to
shareholders;
d. evaluating secured creditors' stay relief motions;
e. considering the most advantageous means for a liquidation;
and
f. challenging confirmation of the Debtor's Chapter 11 plans if
they are unacceptable to the unsecured creditors.
The hourly rates charged by the firm's attorneys and paralegals are
as follows:
Attorneys $325 to $400 per hour
Paralegals $225 per hour
The firm will also seek reimbursement for out-of-pocket expenses
incurred.
Robert Faucher, Esq., a partner at Holland & Hart, disclosed in a
court filing that his firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Robert A. Faucher, Esq.
Philip J. Griffin, Esq.
Holland & Hart LLP
800 W. Main Street, Suite 1750
Boise, ID 83701-2527
Tel: (208) 342-5000
Fax: (208) 343-8869
Email: rfaucher@hollandhart.com
pjgriffin@hollandhart.com
bcmcclafferty@hollandhart.com
About IM Services Group
IM Services Group, LLC is an engineering company that provides
turn-key engineering, design and construction management services
to clients in a range of industries, including the pipeline
construction industry. The company is based in Boise, Idaho.
IM Services Group filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Idaho Case No.
21-00737) on Dec. 28, 2021, listing $20,479,785 in assets and
$21,829,475 in liabilities. Judge Noah G. Hillen presides over the
case.
Matthew T. Christensen, Esq., at Johnson May represents the Debtor
as legal counsel.
Gregory Garvin, acting U.S. Trustee for Region 18, appointed an
official committee of unsecured creditors in the Debtor's Chapter
11 on Jan. 19, 2022. Holland & Hart, LLP serves as the committee's
legal counsel.
INVO BIOSCIENCE: AWM Investment Has 9.9% Equity Stake as of Dec. 31
-------------------------------------------------------------------
AWM Investment Company, Inc. disclosed in a Schedule 13G/A filed
with the Securities and Exchange Commission that as of Dec. 31,
2021, it beneficially owns 1,159,075 shares of common stock of INVO
Bioscience, Inc., representing 9.9 percent of the shares
outstanding.
AWM Investment Company, Inc. is the investment adviser to Special
Situations Cayman Fund, L.P., Special Situations Fund III QP, L.P.,
and Special Situations Life Sciences Fund, L.P. As the investment
adviser to the Funds, AWM holds sole voting and investment power
over 133,516 shares of common stock of the issuer held by CAYMAN,
400,559 shares held by SSFQP and 625,000 shares held by SSLS.
A full-text copy of the regulatory filing is available for free
at:
https://www.sec.gov/Archives/edgar/data/1417926/000153526422000008/INVOBioscience13g123121t.txt
About INVO Bioscience
Sarasota, Florida-based INVO Bioscience, Inc. --
http://invobioscience.com-- is a medical device company focused on
creating simplified, lower-cost treatments for patients diagnosed
with infertility. The Company's solution, the INVO Procedure, is a
revolutionary in vivo method of vaginal incubation that offers
patients a more natural and intimate experience. Its lead product,
the INVOcell, is a patented medical device used in infertility
treatment and is considered an Assisted Reproductive Technology
(ART).
Invo Bioscience reported a net loss of $8.35 million in 2020, a net
loss of $2.16 million in 2019, a net loss of $3.07 million in 2018,
and a net loss of $702,163 in 2017. As of June 30, 2021, the
Company had $9.93 million in total assets, $5.57 million in total
liabilities, and $4.36 million in total stockholders' equity.
JOHN COLEMAN: Albert Altro Named as Case Examiner
-------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Mississippi
approved the U.S. Trustee's appointment of Albert Altro, CPA, CIRA,
as examiner in the Chapter 11 of John Coleman.
The Office of the U.S. Trustee sought appointment of an examiner.
The Debtor has filed a motion to convert his case to Chapter 7.
John Coleman filed for Chapter 11 bankruptcy (Bankr. N.D. Miss.
Case No. 21-11833) on September 29, 2021. The Hon. Selene D.
Maddox presides over the case.
JOURNEY PERSONAL: S&P Lowers ICR to 'B-' on Inflationary Pressures
------------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on personal
care products manufacturer Journey Personal Care Holdings Ltd.
(JPC) to 'B-' from 'B'.
At the same time, S&P Global Ratings lowered its issue-level rating
on the company's US$650 million senior secured term loan to 'B-'
from 'B'. The '3' recovery rating on the debt is unchanged,
indicating meaningful (50-70%; rounded estimate of 60%) recovery in
the event of default.
S&P said, "The stable outlook reflects our view that inflationary
pressures and limited pricing ability will keep JPC's debt-to-EBTDA
ratio elevated over 7x in 2022. The outlook also incorporates our
expectation that despite cost headwinds and pressures on EBITDA the
company will maintain sufficient liquidity cushion for the next 12
months through its revolver availability and cash on the balance
sheet.
"The downgrade reflects our expectation that JPC's debt-to-EBITDA
ratio will remain elevated over 7x in 2022. The company's EBITDA
and credit metrics (on an S&P Global Ratings' adjusted basis) for
last 12 months (LTM) to Sept. 30, 2021, were weaker than our
previous expectations. Specifically, even though revenue remained
stable, the company's EBITDA on S&P Global Ratings' adjusted basis
for the year-to-date Sept. 30, 2021, period dropped significantly
compared with same period last year and debt to EBITDA weakened to
7.5x on an LTM basis, which is a meaningful decline from our
previous expectation of 5.0x-5.5x."
Similar to other industry players, JPC faces high pressure from
increased prices for commodities (70% of cost of goods sold [COGS];
composed of raw materials) primarily fluff pulp, non-woven
(propylene), and super absorbent polymers. In addition, the
company's operating performance is affected by the ongoing supply
chain issues, particularly the spike in freight costs that
contributes to the other 30% of the COGS. S&P said, "We believe
that the company experienced the peak effect of these cost
pressures in fourth-quarter 2021, which could stress credit metrics
further. In addition, JPC incurred about US$20 million of
additional one-time transaction-related costs (related to the
spin-off from Domtar Corp.), which exacerbated EBITDA pressure. We
believe that even though the transaction costs are one-time in
nature and will roll off in 2022, the headwinds from raw material,
freight, and higher energy costs will persist through 2022."
S&P said, "As a result, we forecast continued pressure on the
company's adjusted EBITDA and margins for 2022. Specifically,
although we expect low-single-digit revenue growth, EBITDA margins
on an S&P Global Ratings' adjusted basis could weaken by about
350-400 basis points to 9.0%-9.5%. As a result, we forecast debt to
EBITDA will remain above 7x."
Cost-saving measures and price increases could provide limited
relief from inflationary pressures. JPC generates about two-thirds
of total revenues from institutional customers such as hospitals,
long-term care institutions, and nursing homes. The other one-third
is generated from big-box retailers. In response to cost pressures,
JPC has initiated pricing negotiations with its key retail
customers. However, given the largely fixed pricing contracts with
its institutional customers and government health care systems, the
company has limited ability to immediately pass on the impact of
cost inflation. To address its limited pricing power with its
institutional customers, JPC has also initiated cost-saving and
efficiency measures under its operating plan. These measures
include supplier substitution, product redesign, and managing
inventory levels to lower warehousing costs among other measures,
all of which should result in about US$15 million-US$18 million of
cost savings. While S&P views these initiatives positively, we
believe they could only partially cover the cost of inflation.
Therefore, risks remain that JPC might have to ultimately absorb a
major portion of input costs inflation, thereby pressuring EBITDA
for a longer time frame.
Stable-to-modestly growing industry trends for adult incontinence
products should provide revenue stability. As per Euromonitor, the
retail adult incontinence market is expected to grow in the
mid-single-digit percentage area in the medium term. S&P believes
that JPC's revenues should benefit from this trend, supported by an
aging population and gradually diminishing stigma about adult
incontinence. Furthermore, JPC has been able to secure long-term
volume contracts with key customers. The company also remains
focused on retail channels in some European regions. Therefore, S&P
believes that JPC's revenues should benefit from these supporting
trends and should be able to offset stagnation in the baby diaper
segment. Along with volume gains, modest pricing should lead to
low-single-digit revenue growth over the next 12 months.
S&P said, "We expect JPC will maintain adequate liquidity. We
estimate JPC will incur about US$30 million-US$35 million in
capital expenditures (capex) through 2022. Due to
lower-than-previously expected EBITDA and modest working capital
outflows, we anticipate JPC's free cash flows should break-even in
2022. We also forecast the company will be able to maintain sizable
availability under its revolving credit facility and maintain
modest cash on the balance sheet. This should provide liquidity
cushion over the next 12 months.
"The stable outlook reflects our view that inflationary pressures
and limited pricing ability will keep JPC's debt to EBITDA elevated
over 7x in 2022. The outlook also incorporates our expectation that
despite cost headwinds and pressures on EBITDA the company will
maintain sufficient liquidity cushion for the next 12 months
through its revolver availability and cash on the balance sheet.
"We could lower the ratings on JPC in the next 12 months if its
operating performance further weakens either because of
weaker-than-expected revenues due to loss of major customers or
volumes or declining EBITDA reflecting JPC's inability to improve
the company's cost structure, leading to a capital structure that
is unsustainable. We could also consider a downgrade if weakening
operating performance leads to a cash flow deficit and a tight
liquidity position.
"We could consider an upgrade if JPC's debt-to-EBITDA ratio
strengthens substantially below 7x along with the company
generating positive free cash flow. This could occur if JPC
successfully navigates through cost inflationary pressures such as
by limiting the impact on EBITDA while retaining and expanding its
existing customer profile."
KETTNER INVESTMENTS: Court Rejects 3rd-Party Releases in Plan
-------------------------------------------------------------
Rick Archer of Law 360 reports that a Delaware bankruptcy judge
Tuesday rejected the third-party releases in cannabis investment
firm Kettner Investments' Chapter 11 plan, saying there was no
evidence the releases were necessary or that the releasing parties
had the chance to opt out. Following a virtual hearing, U. S.
Bankruptcy Judge Karen Owens told Kettner it would have to resubmit
its Chapter 11 plan with the third-party releases taken out,
finding that the releasing parties didn't consent to them and that
nothing in the plan justified granting them without consent.
"There's no evidence of necessity or substantial contribution to
the plan," she said.
About Kettner Investments
Kettner Investments LLC is a marijuana investment firm based in
Delaware.
Kettner Investments sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case No. 20-12366) on Sept. 16,
2020. At the time of the filing, the Debtor disclosed assets of
between $10 million and $50 million and liabilities of the same
range.
Judge Karen B. Owens oversees the case.
Bayard, P.A., serves as the Debtor's legal counsel. Procopio Cory
Hargreaves & Savitch LLP, is special counsel.
KOHL'S CORP: Egan-Jones Retains BB Sr. Unsecured Debt Ratings
-------------------------------------------------------------
Egan-Jones Ratings Company on January 24, 2022, maintained its 'BB'
foreign currency and local currency senior unsecured ratings on
debt issued by Kohl's Corporation.
Headquartered in Menomonee Falls, Wisconsin, Kohl's Corporation
operates a chain of family-oriented department stores.
LECLAIRRYAN PLLC: Trustee, UnitedLex Head to Bankruptcy Mediation
-----------------------------------------------------------------
Michael Schwartz of Richmond BizSense reports that with a trial
looming in April 2022, an ongoing dispute tied to the LeClairRyan
bankruptcy will first get a chance to be resolved outside the
courtroom.
The trustee overseeing the collapsed law firm's bankruptcy estate
is headed to mediation with legal services giant UnitedLex and
other defendants as part of the continued bid for another potential
cash haul for creditors.
The mediation will include trustee Lynn Tavenner, who has handled
the LeClairRyan estate since its dissolution in 2019, along with
defendants UnitedLex and ULX Partners. The latter is the ill-fated
joint venture formed by UnitedLex and LCR in 2019.
ULX was a back-office job outsourcing effort billed at the time as
an innovative cost-cutting approach, but is now seen as having had
a hand in the law firm's undoing. Tavenner has alleged that ULX
was a conspiracy to siphon millions out of the 30-year-old law firm
as it was teetering toward collapse. She sued UnitedLex in 2020,
seeking $128 million in damages.
UnitedLex had called for the case to be dismissed, but bankruptcy
court Judge Kevin Huennekens allowed it to proceed toward trial.
The mediation will seek to avoid that trial, which has been set for
April 20, 2022 at Richmond's federal courthouse.
Huennekens made the mediation order on Feb. 4, 2022 requiring it to
be concluded by no later than March 7, 2022. In addition to
Tavenner and UnitedLex, the judge ordered UnitedLex CEO Daniel Reed
and CFO Nicholas Hinton to participate in the mediation. Travelers
Insurance Co. also is required to attend.
Reed and Hinton are party to separate litigation filed by Tavenner,
and Travelers is the keeper of insurance coverage that could
potentially be a payout source to creditors in the UnitedLex
dispute.
Overseeing the mediation is Frank Santoro, a seasoned bankruptcy
judge from Hampton Roads.
UnitedLex is represented in the case by a team of Greenberg Traurig
attorneys: David Barger, Thomas McKee Jr. and Gregory Milmoe.
Tavenner is represented by Quinn Emanuel attorneys Erika Morabito
and Brittany Nelson.
LeClairRyan namesake and longtime CEO Gary LeClair had been a
defendant in the UnitedLex case as well but was released from the
matter after reaching a $10 million settlement with the estate in
late 2021. Other former LCR insiders were also part of the
settlement, which was funded by insurance proceeds.
About LeClairRyan PLLC
Founded in 1988, LeClairRyan PLLC is a national law firm with 385
attorneys, including 160 shareholders, at its peak. The firm
represented thousands of clients, including individuals and local,
regional, and global businesses.
Following massive defections by its attorneys LeClairRyan, members
of the firm in July 2019 voted to effect a wind-down of the
Debtor's operations.
LeClairRyan PLLC sought Chapter 11 protection (Bankr. E.D. Va. Case
No. 19-bk-34574) on Sept. 3, 2019, to effect the wind-down of its
affairs.
In its Chapter 11 petition, the firm listed a range of 200-999
creditors owed between $10 million and $50 million. The firm claims
assets of $10 million to $50 million.
The Hon. Kevin R Huennekens is the case judge.
Richmond attorneys Tyler Brown and Jason Harbour of Hunton Andrews
Kurth represented LeClairRyan in the case. Protiviti was the
Debtor's financial adviser for the liquidation.
The bankruptcy case was converted to a Chapter 7 liquidation on
Oct. 24, 20219. Lynn L. Tavenner was named a Chapter 7 trustee, and
then Benjamin C. Ackerly, a successor trustee.
The Chapter 7 trustee Ackerly's counsel:
Tyler P. Brown
Hunton Andrews Kurth LLP
Tel: 804-788-8200
E-mail: tpbrown@huntonak.com
MAINSTREET PIER: Wins Cash Collateral Access Thru March 10
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Colorado has approved
a stipulation filed by Mainstreet Pier, LLC and Independent Bank
extending the Final Cash Collateral Order through March 10, 2022.
The parties have agreed that the Debtor may continue using cash
collateral in accordance with the budget.
As previously reported by the Troubled Company Reporter, in
addition to the forms of adequate protection provided for in the
Cash Collateral Order, the Debtor has agreed to:
(i) maintain and retain funds totaling at least $100,000
currently on deposit in accounts numbered 1200040259 and 1200040366
with the Secured Lender;
(ii) promptly share with the Secured Lender any: (a) offers to
purchase the real property belonging to the Debtor and (b) offers
to refinance the secured debt owing to the Secured Lender; and
(iii) allow inspectors and appraisers retained by the Secured
Lender or its counsel to access the Debtor's property during normal
business hours.
A copy of the order is available at https://bit.ly/33neaG6 from
PacerMonitor.com.
About Mainstreet Pier, LLC
Mainstreet Pier, LLC is a Colorado limited liability company which
owns and operates a boutique hotel, commonly known at The Ascent on
Main Street. The Ascent has 51 hotel rooms, operates two
restaurants and an event center, and leases out another two
restaurants and a jewelry store.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Colo. Case No. 21-14682) on September
10, 2021. In the petition signed by Rick Hill, manager, the Debtor
disclosed up to $50,000 in assets and up to $50 million in
liabilities.
Judge Elizabeth E. Brown oversees the case.
Jonathan M. Dickey, Esq., at Kutner Brinen Dickey Riley, P.C. is
the Debtor's counsel.
Independent Bank, as Secured Lender, is represented by Markus
Williams Young & Hunsicker LLC.
MANNY'S MEXICAN: Unsecured Creditors to be Paid in Full in Plan
---------------------------------------------------------------
Manny's Mexican Cocina, Inc., a debtor affiliate of Rivera Family
Holdings, LLC, filed with the U.S. Bankruptcy Court for the Western
District of Wisconsin a Disclosure Statement describing Plan of
Reorganization.
Since operations began, Rivera Family has been the owners of
building housing Manny's Mexican Cocina at 301 Hampton Court,
Onalaska, WI 54650 and Manny's Cocina of Eau Claire, 4207 Oakwood
Hills Parkway, Eau Claire, WI 54701.
Under a previous Chapter 11, Studio 16 was sold reducing debt to
about 2.5 million dollars. After the completion of the sale, the
Chapter 11 was dismissed per agreement with Park Bank/SBA and
Rivera Family Holdings LLC and Lynnae/Filiberto Rivera and were
allowed approximately one year to locate and refinance the
obligation.
During the period Covid 19 struck causing disaster in the
Bar/restaurant operation causing reduction of business and cash
flow. Rivera was unable to refinance and Park Bank/SBA recommended
the foreclosure and replevin action, thus the Chapter 11 filing.
The Debtor provides a Plan as a means for a prompt distribution of
feasible payments to creditors and a resolution of claims filed and
pending against Rivera Family Holdings, LLC.
As part of the Chapter 11 proceedings of Rivera Family Holdings,
LLC and Manny's Mexican Cocina, Inc., on file with the bankruptcy
court is an agreed interim order approving use of cash collateral
and limited stay relief. This document provides Rivera/Manny's to
continue to use some cash collateral in the corporation and for
provisions relating to default.
The Secured Creditors in Classes III-VI retain their mortgages,
chattel mortgages, liens, and rights on the property until paid in
full.
All unsecured creditors who file claims shall be paid in full
within 30 days after confirmation of the Plan. Sali Sheafor TAP
Consulting, Inc. holds an unsecured non-priority claim in the
amount of $1,070.00.
This is a Reorganization Plan and upon confirmation of the Plan,
the reorganized Debtors shall be vested with title and all assets
retains by the Debtor, including without limitation litigation,
cause of this action, real property, franchise fee, deposits, bank
accounts, accounts receivable and tangible property and all other
rights in property belonging to the Debtor's estate.
The Debtor has filed this Disclosure Statement and the proposed
full payment Plan and favors acceptance of this Disclosure
Statement and confirmation of the Plan. There exists no other
option that offers a more favorable distribution to unsecured
creditors than that proposed in this Disclosure Statement and Plan.
Creditors receive 100% under a Chapter 11 Plan.
The following executor contracts and unexpired leases are assumed
for the purpose of the Plan:
* Lease between Manny's Mexican Cocina, Inc. and Rivera Family
Holdings, LLC.
* Lease between Manny's Mexican Cocina of Eau Claire, Inc. and
Rivera Family Holdings, LLC.
A full-text copy of the Disclosure Statement dated Feb. 14, 2022,
is available at https://bit.ly/34I0B4H from PacerMonitor.com at no
charge.
Attorney for the Debtor:
Galen W. Pittman, Esq.
Pittman & Pittman Law Offices, LLC
712 Main Street
La Crosse, WI 54601
Telephone: (608) 784-0841
Facsimile: (608) 784-2206
About Manny's Mexican Cocina Inc.
Manny's Mexican Cocina, Inc. filed its voluntary petition for
Chapter 11 protection (Bankr. W.D. Wis. Case No. 21-12059) on Oct.
6, 2021. Lynnae Rivera, company owner, signed the petition.
Judge Catherine J. Furay oversees the case.
Galen W. Pittman, Esq., at Pittman & Pittman Law Offices, LLC and
TAP Consulting, LLC serve as the Debtor's legal counsel and
accountant, respectively.
MARGARET'S MOVERS: Case Summary & 11 Unsecured Creditors
--------------------------------------------------------
Debtor: Margaret's Movers, Inc.
d/b/a Margarets Moving and Storage
1661 West Hill Street, Suite J
Louisville, KY 40210
Business Description: Margaret's Movers, Inc. provides residential
and commercial moving and storage services.
The Company offers local moving service in
Lexington, Indianapolis, Louisville, and the
surrounding areas.
Chapter 11 Petition Date: February 15, 2022
Court: United States Bankruptcy Court
Western District of Kentucky
Case No.: 22-30236
Debtor's Counsel: Michael W. McClain, Esq.
GOLDBERG SIMPSON LLC
9301 Dayflower Street
Prospect, KY 40059
Tel: (502) 589-4440
Fax: (502) 581-1344
E-mail: mmcclain@goldbergsimpson.com;
sdaniel-harkins@goldbergsimpson.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Margaret Weathers as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's eleven unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/KO2DL2Q/Margarets_Movers_Inc__kywbke-22-30236__0001.0.pdf?mcid=tGE4TAMA
MATTEL INC: S&P Upgrades ICR to 'BB+' Outlook Positive
------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on global toy
manufacturer Mattel Inc. to 'BB+' from 'BB'.
S&P said, "At the same time, we raised the rating on the company's
unsecured notes with unrated subsidiary guarantees to 'BB+' from
'BB' and raised the unsecured notes without subsidiary guarantees
to 'BB-' from 'B+'. The recovery ratings ('3' and '6',
respectively) remain unchanged.
The upgrade to 'BB+' reflects S&P's expectation that Mattel will
sustain leverage below 3x. Good demand for toys continued through
the 2021 holiday selling season, and Mattel exceeded its guidance
for the full year. In 2021, Mattel reported 19% net sales growth
and strength across its portfolio of core brands. Gross sales for
Barbie, Hot Wheels, and Fisher Price grew 24%, 12%, and 6%,
respectively. Additionally, Mattel reported adjusted EBITDA growth
in 2021 compared with 2020 despite substantial cost inflation due
to volume improvements, price increases, and the continued success
of its cost-cutting programs. As a result, S&P Global
Ratings'-adjusted EBITDA grew around 44% in 2021, which reduced net
leverage to 2.2x.
Mattel's publicly articulated long-term financial policy is to
target 2x-2.5x gross debt to adjusted EBITDA. Through a combination
of strong EBITDA growth, and a capital allocation policy that
favored debt repayment, Mattel reduced its S&P measure of net debt
to adjusted EBITDA from 3.5x in 2020 to 2.2x in 2021. Even though
S&P' base case includes an assumed moderation in revenue growth and
a modest margin pullback in 2022, if Mattel's capital allocation
strategy continues to prioritize using free cash flow to repay debt
its net leverage could improve to below 2x in 2022.
Growth in demand for toys could moderate partially because of
post-pandemic reopenings and less robust consumer spending in the
second half of the year. The NPD Group reported that U.S. toy
industry retail sales grew by 13% in 2021. Demand for toys may have
been bolstered by parents need to entertain homebound children, two
consumer stimulus payments, and child tax credit payments. In 2022,
it is unclear to what degree toy sales could pull back as broader
out-of-home entertainment options become available and the federal
government's fiscal policy is less accommodative. Mattel recently
reported moderating, although still positive point-of-sale (POS)
trends, which could indicate that growth in demand for its toys at
the retail level is cooling. Although not included in our base-case
scenario, the industry could see a modest contraction in demand
this year, particularly if the macroeconomic environment is less
supportive of consumer discretionary spending during the holiday
season than it was in 2020 and 2021.
Mattel will likely face continued supply chain disruptions and cost
inflation through 2022. So far, Mattel has passed through price
increases to retailers, partially mitigating inflationary cost
pressures. According to our macroeconomists, low unemployment and
good household savings rates have likely buffered consumers'
willingness and ability to absorb price increases, but
inflation-adjusted hourly wages are declining, which could weigh on
consumers' moods and purchasing power when combined with falling
consumer confidence. S&P believes retailers' willingness to
continue sharing higher input costs with toy manufacturers depends
on consumers' willingness to pay higher prices.
Mattel's recent market share gains may be sustainable due to
fundamental changes in its product design and development process.
NPD reported that Mattel gained global market share in each of the
last two years following a multi-year period of weakness in its
core brands. S&P said, "Mattel's core brands have strengthened,
most notably Barbie, which we believe resulted from centralizing
global product design and development and enabling design-driven
product development. Mattel has stated it believes the company can
adapt over the near term to shifting play patterns and consumer
preferences better than in recent years because its major brands
are built around loyalty, repeat purchases, collecting, and
cultural relevance. It seems plausible this may enable Mattel to
anticipate continued buying or when a product or brand is losing
momentum. We believe the fashion nature of the toy business
presents challenges every year, like all operators in the industry.
We believe the best evidence will be a continuation of the emerging
track record of product success over the next few years."
Mattel's multiyear restructuring substantially improved margins,
which may be sustainable and decrease the risk of operating
volatility over the next few years. Multiple cost-saving
initiatives implemented since 2018 materially improved margins.
Through its Capital Light and Structural Simplification programs,
Mattel closed three owned manufacturing plants and plans to exit a
fourth, divested underperforming brands and products, and
significantly reduced manufacturing and nonmanufacturing headcount.
Mattel is currently working through its Optimizing for Growth
initiative, which it expects will save an incremental $250 million
by 2023. As a result of these programs, the company has realized
over $1 billion in run-rate cost savings. S&P said, "Although many
of these programs involve upfront costs, including severance
expense, we believe they will allow higher EBITDA margin and may
reduce operating variability. However, we believe Mattel maintains
healthy advertising and design and development spending, which are
key to the continued success of its core brands." Should demand
weaken temporarily for some core products, the company's recently
expanded margin may cushion the impact.
Mattel recently won back the Disney Princess and "Frozen"
franchises, which should boost revenue and EBITDA in 2023 and
beyond. In an apparent vote of confidence in the company's
operating turnaround and ability to successfully manage the
licensing agreement, Disney awarded a multi-year global licensing
agreement to Mattel to develop lines of toys, including fashion
dolls, small dolls and figures, for the Disney Princess and
"Frozen" franchises, and the rights to the upcoming live action
version of "The Little Mermaid". Mattel previously managed the
license before it was moved to Hasbro in 2016. Mattel believes its
ownership of a significant portion of its doll manufacturing
capacity is a competitive advantage, which may enable the company
to execute and generate an adequate margin despite the license
payment.
Mattel's input prices, seasonality, and supply chain remain key
risks. Volatility in commodity prices for raw material inputs and
being unable to pass these fully through to retailers are key risks
for the toy industry. In addition, the business has high
seasonality, which can magnify potential sales and inventory
missteps. Supply-chain disruptions and product recalls can be
costly and reduce profitability. Mattel manufactures most of its
toys in China, which could leave it exposed to tariffs or trade
disputes, increasing costs that cannot be passed to consumers.
S&P said, "The positive outlook reflects the possibility we could
favorably revise the company's business risk assessment and raise
the rating over the next one to two years. This would most likely
happen if we believe recent margin improvements are largely
sustainable, Mattel holds or expands market share in its core
products even if overall toy industry sales begin to moderate, and
the company generates sales growth across its portfolio of brands.
In addition, we could raise the rating even if we do not revise the
business risk assessment if Mattel's currently planned capital
allocation strategy continues to prioritize using free cash flow to
repay debt and we believe the company will sustain its net leverage
below 2x.
"Although unlikely over the next 12 months, we could lower the
rating if we believe the company would sustain leverage greater
than 3x, likely the result of some combination of leveraging M&A,
poor product execution, margin degradation, and/or weak consumer
demand for toys."
ESG credit indicators: E-2, S-3, G-2
S&P said, "Social factors are a moderately negative consideration
in our credit rating analysis of Mattel. As is typical among toy
manufacturers, Mattel faces perpetual product safety risks that
could harm consumers and damage a core brand. The risk of brand
damage and associated impact on sales are elevated in the toy
industry, given most sales happen in a short time leading up to the
holiday season. While we believe the company has successful quality
control programs at its manufacturing and assembly operations
comparable with those of peers, Mattel has periodically experienced
expensive product recalls that temporarily impair margin. The
recall of Fisher Price Rock-n-Play Sleeper products following
infant fatalities appears to have mitigated risks to the brand and
the company's financial performance."
MESSIAH'S GLASS: Wins Cash Collateral Access Thru Mar 1
-------------------------------------------------------
The U.S. Bankruptcy Court for the District of Colorado, has
authorized Messiah's Glass, Inc. to use cash collateral on an
interim basis in accordance with the budget, with a variance of
15%, through March 1, 2022.
As adequate protection, the Debtor will provide the secured
creditors with a post-petition lien on all post-petition inventory
and income derived from the operation of the business and assets,
to the extent that the use of the cash results in a decrease in the
value of the Secured Creditors' interest. All replacement liens
will hold the same relative priority to assets as did the
pre-petition liens.
The Debtor will also keep the Secured Creditors' collateral fully
insured and provide them with a complete accounting, on a monthly
basis, of all revenue, expenditures, and collections through the
filing of the Debtor's Monthly Operating Report.
A copy of the order is available at https://bit.ly/34ZhSGq from
PacerMonitor.com.
About Messiah's Glass, Inc.
Messiah's Glass, Inc. sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. D. Colo. Case No. 22-10399) on
February 8, 2022. In the petition signed by John Groenhof,
president, the Debtor disclosed up to $50,000 in assets and up to
$1 million in liabilities.
Judge Michael E. Romero oversees the case.
Jeffrey S. Brinen, Esq., at Kutner Brinen Dickey Riley, P.C is the
Debtor's counsel.
METHANEX CORP: Egan-Jones Hikes Sr. Unsecured Debt Ratings to BB-
-----------------------------------------------------------------
Egan-Jones Ratings Company on February 4, 2022, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Methanex Corporation to BB- from B+.
Headquartered in Vancouver, Canada, Methanex Corporation produces
and markets methanol.
MOON GROUP: North Avenue Seeks Appointment of Examiner
------------------------------------------------------
North Avenue Capital, LLC asks the U.S. Bankruptcy Court for the
District of Delaware to direct the appointment of an examiner in
the Chapter 11 case of Moon Group, Inc., for a limited purpose
pursuant to 11 U.S.C. Section 1104(c).
"Trees, shrubs and other living plant inventory make up a
significant portion of the Debtor's assets. These plants need to be
maintained properly during any liquidation process. Following the
filing of motions to convert these cases to Chapter 7 by other
creditors, North Avenue requested that the Debtors prepare a
feasible wind-down budget for an orderly liquidation of their
operations in Chapter 11. The Debtors did not do so," said Lisa
Bittle Tancredi, Esq., counsel to North Avenue.
"A well-conceived wind-down plan is essential to the preservation
of the value of the plant inventory. North Avenue moves for the
appointment of an examiner for the limited purpose of developing a
wind-down budget and plan and reporting the same to the Court,"
Tancredi continued.
North Avenue believes an abrupt conversion to Chapter 7 would be
detrimental to its interests, and to the interests of other
creditors. While a Chapter 7 trustee could continue to operate the
Debtors' businesses for a limited period of time pursuant to
Bankruptcy Code Section 721, the trustee would need to be willing
to do so, and the Court would need to authorize the trustee to so
act. Further, it would be necessary to carefully orchestrate any
transition in order to avoid a potentially catastrophic loss of
plant inventory.
Prior to making a decision to convert these cases to Chapter 7,
North Avenue requests that the Court direct the appointment of an
examiner, so that the value of the estates may be preserved.
No plan of reorganization has been confirmed in these cases, nor
has a plan been filed in these cases.
Prior to the Petition Date, North Avenue extended a term loan to
the Debtors in the principal amount of $10 million pursuant to a
Loan Agreement dated June 28, 2019, by and between the Debtors,
John D. Pursell, Jr., John D. Pursell, III and North Avenue. The
Loan is further evidenced by that Term Note dated as of June 28,
2019, made by the Debtors payable to North Avenue. The Loan is
secured by, among other things, a first priority security interest
in real estate, inventory, and certain equipment of the Debtors
pursuant to various loan documents as further described in the
proofs of claim duly filed by North Avenue.
In addition to the liens granted to North Avenue under its loan
documents, North Avenue holds adequate protection liens to the
extent set forth in the Interim Order (A) Authorizing the Debtors
to Use Cash Collateral of Primary Lenders and Granting Adequate
Protection for Its Use and (B) Prescribing the Form and Manner of
Notice and Setting the Time for the Final Hearing, Final Order
Authorizing the Debtor to Use Cash Collateral of Primary Lenders
and Granting Adequate Protection For Its Use, Interim Order
Authorizing Debtor-in-Possession Financing; and Final Order
Authorizing Debtor-in-Possession Financing.
As of the Petition Date, the principal, interest and late charges
owed by the Debtors to North Avenue under its loan documents
totaled approximately $9.96 million.
Following the Petition Date, the Debtors sought to sell
substantially all of their assets, including North Avenue's
collateral. The Debtors engaged SC&H Capital as their investment
banker and engaged in a marketing process. While the bidding
deadlines established by the Court were extended, the sale process
did not yield any bids acceptable to the Debtors.
"It is not clear to North Avenue why the sale process failed,"
according to Tancredi.
In January 2022, the Debtors terminated the engagement of SC&H and
have expressed a desire to engage new brokers and advisors to sell
their assets. Tancredi explained a substantial proportion of the
Debtors' assets consists of living plant inventory. In addition to
trees and shrubs which are in the ground, the Debtors' inventory
includes plants in containers and plants in heated greenhouses
requiring ongoing maintenance and care.
"The plant inventory may be North Avenue's best source of
recovery," Tancredi said. "It is critical that the plant inventory
be kept alive and maintained until it can be sold."
The Official Committee of Unsecured Creditors, the Office of the
United States Trustee, KORE Capital Corporation and StoneMor
Operating LLC have filed motions to convert these cases to Chapter
7. None of the constituencies moving for conversion hold
first-priority liens in the Debtors' plant inventory, Tancredi
said.
Tancredi also noted that the Debtors' snow removal operations have
historically generated substantial revenue in the first quarter of
each year. The Debtors currently provide snow removal services to
providers of essential medical services, including hospitals,
assisted senior living, and alcohol and drug rehabilitation
facilities.
North Avenue's counsel may be reached at:
Lisa Bittle Tancredi, Esq.
Nicholas T. Verna, Esq.
WOMBLE BOND DICKINSON (US) LLP
1313 North Market Street, Suite 1200
Wilmington, DE 19801
Telephone: (302) 252-4320
Facsimile: (302) 252-4330
Email: lisa.tancredi@wbd-us.com
nick.verna@wbd-us.com
About Moon Group
Moon Group, Inc. and its affiliates filed their voluntary petitions
for Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-11140)
on Aug. 12, 2021. John D. Pursell, Jr., chief executive officer,
signed the petitions. In its petition, Moon Group listed up to
$50,000 in assets and up to $50 million in liabilities.
Judge Christopher S. Sontchi oversees the cases.
The Debtors tapped Sullivan Hazeltine Allinson, LLC and Kurtzman
Steady, LLC as bankruptcy counsel; and Silverang Rosenzweig &
Haltzman, LLC as special litigation counsel. The Debtors also hired
SC&H Group, Inc. as investment banker but later terminated the
firm. Stretto is the claims and noticing agent.
The U.S. Trustee for Region 3 appointed an official committee of
unsecured creditors on Aug. 30, 2021. Lucian Borders Murley, Esq.,
at Saul Ewing Arnstein & Lehr, LLP and Gavin/Solmonese, LLC serve
as the committee's legal counsel and financial advisor,
respectively.
MURPHY OIL: S&P Alters Outlook to Positive, Affirms 'BB' ICR
------------------------------------------------------------
S&P Global Ratings revised its outlook to positive from stable and
affirmed its 'BB' issuer credit rating on Murphy Oil Corp., a
U.S.-based oil and gas exploration and production (E&P) company.
The positive outlook reflects S&P's expectation the company will
generate significant free cash flow in the second half of 2022,
with at least a portion to be used for debt reduction.
S&P said, "Our outlook revision is driven by our expectations for
improved credit measures and free cash flow under our revised
commodity price assumptions. Based on our revised oil price
assumptions, we expect Murphy to generate higher cash flows,
especially in the second half of 2022, with the company using at
least a portion for achieving the company's target debt balance of
$1.4 billion by 2024. Since the end of 2020, the company has
reduced absolute debt by approximately $530 million, and we expect
it to pay down at least another $300 million this year. We
anticipate the company's 2022 funds from operation (FFO) to debt
will improve to the mid- to high-30% range, and to reach 45% in
2023.
"We expect the company to complete its GOM projects on time,
resulting in a stronger free cash flow profile as capital
expenditure (capex) needs recede. So far, the company's projects
have largely been progressing on schedule, with its FPS on site to
achieve first oil in the second quarter of 2022. Incorporating
production from the Khaleesi, Mormont and Samurai Gulf of Mexico
(GOM) projects, combined with the restart of the company's Terra
Nova field offshore Canada and ongoing development, we anticipate
volumes to grow to 190,000 to 205,000 barrels of oil equivalent per
day (boe/d) in 2023. At the same time, we expect capital
expenditures (capex) will fall from an anticipated $870 million
this year to close to maintenance levels of $650 million in 2023,
resulting in much improved free cash flow.
"We anticipate limited shareholder rewards, aside from a modest
dividend increase, until the company achieves its debt reduction
goals. The company has consistently made its policy
clear--outlining its intentions to deliver on debt reduction before
returning substantial cash to shareholders. That said, we do
anticipate modest future dividend increases as a result of stronger
free cash flow. In our view, absolute debt reduction is key to
helping the company better withstand future commodity price
volatility related to the energy transition. Finally, while the
company does have an acquisition heavy history, we would anticipate
any future acquisitions to be financed in a financially prudent
manner.
"The positive outlook on Murphy Oil reflects our view that higher
commodity prices, production growth, and future debt reduction
should improve the company's free cash flow profile enabling it to
better withstand potential commodity price volatility. We estimate
the company will improve FFO to debt to the low-40% area over the
next two years, while significantly improving its free cash flow
prolife as it completes its GOM projects.
"We could raise the rating on Murphy Oil over the next 12 months if
the company continues to make progress toward its debt reduction
goals and executes its GOM projects, and we expect it to maintain
FFO to debt well above 30% with debt to EBITDA well below 3.0x on a
sustained basis. Additionally, we would expect the company to
finance any potential acquisitions in a financially prudent
manner.
"We could return the outlook to stable if we expected the company's
credit ratios to weaken such that FFO to debt were to decline below
30% and debt to EBITDA were to rise above 3x on a sustained basis.
This would most likely occur if commodity prices fall below our
expectations or there are significant cost overruns or start-up
delays with the company's GOM projects."
ESG credit indicators: E-4, S-3, G-2
S&P said, "Environmental factors are a negative consideration in
our rating analysis on Murphy Oil Corp. as the E&P industry
contends with an accelerating energy transition and adoption of
renewable energy sources. We believe falling demand for fossil
fuels will lead to declining profitability and returns for the
industry as it fights to retain and regain investors that seek
higher return investments." Given its material deepwater exposure
relative to overall assets, Murphy Oil faces higher environmental
risks than onshore producers due to their susceptibility to
interruption and damage from hurricanes. Additionally, social
factors are moderately negative as offshore operations are more
subject to fatal accidents given the inherent risks of operating
oil rigs, which involve air and water transportation of personnel,
among other activities that could be life-threatening without
proper care.
NACOGDOCHES COUNTY HOSPITAL: Fitch Withdraws 'CC' IDR
-----------------------------------------------------
Fitch Ratings has withdrawn the following Nacogdoches County
Hospital District, TX (NCHD) ratings subsequent to a recent
restructuring of the rated entity:
-- $42 million sales tax improvement and refunding bonds, series
2013 'CC';
-- Issuer Default Rating (IDR) 'CC'.
Fitch has withdrawn the ratings as the district has leased its
hospital operations to Lion Star, LLC. The long-term lease
agreement with the for-profit Lion Start, LLC has resulted in an
organization and legal structure that Fitch considers to no longer
be consistent with Fitch's criteria. Accordingly, Fitch will no
longer provide ratings for NCHD.
KEY RATING DRIVERS
ESG - Financial Transparency: NCHD has an ESG Relevance Score of
'5' for Financial Transparency due to its annual disclosure
practices (requiring only one disclosure six months after the end
of each fiscal year) and difficulty in providing timely financial
and operating data to Fitch upon request.
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.
ESG CONSIDERATIONS
NCHD has an ESG Relevance Score of '5' for Financial Transparency
due to its annual disclosure practices and difficulty in providing
timely financial and operating data to Fitch upon request. This has
a negative impact on the credit profile and is highly relevant to
the ratings.
NCHD has an ESG relevance score of '4' for Governance Structure due
to the challenges inherent in the management and control structure
of the district, with many support mechanisms requiring voter
approval. However, the district is authorized to levy a tax at a
rate not in excess of $0.75 per $100 valuation of taxable property
for the purpose of paying principal of and interest on any bonds
issued by or indebtedness assumed by the district and maintenance
and operating expenses, and the decision to impose a property tax
levy resides in the hands of the board of directors, who have not
levied an ad valorem tax since the 1992-1993 fiscal year despite
the district's recent operational weakness. This 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'. 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.
Following the withdrawal of ratings for NCHD, Fitch will no longer
be providing the associated ESG Relevance Scores.
NATURE COAST: Seeks Approval to Hire Grayson as Accountant
----------------------------------------------------------
Nature Coast Wellness Clinic, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Florida to employ
Grayson Accounting & Consulting, P.A.
The firm's services include tax advice, the preparation of tax
forms, the filing of tax returns and other necessary accounting
services.
Grayson will be paid $1,000 per month for accounting services and
$80 per hour for services outside the scope of its employment. The
firm will also receive reimbursement for out-of-pocket expenses
incurred.
John Grayson, a partner at Grayson, disclosed in a court filing
that his firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
John M. Grayson
Grayson Accounting & Consulting, P.A.
118 Salem Ct.
Tallahassee, FL 32301
Tel: (850) 216-4045
About Nature Coast Wellness Clinic
Nature Coast Wellness Clinic, LLC filed a Chapter 11 bankruptcy
petition (Bankr. N.D. Fla. Case No. 21-40250) on Aug. 2, 2021,
listing as much as $500,000 in assets and as much as $1 million in
liabilities. Judge Karen K. Specie oversees the case.
The Debtor tapped Bruner Wright, PA as legal counsel and John
Grayson, CPA, at Grayson Accounting & Consulting, PA as accountant.
NEC NETWORKS: Could Face Bankruptcy If $4.75M Deal Not Okayed
-------------------------------------------------------------
Jessica Davis of SC Media reports that NEC Networks, d/b/a
CaptureRX, has reached a settlement with the 2.42 million patients
whose data was stolen prior to a ransomware attack on the
healthcare business associate in early 2021.
If approved, the settlement would require CaptureRX to pay the
breach victims a total of $4.75 million. Notably, the company's
CEO issued a statement as part of the proposed settlement that
states if the arrangement is not approved, "CaptureRX will strongly
consider filing for bankruptcy."
"CaptureRx has a wasting insurance policy related to this case. The
insurer is making a substantial contribution to the settlement. But
based on its policy limits -- the amount covered is less than half
of the total settlement," explained CEO Chris Hotchkiss in the
proposal.
The company is facing "demands for indemnity from numerous
customers, that were also named as defendants in the class action
cases, that have and continue to put severe financial strain on the
company," he continued. As a result, the company owners "are
funding part of the settlement with their own money."
The CaptureRX incident was the fourth largest healthcare data
breach last 2021.
The initial notice was scant on details, such as when the incident
was first discovered. Instead, CaptureRX began notifying 1.2
million patients in the spring of 2021 that an investigation
concluded in February 2021, which found protected health
information was stolen from their network ahead of a cyber-attack.
The investigation confirmed the threat actors accessed patient data
and exfiltrated it, which included patient names, dates of birth,
prescription details. However, soon after the release of the
CaptureRX notice, other providers issued their own breach
notifications, NYC Health + Hospitals among them.
The hospital system discovered in May 2021 that the data belonging
to more than 40,000 of its patients was among the information
accessed and/or exfiltrated during the CaptureRX hack. The notice
showed that the vendor negotiated with the attackers for the
release of the data, with confirmation the stolen information was
deleted.
For several months, CaptureRX kept a running list of impacted
organization on its website, which included MetroHealth and
Walmart. In total, more than 2.42 million patients tied to dozens
of healthcare entities were involved.
Walmart was also named as a defendant in the ongoing lawsuit. The
proposed settlement will consolidate 10 ongoing class-action
lawsuits that allege the vendor's "willful and reckless violations
of [patients'] privacy rights" led to the initial hack and
subsequent data exfiltration.
The lawsuit claims CaptureRX failed to properly safeguard patient
data and failed to take necessary precautions to protect PHI from
unauthorized disclosure. The vendor is also accused of improperly
handling and not protecting data, which was "readily able to be
copied by thieves and not kept in accordance with basic security
protocols."
While CaptureRX has admitted no wrongdoing, the proposed monetary
settlement will provide each breach victim who files a claim with
one cash payment of $25. Patients will not need to provide evidence
of identity theft caused by the incident. California patients are
eligible for another $75 payment, as part of the state’s privacy
law.
If approved, the vendor will have 90 days to enhance and implement
a comprehensive IT security program to better protect patient data.
The settlement requires the security program to include
administrative, technical, and physical safeguards appropriate for
the size of its operations.
It's the second healthcare data breach settlement announced in less
than a week, with staunchly different results. Inmediata Health
Group recently reached a $1.13 million settlement for its
class-action lawsuit with the 1.5 million patients impacted by a
2019 cyber incident and mailing error.
Each breach victim who files a claim is eligible for up to $2,500
in reimbursement for out-of-pocket expenses, which must be directly
tied to recovery efforts brought on by the breached information.
Breach victims are also eligible for receiving up to $15 an hour
for up to three hours, for time lost on recovery efforts.
However, the settlement makes no requirement for security
improvements. As these lawsuits and subsequent settlements become
par for the course, there's an increasing need for greater clarity
and standards.
About CaptureRx
NEC Networks, LLC, doing business as CaptureRx, is a healthcare
technology company and specialty pharmacy benefits manager located
in San Antonio, Texas.
NERAM GROUP: Case Summary & Seven Unsecured Creditors
-----------------------------------------------------
Debtor: Neram Group Inc.
3106 E. Maple Ave, Unit A
Orange, CA 92869
Business Description: The Debtor is the fee simple owner of
12-unit apartment building located at
1211 N. El Dorado Ave, Ontario CA having
a comparable sale value of $2.5 million.
Chapter 11 Petition Date: February 16, 2022
Court: United States Bankruptcy Court
Central District of California
Case No.: 22-10268
Judge: Hon. Scott C. Clarkson
Debtor's Counsel: Robert M. Yaspan, Esq.
LAW OFFICES OF ROBERT M. YASPAN
21700 Oxnard Street, Suite 1750
Woodland Hills, CA 91367
Tel: 818-905-7711
Fax: 818-501-7711
Email: ryaspan@yaspanlaw.com
Total Assets: $2,802,000
Total Liabilities: $1,675,000
The petition was signed by Humberto Perez Figuerola as CEO.
A full-text copy of the petition containing, among other items, a
list of the Debtor's seven unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/ACOQQ4A/Neram_Group_Inc__cacbke-22-10268__0001.0.pdf?mcid=tGE4TAMA
NEVADA WINE CELLARS: Winery Seeks Chapter 11 Bankruptcy
-------------------------------------------------------
Brent Schanding of Pahrump Valley Times reports that the parent
company for Pahrump Valley Winery has filed for bankruptcy.
Nevada Wine Cellars Inc., which operates the local winery at 3810
Winery Road in Pahrump, reported that it owes more than $1 million
to its creditors, including $9,153 to the Nye County Treasurer's
Office, according to a document filed on Jan. 31 in a Las Vegas
court.
Under Chapter 11 bankruptcy protections, the company will be
permitted to reorganize the debt it owes and restructure under new
operating plans. The company did not indicate in its filing,
however, if it would submit a plan to continue to operate, or
pursue a possible sale or closure of the winery and its facilities
in Pahrump.
In addition to its wine production and retail operations, Pahrump
Valley Winery maintains an onsite restaurant and leases its
facilities for weddings and other events.
The winery opened in 1990 and has won nearly 400 national wine
medals since its founding.
In August 2020, the liquor license at Pahrump Valley Winery was
briefly revoked after county officials ruled it had been operating
without one following its sale to new owners in 2019.
John Hobbs is currently listed as president of Nevada Wine Cellars
Inc. Kathy Trout is listed as the company’s treasurer.
Calls to them on Monday were not immediately returned.
In fall 2018, Pahrump Valley Winery completed a $1.7 million
expansion that added more than 7,000 square feet to its
facilities.
The expansion also ushered in fully automated production and
bottling, which increased production capacity of its local wines
from 9,500 cases annually to a potential 40,000 cases.
Nevada Wine Cellars Inc. employs 30 and generates $4.33 million in
annual sales, according to a state business filing.
About Nevada Wine Cellars Inc.
Nevada Wine Cellars Inc. operates the local winery at 3810 Winery
Road in Pahrump.
Nevada Wine Cellars sought Chapter 11 bankruptcy protection (Bankr.
D. Nev. Case No. 22-10332) on Jan. 31, 2022. In the petition filed
by Kathy Trout as secretary and treasurer, Nevada Wine Cellars
listed estimated assets and liabilities between $1 million and $10
million. The case is handled by Honorable Judge Natalie M. Cox.
Matthew C. Zirzow, Esq., LARSON & ZIRZOW, LLC, is the Debtor's
counsel.
NORTHERN OIL: Capital World Has 7.8% Equity Stake as of Dec. 31
---------------------------------------------------------------
Capital World Investors disclosed in a Schedule 13G filed with the
Securities and Exchange Commission that as of Dec. 31, 2021, it is
deemed to be the beneficial owner of 6,054,000 shares of common
stock of Northern Oil and Gas, Inc., representing 7.8 percent of
the 77,178,148 shares believed to be outstanding.
Capital World Investors is a division of Capital Research and
Management Company, as well as its investment management
subsidiaries and affiliates Capital Bank and Trust Company, Capital
International, Inc., Capital International Limited, Capital
International Sarl, Capital International K.K., and Capital Group
Private Client Services, Inc. CWI's divisions of each of the
investment management entities collectively provide investment
management services under the name "Capital World Investors."
A full-text copy of the regulatory filing is available for free
at:
https://www.sec.gov/Archives/edgar/data/1104485/000142284922000121/SEC13G_Filing.htm
About Northern Oil and Gas
Northern Oil and Gas, Inc. -- http://www.northernoil.com-- is an
independent energy company engaged in the acquisition, exploration,
development and production of oil and natural gas properties,
primarily in the Bakken and Three Forks formations within the
Williston Basin in North Dakota and Montana.
Northern Oil reported a net loss of $906.04 million for the year
ended Dec. 31, 2020, compared to a net loss of $76.32 million for
the year ended Dec. 31, 2019. As of Sept. 30, 2021, the Company
had $1.24 billion in total assets, $1.40 billion in total
liabilities, and a total stockholders' deficit of $157.71 million.
NORTHERN OIL: Vanguard Group Has 5.18% Equity Stake as of Dec. 31
-----------------------------------------------------------------
The Vanguard Group disclosed in a Schedule 13G filed with the
Securities and Exchange Commission that as of Dec. 31, 2021, it
beneficially owns 3,996,826 shares of common stock of Northern Oil
and Gas Inc., representing 5.18 percent of the shares outstanding.
A full-text copy of the regulatory filing is available for free
at:
https://www.sec.gov/Archives/edgar/data/102909/000110465922018196/tv01532-northernoilandgasinc.htm
About Northern Oil and Gas
Northern Oil and Gas, Inc. -- http://www.northernoil.com-- is an
independent energy company engaged in the acquisition, exploration,
development and production of oil and natural gas properties,
primarily in the Bakken and Three Forks formations within the
Williston Basin in North Dakota and Montana.
Northern Oil reported a net loss of $906.04 million for the year
ended Dec. 31, 2020, compared to a net loss of $76.32 million for
the year ended Dec. 31, 2019. As of Sept. 30, 2021, the Company
had $1.24 billion in total assets, $1.40 billion in total
liabilities, and a total stockholders' deficit of $157.71 million.
OBLONG INC: Morgan Stanley Entities Report 9.5% Equity Stake
------------------------------------------------------------
Morgan Stanley and Morgan Stanley Investment Management Inc.
disclosed in a Schedule 13G filed with the Securities and Exchange
Commission that as of Dec. 31, 2021, they beneficially own
3,416,345 shares of common stock of Oblong, Inc., representing 9.5
percent of the shares outstanding. A full-text copy of the
regulatory filing is available for free at:
https://www.sec.gov/Archives/edgar/data/746210/000089542122000289/Oblong.txt
About Oblong Inc.
Oblong, Inc. -- www.oblong.com -- was formed as a Delaware
corporation in May 2000 and is a provider of patented multi-stream
collaboration technologies and managed services for video
collaboration and network applications.
Oblong reported a net loss of $7.42 million for the year ended Dec.
31, 2020, compared to a net loss of $7.76 million for the year
ended Dec. 31, 2019. As of Sept. 30, 2021, the Company had $31.70
million in total assets, $3.55 million in total liabilities, and
$28.15 million in total stockholders' equity.
Iselin, New Jersey-based EisnerAmper LLP, the Company's auditor
since 2010, issued a "going concern" qualification in its report
dated March 30, 2021, citing that the Company has incurred losses
and expects to continue to incur losses. These conditions raise
substantial doubt about its ability to continue as a going concern.
OBLONG INC: StepStone Group Has 12% Equity Stake as of Dec. 31
--------------------------------------------------------------
In a Schedule 13G/A filed with the Securities and Exchange
Commission, these entities reported beneficial ownership of shares
of common stock of Oblong, Inc. as of Dec. 31, 2021:
Shares Percent
Beneficially of
Reporting Person Owned Class
---------------- ------------ -------
StepStone Group LP 3,692,661 12%
StepStone VC Opportunities III, L.P. 1,554,541 5%
StepStone VC Global Partners VII-A, L.P. 945,168 3.1%
StepStone VC Global Partners VII-C, L.P. 91,182 0.3%
StepStone VC Opportunities IV, L.P. 1,101,770 3.6%
A full-text copy of the regulatory filing is available for free
at:
https://www.sec.gov/Archives/edgar/data/746210/000119312522036936/d286571dsc13ga.htm
About Oblong Inc.
Oblong, Inc. -- www.oblong.com -- was formed as a Delaware
corporation in May 2000 and is a provider of patented multi-stream
collaboration technologies and managed services for video
collaboration and network applications.
Oblong reported a net loss of $7.42 million for the year ended Dec.
31, 2020, compared to a net loss of $7.76 million for the year
ended Dec. 31, 2019. As of Sept. 30, 2021, the Company had $31.70
million in total assets, $3.55 million in total liabilities, and
$28.15 million in total stockholders' equity.
Iselin, New Jersey-based EisnerAmper LLP, the Company's auditor
since 2010, issued a "going concern" qualification in its report
dated March 30, 2021, citing that the Company has incurred losses
and expects to continue to incur losses. These conditions raise
substantial doubt about its ability to continue as a going concern.
OLIN CORP: Egan-Jones Retains BB- Senior Unsecured Debt Ratings
---------------------------------------------------------------
Egan-Jones Ratings Company on February 2, 2022, maintained its
'BB-' foreign currency and local currency senior unsecured ratings
on debt issued by Olin Corporation.
Headquartered in Clayton, Missouri, Olin Corporation manufactures
chemicals and ammunition products.
PARKER MEDICAL: Lender Seeks Chapter 7 Conversion or Case Trustee
-----------------------------------------------------------------
First Citizens Bank & Trust Company asks the U.S. Bankruptcy Court
for the Northern District of Georgia in Atlanta to convert the
jointly administered bankruptcy cases of Parker Medical Holding
Company, Inc. (Case No. 22-50369), Midwest Medical Associates, LLC
(Case No. 22-50372), and Peachtree Medical Products, LLC (Case No.
22-50374) to cases administered under Chapter 7 of the Bankruptcy
Code.
Alternatively, FCB asks the Court to appoint a Chapter 11 trustee
or examiner in these cases.
FCB contends the Debtors' principal, Richard L. Parker, Sr., should
not be permitted to direct the activities of the
debtors-in-possession.
973 Note
On September 18, 2018, Parker Medical entered into a so-called
Capital Manager Loan and Line of Credit in the original principal
amount of $2,500,000 and executed a Promissory Note in connection
therewith. Mr. Parker, as President and CEO of Midwest Medical and
sole manager of certain other affiliated entities, as well as on
his own behalf, then proceeded to execute Commercial Guaranties of
Parker Medical's obligations under the 973 Note. Parker Medical,
and its affiliated corporate Guarantors also executed Commercial
Security Agreements in support of their respective obligations,
pledging their assets (consisting of accounts receivable, furniture
and equipment, and proceeds therefrom) as collateral for these
obligations to FCB. FCB filed the required UCC-1 Financing
Statements in connection therewith and has a perfected security
interest in that Collateral. The principal balance of the Note was
subsequently increased over the term of the Loan and Note to $3.0
million. The Maturity Date of the 973 Note was also extended for
several specified periods in writing, and ultimately matured on May
25, 2021. The 973 Note is in default, and no effort has been made
by the principal obligor or guarantors to repay this Note.
In connection with the 973 Note, Parker Medical entered into a
Capital Manager Agreement dated September 18, 2018, as well as a
Supplemental Loan Agreement for a Revolving Line of Credit. FCB
shows that Parker Medical, through its CEO Mr. Parker, has
continually violated the Supplemental Agreement by failing and
refusing to provide the agreed upon periodic financial information
concerning Parker Medical's operations and the Collateral
(particular accounts receivable proceeds) required to be provided
by that Agreement. Parker Medical's failure and refusal to provide
full and complete, accurate information has persisted since at
least March 2021.
063 Note
On January 22, 2020, Parker Medical and Peachtree Medical executed
another promissory Note in connection with another
Business/Commercial Loan, in the original principal amount of
$500,000. Concurrently therewith, Parker Medical and Peachtree
Medical executed a Business/Commercial Loan Agreement, that
contained similar requirements for the disclosure of financial
information relevant to the Borrower's operations and Collateral
pledged as security for repayment of the Loan. Midwest Medical and
Mr. Parker executed Commercial Guaranties of the 063 Note. Parker
Medical, Peachtree Medical and Midwest Medical also executed
Commercial Security Agreements in support of this obligation as
well.
FCB shows that when Parker Medical defaulted under the 973 Note by
failing to repay that Note at maturity, FCB invoked the
cross-default provisions of the 063 Note and Business/Commercial
Loan Agreement. Accordingly, the 063 Note is also in default.
Subsequent to the maturity of the 973 Note, further communications
with Mr. Parker and his affiliated companies (including the
Debtors) were referred internally by FCB to its Commercial
Resolution Group. Efforts to negotiate a resolution by workout with
Mr. Parker and the Debtors were unsuccessful. However, it was
during that time that FCB was apprised by the Debtors' prior
counsel that Parker Medical, among other entities, was a defendant
in one or more pending lawsuits (not previously or timely
disclosed). FCB was also informed that Mr. Parker had decided to
"change directions," such that Parker Medical would no longer be
marketing medical products, focusing instead on the collection of
outstanding receivables and possibly assisting other medical
product marketers/suppliers with similar collection efforts.
During this period, and despite repeated efforts and requests
directed to Mr. Parker through his previous counsel, Mr. Parker
failed and refused to provide complete and accurate information
pertaining to the Debtor's respective business operations, as well
as the status of and collections upon the accounts receivables and
proceeds therefrom that constitutes Collateral subject to FCB's
security interest. Nor would Mr. Parker identify where the proceeds
of FCB's Collateral were on deposit.
Accordingly, when no progress appeared to be made, FCB directed its
counsel to file a lawsuit in the Superior Court of DeKalb County,
seeking to recover against the enumerated defendants for breach of
the Notes/Loan Agreements and Guaranties, and seeking the
appointment of a receiver and injunctive relief against
unauthorized transfers, among other remedies.
In connection with FCB's filing and service of its Verified
Complaint, the Complaint was served upon Mr. Parker and certain
other defendants at his residence (2737 Davis Oaks Place, Decatur,
Georgia 30033) after FCB discovered through the process server that
Parker Medical's principal office was permanently closed. Mr.
Parker, Parker Medical and Midwest Medical subsequently proceeded
to file Answers and Counterclaims against FCB. Therein, the
Counterclaimants allege that FCB's failure to further extend the
Capital Manager Note and Loan somehow caused these businesses to
fail. These Counterclaimants collectively seek as much as $30.0
million in damages.
Subsequent to the Superior Court of DeKalb County's entry of its
Order Authorizing Appointment of a Receiver, and the Debtors'
respective bankruptcy filings, the Debtors caused the DeKalb County
action to be removed to the Bankruptcy Court for adjudication as an
adversary proceeding. While FCB submits that Defendants'
Counterclaims lack substantial basis in law or fact, FCB shows that
the assertion of their Counterclaims provides no excuse or
justification whatsoever for Mr. Parker's failure to date to
account for, and provide operating information pertaining to the
Debtors to FCB, as required by the Loan Agreements. Mr. Parker has
also failed to provide information concerning the amount and status
of accounts receivable generated to date and by applicable period,
as well as the amount collected, the location of those proceeds,
and any use, expenditures, or transfer of those proceeds.
FCB submits such information is highly relevant to the protection
and collection of FCB's Collateral under the Commercial Security
Agreements, and these disclosures are required by the Loan
Agreements executed by Mr. Parker himself on behalf of the
Debtors.
In fact, as set forth in their Answers filed in the recently
removed (adversary) proceeding, the Debtors and Mr. Parker
effectively claim Parker Medical and Peachtree Medical are not
candidates for a receivership because they have no tangible assets
and no ongoing business operations. They further admit that Midwest
Medical has no continuing business operations other than collection
of approximately $3 million to $4 million in accounts receivable
from public and private insurance payors.
Given the foregoing facts, FCB submits there is no prospect for a
successful reorganization of these Debtors, and the jointly
administered cases are filed primarily as a delay strategy to allow
Mr. Parker to continue to collect accounts receivable without
properly accounting for FCB's Collateral collected by the Debtors
thus far. Accordingly, FCB submits that it is not receiving
adequate protection as a secured creditor, and it is in the best
interests of all creditors for the jointly administered cases to be
converted to Chapter 7 "for cause," unless the Court determines
that the appointment of a Trustee or Examiner is in the best
interests of creditors and the estate.
The Debtors historically marketed certain medical products
(consisting principally of certain compression devices worn by
patients) designed for the purpose of preventing/treating deep vein
thrombosis ("DVT"). The Debtors are all affiliates of one another
and are owned by Parker Medical, of which Mr. Parker is the sole
owner, shareholder and CEO.
The Debtors sought Chapter 11 protection one week after the
Superior Court of DeKalb County entered an Order directing the
Debtors, among other Defendants in a lawsuit initiated by FCB, to
be placed under a Court-ordered receivership.
About Parker Medical Holding Company
Parker Medical Holding Company, Inc. filed its voluntary petition
for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga.
Case No. 22-50369) on Jan. 14, 2022. The petition was signed by
Richard L. Parker, Sr., president. At the time of filing, the
Debtor estimated $10 million to $50 million in assets and $1
million to $10 million in liabilities.
Jimmy L. Paul, Esq. and Drew V. Greene, Esq., at Chamberlain
Hrdlicka White Williams & Aughtry, serve as the Debtor's counsel.
PHOENIX PROPERTIES: Taps Seaport Real Estate Group as Broker
------------------------------------------------------------
Phoenix Properties of Savannah, LLC received approval from the U.S.
Bankruptcy Court for the Southern District of Georgia to employ
Seaport Real Estate Group as real estate broker.
The Debtor requires a real estate broker to market and sell 36
parcels of real properties and improvements located in Chatham
County, Ga.
Seaport will be paid a commission of 5 percent of the purchase
price.
Julie Brawn, a partner at Seaport, disclosed in a court filing that
her firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Julie Brawn
Seaport Real Estate Group
7505 Waters Ave Suite B2
Savannah, GA 31406
Tel: (912) 656-3015
Email: juliebrawn@seaportrealestate.com
About Phoenix Properties of Savannah
Phoenix Properties of Savannah, LLC is a Savannah, Ga.-based
company engaged in renting and leasing real estate properties.
Phoenix Properties of Savannah filed a petition for Chapter 11
protection (Bankr. S.D. Ga. Case No. 21-40785) on Dec. 2, 2021,
listing as much as $10 million in both assets and liabilities.
Judge Edward J. Coleman, III oversees the case.
James L. Drake, Jr., PC serves as the Debtor's legal counsel.
PUERTO RICO: House Members Okay Bondholder Payments
---------------------------------------------------
Michelle Kaske of Bloomberg News reports that Puerto Rico's House
of Representatives passed a legislative amendment to include
payments to bondholders in the current operating budget and to
direct billions toward investors and public workers as part of the
commonwealth's debt-restructuring plan.
House members Tuesday authorized the budget revision in a 26 to 24
vote, according to Josue Brenes, spokesman for House Speaker Rafael
'Tatito' Hernandez. The resolution now moves to the Senate for its
consideration.
Puerto Rico has to amend the operating budget to include principal
and interest payments for the current fiscal year and also to
allocate $10.8 billion for cash payments to investors.
About Puerto Rico
Puerto Rico is a self-governing commonwealth in association with
the United States that's facing a massive bond debt of $70 billion,
a 68% debt-to-GDP ratio and negative economic growth in nine of the
last 10 years.
The Commonwealth of Puerto Rico has sought bankruptcy protection,
aiming to restructure its massive $74 billion debt-load and $49
billion in pension bligations.
The debt restructuring petition was filed by Puerto Rico's
financial oversight board in U.S. District Court in Puerto Rico
(Case No. 17-01578) on May 3, 2017, and was made under Title III of
2016's U.S. Congressional rescue law known as the Puerto Rico
Oversight, Management, and Economic Stability Act ('PROMESA').
The Financial Oversight and Management Board later commenced Title
III cases for the Puerto Rico Sales Tax Financing Corporation
(COFINA) on May 5, 2017, and the Employees Retirement System (ERS)
and the Puerto Rico Highways and Transportation Authority (HTA) on
May 21, 2017. On July 2, 2017, a Title III case was commenced for
the Puerto Rico Electric Power Authority ("PREPA").
U.S. Chief Justice John Roberts has appointed U.S. District Judge
Laura Taylor Swain to oversee the Title III cases. The Honorable
Judith Dein, a United States Magistrate Judge for the District of
Massachusetts, has been designated to preside over matters that may
be referred to her by Judge Swain, including discovery disputes,
and management of other pretrial proceedings.
Joint administration of the Title III cases, under Lead Case No.
17-3283, was granted on June 29, 2017.
The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets, as municipal investment
banker, and Ernst & Young, as financial advisor.
Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose; and Hermann D. Bauer, Esq., at
O'Neill & Borges are on-board as attorneys.
McKinsey & Co. is the Board's strategic consultant, Ernst & Young
is the Board's financial advisor, and Citigroup Global Markets Inc.
is the Board's municipal investment banker.
Prime Clerk LLC is the claims and noticing agent. Prime Clerk
maintains a case web site at
https://cases.primeclerk.com/puertorico
Epiq Bankruptcy Solutions LLC is the service agent for ERS, HTA,
and PREPA.
O'Melveny & Myers LLP is counsel to the Commonwealth's Puerto Rico
Fiscal Agency and Financial Advisory Authority (AAFAF), the agency
responsible for negotiations with bondholders.
The Oversight Board named Professor Nancy B. Rapoport as fee
examiner and to chair a committee to review professionals' fees.
PVH CORP: Egan-Jones Hikes Senior Unsecured Ratings to BB-
----------------------------------------------------------
Egan-Jones Ratings Company on January 25, 2022, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by PVH Corp. to BB- from B+.
Headquartered in New York, New York, PVH Corp. designs, sources,
manufactures, and markets men's, women's, and children's apparel
and footwear.
QHC FACILITIES: Committee Taps Cutler Law Firm as Local Counsel
---------------------------------------------------------------
The official committee of unsecured creditors of QHC Facilities,
LLC seeks approval from the U.S. Bankruptcy Court for the Southern
District of Iowa to employ Cutler Law Firm, P.C. as local counsel.
The firm's services include:
a. administration of the Chapter 11 cases of QHC Facilities and
its affiliates and the exercise of oversight with respect to the
Debtors' affairs;
b. preparation of legal papers;
c. appearance in court, participation in litigation as a
party-in-interest, and attendance at meeting to represent the
interest of the committee;
d. communications with the committee's constituents and others
at the direction of the committee; and
e. performance of all of the committee's duties and powers under
the Bankruptcy Code and the Bankruptcy Rules.
The firm will be paid at the rate of $305, and will be reimbursed
for out-of-pocket expenses incurred.
Robert Gainer, Esq., a partner at Cutler Law Firm, disclosed in a
court filing that his firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Robert C. Gainer, Esq.
Cutler Law Firm, P.C.
1307 50th St.
Wes Des Moines, IA 50266
Tel: (512) 223-6600
Fax: 515-223-6787
About QHC Facilities
Clive, Iowa-based QHC Facilities, LLC, operates eight skilled
nursing facilities. The facilities include Crestview Acres in
Marion as well as in Tama, Madison, Humboldt, Jackson, Webster and
Polk counties and two assisted living centers. Collectively, the
facilities have a maximum capacity of more than 700 residents. The
company employs roughly 300 full-time and part-time workers.
QHC Facilities and its affiliates filed petitions for Chapter 11
protection (Bankr. S.D. Iowa Lead Case No. 21-01643) on Dec. 29,
2021. The affiliates are QHC Management LLC, QHC Mitchellville LLC,
QHC Crestridge LLC, QHC Humboldt North LLC, QHC Winterset North
LLC, QHC Madison Square LLC, QHC Humboldt South LLC, QHC Villa
Cottages LLC, QHC Fort Dodge Villa LLC, and QHC Crestview Acres
Inc.
QHC Facilities reported $1 million in assets and $26.3 million in
liabilities as of the bankruptcy filing.
Judge Anita L. Shodeen oversees the cases.
Jeffrey D. Goetz, Esq., and Krystal R. Mikkilineni, Esq., at
Bradshaw Fowler Proctor & Fairgrave, PC, are the Debtors'
bankruptcy attorneys. Newmark Real Estate of Dallas, LLC, and
Gibbins Advisors, LLC, serve as the Debtors' investment banker and
restructuring advisor, respectively.
The U.S. Trustee for Region 12 appointed an official committee of
unsecured creditors in the Debtors' Chapter 11 cases. Troutman
Pepper Hamilton Sanders, LLP and Cutler Law Firm, P.C. serve as the
committee's lead bankruptcy counsel and local counsel,
respectively.
QHC FACILITIES: Committee Taps Troutman as Lead Bankruptcy Counsel
------------------------------------------------------------------
The official committee of unsecured creditors of QHC Facilities,
LLC seeks approval from the U.S. Bankruptcy Court for the Southern
District of Iowa to employ Troutman Pepper Hamilton Sanders, LLP as
its lead counsel.
The firm's services include:
a. advising the committee with respect to its rights, duties and
powers in the Chapter 11 cases of QHC Facilities and its
affiliates;
b. assisting the committee in its consultations with the Debtor
relating to the administration of the cases;
c. assisting the committee in analyzing the claims of creditors
and the Debtor's capital structure, and in negotiating with the
holders of claims and, if appropriate, equity interests;
d. assisting the committee in its investigation of the operation
of the Debtor's businesses, and of the acts, conduct, assets,
liabilities and financial condition of the Debtors and other
parties involved;
e. assisting the committee in analyzing intercompany
transactions and issues relating to non-debtor affiliates;
f. assisting the committee in its analysis of, and negotiations
with the Debtors or any other third party concerning matters
related to, among other things, the assumption or rejection of
certain leases of non-residential real property and executory
contracts, asset dispositions, financing of other transactions and
the terms of a plan of reorganization for the Debtors;
g. assisting the committee as to its communications, if any, to
the general creditor body;
h. representing the committee at all hearings and other
proceedings;
i. reviewing legal papers, statements of operations and
schedules filed with the court;
i. assisting the committee in preparing pleadings and other
legal papers; and
j. performing other necessary legal services for the committee.
The hourly rates charged by the firm's attorneys and paralegals are
as follows:
Partners $620 to $1,450 per hour
Associates $480 to $850 per hour
Paralegals $130 to $410 per hour
The firm will also seek reimbursement for out-of-pocket expenses
incurred.
Francis Lawall, Esq., a partner at Troutman, disclosed in a court
filing that his firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Francis J. Lawall, Esq.
Troutman Pepper Hamilton Sander LLP
3000 Two Logan Square
Philadelphia, PA 19103-2799
Tel: (215) 981-4481
Fax: (215) 689-4693
Email: Francis.lawall@troutman.com
About QHC Facilities
Clive, Iowa-based QHC Facilities, LLC, operates eight skilled
nursing facilities. The facilities include Crestview Acres in
Marion as well as in Tama, Madison, Humboldt, Jackson, Webster and
Polk counties and two assisted living centers. Collectively, the
facilities have a maximum capacity of more than 700 residents. The
company employs roughly 300 full-time and part-time workers.
QHC Facilities and its affiliates filed petitions for Chapter 11
protection (Bankr. S.D. Iowa Lead Case No. 21-01643) on Dec. 29,
2021. The affiliates are QHC Management LLC, QHC Mitchellville LLC,
QHC Crestridge LLC, QHC Humboldt North LLC, QHC Winterset North
LLC, QHC Madison Square LLC, QHC Humboldt South LLC, QHC Villa
Cottages LLC, QHC Fort Dodge Villa LLC, and QHC Crestview Acres
Inc.
QHC Facilities reported $1 million in assets and $26.3 million in
liabilities as of the bankruptcy filing.
Judge Anita L. Shodeen oversees the cases.
Jeffrey D. Goetz, Esq., and Krystal R. Mikkilineni, Esq., at
Bradshaw Fowler Proctor & Fairgrave, PC, are the Debtors'
bankruptcy attorneys. Newmark Real Estate of Dallas, LLC, and
Gibbins Advisors, LLC, serve as the Debtors' investment banker and
restructuring advisor, respectively.
The U.S. Trustee for Region 12 appointed an official committee of
unsecured creditors in the Debtors' Chapter 11 cases. Troutman
Pepper Hamilton Sanders, LLP and Cutler Law Firm, P.C. serve as the
committee's lead bankruptcy counsel and local counsel,
respectively.
REMINGTON OUTDOOR: Settles With Sandy Hook Families for $73-Mil.
----------------------------------------------------------------
Mike Curley of Law360 reports that the families of nine victims of
the December 2012 shooting at Sandy Hook Elementary School
announced Tuesday, February 15, 2022, that they reached a deal with
Remington Arms Co. to settle their claims for $73 million and the
right to release thousands of pages of the company's internal
documents.
The settlement ends a case that was first filed in 2014 and
concerns the marketing and design of the AR-15 rifle that was used
in the shooting. The families had alleged that Remington was
liable for the shooting because it had used aggressive and
"violence-glorifying" marketing to sell the rifle to violence-prone
men.
About Remington Outdoor
Remington Outdoor Company, Inc., and its affiliates are
manufacturers of firearms, ammunition and related products for
commercial, military, and law enforcement customers throughout the
world. They operate seven manufacturing facilities located across
the United States. The companies' principal headquarters are
located in Huntsville, Alabama.
Remington Outdoor Company and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ala. Lead Case
No. 20-81688) on July 27, 2020. At the time of the filing,
Remington disclosed assets of between $100 million and $500 million
and liabilities of the same range.
Judge Clifton R. Jessup Jr. oversees the cases.
The Debtors have tapped O'Melveny & Myers LLP as their bankruptcy
counsel, Burr & Forman LLP as local counsel, M-III Advisory
Partners LP as financial advisor, Ducera Partners LLC as investment
banker, and Prime Clerk LLC as notice, claims and balloting agent.
The U.S. Bankruptcy Administrator for the Northern District of
Alabama appointed a committee of unsecured creditors on Aug. 6,
2020. The committee is represented by Fox Rothschild, LLP and
Baker Donelson Bearman Caldwell & Berkowitz, PC.
RIVERA FAMILY: Unsecured Creditors to be Paid in Full in Plan
-------------------------------------------------------------
Rivera Family Holdings, LLC, a debtor affiliate of Manny's Mexican
Cocina, Inc., filed with the U.S. Bankruptcy Court for the Western
District of Wisconsin a Disclosure Statement describing Plan of
Reorganization.
Since operations began, Rivera Family has been the owners of
building housing Manny's Mexican Cocina at 301 Hampton Court,
Onalaska, WI 54650 and Manny's Cocina of Eau Claire, 4207 Oakwood
Hills Parkway, Eau Claire, WI 54701.
Under a previous Chapter 11, Studio 16 was sold reducing debt to
about 2.5 million dollars. After the completion of the sale, the
Chapter 11 was dismissed per agreement with Park Bank/SBA and
Rivera Family Holdings LLC and Lynnae/Filiberto Rivera and were
allowed approximately one year to locate and refinance the
obligation.
During the period Covid 19 struck causing disaster in the
Bar/restaurant operation causing reduction of business and cash
flow. Rivera was unable to refinance and Park Bank/SBA recommended
the foreclosure and replevin action, thus the Chapter 11 filing.
The Debtor provides a Plan as a means for a prompt distribution of
feasible payments to creditors and a resolution of claims filed and
pending against Rivera Family Holdings, LLC.
As part of the Chapter 11 proceedings of Rivera Family Holdings,
LLC and Manny's Mexican Cocina, Inc., on file with the bankruptcy
court is an agreed interim order approving use of cash collateral
and limited stay relief. This document provides Rivera/Manny's to
continue to use some cash collateral in the corporation and for
provisions relating to default.
The Secured Creditors in Classes III-VI retain their mortgages,
chattel mortgages, liens, and rights on the property until paid in
full.
All unsecured creditors who file claims shall be paid in full
within 30 days after confirmation of the Plan. Sali Sheafor TAP
Consulting, Inc. holds an unsecured non-priority claim in the
amount of $1,070.00.
This is a Reorganization Plan and upon confirmation of the Plan,
the reorganized Debtors shall be vested with title and all assets
retains by the Debtor, including without limitation litigation,
cause of this action, real property, franchise fee, deposits, bank
accounts, accounts receivable and tangible property and all other
rights in property belonging to the Debtor's estate.
The Debtor has filed this Disclosure Statement and the proposed
full payment Plan and favors acceptance of this Disclosure
Statement and confirmation of the Plan. There exists no other
option that offers a more favorable distribution to unsecured
creditors than that proposed in this Disclosure Statement and Plan.
Creditors receive 100% under a Chapter 11 Plan.
The following executor contracts and unexpired leases are assumed
for the purpose of the Plan:
* Lease between Manny's Mexican Cocina, Inc. and Rivera Family
Holdings, LLC.
* Lease between Manny's Mexican Cocina of Eau Claire, Inc. and
Rivera Family Holdings, LLC.
A full-text copy of the Disclosure Statement dated Feb. 14, 2022,
is available at https://bit.ly/3rOWBZ7 from PacerMonitor.com at no
charge.
Attorney for the Debtor:
Galen W. Pittman, Esq.
Pittman & Pittman Law Offices, LLC
712 Main Street
La Crosse, WI 54601
Telephone: (608) 784-0841
Facsimile: (608) 784-2206
About Rivera Family Holdings
Rivera Family Holdings, LLC, a privately-held company in Onalaska,
Wis., filed a petition for Chapter 11 protection (Bankr. W.D. Wis.
Case No. 21-12062) on Oct. 6, 2021, listing as much as $10 million
in both assets and liabilities. Lynnae Rivera, authorized
representative, signed the petition.
Judge Catherine J. Furay presides over the case.
Galen W. Pittman, Esq., at Pittman & Pittman Law Offices, LLC and
TAP Consulting, LLC serve as the Debtor's legal counsel and
accountant, respectively.
SELINSGROVE INSTITUTIONAL: Wins Cash Collateral Access Thru Mar 15
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Pennsylvania
has authorized Selinsgrove Institutional Casework, LLC d/b/a Wood
Metal Industries, to use cash collateral through the earlier of
March 15, 2022, or the conversion of the Debtor's case to Chapter
7.
The Court says Pension Benefit Guaranty Corporation, Vox Funding
and Green Grass Capital/Bridge Capital are granted replacement
liens in the Debtor's post-Petition cash collateral consisting of
inventory, receivables, cash and the proceeds thereof, to the
extent the lien exists and in such priority as exists pre-Petition,
to the extent there is a diminution in value of PBGC's, Vox's and
Green Grass' post-Petition Cash Collateral position. The lien will
be perfected and effective without any further recordation action
and such lien will survive conversion of the case or appointment of
a Trustee in the case. In the event that post-Petition Cash
Collateral is insufficient to provide an amount equal to such
diminution, then PBGC, Vox and Green Grass are granted an
administrative claim having priority over all other administrative
claims except for amounts owed for fees to professionals in the
case and fees to the U.S. Trustee's Office.
The Debtor is directed to submit a budget for the period from
February 15, 2022 through March 15, 2022.
All parties that are obligated to the Debtor or owe receivables to
the Debtor are directed to release and pay the funds to the Debtor
notwithstanding any pre-Petition notices to the contrary. Until the
Cash Collateral Order becomes final or another Cash Collateral
Order is issued to the contrary, this provision will terminate as
of the conversion of the Debtor's Case to Chapter 7.
A copy of the order is available at https://bit.ly/3GWBYhM from
PacerMonitor.com.
About Wood-Metal Industries
Wood-Metal Industries is a manufacturer of cabinets and casework
for a variety of applications in education, healthcare and
institutional environments. It offers wide of products like custom
made wood, music and plastic laminate casework in various colors,
thereby enabling clients to choose and enhance the style that
complements their interior design schemes along with performance
and strength.
Selinsgrove Institutional Casework, LLC, doing business as Wood
Metal Industries, sought Chapter 11 protection (Bankr. M.D. Pa.
Case No. 22-bk-00021) on Jan. 7, 2022. In the petition signed by
Maurice R. Brubaker, member, the Debtor disclosed up to $10 million
in assets and liabilities.
Judge Robert W. Van Eck oversees the case.
Robert E Chernicoff, Esq., at Cunningham and Chernicoff PC is the
Debtor's counsel.
SILGAN HOLDINGS: Egan-Jones Retains BB Sr. Unsecured Debt Ratings
-----------------------------------------------------------------
Egan-Jones Ratings Company, on February 2, 2022, maintained its
'BB' foreign currency and local currency senior unsecured ratings
on debt issued by Silgan Holdings Inc.
Headquartered in Stamford, Connecticut, Silgan Holdings Inc., and
its subsidiaries manufacture consumer goods packaging products.
SONOMA PHARMACEUTICALS: Incurs $944K Net Loss in Third Quarter
--------------------------------------------------------------
Sonoma Pharmaceuticals, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $944,000 on $2.90 million of revenues for the three months ended
Dec. 31, 2021, compared to a net loss of $650,000 on $4.94 million
of revenues for the three months ended Dec. 31, 2020.
For the nine months ended Dec. 31, 2021, the Company reported a net
loss of $2.14 million on $10.33 million of revenues compared to a
net loss of $290,000 on $16.47 million of revenues for the nine
months ended Dec. 31, 2020.
As of Dec. 31, 2021, the Company had $19.35 million in total
assets, $8.18 million in total liabilities, and $11.17 million in
total stockholders' equity.
Sonoma Pharmaceuticals stated, "Management believes that the
Company has access to additional capital resources through possible
public or private equity offerings, debt financings, corporate
collaborations, or other means; however, the Company cannot provide
any assurance that other new financings will be available on
commercially acceptable terms, if needed. If the economic climate
in the U.S. deteriorates, the Company's ability to raise additional
capital could be negatively impacted. If the Company is unable to
secure additional capital, it may be required to take additional
measures to reduce costs in order to conserve its cash in amounts
sufficient to sustain operations and meet its obligations. These
measures could cause significant delays in the Company's continued
efforts to commercialize its products, which is critical to the
realization of its business plan and the future operations of the
Company. These matters raise substantial doubt about the
Company’s ability to continue as a going concern."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1367083/000168316822000877/sonoma_i10q-123121.htm
About Sonoma Pharmaceuticals
Sonoma Pharmaceuticals, Inc. -- http://www.sonomapharma.com-- is a
global healthcare company that develops and produces stabilized
hypochlorous acid, or HOCl, products for a wide range of
applications, including wound care, animal health care, eye care,
oral care and dermatological conditions. The Company's products
reduce infections, itch, pain, scarring and harmful inflammatory
responses in a safe and effective manner. In-vitro and clinical
studies of HOCl show it to have impressive antipruritic,
antimicrobial, antiviral and anti-inflammatory properties. Its
stabilized HOCl immediately relieves itch and pain, kills pathogens
and breaks down biofilm, does not sting or irritate skin and
oxygenates the cells in the area treated assisting the body in its
natural healing process. The Company sells its products either
directly or via partners in 54 countries worldwide.
Sonoma Pharmaceuticals reported a net loss of $3.95 million for the
year ended March 31, 2021, compared to a net loss of $3.31 million
for the year ended March 31, 2020. As of Sept. 30, 2021, the
Company had $19.83 million in total assets, $8.37 million in total
liabilities, and $11.46 million in total stockholders' equity.
New York, NY-based Marcum LLP, the Company's auditor since at least
2006, issued a "going concern" qualification in its report dated
July 14, 2021, citing that the Company has incurred significant
losses and needs to raise additional funds to meet its obligations
and sustain its operations. These conditions raise substantial
doubt about the Company's ability to continue as a going concern.
SPECTRUM BRANDS: Egan-Jones Cuts Local Curr. Unsecured Rating to B+
-------------------------------------------------------------------
Egan-Jones Ratings Company, on January 24, 2022, downgraded the
local currency senior unsecured rating on debt issued by Spectrum
Brands Legacy, Inc. to B+ from BB-.
Headquartered in Madison, Wisconsin, Spectrum Brands Legacy, Inc.
provides consumer products.
STONERIDGE PARKWAY: Case Summary & Three Unsecured Creditors
------------------------------------------------------------
Debtor: Stoneridge Parkway LLC
7749 Yarmouth Avenue
Reseda, CA 91335
Chapter 11 Petition Date: February 16, 2022
Court: United States Bankruptcy Court
District of Nevada
Case No.: 22-10540
Judge: Hon. August B. Landis
Debtor's Counsel: Samuel A. Schwartz, Esq.
SCHWARTZ LAW, PLLC
601 East Bridger Avenue
Las Vegas, NV 89101
Tel: 702-385-5544
Fax: 702-201-1330
Email: saschwartz@nvfirm.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Danny Modaberpour as president.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/OPOWGOA/STONERIDGE_PARKWAY_LLC__nvbke-22-10540__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's Three Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. McNutt Law Firm, PC Legal $110
c/o Dan McNutt, Esq.
11441 Allerton Park
Dr, #100
Las Vegas, NV 89135
2. NV Energy Utilities $25,041
PO Box 98910
Las Vegas, NV 89151
3. Summit Fire & Security Fire/Security $1,196
5277 Cameron St, Ste 100 Service
Las Vegas, NV 89118
TAB RESTAURANT: Seeks Cash Collateral Access
--------------------------------------------
Tab Restaurant Group, LLC asks the U.S. Bankruptcy Court for the
Middle District of Florida, Orlando Division, for authority to use
cash collateral and provide adequate protection to Stone Bank and
the U.S. Small Business Administration.
The Debtor's business has been substantially adversely affected by
the coronavirus pandemic. The Debtor commenced the Chapter 11 case
in order to implement a comprehensive restructuring, stabilize its
operations for the benefit of its customers, secured creditors,
employees, vendors, and other unsecured creditors; and to propose a
mechanism to efficiently address and resolve all claims.
Stone Bank may assert a lien based on a UCC Financing Statement,
filed July 18, 2019. Stone Bank is owed approximately $1,051,564,
as of the Petition Date.
The SBA may claim a lien based on a UCC Financing Statement, filed
November 12, 2020. The SBA is owed approximately $57,200, as of
the Petition Date.
As adequate protection for the use of cash collateral, the Debtor
proposes to grant a replacement lien with the same validity,
extent, and priority as its prepetition lien.
The Debtor estimates it will require a monthly operating reserve of
$46,000 to continue to maintain monthly operations, and depending
on the month, a greater or lesser amount will be required each
comparable period thereafter.
A copy of the motion and the Debtor's budget for the period from
February to July 2022 is available at https://bit.ly/3oRrdqK from
PacerMonitor.com.
The Debtor projects $65,000 in gross sales and $44,164 in total
operating expenses for February 2022.
About Tab Restaurant Group, LLC
Tab Restaurant Group, LLC is a limited liability company organized
under the laws of the State of Florida and authorized to transact
business in Florida since August 14, 2018. The Debtor operates the
Twisted Root Burger Co. restaurant located at 4270 Aloma Avenue,
Winter Park, Florida.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 6:22-bk-00529) on
February 15, 2022. In the petition signed by Glenn O. Pilson,
managing member, the Debtor disclosed up to $50,000 in assets and
up to $10 million in liabilities.
Jeffrey S. Ainsworth, Esq., at BransonLaw, PLLC is the Debtor's
counsel.
TD SYNNEX: Egan-Jones Keeps BB+ Senior Unsecured Ratings
--------------------------------------------------------
Egan-Jones Ratings Company on January 24, 2022, maintained its
'BB+' foreign currency and local currency senior unsecured ratings
on debt issued by TD SYNNEX Corporation.
Headquartered in Fremont, California, TD SYNNEX Corporation
provides information technology supply chain services.
TEN OAKS FITNESS: Taps Deanna Tichenor as Bookkeeper
----------------------------------------------------
Ten Oaks Fitness, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Maryland to employ Deanna Tichenor, a
bookkeeper based in Maryland.
The Debtor requires a bookkeeper to, among other things, track its
monthly business operations, monthly performance, and support its
business operations.
Ms. Tichenor will be paid at the rate of $50 per hour and will be
reimbursed for out-of-pocket expenses incurred.
Ms. Tichenor disclosed in a court filing that she is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
About Ten Oaks Fitness
Ten Oaks Fitness, Inc. filed a petition for Chapter 11 protection
(Bankr. D. Md. Case No. 21-10313) on Jan. 18, 2021, listing up to
$50,000 in assets and up to $500,000 in liabilities. Judge David E.
Rice oversees the case.
The Debtor tapped the Law Offices of Marc A. Ominsky, LLC and
Deborah Parlett Brown, CPA as its legal counsel and accountant,
respectively.
TRAVEL + LEISURE: Egan-Jones Ups Local Currency Unsec. Rating to B
------------------------------------------------------------------
Egan-Jones Ratings Company, on January 24, 2022, upgraded the local
currency senior unsecured rating on debt issued by Travel + Leisure
Co. to B from B-.
Headquartered in Orlando, Florida, Travel + Leisure Co. operates as
a hospitality company.
U.S. SILICA: Renaissance Entities Report 5.37% Equity Stake
-----------------------------------------------------------
In a Schedule 13G/A filed with the Securities and Exchange
Commission, Renaissance Technologies LLC and Renaissance
Technologies Holdings Corporation disclosed that as of Dec. 31,
2021, they beneficially own 4,001,990 shares of common stock of
U.S. Silica Holdings, Inc., representing 5.37 percent of the shares
outstanding. A full-text copy of the regulatory filing is
available for free at:
https://www.sec.gov/Archives/edgar/data/1037389/000103738922000185/slca-13g_20211231.txt
About U.S. Silica
Headquartered in Katy, Texas, U.S. Silica Holdings, Inc. --
http://www.ussilica.com-- is a global performance materials
company and a producer of commercial silica used in a wide range of
industrial applications and in the oil and gas industry. In
addition, through its subsidiary EP Minerals, LLC, the Company
produces products derived from diatomaceous earth, perlite,
engineered clays, and non-activated clays.
For the nine months ended Sept. 30, 2021, the Company reported a
net loss of $15.21 million. U.S. Silica reported a net loss of
$115.12 million in 2020, a net loss of $329.75 million in 2019, and
a net loss of $200.82 million in 2018. As of Sept. 30, 2021, the
Company had $2.24 billion in total assets, $1.61 billion in total
liabilities, and $628.01 million in total stockholders' equity.
UNITED RENTALS: Egan-Jones Hikes Senior Unsecured Ratings to BB+
----------------------------------------------------------------
Egan-Jones Ratings Company, on February 4, 2022, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by United Rentals (North America), Inc. to BB+ from
BB.
Headquartered in Stamford, Connecticut, United Rentals (North
America), Inc. provides construction and industrial equipment
rental services.
US REAL ESTATE: Trustee Seeks Cash Collateral Access Thru May 31
----------------------------------------------------------------
Eric L. Johnson, the Chapter 11 Trustee of US Real Estate Equity
Builder, LLC and US Real Estate Equity Builder Dayton, LLC, asks
the U.S. Bankruptcy Court for the District of Kansas for entry of
an order extending authority to use cash collateral through May 31,
2022.
The Trustee needs continued access to cash collateral to pay for
expenses necessary to the preservation and maintenance of the
Debtors' real property and business operations. The expenses
include, without limitation, utilities, taxes, immediate
maintenance needs, and certain critical operational expenses such
as charges related to maintaining and accessing the Debtors' books
and records. Given that the expenses are related to the
preservation of the Real Property, the Trustee submits it is
appropriate to use the rents from the Real Property for those
expenses.
The Debtors owned a number of properties as part of their "turnkey"
real estate transactions where Debtors or one of their affiliates
purchased residential or commercial property, remodeled it, placed
a tenant in the property, and then sold the property.
Since his appointment, the Trustee has sold or abandoned a number
of the properties. The remaining property is owned by USREEB and is
located at 440 East 63rd Street, Kansas City, Missouri. The Trustee
has listed the Real Property, but it has not yet sold.
On August 11, 2021, the Court entered the Final Order Regarding Use
of Cash Collateral and Adequate Protection. Under the Cash
Collateral Order, the Trustee was authorized to use cash collateral
through December 31, 2021, which was subsequently extended to
February 28, 2022.
The Trustee has also budgeted an estimated amount to reimburse the
homeowners association related to the Roanoke property related to
post-petition dues. A substantial portion of this amount has been
previously budgeted throughout the various cash collateral orders.
The primary party asserting an interest in the USREEB cash
collateral is PS Funding, Inc. PS Funding, or an entity affiliated
therewith, purchased the Roanoke property via credit bid.
A copy of the motion is available at https://bit.ly/3uQ5Uda from
PacerMonitor.com.
About US Real Estate Equity Builder
US Real Estate Equity Builder LLC is primarily engaged in renting
and leasing real estate properties.
US Real Estate Equity Builder and its affiliate, US Real Estate
Equity Builder Dayton, LLC, filed voluntary petitions for relief
under Chapter 11 of the Bankruptcy Code (Bankr. D. Kan. Lead Case
No. 20-21358) on Oct. 2, 2020. Judge Robert D. Berger oversees the
cases.
At the time of filing, US Real Estate Equity Builder disclosed
$5,281,000 in assets and $13,985,020 in liabilities. US Real Estate
Equity Builder Dayton disclosed between $1 million and $10 million
in both assets and liabilities.
George J. Thomas, Esq., at Phillips & Thomas LLC, is the Debtors'
legal counsel.
The Office of the U.S. Trustee appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee is represented by Sader Law Firm.
Eric L. Johnson, the court-appointed Chapter 11 trustee, is
represented by Spencer Fane LLP.
VALERO ENERGY: Egan-Jones Hikes Senior Unsecured Ratings to BB+
---------------------------------------------------------------
Egan-Jones Ratings Company, on February 2, 2022, upgraded the
foreign currency and local currency senior unsecured ratings on
debt issued by Valero Energy Corporation to BB+ from BB.
Headquartered in San Antonio, Texas, Valero Energy Corporation is
an independent petroleum refining and marketing company that owns
and operates refineries in the United States, Canada, and Aruba.
VETERAN HOLDINGS: Files Amendment to Disclosure Statement
---------------------------------------------------------
Veteran Holdings NY LLC, submitted an Amended Disclosure Statement
for Plan of Reorganization dated Feb. 14, 2022.
The Debtor is a New York limited liability company and assignee to
a contract to purchase the real property located at 2925-2965
Veteran Road West, Staten Island, New York.
Veteran Road Holdings, LLC ("Seller") currently own the Property.
The Property, also known as South Shore Commons, is a 51-unit
retail strip mall. Built in 2007, South Shore Commons encompasses
six buildings and has as tenants Dunkin Donuts, Panera Bread,
Carters, Verizon, and other commercial tenants. Additionally, there
are also numerous office units in this mall.
Seller and Alpha Equity Group, LLC ("Alpha") entered into the
Contract of Sale dated November 1, 2021 to sell the Property for
the sum of $47,000,000. On January 6, 2020, the Seller and Alpha
executed the First Amendment to the Veterans Holdings Contract of
Sale, which recognized the Debtor as the purchaser and adjusted and
reduced the purchase price to $45,600,000. On January 10, 2022,
Alpha countersigned the assignment of the Veterans Holdings
Contract of Sale to the Debtor.
The Debtor filed this chapter 11 case to avoid defaulting under the
Veterans Holdings Contract of Sale because Alpha did not give the
Debtor sufficient advance notice when it entered into the First
Amendment that the Debtor was required to fund an additional
$500,000 deposit within 72 hours.
The Debtor believed that the right to acquire the Property pursuant
to the Veterans Holdings Contract of Sale was valuable, and to
avoid jeopardizing those rights, losing the $1,500,000 contract
deposit which was to be credited at closing and proceed to closing
without any further threat of contract termination by the Seller,
the Debtor commenced this chapter 11 case. Since the Debtor's
filing, the Debtor has finalized the sale its membership interests
to Veterans Center for $59,000,000. The $59,000,000 Sale Proceeds
will be used to fund the assumption of the Veterans Holdings
Contract of Sale and pay the balance of the purchase price, to pay
the costs of the sale and to pay claims of creditors in full under
the Plan, the fees owed to the Office of the United States Trustee
and the estimated administrative expenses.
As of the filing of the Plan and Disclosure Statement, Veterans
Center has deposited $500,000 into the escrow in accordance with
the terms of the Veterans Center Purchase and Sale Agreement. Prior
to the Confirmation Hearing, on February 21, 2022, Veterans Center
is required to deposit an additional $1,000,000 into escrow with
Debtor's counsel.
The Plan provides for the Debtor to assume its the Veterans
Holdings Contract of Sale and acquire the Property from the Seller.
Unfortunately, the relationship between the Seller and the Debtor's
predecessor in interest, Alpha, were plagued by difficulties and
multiple threats to terminate the valuable contract, such that the
commencement of this case was deemed necessary by the Debtor to
insure the assumption of the Veterans Holdings Contract of Sale by
the Debtor would not be plagued by similar difficulties or
unnecessary litigation that might jeopardize the contract or the
Debtor's ability to close.
Since the filing of the chapter 11 case, the Debtor has quickly
finalized an agreement with Veterans Center whereby the Debtor will
sell to Center 100% of the membership interests in the Debtor for
$59,000,000 pursuant to the Veterans Center Purchase and Sale
Agreement.
Under that agreement, which will close either immediately before or
simultaneously with the Debtor's acquisition of the Property,
Veterans Center will acquire 100% of the membership interests in
the Debtor for $59,000,000 and the proceeds of that sale would be
utilized to (i) pay the Seller the sums necessary to cure all
defaults and close under the Veterans Holdings Contract of Sale and
thereby acquire the Property for approximately $45,600,000, (ii)
pay approximately $2,195,000 in loan fees and closing adjustments,
(iii) pay $1,682,014 to the Debtor's secured and unsecured
creditors to satisfy their claims in full with interest, (iv)
reserve $250,000 for the payment of US Trustee Fees, and (v)
reserve $250,000 for payment of administrative costs and
professional fees with the balance of approximately $9,272,985
being paid to the holders of the Existing Equity Interests.
Like in the prior iteration of the Plan, each holder of an Allowed
General Unsecured Claim in Class 2 shall receive on the Effective
Date, in full and final satisfaction of such Claim, Cash from the
Sale Proceeds in an amount equal to the Allowed amount of such
Claim, plus interest at the federal judgment rate payable from the
Sales Proceeds. The allowed unsecured claims total $46,361,778.00.
This Class will receive a distribution of 100% of their allowed
claims.
On the Effective Date, the holder of the Class 3 Existing Equity
Interests shall receive the consideration provided for under the
Veterans Center Purchase and Sale Agreement, which after payment of
all senior Claims under the Plan will be approximately $9,000,000.
The Debtor shall take all necessary steps, and perform all
necessary acts, to consummate the terms and conditions of the Plan
including but not limited to: (a) assuming the Veterans Holdings
Contract of Sale and contemporaneously closing the sale of its
membership interests under the Veterans Center Purchase and Sale
Agreement in order to effectuate a sale of the Property from the
Seller to the Debtor and (b) distributing the Sale Proceeds to pay
Claims under the Plan.
A full-text copy of the Amended Disclosure Statement dated Feb. 14,
2022, is available at https://bit.ly/3BjME94 from PacerMonitor.com
at no charge.
Attorneys for the Debtor:
Fred B. Ringel, Esq.
Robinson Brog Leinwand Greene Genovese & Gluck PC
875 Third Avenue
New York, NY 10022
Telephone: (212) 603-6300
Email: fbr@robinsonbrog.com
About Veteran Holdings NY
Veteran Holdings NY LLC, a real estate business in Brooklyn, New
York, filed its voluntary petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-40052) on Jan. 12,
2022. Pearl Schwartz, managing member, signed the petition. At the
time of the filing, the Debtor disclosed $10 million to $50 million
in both assets and liabilities.
Judge Elizabeth S. Stong oversees the case.
Robinson Brog Leinwand Greene Genovese & Gluck PC serves as the
Debtor's counsel.
VEWD SOFTWARE: March 18, 2022 Claims Bar Date Set
-------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York set
March 18, 2022, as the last day for each person or entity to file
proofs of claim against Vewd Software USA LLC and its
debtor-affiliates. The Court also set June 13, 2022, as the
deadline for governmental units to file their claims against the
Debtors.
All proofs of claim must be filed to be actually received on or
before the applicable bar date (i) electronically through the
website of Kurtzman Carson Consultants LLC using the interface at
http://www.kccllc.net/vewdunder the link entitle "Submit a Claim"
or (ii) by delivering by hand or mailing the original proof of
claim form to:
a) Delivery by first-class U.S. Mail, overnight mail, or hand
delivery:
Vewd Software Ballot Processing Center
w/o KCC
222 N. Pacific Coast Highway
Suite 300
El Segundo, CA 90245
b) Hand Delivery only:
United State Bankruptcy Court,
Southern District of New York
One Bowling Green
New York, New York 10004-1409
Proofs of claim sent by facsimile, telecopy, or electronic mail --
other than through KCC's website -- submission will not be
accepted.
About Vewd Software
Vewd Software is engaged in enabling the transition from cable,
broadcast, and satellite television platforms to over-the-top
("OTT") video streaming services. The Company's suite of OTT
solutions enables customers and partners such as Sony, Verizon,
Samsung, and TiVo to seamlessly reach the growing number of
consumers who watch content on connected devices.
Vewd Software USA, LLC, and its affiliates sought Chapter 11
bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 21-12065) on
Dec. 15, 2021. The cases are handled by Judge Michael E. Wiles.
In the petition signed by CEO Aneesh Rajaram, Vewd Software
estimated assets between $1 million to $10 million and liabilities
between $100 million to $500 million.
Rope & Gray LLP, led by Gregg M. Galardi, Lucas Brown, Katharine E.
Scott, and Stephen Iacovo, is serving as the Debtors' bankruptcy
counsel. Jefferies LLC is the Debtors' investment banker. Ernst &
Young LLP is the Debtors' financial advisor. Advokatfirmaet Bahr
AS is the Debtors' Norwegian counsel. Kurtzman Carson Consultants
LLC is the Debtors' claims agent and administrative advisor.
YIELD10 BIOSCIENCE: AIGH Capital, Orin Hirschman Own 7.15% Stake
----------------------------------------------------------------
AIGH Capital Management, LLC and Orin Hirschman disclosed in a
Schedule 13G/A filed with the Securities and Exchange Commission
that as of Dec. 31, 2021, they beneficially own 349,200 shares of
common stock of Yield10 Bioscience, Inc., representing 7.15 percent
of the shares outstanding. A full-text copy of the regulatory
filing is available for free at:
https://www.sec.gov/Archives/edgar/data/1121702/000149315222003970/formsc13ga.htm
About Yield10
Yield10 Bioscience, Inc. -- http://www.yield10bio.com-- is an
agricultural bioscience company that uses its "Trait Factory" and
the Camelina oilseed "Fast Field Testing" system to develop high
value seed traits for the agriculture and food industries. Yield10
is headquartered in Woburn, MA and has an Oilseeds Center of
Excellence in Saskatoon, Canada.
Yield10 Bioscience reported a net loss of $10.21 million for the
year ended Dec. 31, 2020, a net loss of $12.95 million for the year
ended Dec. 31, 2019, and a net loss of $9.18 million for the year
ended Dec. 31, 2018. As of Sept. 30, 2021, the Company had $22.95
million in total assets, $4.46 million in total liabilities, and
$18.49 million in total stockholders' equity.
ZURN WATER: Elkay Deal No Impact on Moody's 'Ba3' CFR
-----------------------------------------------------
Moody's Investors Service said Zurn Water Solutions Corporation's
(NYSE: ZWS or "Zurn") February 14, 2022 announcement that it has
reached a definitive agreement to combine with Elkay Manufacturing
Company in an all-stock transaction is credit positive. However,
Zurn's Ba3 corporate family rating and stable outlook are
unaffected at this time.
Based in Downers Grove, Illinois, Elkay is a manufacturer of
faucets, water coolers, drinking fountains, Smartwell Water
Delivery Systems, ezH2O bottle filling stations, and stainless
steel and quartz sinks. Elkay has more than 1,800 employees
worldwide with 13 locations spanning the US, China, and Mexico. The
acquisition will be funded with up to 52.5 million shares of Zurn
stock, valuing Elkay at about $1.56 billion. This will result in
Elkay shareholders owning approximately 29% in the combined
company, which will be renamed Zurn Elkay Water Solutions. The
transaction is subject to shareholder and regulatory approvals and
is expected to close in the third quarter of 2022.
Moody's views the transaction as credit positive because it will be
funded entirely with equity, which will reduce Zurn's pro forma
debt-to-EBITDA to below 2.5 times for 2021 from about 3.2 times
prior to the acquisition (including Moody's standard adjustments).
The transaction also increases Zurn's size, broadens its product
line-up, increases the proportion of revenue from recurring
retrofits versus new construction applications, and enables the
company to participate in the growing commercial drinking water
category. Moody's also expects the company to eventually realize
the $50 million of annual run-rate synergies Zurn has targeted from
supply chain and business efficiencies, cross marketing benefits,
and combined sales forces. However, Moody's believes that the
transaction presents integration and execution risk and notes that
the company will incur about $25 million of implementation expenses
over the next year. Zurn also plans to increase its quarterly
dividend to $0.07/share ($35 million annually at current share
count) from $0.03/share ($15 million), which will lead to
incremental cash outflows of $20 million.
Zurn Water Solutions designs, procures, manufactures, and markets
products that provide and enhance water quality, safety, flow
control and conservation. Zurn had approximately $911 million of
revenue in calendar year 2021.
[*] Mega Bankruptcies in Virginia Will Get Random Judges
--------------------------------------------------------
James Nani of Bloomberg Law reports that the Eastern District of
Virginia, a top bankruptcy venue for debtors, will randomly assign
its judges to large Chapter 11 cases that are worth at least $100
million, regardless of which of its courthouses first received the
initial filing.
The rule is meant to provide "efficient, expedient, orderly,
consistent, and uniform treatment and administration of Chapter 11
reorganizations and/or liquidations across all divisions within the
district, and to provide transparency for the bankruptcy process,"
the U.S. Bankruptcy Court for the Eastern District of Virginia
said.
The new rule on "mega" Chapter 11 cases goes into effect Tuesday,
February 15, 2022.
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Frederick C. Jaffe
Bankr. D. Maine Case No. 22-20015
Chapter 11 Petition filed February 7, 2022
represented by: Tanya Sambatakos, Esq.
In re Elle Joe Investments Corporation
Bankr. D. Ariz. Case No. 22-00799
Chapter 11 Petition filed February 8, 2022
See
https://www.pacermonitor.com/view/U7SDAWY/ELLE_JOE_INVESTMENTS_CORPORATION__azbke-22-00799__0001.0.pdf?mcid=tGE4TAMA
represented by: Shawn McCabe, Esq.
WRIGHT LAW OFFICES
E-mail: bwright@wloaz.com
In re Vanessa Stoller
Bankr. C.D. Cal. Case No. 22-10141
Chapter 11 Petition filed February 8, 2022
represented by: Terri Kinsley, Esq.
In re Tracey Stevens Buck-Walsh
Bankr. N.D. Cal. Case No. 22-10054
Chapter 11 Petition filed February 8, 2022
represented by: Michael Malter, Esq.
In re John Henry Groenhof, Sr. and Denise Marie Groenhof
Bankr. D. Colo. Case No. 22-10400
Chapter 11 Petition filed February 8, 2022
represented by: Keri Riley, Esq.
KUTNER BRINEN DICKEY RILEY, P.C.
In re Messiahs Glass, Inc.
Bankr. D. Colo. Case No. 22-10399
Chapter 11 Petition filed February 8, 2022
See
https://www.pacermonitor.com/view/VZMWZTY/Messiahs_Glass_Inc__cobke-22-10399__0001.0.pdf?mcid=tGE4TAMA
represented by: Jeffrey S. Brinen, Esq.
KUTNER BRINEN DICKEY RILEY, P.C.
E-mail: jsb@kutnerlaw.com
In re Big Black Can Inc.
Bankr. M.D. Fla. Case No. 22-00249
Chapter 11 Petition filed February 8, 2022
See
https://www.pacermonitor.com/view/3KNYHNA/Big_Black_Can_Inc__flmbke-22-00249__0001.0.pdf?mcid=tGE4TAMA
In re Irene Duque Ramos
Bankr. D. Hawaii Case No. 22-00091
Chapter 11 Petition filed February 8, 2022
represented by: Michael Collins, Esq.
In re Olivier Oaks Investments, LLC
Bankr. W.D. La. Case No. 22-50074
Chapter 11 Petition filed February 8, 2022
See
https://www.pacermonitor.com/view/IX4JU5Y/Olivier_Oaks_Investments_LLC__lawbke-22-50074__0001.0.pdf?mcid=tGE4TAMA
represented by: Tom St. Germain, Esq.
WEINSTEIN & ST. GERMAIN
In re Richard Herbert Nelson and Jean Nelson Revocable Living
Trust, dated May 21, 2007
Bankr. C.D. Cal. Case No. 22-10673
Chapter 11 Petition filed February 8, 2022
See
https://www.pacermonitor.com/view/4SYKP6I/Richard_Herbert_Nelson_and_Jean__cacbke-22-10673__0001.0.pdf?mcid=tGE4TAMA
represented by: Robert Altagen, Esq.
LAW OFFICE OF ROBERT S. ALTAGEN APC
E-mail: robertaltagen@altagenlaw.com
In re Martin Jose Esparza
Bankr. E.D. Wash. Case No. 22-00100
Chapter 11 Petition filed February 8, 2022
In re Robert Weaver LLC
Bankr. D. Ariz. Case No. 22-00807
Chapter 11 Petition filed February 9, 2022
See
https://www.pacermonitor.com/view/TBKBBVY/ROBERT_WEAVER_LLC__azbke-22-00807__0001.0.pdf?mcid=tGE4TAMA
represented by: Charles N. Kendall, Esq.
LAW OFFICE OF CHARLES N. KENDALL
E-mail: kendall_law_firm@hotmail.com
In re The Grand 4141, LLC
Bankr. S.D. Fla. Case No. 22-11043
Chapter 11 Petition filed February 9, 2022
See
https://www.pacermonitor.com/view/UZZKZZQ/The_Grand_4141_LLC__flsbke-22-11043__0001.0.pdf?mcid=tGE4TAMA
represented by: Stan Riskin, Esq.
ADVANTAGE LAW GROUP, P.A.
E-mail: stan.riskin@gmail.com
In re Deo Prado Ramos and Merlita Santiago Ramos
Bankr. D. Hawaii Case No. 22-00094
Chapter 11 Petition filed February 9, 2022
represented by: Raymond Cho, Esq.
In re Kosa Real Estate LLC
Bankr. D. Mass. Case No. 22-40079
Chapter 11 Petition filed February 9, 2022
See
https://www.pacermonitor.com/view/EJG723A/Kosa_Real_Estate_LLC__mabke-22-40079__0001.0.pdf?mcid=tGE4TAMA
represented by: Gary W. Cruickshank, Esq.
GARY W. CRUICKSHANK
E-mail: gwc@cruickshank-law.com
In re Luke Cesaretti
Bankr. D. Nev. Case No. 22-10454
Chapter 11 Petition filed February 9, 2022
represented by: Maurice VerStandig, Esq.
THE BELMONT FIRM
E-mail: mac@dcbankruptcy.com
In re Pankaj Desai and Varsha Desai
Bankr. D.N.J. Case No. 22-11049
Chapter 11 Petition filed February 9, 2022
represented by: Mark Politan, Esq.
POLITAN LAW, LLC
In re Richard Howard Glanton
Bankr. D.N.J. Case No. 22-11055
Chapter 11 Petition filed February 9, 2022
represented by: Thaddeus R. Maciag Esq.
MACIAG LAW LLC
In re LC The Apprentice Inc.
Bankr. E.D.N.Y. Case No. 22-40238
Chapter 11 Petition filed February 9, 2022
See
https://www.pacermonitor.com/view/GWWSJQA/LC_The_Apprentice_Inc__nyebke-22-40238__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re MST Consulting, Inc.
Bankr. W.D. Tex. Case No. 22-30103
Chapter 11 Petition filed February 9, 2022
See
https://www.pacermonitor.com/view/JMDDAOI/MST_Consulting_Inc__txwbke-22-30103__0001.0.pdf?mcid=tGE4TAMA
represented by: E.P. Bud Kirk, Esq.
E.P. BUD KIRK
E-mail: budkirk@aol.com
In re John Earl Erickson
Bankr. W.D. Wash. Case No. 22-10206
Chapter 11 Petition filed February 9, 2022
In re Claude D. Wilkes, Jr.
Bankr. N.D. Cal. Case No. 22-50116
Chapter 11 Petition filed February 10, 2022
In re NTI-CA Inc.
Bankr. D. Nev. Case No. 22-10459
Chapter 11 Petition filed February 10, 2022
See
https://www.pacermonitor.com/view/AWWOEFQ/NTI-CA_INC__nvbke-22-10459__0001.0.pdf?mcid=tGE4TAMA
represented by: David J. Winterton, Esq.
DAVID WINTERTON & ASSOCIATES, LTD
E-mail: autumn@davidwinterton.com
In re NTI Ground Trans Inc.
Bankr. D. Nev. Case No. 22-10458
Chapter 11 Petition filed February 10, 2022
See
https://www.pacermonitor.com/view/JXL7NNA/NTI_GROUND_TRANS_INC__nvbke-22-10458__0001.0.pdf?mcid=tGE4TAMA
represented by: David J. Winterton, Esq.
DAVID WINTERTON & ASSOCIATES, LTD
E-mail: autumn@davidwinterton.com
In re NTI-NV Inc.
Bankr. D. Nev. Case No. 22-10460
Chapter 11 Petition filed February 10, 2022
See
https://www.pacermonitor.com/view/VRDNX5I/NTI-NV_INC__nvbke-22-10460__0001.0.pdf?mcid=tGE4TAMA
represented by: David J. Winterton, Esq.
DAVID WINTERTON & ASSOCIATES, LTD
E-mail: autumn@davidwinterton.com
In re 99 Belmont LLC
Bankr. E.D.N.Y. Case No. 22-40236
Chapter 11 Petition filed February 10, 2022
See
https://www.pacermonitor.com/view/SQUJY5A/99_Belmont_LLC__nyebke-22-40236__0001.0.pdf?mcid=tGE4TAMA
represented by: Vivian Sobers, Esq.
SOBERS LAW, PLLC
E-mail: vsobers@soberslaw.com
In re Auto Service By S, Inc.
Bankr. E.D.N.Y. Case No. 22-40250
Chapter 11 Petition filed February 10, 2022
See
https://www.pacermonitor.com/view/DSVSSCI/Auto_Service_By_S_Inc__nyebke-22-40250__0001.0.pdf?mcid=tGE4TAMA
represented by: Avinoam Y. Rosenfeld, Esq.
THE ROSENFELD LAW OFFICE
E-mail: aviyrosenfeld@aol.com
In re Melvin Francisco Mathews Bermudez and Lesbia Enid
Medina Bello
Bankr. D.P.R. Case No. 22-00326
Chapter 11 Petition filed February 10, 2022
represented by: Jacqueline Hernandez Santiago, Esq.
In re JBL Restaurant Investments, Inc.
Bankr. D. Ariz. Case No. 22-00886
Chapter 11 Petition filed February 11, 2022
See
https://www.pacermonitor.com/view/ZHWIO6I/JBL_Restaurant_Investments_Inc__azbke-22-00886__0001.0.pdf?mcid=tGE4TAMA
represented by: Kasey C. Nye, Esq.
WATERFALL, ECONOMIDIS, CALDWELL, HANSHAW
VILLAMANA, P.C.
E-mail: knye@waterfallattorneys.com
In re VCH Ranch - Florida, LLC
Bankr. M.D. Fla. Case No. 22-00129
Chapter 11 Petition filed February 11, 2022
See
https://www.pacermonitor.com/view/T4G6MGI/VCH_Ranch_-_Florida_LLC__flmbke-22-00129__0001.0.pdf?mcid=tGE4TAMA
represented by: Alberto ("Al") F. Gomez, Jr., Esq.
JOHNSON, POPE, BOKOR, RUPPEL & BURNS, LLP
E-mail: al@jpfirm.com
In re Daniel K. Herndon
Bankr. S.D. Ind. Case No. 22-00402
Chapter 11 Petition filed February 11, 2022
represented by: Andrew Kight, Esq.
In re Joseph Klaynberg
Bankr. S.D.N.Y. Case No. 22-10165
Chapter 11 Petition filed February 11, 2022
represented by: Matthew Roseman, Esq.
In re Robinson Trucking of Brunswick County, Inc.
Bankr. E.D.N.C. Case No. 22-00314
Chapter 11 Petition filed February 11, 2022
See
https://www.pacermonitor.com/view/U6WBEQA/Robinson_Trucking_of_Brunswick__ncebke-22-00314__0001.0.pdf?mcid=tGE4TAMA
represented by: Blake Y. Boyette, Esq.
BUCKMILLER, BOYETTE & FROST, PLLC
E-mail: bboyette@bbflawfirm.com
In re Tim M. Carl
Bankr. N.D. Ohio Case No. 22-50136
Chapter 11 Petition filed February 11, 2022
represented by: James Hausen, Esq.
In re Ryan Richard Stevens
Bankr. D. Ore. Case No. 22-60136
Chapter 11 Petition filed February 11, 2022
represented by: Keith Boyd, Esq.
In re Nina Mitchell
Bankr. E.D. Pa. Case No. 22-10347
Chapter 11 Petition filed February 11, 2022
represented by: Jon Adelstein, Esq.
ADELSTEIN & KALINER, LLC
In re Shoreline Fence-Railing Co., LLC
Bankr. D.S.C. Case No. 22-00342
Chapter 11 Petition filed February 11, 2022
See
https://www.pacermonitor.com/view/BHQOMWI/Shoreline_Fence-Railing_Co_LLC__scbke-22-00342__0001.0.pdf?mcid=tGE4TAMA
represented by: Reid B. Smith, Esq.
BIRD & SMITH, P.A.
E-mail: rsmith@birdsmithlaw.com
In re Tony Alton Pennington
Bankr. N.D. Tex. Case No. 22-20025
Chapter 11 Petition filed February 11, 2022
represented by: Jeffery Carruth, Esq.
In re Cloud49, LLC
Bankr. W.D. Tex. Case No. 22-10085
Chapter 11 Petition filed February 11, 2022
See
https://www.pacermonitor.com/view/UYTNJDI/Cloud49_LLC__txwbke-22-10085__0001.0.pdf?mcid=tGE4TAMA
represented by: Todd Headden, Esq.
HAYWARD PLLC
E-mail: theadden@haywardfirm.com
In re Faris Abusharif
Bankr. N.D. Ill. Case No. 22-01621
Chapter 11 Petition filed February 13, 2022
represented by: Paul Bauch, Esq.
In re Megna Bell Gardens Office Complex, Inc.
Bankr. C.D. Cal. Case No. 22-10170
Chapter 11 Petition filed February 14, 2022
See
https://www.pacermonitor.com/view/QDGICAA/Megna_Bell_Gardens_Office_Complex__cacbke-22-10170__0001.0.pdf?mcid=tGE4TAMA
represented by: Mark T. Young, Esq.
DONAHOE YOUNG & WILLIAMS LLP
E-mail: myoung@dywlaw.com
In re Douglas C Mauldin and Sally D Mauldin
Bankr. N.D. Miss. Case No. 22-10289
Chapter 11 Petition filed February 14, 2022
In re Matto 68 LLC
Bankr. S.D.N.Y. Case No. 22-10176
Chapter 11 Petition filed February 14, 2022
See
https://www.pacermonitor.com/view/2INU75Y/Matto_68_LLC__nysbke-22-10176__0001.0.pdf?mcid=tGE4TAMA
represented by: Robert L. Rattet, Esq.
DAVIDOFF HUTCHER & CITRON LLP
E-mail: rlr@dhclegal.com
In re Tritan Plumbing, Inc.
Bankr. E.D. Wash. Case No. 22-00121
Chapter 11 Petition filed February 14, 2022
See
https://www.pacermonitor.com/view/VFJDLVQ/Tritan_Plumbing_Inc__waebke-22-00121__0001.0.pdf?mcid=tGE4TAMA
represented by: Jeffrey T. Sperline, Esq.
SPERLINE RAEKES LAW
E-mail: jeff@srlaw.net
*********
Monday's edition of the TCR delivers a list of indicative prices
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S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
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Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and
Peter A. Chapman, Editors.
Copyright 2022. All rights reserved. ISSN: 1520-9474.
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