/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/220228.mbx T R O U B L E D C O M P A N Y R E P O R T E R Monday, February 28, 2022, Vol. 26, No. 58 Headlines 141 TROUTMAN: Case Summary & 12 Unsecured Creditors 2408 W. KENNEDY: Suit vs PV-SOHO Junked for Lack of Jurisdiction 243 SUYDAM: Case Summary & 11 Unsecured Creditors 4E BRANDS: Blames Toxic Hand Sanitizer for Chapter 11 Case 5AAB TRANSPORT: Taps RE/MAX Town Center as Real Estate Broker 6525 BELCREST: Dewey & Bald Eagle Say Plan Not Filed in Good Faith 99 SUTTON: Wins Final Cash Collateral Access A & J PHARMACY: Court OKs Deal on Cash Collateral Access A & S ENTERTAINMENT: The Athills Say Amended Plan Not Confirmable ACORN SIGN: Seeks Chapter 7 Bankruptcy, Ends Operations ADLI LAW: Seeks to Employ Armanino LLP as Financial Advisor AEMETIS INC: Encompass Capital, Todd Kantor Own 5.5% Equity Stake ALAMO BORDEN: Unsecured Creditors Will Get 100% of Claims in Plan ALIERA COMPANIES: Taps Epiq Corporate as Administrative Advisor ALIERA COMPANIES: Taps Monzack Mersky and Browder as Co-Counsel ALIERA COMPANIES: Taps Scroggins & Williamson as Legal Counsel ALLIGATOR SYSTEMS: Case Summary & 20 Largest Unsecured Creditors AMIGO CONSTRUCTION: Wins Final Cash Collateral Access ANNO DOMINI: Files for Chapter 7 Bankruptcy Protection APOLLO COMMERCIAL: S&P Affirms 'B+' ICR, Outlook Stable ARCHDIOCESE OF SANTA FE: Sues 4 Insurance Firms Over Abuse Coverage ART & ARCHITECTURE: Recommendation on Conversion Claim Issued ASCENA RETAIL: Judge to Decide Ann Taylor's Post-Remand Ch.11 Fees BARTLEY INDUSTRIES: AmeriCredit Says Plan Not Filed in Good Faith BOY SCOUTS: Deals With 'Embarassing' Chapter 11 Trustee Stalemate BRADFORD L. COSTELLO: March 2 Hearing on Sale of Berwyn Property BRAZOS ELECTRIC: Judge Grills Power Regulators Over Price Hike BRAZOS ELECTRIC: Trial Over $2 Billion Energy Bill Starts BRODIE HOLDINGS: Guttman Appointed as Chapter 11 Trustee BVM THE BRIDGES: Wins Cash Collateral Access C&K ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors CALUMET PAINT: Seeks Approval to Hire JMM Group as Accountant CAMP PIZZA: Seeks to Hire Noah R. Friend Law Firm as Counsel CHAMPEY PAIN: Case Summary & Eight Unsecured Creditors CHICK LUMBER: Seeks Cash Collateral Access Thru June 2022 CINCO PELICULAS: Case Summary & 20 Largest Unsecured Creditors COLE CAMP: Taps Hood & Associates as Accountant CORPORATE HOUSING: Seeks to Hire Larson & Zirzow as Legal Counsel COX BROTHERS: Wins Cash Collateral Access CRC INVESTMENTS: Amends Several Secured Claims Pay Details CYANCO INTERMEDIATE 2: Moody's Affirms 'B2' CFR, Outlook Stable DGS REALTY: Seeks Approval to Tap Victor W. Dahar as Legal Counsel DIOCESE OF CAMDEN: Judge Requires Tweaks for Plan Disclosures DIOCESE OF HARRISBURG: Assets at Risk in Diocese Bankruptcy DIOCESE OF HARRISBURG: Tort Claimants' Panel Can Sue Trusts DUNN PAPER: Moody's Lowers CFR to Caa3, Outlook Remains Negative ELITE TRANSPORTATION: Case Summary & 20 Top Unsecured Creditors ENDLESS POSSIBILITIES: Gets Cash Collateral Access Thru April 21 ESCADA AMERICA: Seeks Approval to Hire Levene as Bankruptcy Counsel GREENPOINT TACTICAL: GPRE Unsecureds to be Paid in Full in Plans GREENPOINT TACTICAL: Objection to Hallick's Interests Overruled GUADALUPE REGIONAL MEDICAL: Fitch Affirms BB Issuer Default Rating GULF COAST HEALTH: PCO Files Second Report GVS TEXAS: Auction of Substantially All Assets Set for Feb. 28 HHCS PHARMACY: Case Summary & 20 Largest Unsecured Creditors HOUSTON BLUEBONNET: Seeks to Hire Cokinos Young as Special Counsel ICED TEA: Case Summary & 20 Largest Unsecured Creditors INGROS FAMILY: March 15 Disclosure Statement Hearing Set INTELSAT SA: Emerges from Chapter 11 as A Private Firm J. HUNTER: Seeks to Hire Victor W. Dahar as Bankruptcy Counsel J.S. CATES: Unsecured Creditors to Split $170K in 3 Years KC PANORAMA: Filing of Proposed Order on Property Sale Due Feb. 28 KITCHENS & SPACES: Unsecureds Will Get 100% of Claims in Plan LEVEL EIGHT: Amends Spectra Bank Secured Claim Pay Details LEXARIA BIOSCIENCE: L1 Capital Lowers Equity Stake to 2.6% LIMETREE BAY: Seeks to Hire Beckstedt & Kuczynski as Local Counsel LUCKY STAR-DEER: Affiliate Taps Fred L. Seeman as Special Counsel LWO ACQUISITIONS: Unsecureds to Recover 3% in Liquidating Plan MALLINCKRODT PLC: Gets Court Approval for $66M Securities Deal MANHATTAN STUDENT: Wins Cash Collateral Access on Final Basis MAPLE MANAGEMENT: Gets Cash Collateral Access Thru March 30 MARGARET'S MOVERS: Seeks to Hire Goldberg Simpson as Legal Counsel MATTEL INC: Fitch Raises LT IDR to 'BB+', Outlook Positive MAUI MEADOWS: Unsecured Creditors to be Paid in Full in 5 Years METROPOLITAN WATER: Unsecureds to be Paid in Full in 5 Years MINE HILL SURGICAL: Case Summary & 11 Unsecured Creditors MINE HILL: Case Summary & Eight Unsecured Creditors NORTH RICHLAND: Case Summary & 20 Largest Unsecured Creditors ODYSSEY AT PATERSON: March 28 Disclosure Statement Hearing Set OLIVIER OAKS: Taps Weinstein & St. Germain as Bankruptcy Counsel ORBIT ENERGY: Seeks Chapter 15 Bankruptcy in New York ORGANICELL REGENERATIVE: Incurs $12.8M Net Loss in FY Ended Oct. 31 PATCHELL HOLDINGS: Moody's Assigns First-Time 'B3' CFR POSTMEDIA NETWORK: Moody's Puts Caa3 CFR Under Review for Upgrade QHC FACILITIES: Auction Sale of Assets Set for March 4 QHC FACILITIES: Court Issues Addendum to Bid Procedures for Assets QUICKER LIQUOR: Seeks to Employ Timothy Elson as Special Counsel REAMIR44 INC: Filing of Documents Extended to March 1 ROCKDALE MARCELLUS: Unsecureds to Recover 16% Under Plan ROYAL ALICE: 5th Cir. Denies Writ of Mandamus in Property Sale SAMARCO MINERACAO: Presents New Debt Restructuring Proposal SEADRILL NEW FINANCE: Taps Jackson Walker as Co-Counsel SEADRILL NEW FINANCE: Taps Kirkland & Ellis as Legal Counsel SEADRILL NEW FINANCE: Taps Slaughter and May as Special Counsel SEQUENTIAL BRANDS: Joint Liquidating Plan Confirmed by Judge SHASTHRA USA: Unsecureds' Recovery Hiked to 11.45% in 60 Months SKILLZ INC: S&P Places 'B-' Issuer Credit Rating on Watch Negative SPEEDCAST HOLDINGS III: Moody's Assigns 'B3' CFR, Outlook Stable ST COMPANY: Case Summary & One Unsecured Creditor STATEWIDE AMBULETTE: Seeks Cash Collateral Use, $119,500 DIP Loan STONERIDGE PARKWAY: Taps Schwartz Law as Bankruptcy Counsel SUDBURY PROPERTY: Taps Murphy & King as Real Estate Counsel SUPERIOR ENVIRONMENTAL: Case Summary & 20 Top Unsecured Creditors SUPERIOR SEPTIC: Taps Briskin, Cross & Sanford as Special Counsel TELIGENT INC: Tells Judge Stalled Plan Talks Best Option TENNECO INC: Fitch Puts 'B+' LongTerm IDR on Watch Negative TENNECO INC: S&P Places 'B+' ICR on Watch Negative on Acquisition TROY CLEANERS: Gets OK to Hire Bankruptcy Law Office as Counsel UNION RESIDENCE: Case Summary & 11 Unsecured Creditors US REAL ESTATE: Trustee Wins Cash Collateral Access Thru May 31 VETERAN HOLDINGS: Further Fine-Tunes Plan Documents VISTRA CORP: S&P Affirms 'BB' ICR on Capital Allocation Plan VOS CRE I: Unsecured Creditors to be Paid in Full in Plan WALNUT CREEK: Seeks Cash Collateral Access Thru March 31 WHITE RABBIT: Gets Cash Collateral Access Thru March 2 WILLCO XII: Unsecured Claims Unimpaired in Plan WIRTA HOTELS: Seeks to Use Cash Collateral [*] Corporate Opioid Payouts Being Finalized, to Top $32 Billion [^] BOND PRICING: For the Week from February 21 to 25, 2022 ********* 141 TROUTMAN: Case Summary & 12 Unsecured Creditors --------------------------------------------------- Debtor: 141 Troutman LLC 152 Manhattan Ave Brooklyn, NY 11206-3174 Business Description: 141 Troutman LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). The Debtor owns residential buildings in Brooklyn, New York. Chapter 11 Petition Date: February 24, 2022 Court: United States Bankruptcy Court Eastern District of New York Case No.: 22-40337 Judge: Hon. Nancy Hershey Lord Debtor's Counsel: Kevin J. Nash, Esq. GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP 1501 Broadway 22nd Floor New York, NY 10036 Tel: (212) 221-5700 E-mail: knash@gwfglaw.com Total Assets: $2,372,944 Total Liabilities: $14,537,068 The petition was signed by Chaim Lefkowitz as manager. A full-text copy of the petition containing, among other items, a list of the Debtor's 12 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/JZ5JUWY/141_Troutman_LLC__nyebke-22-40337__0001.0.pdf?mcid=tGE4TAMA 2408 W. KENNEDY: Suit vs PV-SOHO Junked for Lack of Jurisdiction ---------------------------------------------------------------- Judge Michael G. Williamson of the United States Bankruptcy Court for the Middle District of Florida, Tampa Division, holds that the Court lacks jurisdiction over 2408 W. Kennedy, LLC's declaratory judgment and quiet title claims and thus must dismiss the adversary proceeding styled 2408 W. Kennedy, LLC, Plaintiff, v. PV-SOHO, LLC, Defendant, Adv. No. 8:21-ap-00288-MGW (Bankr. M.D. Fla.). The Debtor leased a vacant lot from BAMC Development Holding, LLC. Whitney National Bank held a first mortgage on the lot. In 2010, Whitney National Bank sued in state court to foreclose its mortgage and recorded a notice of lis pendens. Although the Debtor contends Whitney National Bank was aware of its lease with BAMC Development, Whitney National Bank did not name the Debtor as a defendant in the foreclosure action. Nor did Whitney National Bank serve the Debtor with the foreclosure complaint. Instead, Whitney National Bank named "unknown defendants." The unknown tenants, who were never served, were later dropped from the suit. In July 2018, nearly eight years after the foreclosure action had been filed, the state court entered a $2.8 million foreclosure judgment. The foreclosure judgment provided that Whitney Bank's mortgage -- which, by then, had been assigned to Biel Loanco III-A, LLC -- was "superior in dignity to any right, title, interest or claim of the defendants and all persons, corporations, or other entities claiming by, through, or under any of them." Two days before the foreclosure sale, the Debtor sought to intervene in the foreclosure action -- the Debtor later objected to the foreclosure sale. The state court allowed the Debtor to intervene but overruled the Debtor's objections to the foreclosure sale. As one of its grounds, the state court relied on section 48.23, Florida Statutes, which provides that, except with respect to persons in possession or easements of use, the recording of a notice of lis pendens bars the enforcement of an unrecorded interest in land unless the party claiming an interest intervenes in the proceedings within 30 days. The Debtor never appealed the order overruling its objection to the foreclosure sale. So the vacant lot was sold at a foreclosure sale; the state court issued a writ of possession directing the sheriff to evict all persons from the property; and the sheriff served the writ of possession. After the sheriff served the writ of possession, CCIC I, LLC, which had taken assignment of the foreclosure judgment, took possession of the property. CCIC later moved for an order enforcing the writ of possession to remove two pieces of abandoned personal property from the vacant lot. At CCIC's request, the state court entered an order enforcing the writ of possession. In its order enforcing the writ of possession, the state court reiterated its reasoning for overruling the Debtor's objection to the foreclosure sale. The Debtor appealed the order enforcing the writ of possession. While that appeal was pending, the Debtor filed for Chapter 11 bankruptcy. In its bankruptcy schedules, the Debtor listed its lease for the vacant lot on Schedule G. According to its proposed plan, the Debtor intends on assuming the lease for the vacant lot. The Debtor filed the adversary proceeding seeking (among other things) (1) a declaration that its leasehold interest in the vacant lot had not been terminated prepetition (Count I); and (2) to quiet title to the vacant lot (Count II). PV-SoHo, which now owns the vacant lot, has moved to dismiss the Debtor's declaratory judgment and quiet title counts because, according to PV-SoHo, they are barred by the Rooker-Feldman doctrine and collateral estoppel. The Debtor argues that Rooker-Feldman does not apply because "there is not now and never has been a final judgment of foreclosure entered by a state court that actually foreclosed out the Debtor's [l]easehold in the [p]roperty." According to the Debtor, the state court foreclosure judgment does not foreclose out its leasehold interest because it is void. The judgment is void, the Debtor says, because the Debtor was never named in the foreclosure complaint or served with a copy of it. Judge Williamson explains that "the Rooker-Feldman doctrine generally recognizes that federal district courts lack jurisdiction to review state court judgments." The Rooker-Feldman doctrine applies when the losing party in state court sues in federal court seeking review of a state court judgment after the state court proceedings had ended, the judge expounds. Judge Williamson points out that while the Debtor doesn't say it explicitly, the argument seems to be that the Debtor did not have a "reasonable opportunity to raise" its claim because it was not named as a defendant in the foreclosure complaint or served with a copy of it. Judge Williamson disagrees. The judge notes that, as a factual matter, the Debtor did have an opportunity to raise its claims. Start with the fact that the Debtor's principal and registered agent -- who, in some capacity, are representative of BAMC Development -- were both named as defendants and served with a copy of the complaint in the foreclosure proceeding. What's more, while the Debtor opted to do nothing during the first eight years the foreclosure action was pending, it did eventually seek -- and was permitted -- to intervene in the foreclosure action, Judge Williamson further notes. "Because the Debtor's claims here amount to a direct attack on the state court final judgment -- the Debtor alleges the state court foreclosure judgment is void -- this is one of the rare cases where Rooker-Feldman does apply," Judge Williamson concludes. A full-text copy of the Memorandum Opinion dated February 16, 2022, is available at https://tinyurl.com/2p958fe3 from Leagle.com. J. Ellsworth Summers, Jr., Esq. -- esummers@burr.com -- Dana L. Robbins, Esq. -- drobbins@burr.com -- Burr & Forman, Counsel for PV-SoHo, LLC. David S. Jennis, Esq. , Daniel E. Etlinger, Esq. , Jennis Morse Etlinger, Counsel for the Debtor. About 2408 W. Kennedy Tampa, Fla.-based 2408 W. Kennedy, LLC filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 21-02578) on May 18, 2021. Christopher Scott, managing member, signed the petition. At the time of the filing, the Debtor disclosed total assets of up to $10 million and total liabilities of up to $1 million. Judge Michael G. Williamson oversees the case. David Jennis, PA, doing business as Jennis Morse Etlinger, serves as the Debtor's legal counsel. The Debtor also tapped Ferrell & Company, P.A. and Oscher Consulting, P.A. as its accountants. 243 SUYDAM: Case Summary & 11 Unsecured Creditors ------------------------------------------------- Debtor: 243 Suydam LLC 199 Lee Ave., Suite 894 Brooklyn, NY 11211-8919 Business Description: 243 Suydam LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). The Debtor owns residential buildings in Brooklyn, New York. Chapter 11 Petition Date: February 24, 2022 Court: United States Bankruptcy Court Eastern District of New York Case No.: 22-40339 Judge: Hon. Elizabeth S. Stong Debtor's Counsel: Kevin J. Nash, Esq. GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP 1501 Broadway 22nd Floor New York, NY 10036 Tel: (212) 221-5700 E-mail: knash@gwfglaw.com Total Assets: $4,605,790 Total Liabilities: $14,675,136 The petition was signed by Chaim Lefkowitz as manager. A full-text copy of the petition containing, among other items, a list of the Debtor's 11 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/OCJV2MQ/243_Suydam_LLC__nyebke-22-40339__0001.0.pdf?mcid=tGE4TAMA 4E BRANDS: Blames Toxic Hand Sanitizer for Chapter 11 Case ---------------------------------------------------------- Steven Church of Bloomberg News reports that a Mexican affiliate of Kimberly-Clark Corp. that sold hand sanitizer made with a toxic, industrial form of alcohol filed for bankruptcy, blaming the mistake on a scramble to find ingredients early in the pandemic's supply-chain meltdown. 4E Brands Northamerica, a subsidiary of Kimberly-Clark de Mexico SAB de C.V., blamed its Chapter 11 case on a bad batch it made from methanol alcohol near the onset of the Covid-19 outbreak in 2020. Amid a shortage of hand sanitizers, 4E Brands sought new suppliers of ethyl alcohol, a federally approved ingredient, according to court papers filed Tuesday, February 22, 2022, in federal court in Laredo. About 4E Brands North America 4E Brands North America manufactured personal care and hygiene products. The Debtor's brand name products include Blumen Hand Sanitizer, Assured Hand Sanitizer, and various otherhand sanitizers and hand soaps. The Debtor is no longer operating. 4E Brands North America sought Chapter 11 bankruptcy protection (Bankr. S.D. Tex. Case No. 22-50009) on Feb. 22, 2022. In the petition filed by David Dunn as chief restructuring officer, 4E Brands North America listed estimated assets between $0 and $50,000 and estimated liabilities between $10 million and $50 million. The case is handled by Honorable Judge David R. Jones. Matthew D. Cavenaugh, Esq., of JACKSON WALKER, is the Debtor's counsel, and STRETTO as claims agent. 5AAB TRANSPORT: Taps RE/MAX Town Center as Real Estate Broker ------------------------------------------------------------- 5AAB Transport, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Ohio to hire RE/MAX Town Center Commercial to sell their properties in Columbus, Ohio. The firm will be paid 6 percent of the sale price of the properties. Corey Hoover, the firm's broker who will be providing the services, disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Corey M. Hoover RE/MAX Town Center Commercial 4215 Worth Ave., Suite 230 Columbus, OH 43219 About 5AAB Transport 5AAB Transport, LLC is a Columbus, Ohio-based company operating in the general freight trucking industry. 5AAB Transport and its affiliates, SJS Transport, LLC, Heavy Diesel Service, LLC, and 5AAB Holding, LLC filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ohio Case Lead Case No. 21-52150). Judge John E. Hoffman, Jr. oversees the cases. In its petition, 5AAB Transport disclosed total assets of up to $50,000 and total liabilities of up to $10 million. Each of its affiliates reported total assets of up to $500,000 and total debt of up to $10 million at the time of the filing. Navdeep Sidhu, member, signed the petitions. The Debtor tapped Allen Stovall Neuman & Ashton, LLP as bankruptcy counsel and RE/MAX Town Center Commercial as real estate broker. 6525 BELCREST: Dewey & Bald Eagle Say Plan Not Filed in Good Faith ------------------------------------------------------------------ Dewey, L.C., and Bald Eagle Partners, LLC, object to the motion of Debtor 6525 Belcrest Road, LLC for entry of an order approving Debtor's Disclosure Statement for Plan of Reorganization. Dewey & Bald Eagle claim that the Plan does not comply with section 1129(a)(3), as it was not proposed in good faith. As Dewey and Bald Eagle have argued from the petition date, this case is nothing more than a two-party dispute, and the filing of the Plan reflects the implementation of the litigation strategy designed by Debtor to delay and frustrate, and otherwise create leverage that does not otherwise exist, with respect to Dewey's rights, remedies and claims arising under the Lease. Dewey & Bald Eagle points out that neither the Plan nor the Disclosure Statement discusses how Debtor can possibly satisfy its obligations under the Note without need for further financial reorganization. The Plan merely reflects an alleged "agreement to agree" with Panasia to hopefully have a further extension or modification of the New Panasia Note. Dewey & Bald Eagle assert that the Plan should be revised to provide that any such recoveries shall be paid to holders of Class 4 Unsecured Claims. Moreover, such claims, particularly against Panasia and other insiders, should be prosecuted by an examiner with expanded powers. Dewey & Bald Eagle further assert that Plan and Disclosure Statement include release language which appears to be broader than intended or should be clarified. First, the Release language on page 28 of the Disclosure Statement and Section 8.3 of the Plan appear to include the release of estate recovery claims. There are also statements made by Debtor in the Disclosure Statement and Plan that should be clarified or corrected: * First, on page four of the Disclosure Statement, Debtor has made affirmative statements that "[t]he Debtor is the owner of commercial real property located at 6525 Belcrest Road, Hyattsville, Maryland, which at the time of the purchase included certain rights under a 1970 parking wavier (the "Parking Waiver"). The Debtor leases the Property to a number of commercial tenants pursuant to the Parking Waiver, which gave the Debtor and its tenants access to park on approximately 19.9639 acres of real property across the street on the opposite side of Toledo Road, which is owned by Dewey, L.C. ("Dewey") and BE UTC Dewey Parcel LLC." * Next, on page 10 of the Disclosure Statement, Debtor asserts that Dewey and Bald Eagle objected to the rejection of the Lease. However, as reflected in their Response, Dewey and Bald Eagle specifically stated that they had no objection to the rejection of the Lease, but were merely reserving their rights under the Lease and applicable law. * Next, there are no disclosures, pursuant to section 1129(a)(5) of the Bankruptcy Code, as to the identity and affiliations of the managers or officers of Debtor (other than Mr. Goldwasser) following confirmation, and the nature of any compensation of Mr. Goldwasser, or anyone else. A full-text copy of Dewey & Bald Eagle's objection dated Feb. 22, 2022, is available at https://bit.ly/3t9bwfZ from PacerMonitor.com at no charge. Attorneys for Dewey, L.C. and Bald Eagle: WHITEFORD, TAYLOR & PRESTON LLP Kenneth M. Lewis 220 White Plains Road, Second Floor Tarrytown, NY 10591 (914) 761-8400 klewis@wtplaw.com About 6525 Belcrest Road New York-based 6525 Belcrest Road, LLC owns Metro Center III, a commercial real property in Hyattsville, Md. 6525 Belcrest Road filed its voluntary petition for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 21-10968) on May 19, 2021, listing as much as $10 million in both assets and liabilities. Judge Michael E. Wiles oversees the case. The Debtor tapped Robinson Brog Leinwand Greene Genovese & Gluck, PC as its bankruptcy counsel. Peckar & Abramson, PC and The Law Office of Michele Rosenfeld, LLC serve as the Debtor's special counsel. 99 SUTTON: Wins Final Cash Collateral Access -------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of New York has authorized 99 Sutton LLC to use cash collateral on a final basis in accordance with the budget, with a 10% variance and provide adequate protection. The Debtor requires the use of cash collateral to satisfy its operating expenses. Pursuant to the Consolidation and Extension Agreement, dated as of October 27, 2015, by and between the Debtor and 99 Sutton Lender LLC, the Lender made loans, advances, and provided other financial accommodations to the Debtor. As of the Petition Date, the Debtor was indebted and liable to the Lender under the Loan Documents in an initial principal amount not less than $19.5 million, plus all interest and other obligations. As adequate protection for the Debtor's use of cash collateral, the Lender is granted valid, binding, enforceable and perfected replacement liens upon and security interests in all of the Debtor's presently owned or hereafter acquired property and assets. As further adequate protection, the lender is granted an allowed superpriority administrative expense claim in the case and any successor bankruptcy case. The Court held that, for so long as any obligations remain outstanding and are not fully satisfied and paid in full on terms and conditions acceptable to the Lender, the Debtor will make monthly mandatory payments to the Lender, commencing as of January 1, 2022 and monthly thereafter, in the amount of $87,588. For the avoidance of doubt, $87,588 will be payable for each monthly period during the Debtor's Chapter 11 case as set forth in the Budget. The Replacement Liens will be subordinate solely to the fees required to be paid to the Clerk of the Court and to the Office of the United States Trustee under 28 U.S.C. section 1930 plus interest at the statutory rate; and the costs of administrative expenses not to exceed $10,000 in the aggregate that are permitted to be incurred by any Chapter 7 trustee in the event of a conversion of the Debtor's Chapter 11 case pursuant to Bankruptcy Code section 1112. The Debtor will satisfy or cause to be satisfied, as applicable, each of these conditions unless otherwise consented to in writing by the Lender: a. On or prior to April 21, 2022, the Debtor will file a plan of reorganization, and shall send the plan of reorganization to counsel to the Lender for review and comments no later than April 7, 2022; and b. On or prior to August 1, 2022, the Debtor (a) will have made Payment in Full of all outstanding Obligations pursuant to the Loan Documents and the Order or (b) will have filed a motion on shortened time to sell the Collateral at auction subject to higher and better offers with an opening price sufficient make Payment in Full of all outstanding Obligations pursuant to the Loan Documents and the Order. A copy of the order is available at https://bit.ly/3Io7TJr from PacerMonitor.com. About 99 Sutton Brooklyn, N.Y.-based 99 Sutton, LLC filed a petition for Chapter 11 protection (Bankr. E.D.N.Y. Case No. 21-43124) on Dec. 20, 2021, listing up to $50,000 in assets and up to $500 million in liabilities. Joseph Torres, member, signed the petition. Judge Elizabeth S. Stong oversees the case. The Debtor tapped Morrison Tenenbaum, PLLC as legal counsel. A & J PHARMACY: Court OKs Deal on Cash Collateral Access -------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of New York has entered an order approving a stipulation among debtor A & J Pharmacy LLC; Michael Brummer, the Debtor's Subchapter V Trustee; and Advisory Trust Group, LLC as trustee of the RDC Liquidating Trust, which permits the Debtor to use cash collateral. The Debtor requires the use of cash collateral to maintain the liquidity necessary to administer the Chapter 11 case and continue its operations in the ordinary course of business. Creditor Key Bank National Association requested an additional payment of adequate protection in lieu of objection to the stipulation. Key Bank is a junior lienholder of record with a claimed indebtedness in the approximate sum of $269,300 plus interest from April 7, 2021, at 9% per annum pursuant to a judgment entered in the Erie County Clerk's Office establishing such indebtedness. Rochester Drug Cooperative, Inc. is the senior lienholder of record with a claimed indebtedness in the approximate sum of $438,390 plus service charges from January 3, 2020, at 9% per annum. RDC was the subject of Chapter 11 proceedings in the Court which resulted in its claims against parties such as A&J being transferred to the RDC Liquidating Trust. The Court said the Debtor's Budget must provide for the $5,000 monthly payment as set forth in the stipulation. As adequate protection for the use of cash collateral, the lenders are granted a continuing security interest in and lien on all collateral of the Debtor of the same type and nature that exists as of the Petition Date with the same validity and priority as exists as of the Petition Date. The lenders are also granted adequate protection liens. The replacement liens and adequate protection liens will be deemed to be perfected automatically upon entry of an interim order without the necessity of filing any UCC-I financing statement, state or federal notice, mortgage or similar instrument or document in any state or public record or office and without the necessity of taking possession or control of any collateral. A copy of the order and the Debtor's budget is available at https://bit.ly/3Ho9TAi from PacerMonitor.com. The budget provides for $119.203 in total monthly expenses. A & J Pharmacy LLC A & J Pharmacy LLC, a local woman-owned community pharmacy in Webster, N.Y., filed its voluntary petition for Chapter 11 protection (Bankr. W.D.N.Y. Case No. 21-20679) on Dec. 8, 2021, listing $452,416 in assets and $3,301,354 in liabilities. Sandra B. Le, managing member, signed the petition. Judge Warren, U.S.B.J. presides over the case. Raymond C. Stilwell, Esq., at Law Offices of Raymond C. Stilwell represents the Debtor as legal counsel. A & S ENTERTAINMENT: The Athills Say Amended Plan Not Confirmable ----------------------------------------------------------------- Lee Athill and Tanice Athill object to confirmation of the proposed Amended Chapter 11 Plan filed by A&S Entertainment, LLC. Each of the Athills have an allowed unsecured claim against the Debtor in the amount of $500,000 arising from an incident where Lee Athill was severely injured when shot by an agent of employee of the Debtor. The Athills claim that the Debtor's Plan is not fair and equitable with respect to Class 3, the general unsecured impaired nonaccepting class of general unsecured claims in which the Athills are designated. Based upon the projections provided by the Debtor, the Plan does not provide that all of its disposable income should be distributed under the Plan. The Athills points out that the Debtor's income appears to be substantially understated and its expenses overstated. Moreover, the Plan offers no remedy to protect holders of claims such as the Athills in the event that the payments under the Plan are not made. The Athills state that it is improper for the Debtor to include any of the Landlord's total cure amount as an expense for purposes of calculating its disposable income. The Debtor should be required to pay the entire cure amount if it has sufficient funds to do so and should not be permitted to deduct any of these amounts as an expense in its disposable income calculation. The Athills assert that the Debtor's Plan states that the Debtor's members, Claudette Pierre and Ciara Jones, borrowed $600,000 to settle a dispute with the Debtor's Landlord in 2019 on behalf of the Debtor. According to the Plan, the members will be paid a management fee of $15,300. These members have not filed a claim against the Debtor for these amounts, nor is such a claim scheduled by the Debtor. There is no basis for repaying what is essentially a capital contribution ahead of unsecured creditors, until unsecured creditors are paid in full. The Athills further assert that the management fees should be reduced in the projections to $9,300 per month, which is the amount of $15,300 (as compared to the $17,000 contained in the projections) less the $6,000 repayment of the member's capital contribution. Over the term of the Plan, this reduced payment would allow for an additional $462,000 to be paid to unsecured creditors. The Athills say that revised projections based upon the suggested adjustments demonstrate that the Debtor's projected disposable income is in the amount of $1,618,050.63 throughout the Plan. The Debtor's plan only provides for a payment of $60,000 to general unsecured creditors. The Debtor is not acting in good faith in its proposal of this chapter 11 plan. Further, the Athills object to the Plan as it fails to provide any appropriate remedies which may include the liquidation of non exempt assets, to protect the holders of claims or interests if the payments are not made. 11 U.S.C. §1191(3)(B). Accordingly, the Plan is not fair and equitable and cannot be confirmed. A full-text copy of the Athill's objection dated Feb. 22, 2022, is available at https://bit.ly/3IpYLEa from PacerMonitor.com at no charge. Counsel for the Athills: LINDA LEALI, P.A. 2525 Ponce De Leon Blvd., Suite 300 Coral Gables, FL 33134 Telephone: (305) 341-0671 LINDA LEALI lleali@lealilaw.com Florida Bar No. 186686 About A & S Entertainment A & S Entertainment, LLC, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-14020) on April 27, 2021. The petition was signed by Ciara Latrice Jones, Claudette M. Pierre, manager. At the time of filing, the Debtor estimated $50,000 to $100,000 in assets and $1 million to $10 million in liabilities. Judge Robert A. Mark presides over the case. John A. Moffa, Esq. at MOFFA & BIERMAN, is the Debtor's counsel. ACORN SIGN: Seeks Chapter 7 Bankruptcy, Ends Operations ------------------------------------------------------- Michael Schwartz of Richmond BizSense reports that due in part to what it says is a dispute with one of its biggest customers, a local sign company has shut down and gone into bankruptcy. Acorn Sign Graphics filed for Chapter 7 liquidation on Wednesday, February 23, 2022, and ceased operations. "While recovering from COVID and supply chain difficulties the company was unable to prevail in a contract payments dispute with its largest customer, LL Flooring (formerly Lumber Liquidators). The resulting liquidity crisis forced closure of the company," Acorn said in a prepared statement. It added that it hopes to pursue a claim against Henrico-based LL Flooring through the bankruptcy court. Based at 4109 W. Clay St. just west of Scott's Addition, the company in its current incarnation has been owned for nearly 20 years by husband-and-wife Steve and Beth Gillispie. "We are deeply saddened by the hardship in this situation for our stakeholders, 43 employees, vendors and customers," the company's statement added. "The legacy we hope remains echoes our vision: to have enhanced the human experience in the built environment and provided a place where our employees would flourish." Acorn is represented in its bankruptcy case by Richmond law firm Spiro & Browne. Its initial bankruptcy filing lists assets of $500,000-$1 million and liabilities of $1 million-$10 million, owed to nearly 300 creditors. The filing does not include amounts owed to specific creditors. The bankruptcy marks an abrupt end to what had been one of the region's fastest-growing companies. Five years ago, Acorn was named to the Inc. 5000 list of the nation's fastest growing companies with $6 million in revenue. Some of that growth was fueled by acquisitions, including a deal it made to buy its way into the Northern Virginia market. The dispute with LL Flooring apparently stems from a soured relationship after the publicly traded flooring retailer hired Acorn to make and install new signage as it transitioned away from the Lumber Liquidators brand. At some point during the pandemic the relationship became frayed, with both sides claiming they were owed money by the other. The amount of money in question was apparently large enough to cause an insurmountable cash crunch at Acorn. A request for comment sent to LL Flooring was not returned Wednesday evening. Neither side has yet filed any formal litigation in the matter. Acorn is represented in its pre-bankruptcy dispute with LL Flooring by Genevieve Bradley and EG Allen of law firm Roth Jackson. "My client has done so much good for its community and its employees and so it is saddened to have to pursue protections in bankruptcy," Bradley said in an emailed statement. "My client remains hopeful, however, that its contractual rights can be vindicated in the bankruptcy proceedings." About Acorn Sign Graphics Acorn Sign Graphics sought Chapter 7 bankruptcy protection (Bankr. E.D. Va. Case No. 22-30449) on Feb. 23, 2022. In its filing, Acorn Sign listed estimated assets of between $500,000 and $1 million and estimated liabilities of between $1 million and $10 million. The Debtor's counsel: David K. Spiro Spiro & Browne, PLC Tel: 804-387-0186 E-mail: dspiro@sblawva.com ADLI LAW: Seeks to Employ Armanino LLP as Financial Advisor ----------------------------------------------------------- Adli Law Group, P.C. seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Armanino, LLP as its financial advisor. The firm's services include: 1. providing financial insight, analysis, forecasting and detailed projections; 2. supporting and implementing cash management initiatives; 3. producing timely delivery of financial statements and other financial reports as needed; 4. performing any accounting cleanup for data integrity; 5. if needed, providing audit preparation; 6. performing month-end close; 7. performing quarter-end close; 8. preparing and providing year-end financial package; 9. managing transactional processing; 10. if needed, improving transactional processing technology; 11. implementing best practices; and 12. providing compliance support. The firm's hourly rates are as follows: Partners or Managing/Senior Directors $450 - $575 Directors $350 - $475 Managers $250 - $375 Consultants and Staff $150 - $275 Jeff Nerland, senior director at Armanino, disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Jeff Nerland Armanino LLP 12657 Alcosta Boulevard, Suite 500 San Ramon, CA 94583-4600 Tel: 925-790-2600 Fax: 925-790-2601 Email: armaninoLLP.com About Adli Law Group Adli Law Group, P.C., a full-service law firm in Los Angeles, filed a petition for Chapter 11 protection (Bankr. C.D. Calif. Case No. 21-18572) on Nov. 10, 2021, listing $4,552,705 in assets and $4,538,284 in liabilities. Dariush G. Adli, president of Adli Law Group, signed the petition. Judge Sheri Bluebond oversees the case. The Debtor tapped Dean G. Rallis Jr., Esq., at Hahn & Hahn, LLP, as legal counsel and Armanino, LLP as financial advisor. AEMETIS INC: Encompass Capital, Todd Kantor Own 5.5% Equity Stake ----------------------------------------------------------------- Encompass Capital Advisors LLC and Todd J. Kantor disclosed in a Schedule 13G/A filed with the Securities and Exchange Commission that as of Dec. 31, 2021, they beneficially own 1,817,716 shares of common stock of Aemetis, Inc., representing 5.5 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/738214/000117266122000952/encompass-amtx123121a1.htm About Aemetis Headquartered in Cupertino, California, Aemetis -- http://www.aemetis.com-- is an international renewable natural gas, renewable fuels and byproducts company focused on the acquisition, development and commercialization of innovative technologies that replace traditional petroleum-based products. The Company operates in two reportable geographic segments: "North America" and "India." Aemetis reported a net loss of $36.66 million for the year ended Dec. 31, 2020, compared to a net loss of $39.48 million for the year ended Dec. 31, 2019. As of Sept. 30, 2021, the Company had $146.98 million in total assets, $74.61 million in total current liabilities, $204.47 million in total long-term liabilities, and a total stockholders' deficit of $132.09 million. ALAMO BORDEN: Unsecured Creditors Will Get 100% of Claims in Plan ----------------------------------------------------------------- Alamo Borden County 1, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Texas a Disclosure Statement in support of Plan of Reorganization dated Feb. 22, 2022. The Debtor was formed in May 2019 to acquire certain oil and gas leasehold interests in Borden County, Texas. Currently, there are two producing wells: Griffin 46 – 1H Well, API No. 42-033- 32460, and Griffin 46-2H Well, API No. 42-033-32496 (collectively, the "Wells"). The Debtor is proposing a plan in which all Holders of Allowed Claims will be paid in full, or by agreement with the Debtor have accepted certain alternative treatment, and Holders of the existing Class A Units shall retain their Interests in the Debtor. Distributions under the Plan shall be made with Cash on hand, including Cash from operations or a potential post-Effective Date sale of assets. The following is a nonexclusive list of certain key terms in the Plan: * Payment in full of all Allowed Secured, Unsecured, Administrative, and Priority claims; * Assumption of Executory Contracts and Unexpired Leases as specifically identified on the Schedule of Assumed Contracts and Leases; * Implementation of settlement terms with, among other parties, Borden County Phase I, LLC; and * Reinstatement of the existing Class A Units in the Debtor. Class 6 consists of Unsecured Claims. Except to the extent that a Holder of a Class 6 Claim and the Debtor agree to less favorable treatment for such Holder, each Holder of an Allowed Unsecured Claim shall receive, in full and final satisfaction, compromise, settlement, release, and discharge of and in exchange of such Claim, one of the following treatments, in the sole discretion of the Debtor: (i) full payment in cash of its Allowed Unsecured Claim or (ii) treatment of its Allowed Unsecured Claim in a manner that leaves such Claim Unimpaired. The estimated total amount of Allowed Class 6 Claims is $1,393,565.30. This Class will receive a distribution of 100% of their allowed claims. Class 6 is Unimpaired under the Plan. Class 7 consists of the Hydroline Claim against the Debtor. In full and final satisfaction, compromise, settlement, release, and discharge of the Hydroline Claim, and in exchange for Hydroline: (i) releasing any and all Claims it may have against the Debtor, the TSE Parties, and the SEI Parties; and (ii) dismissing any actions they have filed against the Debtor with prejudice, including, but not limited to, in the Adversary Proceeding, the Hydroline Claim shall be allowed as a general unsecured claim in an aggregate principal amount of no less than $187,383. The Hydroline Claim will be paid on the Effective Date or as soon as practicable thereafter. The estimated total amount of the Allowed Class 7 Claims is $187,383.00. Class 8 consists of the TSE Parties Claims against the Debtor. In full and final satisfaction, compromise, settlement, release, and discharge of the TSE Parties Claims, and in exchange for each of the TSE Parties: (i) releasing any and all Claims they may have against the Debtor, Hydroline, and the SEI Parties and/or Interest they may have in the Debtor; (ii) dismissing any actions they have filed against the Debtor and the SEI Parties with prejudice; (iii) acknowledging the validity and enforceability of the Assignment and Bill of Sale dated May 15, 2019, with respect to the assets described; and (iv) complying with all other obligations under the SEI/TSE Settlement Agreement, TSE will be paid $185,000.00 on the Effective Date or as soon as practicable thereafter. The estimated total amount of the Allowed Class 8 Claims is $185,000.00. Class 9 consists of the SEI Parties Claims against the Debtor. In full and final satisfaction, compromise, settlement, release, and discharge of the SEI Parties Claims, and in exchange for the SEI Parties: (i) releasing any and all Claims they may have against the Debtor, Hydroline, and the TSE Parties and/or Interest they may have in the Debtor; (ii) dismissing any actions they have filed against the Debtor and the TSE Parties with prejudice; (iii) agreeing to the extinguishment of the B-Units in the Debtor with no recovery for the holders thereof; (iv) acknowledging the validity and enforceability of the Assignment and Bill of Sale dated May 15, 2019, and the related authority of TSE, with respect to the assets; (v) effectuating the full and final release of all Claims held against the Debtor by Heartland Mineral Properties, LLC, with no recovery from the Debtor on account of such Claims, and the final release of the Heartland Lien; and (vi) complying with all other obligations under the SEI/TSE Settlement Agreement, the SEI Parties will be paid $710,000.00 on the Effective Date or as soon as practicable thereafter. The estimated total amount of the Allowed Class 9 Claims is $710,000.00. Distributions under the Plan shall be funded with Cash on hand and future Cash generated from operations or a potential post Effective Date sale of assets. A full-text copy of the Disclosure Statement dated Feb. 22, 2022, is available at https://bit.ly/33T6tYE from PacerMonitor.com at no charge. Counsel for the Debtor: BONDS ELLIS EPPICH SCHAFER JONES LLP Joshua N. Eppich Texas Bar I.D. No. 24050567 J. Robertson Clarke Texas Bar I.D. No. 24108098 Bryan C. Assink Texas Bar I.D. No. 24089009 C. Josh Osborne Texas Bar. I.D. No. 24065856 420 Throckmorton Street, Suite 1000 Fort Worth, Texas 76102 Tel: (817) 405-6900 Fax: (817) 405-6902 E-mail: joshua@bondsellis.com E-mail: robbie.clarke@bondsellis.com E-mail: bryan.assink@bondsellis.com E-mail: c.joshosborne@bondsellis.com About Alamo Borden County 1 LLC Alamo Borden County 1, LLC is part of the oil and gas extraction industry. The company is based in Arlington, Texas. Alamo Borden County 1 filed its voluntary petition for Chapter 11 protection (Bankr. N.D. Tex. Case No. 21-42440) on Oct. 15, 2021, listing as much as $10 million in both assets and liabilities. Judge Mark X. Mullin oversees the case. Joshua N. Eppich, Esq., at Bonds Ellis Eppich Schafer Jones, LLP, is the Debtor's legal counsel. ALIERA COMPANIES: Taps Epiq Corporate as Administrative Advisor --------------------------------------------------------------- Aliera Companies Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to hire Epiq Corporate Restructuring, LLC as administrative advisor. The firm's services include: (a) assisting with, among other things, solicitation, balloting and tabulation of votes, preparing any related reports in support of confirmation of a Chapter 11 plan, and processing requests for documents; (b) preparing an official ballot certification and, if necessary, testifying in support of the ballot tabulation results; (c) assisting with the preparation of the Debtors' schedules of assets and liabilities and statements of financial affairs, and gathering data in conjunction therewith; (d) providing a confidential data room, if requested; and (e) managing and coordinating any distributions pursuant to a Chapter 11 plan. The firm's hourly rates are as follows: Clerical/Administrative Support $25 – $55 IT/Programming $55 – $75 Project Managers/Consultants/ Directors $75 – $180 Solicitation Consultant $180 Executive Vice President, Solicitation $190 Epiq received a total retainer fee in the amount of $10,000. Sophie Frodsham, consulting director at Epiq, disclosed in a court filing that she is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Sophie Frodsham Epiq Corporate Restructuring, LLC 777 Third Avenue, 12th Floor New York, NY 10017 Tel: +1 415 691 0775 Email: sophie.frodsham@epiqglobal.com About Aliera Companies The Aliera Companies Inc. is focused on providing a full spectrum of revolutionary options and services to a multitude of industries that fit every need and budget. The company provides services to support its subsidiaries which focus on the unique aspects of the health care industry. Plaintiffs in a case -- docketed as Hanna Albina and Austin Willard, individually and on behalf of others similarly situated, Plaintiffs, v. The Aliera Companies, Inc., Trinity Healthshare, Inc. and Oneshare Health, LLC Unity Healthshare, LLC, Case No. 20-CV-00496, (E.D. Ky., Dec. 11, 2020) -- filed an involuntary petition under Chapter 11 of the Bankruptcy Code against Aliera Companies (Bankr. D. Del. Case No. 21-11548) on Dec. 5, 2021. Joseph H. Huston, Jr., Esq., of Stevens & Lee, P.C., is the petitioners and plaintiffs' counsel. On Dec. 21, 2021, Aliera filed a voluntary Chapter 11 petition (Bankr. N.D. Ga. Case No. 21-59493), disclosing assets of $1 million to $10 million and liabilities of $500 million to $1 billion. Advevo LLC and three other Aliera affiliates -- Ensurian Agency LLC, Tactic Edge Solutions LLC and USA Benefits & Administrators LLC â€“- also filed voluntary Chapter 11 petitions on Dec. 21, 2021. On Jan. 25, 2022, the petitioning creditors obtained an order granting their motion to transfer the voluntary Chapter 11 cases to the Delaware Bankruptcy Court, which has been overseeing the liquidation of Aliera's affiliated corporation, Trinity Healthshare, Inc., now known as Sharity Ministries, Inc. On Feb. 16, 2022, Judge John T. Dorsey of the Delaware Bankruptcy Court ordered the consolidation of Aliera's voluntary Chapter 11 proceeding with the involuntary case filed by the petitioning creditors (with Case No. 21-11548 being the surviving case number) and terminated the company's voluntary proceeding. Meanwhile, Judge Dorsey ordered the joint administration of the involuntary proceeding and the four other voluntary cases filed by the Aliera affiliates, with Case No. 21-11548 as the lead bankruptcy case. J. Robert Williamson, Esq., at Scroggins & Williamson, P.C. and Monzack Mersky and Browder, PA serve as the Debtors' bankruptcy counsels. Epiq Corporate Restructuring, LLC is the claims and noticing agent and administrative advisor. ALIERA COMPANIES: Taps Monzack Mersky and Browder as Co-Counsel --------------------------------------------------------------- Aliera Companies Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to hire Monzack Mersky and Browder, PA as co-counsel with Scroggins & Williamson, P.C. The firm's services include: (a) preparing pleadings and applications; (b) conducting examinations; (c) advising the Debtors of their rights, duties and obligations; (d) consulting with and representing the Debtors with respect to a Chapter 11 plan or liquidation of their assets; (e) performing legal services incidental and necessary to the day-to-day administration of the Debtors' bankruptcy estates, including, but not limited to, institution and prosecution of necessary legal proceedings, and general business and corporate legal advice; and (f) taking all other actions incidental to the proper preservation and administration of the estates. The firm's hourly rates are as follows: Attorneys $495 Paralegal $155 - $200 Monzack received a retainer fee in the amount of $20,000. Rachel Mersky, Esq., the firm's attorney who will be providing the services, disclosed in a court filing that she is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Rachel B. Mersky, Esq. Monzack Mersky and Browder, PA 1201 North Orange Street, Suite 400 Wilmington, DE 19801 Tel: (302) 656-8162 Email: RMersky@monlaw.com About Aliera Companies The Aliera Companies Inc. is focused on providing a full spectrum of revolutionary options and services to a multitude of industries that fit every need and budget. The company provides services to support its subsidiaries which focus on the unique aspects of the health care industry. Plaintiffs in a case -- docketed as Hanna Albina and Austin Willard, individually and on behalf of others similarly situated, Plaintiffs, v. The Aliera Companies, Inc., Trinity Healthshare, Inc. and Oneshare Health, LLC Unity Healthshare, LLC, Case No. 20-CV-00496, (E.D. Ky., Dec. 11, 2020) -- filed an involuntary petition under Chapter 11 of the Bankruptcy Code against Aliera Companies (Bankr. D. Del. Case No. 21-11548) on Dec. 5, 2021. Joseph H. Huston, Jr., Esq., of Stevens & Lee, P.C., is the petitioners and plaintiffs' counsel. On Dec. 21, 2021, Aliera filed a voluntary Chapter 11 petition (Bankr. N.D. Ga. Case No. 21-59493), disclosing assets of $1 million to $10 million and liabilities of $500 million to $1 billion. Advevo LLC and three other Aliera affiliates -- Ensurian Agency LLC, Tactic Edge Solutions LLC and USA Benefits & Administrators LLC â€“- also filed voluntary Chapter 11 petitions on Dec. 21, 2021. On Jan. 25, 2022, the petitioning creditors obtained an order granting their motion to transfer the voluntary Chapter 11 cases to the Delaware Bankruptcy Court, which has been overseeing the liquidation of Aliera's affiliated corporation, Trinity Healthshare, Inc., now known as Sharity Ministries, Inc. On Feb. 16, 2022, Judge John T. Dorsey of the Delaware Bankruptcy Court ordered the consolidation of Aliera's voluntary Chapter 11 proceeding with the involuntary case filed by the petitioning creditors (with Case No. 21-11548 being the surviving case number) and terminated the company's voluntary proceeding. Meanwhile, Judge Dorsey ordered the joint administration of the involuntary proceeding and the four other voluntary cases filed by the Aliera affiliates, with Case No. 21-11548 as the lead bankruptcy case. J. Robert Williamson, Esq., at Scroggins & Williamson, P.C. and Monzack Mersky and Browder, PA serve as the Debtors' bankruptcy counsels. Epiq Corporate Restructuring, LLC is the claims and noticing agent and administrative advisor. ALIERA COMPANIES: Taps Scroggins & Williamson as Legal Counsel -------------------------------------------------------------- Aliera Companies Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to hire Scroggins & Williamson, P.C. to serve as legal counsel in their Chapter 11 cases. The firm's services include: (a) preparing pleadings and applications; (b) conducting examinations; (c) advising the Debtors of their rights, duties and obligations; (d) consulting with and representing the Debtors with respect to a Chapter 11 plan or liquidation of their assets; (e) performing legal services incidental and necessary to the day-to-day administration of the Debtors' bankruptcy estates, including, but not limited to, institution and prosecution of necessary legal proceedings, and general business and corporate legal advice; and (f) taking all other actions incidental to the proper preservation and administration of the estates. The firm's hourly rates are as follows: Attorneys $485 - $550 Paralegals $135 - $185 Scroggins & Williamson received a total retainer fee in the amount of $102,881.30. J. Robert Williamson, Esq., the firm's attorney who will be providing the services, disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: J. Robert Williamson, Esq. Scroggins & Williamson, P.C. 4401 Northside Parkway, Suite 450 Atlanta, GA 30327 Tel: 404-893-3880 Fax: 404-893-3886 Email: centralstation@swlawfirm.com About Aliera Companies The Aliera Companies Inc. is focused on providing a full spectrum of revolutionary options and services to a multitude of industries that fit every need and budget. The company provides services to support its subsidiaries which focus on the unique aspects of the health care industry. Plaintiffs in a case -- docketed as Hanna Albina and Austin Willard, individually and on behalf of others similarly situated, Plaintiffs, v. The Aliera Companies, Inc., Trinity Healthshare, Inc. and Oneshare Health, LLC Unity Healthshare, LLC, Case No. 20-CV-00496, (E.D. Ky., Dec. 11, 2020) -- filed an involuntary petition under Chapter 11 of the Bankruptcy Code against Aliera Companies (Bankr. D. Del. Case No. 21-11548) on Dec. 5, 2021. Joseph H. Huston, Jr., Esq., of Stevens & Lee, P.C., is the petitioners and plaintiffs' counsel. On Dec. 21, 2021, Aliera filed a voluntary Chapter 11 petition (Bankr. N.D. Ga. Case No. 21-59493), disclosing assets of $1 million to $10 million and liabilities of $500 million to $1 billion. Advevo LLC and three other Aliera affiliates -- Ensurian Agency LLC, Tactic Edge Solutions LLC and USA Benefits & Administrators LLC â€“- also filed voluntary Chapter 11 petitions on Dec. 21, 2021. On Jan. 25, 2022, the petitioning creditors obtained an order granting their motion to transfer the voluntary Chapter 11 cases to the Delaware Bankruptcy Court, which has been overseeing the liquidation of Aliera's affiliated corporation, Trinity Healthshare, Inc., now known as Sharity Ministries, Inc. On Feb. 16, 2022, Judge John T. Dorsey of the Delaware Bankruptcy Court ordered the consolidation of Aliera's voluntary Chapter 11 proceeding with the involuntary case filed by the petitioning creditors (with Case No. 21-11548 being the surviving case number) and terminated the company's voluntary proceeding. Meanwhile, Judge Dorsey ordered the joint administration of the involuntary proceeding and the four other voluntary cases filed by the Aliera affiliates, with Case No. 21-11548 as the lead bankruptcy case. J. Robert Williamson, Esq., at Scroggins & Williamson, P.C. and Monzack Mersky and Browder, PA serve as the Debtors' bankruptcy counsels. Epiq Corporate Restructuring, LLC is the claims and noticing agent and administrative advisor. ALLIGATOR SYSTEMS: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Alligator Computer Systems Corp. d/b/a ACS Amusements d/b/a ACS d/b/a ACS Cincinnati 2060 Waycross Road Cincinnati, OH 45240 Chapter 11 Petition Date: February 25, 2022 Court: United States Bankruptcy Court Southern District of Ohio Case No.: 22-10264 Judge: Hon. Beth A. Buchanan Debtor's Counsel: Eric W. Goering, Esq. GOERING & GOERING 220 West Third Street Cincinnati, OH 45202 Tel: (513) 621-0912 E-mail: eric@goering-law.com Total Assets: $1,409,882 Total Liabilities: $5,113,874 The petition was signed by James Ernst as president. 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/HQSPM2Y/Alligator_Computer_Systems_Corp__ohsbke-22-10264__0001.0.pdf?mcid=tGE4TAMA AMIGO CONSTRUCTION: Wins Final Cash Collateral Access ----------------------------------------------------- The U.S. Bankruptcy Court for the District of Nevada has authorized Amigo Construction, LLC to use cash collateral on a final basis and provide adequate protection, however, no retroactive relief is granted. The Debtor is permitted to use cash collateral in accordance with the budget, with a 10% variance, pending a final hearing. The Debtor is prohibited from using any cash collateral or alleged cash collateral except as in the ordinary course of business and pursuant to the budget, and the Debtor is further prohibited from granting any mortgages, deeds of trust, security interests or lien senior or equal to the existing pre-petition security interests. The Court said no provision contained in the order is intended to or should be construed as a determination as to the validity, priority or enforceability of any pre-petition lien or claim against the Debtor or any property of its bankruptcy estate, the value of any of the Debtor's property, or a waiver of the Debtor's rights to dispute any such lien or claim. A copy of the order is available at https://bit.ly/3hlaEzw from PacerMonitor.com. About Amigo Construction Amigo Construction, LLC provides services to several telecommunication companies like Verizon, Cox, and Mears to establish new lines or renew existing underground lines utilized for the Internet. It also provides asphalt paving and striping, commercial concrete foundations and residential concrete construction. Amigo Construction sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 21-15242) on Nov. 5, 2021, listing up to $500,000 in assets and up to $1 million in liabilities. Judge Natalie M. Cox oversees the case. Matthew C. Zirzow, Esq., and Zachariah Larson, Esq., at Larson & Zirzow, LLC represent the Debtor as bankruptcy attorneys. ANNO DOMINI: Files for Chapter 7 Bankruptcy Protection ------------------------------------------------------ Lucas High of Longmont Times reports that Anno Domini Manufacturing LLC, which has done business as Anno Domini Skateboards and AD Skateboards, filed for Chapter 7 bankruptcy protection in U.S. Bankruptcy Court in Denver. The company operates a skateboard-manufacturing business, as well as a skateshop on Weaver Park Road. Anno Domini opened in late 2020 and differentiates itself in the industry by being a Christian faith-based skate company, according to a 2021 report from the Longmont Leader. That report indicates that the company, which did not respond to requests for comment, has struggled with cash flow since its inception. According to its bankruptcy petition, AD has between 100 and 199 creditors to whom it owes nearly $940,000 in liabilities. The company's assets are $28,282.40, the filing shows. Unlike Chapters 11 and 13, Chapter 7 bankruptcies typically do not result in a business reorganization. Rather, the chapter calls for liquidation of company assets. About Anno Domini Manufacturing Anno Domini Manufacturing LLC is a Longmont-based skateboard company. Anno Domini Manufacturing sought voluntary Chapter 7 bankruptcy protection (Bankr. D. Col. Case No. 22-10536) on Feb. 21, 2022. In its petition, Anno Domini listed estimated assets of $28,282.40 and estimated liabilities of $28,282.40. The case is handled by Honorable Judge Thomas B Mcnamara. Jeffrey S. Brinen, of Kutner Brinen Dickey Riley, P.C., is the Debtor's counsel. APOLLO COMMERCIAL: S&P Affirms 'B+' ICR, Outlook Stable ------------------------------------------------------- S&P Global Ratings affirmed its 'B+' issuer credit and senior secured debt ratings on Apollo Commercial Real Estate Finance Inc. (ARI). The outlook remains stable. S&P's ratings on ARI reflect its exposure to transitional commercial real estate loans and reliance on secured repurchase facilities with the potential for margin calls. The company's recurring earnings and shift towards first mortgage loans are positive rating factors. As of Dec. 31, 2021, leverage increased to 2.85x debt to adjusted total equity (ATE), up from 1.96x at year-end 2020. The rise in leverage reflects the company's ongoing portfolio shift to first mortgages which can support greater leverage, and our revised treatment of its perpetual preferred stock as debt instead of as an intermediate equity content hybrid. The revised treatment reflects typically assigning no equity content to hybrids issued to one or two investors by non-prudentially regulated entities. S&P said, "Although the two investors are wholly owned by a governmental authority of the state of Qatar, we view that Qatar would not be as supportive in times of duress as a domestic government. Hence, our measure of total debt consists of $4,150 million in secured debt, $768 million in term loans, $494 million in senior secured notes, $570 million in convertible notes, and $169 million in preferred stock. We expect the leverage ratio to reach 3.5x-4.0x over the next year as the company continues to originate first mortgage loans." The rising leverage is offset by lower risk first-mortgage loans. S&P expects subordinated loans--currently representing 11% of the total portfolio, down from 21% in 2018 to further decline as a proportion of the portfolio. Additionally, the company decreased its exposure to office properties (22% of total portfolio as of Dec. 31, 2021, from 29% in 2020) and to New York City properties (25% of total portfolio as of Dec. 31, 2021, from 36% in 2020) which were adversely affected during the pandemic. Overall, the company's asset quality and risk exposure has stabilized since the onset of COVID-19. As of Dec. 31, 2021, the loan loss allowance was 2.3% of the total amortized portfolio cost, down from 3.3% the prior year. The company reported realized losses on investments of $20.7 million in 2021, down from $47.6 million in 2020, on a total portfolio of $7.8 billion, net of allowances. S&P expects stable portfolio performance and asset quality trends amid a normalizing post-pandemic industry. ARI's exposure to short-term secured funding and potential margin calls in a stress scenario weighs on the rating, but the company has worked to diversify its funding and reduce margin call exposure. As of Dec. 31, 2021, secured funding represents 69% of total debt, down from 76% at the same time in 2020. The issuance of the $300 million incremental term loan in 2021, and $500 million in secured notes, helps diversify ARI's funding, but further limits its balance sheet flexibility because of the unencumbered asset covenant. As of Dec. 31, 2021, ARI had $343 million in cash and approximately $773 million of approved, undrawn capacity on its secured repurchase facilities. S&P said, "The stable outlook indicates our expectation that over the next year ARI will have stable asset quality while maintaining adequate liquidity. We also anticipate that the company will maintain leverage of about 3.5x-4.0x debt to ATE. "We could lower the rating in the next year if asset quality deteriorates meaningfully, particularly if that leads to margin calls on ARI's funding facilities and liquidity pressures, covenant cushions erode, or leverage rises above 4.5x debt to ATE. "Over time, we could raise the rating if the company continues to reduce exposure to secured financing and margin call risk, or if leverage is sustained below 2.75x debt to ATE." ARCHDIOCESE OF SANTA FE: Sues 4 Insurance Firms Over Abuse Coverage ------------------------------------------------------------------- Rick Ruggles of Santa Fe New Mexican reports that the Archdiocese of Santa Fe, in the throes of Chapter 11 bankruptcy, sued four insurance companies, claiming they haven't fulfilled their contracts to provide liability coverage for sexual abuse complaints. The archdiocese hopes to raise enough money, including through insurance payouts, to settle the bankruptcy case involving more than 400 people who allege they were victims of clergy sexual abuse, with some claims dating back decades. At least one attorney sees the archdiocese's lawsuit as a step toward a resolution in the case, which has stretched over more than three years and is on its third mediator. While it was clear the archdiocese and its insurance companies haven't reached deals on payouts, the lawsuit reveals the severity of the disagreements between them. The defendants named in the suit are Great American Insurance Co., Arrowood Indemnity Co., St. Paul Fire and Marine Insurance Co. and United States Fire Insurance Co. Representatives of three of those companies couldn't be reached for comment Thursday, nor could three of the attorneys representing the archdiocese. A man in the legal department of United States Fire Insurance Co. said his company doesn't comment on pending litigation. The suit seeks a declaratory judgment from U.S. Bankruptcy Judge David Thuma, which generally outlines the rights and obligations of the parties in a contract. The suit says this would "terminate or significantly reduce the existing controversy between the parties." Aaron Boland, a Santa Fe attorney who represents one of the accusers, said the lawsuit will "open the door for the real conflict to be in view." Boland said he sees it as a positive step. The lawsuit "pulls back the curtain" on the case, he said. "The hope is this will move things toward justice." Earlier this month, Thuma rejected the archdiocese's request to seal court filings involving "confidential insurance documents" from public view. The archdiocese and its attorneys wrote in the lawsuit against insurers they had hoped for an order from the judge allowing them to "file this Complaint under seal." After some of the accusers' attorneys objected, the archdiocese and insurers backed off the request and Thuma ruled against sealing the documents. Boland said he was delighted Thuma didn't allow the records to be sealed. "It's nice to see that the rules of the public courthouse apply to the church," he said. He added he hoped "the transparency will lead to pressure" on the archdiocese and the insurance companies. The complaint accuses the insurers of "failure to honor contractual commitments to provide liability coverage to the Archdiocese for claims alleging decades-old sexual abuse." The archdiocese has been raising money — through property sales, property auctions and contributions — to settle with people claiming abuse, though the amount of funding it would need to settle the case has not been specified. Insurance payouts also are expected to fund a large chunk of the settlement. The lawsuit says in the 1990s, the archdiocese sought coverage for sexual abuse claims from insurers that had sold liability to the Catholic organization between between February 1953 and April 1986, and they reached a series of agreements. Some settlements released certain insurers from continuing insurance obligations, the suit says, but agreements with the insurers named as defendants in the complaint didn't free them of all liability. Those agreements and coverage "remain in force to this day," the suit says, and the insurers have "ongoing obligations to provide insurance coverage for present and future sexual abuse claims." The insurers "have not fulfilled their contractual obligations to provide insurance coverage for the sexual abuse claims, nor have they accepted or acknowledged their obligations," the document says, adding their actions "have impeded and obstructed" the archdiocese's ability to reach a resolution in the bankruptcy. Boland said the suit might provide a helpful nudge. "The church is asking the court for help and saying, 'Our insurance company isn't paying us.' I would like to think it's a good sign," he said. About the Archdiocese of Santa Fe The Roman Catholic Church of the Archdiocese of Santa Fe -- https://www.archdiosf.org/ -- is an ecclesiastical territory or diocese of the southwestern region of the United States in the state of New Mexico. At present, the Archdiocese of Santa Fe covers an area of 61,142 square miles. There are 93 parish seats and 226 active missions throughout this area. The Archdiocese of Santa Fe sought Chapter 11 protection (Bankr. D.N.M. Case No. 18-13027) on Dec. 3, 2018, to deal with child abuse claims. It reported total assets of $49,184,579 and total liabilities of $3,700,000 as of the bankruptcy filing. Judge David T. Thuma oversees the case. The archdiocese tapped Elsaesser Anderson, Chtd. and Walker & Associates, P.C., as bankruptcy counsel, Stelzner, Winter, Warburton, Flores, Sanchez & Dawes, P.A as special counsel, and REDW LLC as accountant. ART & ARCHITECTURE: Recommendation on Conversion Claim Issued ------------------------------------------------------------- Judge Robert Kwan of the United States Bankruptcy Court for the Central District of California, Los Angeles Division, issues a report and recommendation pursuant to Federal Rules of Bankruptcy Procedure 7056 and 9033 on the Motion of Plaintiff Sam S. Leslie -- in his exclusive capacity as Plan Agent, for Art & Architecture Books of the 21st Century, under the confirmed Second Amended Plan of Reorganization of the Official Committee of Unsecured Creditors -- for Summary Judgment on Plaintiff's Claims for Conversion and Breach of Fiduciary Duty Against Defendant Douglas Chrismas, filed on February 12, 2021. The Plaintiff's claims for conversion and breach of fiduciary duty against Douglas Chrismas are the eleventh and seventeenth claims for relief in the Sixth Amended Consolidated Complaint filed on February 19, 2020. Judge Kwan holds that the Bankruptcy Court has subject matter jurisdiction over Plaintiff's claims for conversion and breach of fiduciary duty against Chrismas under its jurisdiction of 28 U.S.C. Section 1334(b) over matters related to a bankruptcy case under the Bankruptcy Code, because such claims are based on alleged tortious acts against the Debtor and its bankruptcy estate as the Plaintiff Plan Agent on behalf of the Debtor seeks to vindicate its rights pursuant to the confirmed plan of reorganization. The Bankruptcy Court may enter final judgment on noncore claims within its related to jurisdiction if such claims relate to the claims allowance process or when the parties consent to the bankruptcy court jurisdiction. The plan agent has expressly consented to bankruptcy court jurisdiction in this adversary proceeding by his statements of consent in status reports filed in this adversary proceeding. Defendant Chrismas in his answers to Plaintiff's complaints expressly stated that he does not consent to the jurisdiction of the bankruptcy court to enter a final judgment. The Bankruptcy Court finds that Chrismas has not impliedly consented to bankruptcy court jurisdiction to enter a final judgment to determine Plaintiff's claims against him. Absent consent of all of the parties to Plaintiff's claims for conversion and breach of fiduciary duty against Defendant Chrismas, the Court lacks jurisdiction to enter a final judgment on these claims, Judge Kwan says. The Bankruptcy Court, however, does have jurisdiction to hear Plaintiff's claims for conversion and breach of fiduciary duty against Chrismas, which are noncore claims under its "related to" jurisdiction pursuant to 28 U.S.C. Section 1334(b) and issue proposed findings of fact and conclusions of law for de novo review by the United States District Court. Accordingly, the Bankruptcy Court determines that it may issue proposed findings of fact and conclusions of law pursuant to Federal Rule of Bankruptcy Procedure 9033 in submitting its ruling on the motion as a report and recommendation to the United States District Court for the Central District of California for de novo review. A full-text copy of Judge Kwan's Report and Recommendation dated February 16, 2022, is available at https://tinyurl.com/mtx3zd3k from Leagle.com. The adversary proceeding is captioned SAM LESLIE, PLAN AGENT FOR ART & ARCHITECTURE BOOKS OF THE 21st CENTURY, Plaintiff, v. ACE GALLERY NEW YORK CORPORATION, a California corporation; ACE GALLERY NEW YORK, INC., a dissolved New York corporation; ACE MUSEUM, a California corporation; DOUGLAS CHRISMAS, an individual; 400 S. LA BREA, LLC, a California limited liability company, JENNIFER KELLEN, an individual, CATHAY BANK, a California corporation, DARYOUSH DAYAN, an individual, KAMRAN GHARIBIAN, an individual, and MICHAEL D. SMITH, an individual, Defendants. 400 S. La Brea, LLC, a California limited liability company, Cross-Complainant, v. ACE GALLERY NEW YORK CORPORATION, a California corporation; ACE GALLERY NEW YORK, INC., a dissolved New York corporation; ACE MUSEUM, a California corporation; DOUGLAS CHRISMAS, an individual; SAM LESLIE as TRUSTEE OF THE PLAN TRUST FOR ART & ARCHITECTURE BOOKS OF THE 21st CENTURY, Cross-Defendants, Adv. No. 2:15-ap-01679-RK (Bankr. C.D. Calif). About Art and Architecture Art and Architecture Books of the 21st Century, dba Ace Gallery, filed for a voluntary Chapter 11 petition on Feb. 19, 2013, in the U.S. Bankruptcy Court for the Central District of California, Case No. 13-14135. The petition was signed by Douglas Chrismas, president. Judge Robert Kwan presides over the case. Joseph A. Eisenberg, Esq., at Jeffer Mangels Butler & Mitchell LLP, serves as counsel. The Debtor reported $1 million to $10 million in assets and $10 million to $50 million in debts. ASCENA RETAIL: Judge to Decide Ann Taylor's Post-Remand Ch.11 Fees ------------------------------------------------------------------ Vince Sullivan of Kaw360 reports that a Virginia bankruptcy judge will decide next week on the process for paying the professional fees incurred by the former owner of the Ann Taylor retail clothing brand, Ascena Retail, since its Chapter 11 case was remanded by the local district court, saying he had to reconcile the rules of bankruptcy with the orders of the district court to avoid opening up a "Pandora's box" of transactional issues. During a videoconference on Thursday, Feb. 24, 2022, Ascena Retail Group Inc. attorney Steven N. Serajeddini of Kirkland & Ellis LLP said the debtor, the creditors committee and the U.S. Trustee's Office had come to an agreement. About Ascena Retail Group Ascena Retail Group, Inc. -- http://www.ascenaretail.com/-- was a leading specialty retailer for women and girls. It operated a portfolio of recognizable brands, which included Ann Taylor, LOFT, Lane Bryant, Catherines, Justice, Lou & Grey, and Cacique. On July 23, 2020, Ascena Retail Group and its affiliates sought Chapter 11 protection (Bankr. E.D. Va. Case No. 20-33113). As of Feb. 1, 2020, Ascena Retail had $13,690,710,379 in assets and $12,516,261,149 in total liabilities. At the time of filing, it had approximately 2,800 stores in the United States, Canada, and Puerto Rico serving more than 12.5 million active customers and employing nearly 40,000 employees. The Hon. Kevin R. Huennekens is the case judge. The Debtors tapped Kirkland & Ellis LLP and Cooley LLP as bankruptcy counsel, Guggenheim Securities, LLC, as financial Advisor, and Alvarez and Marsal North America, LLC as restructuring advisor. Prime Clerk, LLC, is the claims agent. * * * In September 2020, FullBeauty Brands Operations, LLC, won an auction to acquire Ascena's Catherines intellectual property assets for a base purchase price of $40.8 million and potential upward adjustment for certain inventory. In November 2020, Ascena won approval to sell the intellectual property of its Justice Brand and other Justice brand assets to Justice Brand Holdings LLC, an entity formed by Bluestar Alliance LLC (a leading brand management company), for $90 million. The Company continues to operate its Ann Taylor, LOFT, Lane Bryant, and Lou & Grey brands as normal through a reduced number of retail stores and online. BARTLEY INDUSTRIES: AmeriCredit Says Plan Not Filed in Good Faith ----------------------------------------------------------------- AmeriCredit Financial Services, Inc., d/b/a GM Financial, holder of a secured claim, objects to confirmation of Chapter 11 Plan of Debtor Bartley Industries Inc. AmeriCredit Financial Services, Inc. dba GM Financial is the holder of a secured claim on a 2018 Chevrolet Silverado, VIN: 1GC2KVEG3JZ244888 (hereinafter "Vehicle 1", 2019 Chevrolet Silverado, VIN: 1GC4KVCY5KF275986 (hereinafter "Vehicle 2"), 2018 Chevrolet Silverado, VIN: 1GC2KVEG7JZ267445 (hereinafter "Vehicle 3"). The Plan, together with a Sec. 363 Motion to sell filed separately, proposes to permit the Debtor to sell the collateral in which AmeriCredit holds an interest, with the collateral being leased back to Debtor. Such sale is proposed free and clear of AmeriCredit's lien with a proposed sale price of $60,000 collectively for Vehicles 1, 2 and 3. However, even considering the NADA average trade value, the collateral is collectively valued at $130,000.00, despite the collateral having a greater liquidation value than clean trade values. Furthermore, under the terms of the Sec. 363 Motion, debtor would be permitted to retain use of the collateral, after devaluing and undervaluing AmeriCredit's interest in the collateral and stripping it of the protections of its lien. Therefore, AmeriCredit alleges that the plan cannot be said to be proposed in good faith. The plan proposes to sell Creditor's collateral under the §363 Motion to sell, further providing that AmeriCredit's claims are undersecured. However, as evidenced by the NADA valuation sheets, even in the most conservative determination of valuation, the collateral is collectively and individually worth substantially more than AmeriCredit is owed on its respective and collective secured claims. Such sale is not permitted by law, nor does not provide AmeriCredit with at least as much value as it would receive under a Chapter 7 liquidation, nor is AmeriCredit accepting the plan as evidenced by this objection. The proposed treatment of AmeriCredit is not in its best interest because it would receive more value under a hypothetical Chapter 7 liquidation. Therefore the plan does not comply with the requirements of §1129(a)(7) and cannot be confirmed. A full-text copy of AmeriCredit's objection dated Feb. 21, 2022, is available at https://bit.ly/3p95zyC from PacerMonitor.com at no charge. Attorney for AmeriCredit Financial: Heather Buchberger, #22509 Buchberger Law PLLC 3810 N. Peniel Bethany, OK 73008 Tel: (405) 787-9950 Fax: (405) 789-0516 E-mail: hbuchberger@mikeloyd.com About Bartley Industries Bartley Industries Inc. offers electrical maintenance, repair and installation services. The company filed a Chapter 11 petition (Bankr. W.D. Okla. Case No. 21-12565) on Sept. 25, 2021. In the petition signed by its president, Donna Bartley, the Debtor listed $1,733,842 in total assets and $2,003,791 in total liabilities. Judge Sarah A. Hall oversees the case. The Law Offices of B David Sisson serve as the Debtor's counsel. First United Bank & Trust, as lender, is represented by: William Riley Nix, Esq. 717 North Crockett Street Sherman TX 75090 Tel: (903) 870-0212 Fax: (903) 870-0109 Email: riley_nix@yahoo.com BOY SCOUTS: Deals With 'Embarassing' Chapter 11 Trustee Stalemate ----------------------------------------------------------------- Vince Sullivan of Law360 reports that a Delaware bankruptcy judge called on Thursday, Feb. 24, 2022, an impasse in the selection of a Chapter 11 settlement trustee to oversee $2 billion in abuse claimant recoveries in the plan of the Boy Scouts of America "embarrassing," saying the failure to gain consensus casts serious doubts on the viability of the plan. During a hastily scheduled virtual hearing, U.S. Bankruptcy Judge Laurie Selber Silverstein said the stalemate among members of the Settlement Trust Advisory Committee created under a deal with sex abuse claimants and unsecured creditors was "disappointing" and "embarrassing" at this stage of the proceedings. 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. BRADFORD L. COSTELLO: March 2 Hearing on Sale of Berwyn Property ---------------------------------------------------------------- Judge Magdeline D. Coleman of the U.S. Bankruptcy Court for the Eastern District of Pennsylvania will convene a hearing on March 2, 2022, at 11:30 a.m., to consider the sale proposed by Bradford L. Costello and Ardis A. Costello of the real estate located at 509 Newtown Road, in Berwyn, Pennsylvania 19312, to Louis Read Mortimer, III, J'lene Mortimer for $1,275,000, without contingencies, free and clear of all liens, with permission of the Court, pursuant to their Agreement of Sale. The hearing will be held telephonically and interested parties should call 1 (877) 336-1828, Access Code 7855846#. Written objections or other pleadings to the Motion (while not required) may be filed up to the time of the hearing, and will be considered at the hearing. The Movant will serve the Motion (to the extent not already served) and the Order on the United States Trustee's Office, and all priority creditors, all secured creditors, all general unsecured creditors that have filed claims. Prior to the hearing, the Movant will file a Certification of Service setting forth compliance with the service requirements, as applicable. The bankruptcy case is In re: Bradford L. Costello and Ardis A. Costello, Case No. 20-12358-mdc (Bankr. E.D. Pa.). BRAZOS ELECTRIC: Judge Grills Power Regulators Over Price Hike -------------------------------------------------------------- Jeremy Hill of Bloomberg News reports that a federal judge repeatedly questioned the truthfulness of two former Texas utilities regulators testifying Thursday, February 24, 2022, about their decision to dramatically increase electricity prices during a deadly winter storm last 2021. U.S. Bankruptcy Judge David R. Jones, who is presiding at a trial over unpaid bills by Brazos Electric Power Cooperative, grilled DeAnn Walker and Arthur D'Andrea about how they came to approve an order that drastically raised prices. About Brazos Electric Power Cooperative Brazos Electric Power Cooperative Inc. is a 3,994-megawatt transmission and generation cooperative which members' service territory covers 68 counties from the Texas Panhandle to Houston. It was organized in 1941 and the first cooperative formed in the Lone Star state with the primary intent of generating and supplying electrical power. At present, Brazos Electric is the largest generation and transmission cooperative in the state and is the wholesale power supplier for its 16 member-owner distribution cooperatives and one municipal system. Brazos Electric filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 21-30725) on March 1, 2021. At the time of the filing, the Debtor disclosed assets of between $1 billion and $10 billion and liabilities of the same range. Judge David R. Jones oversees the case. The Debtor tapped Norton Rose Fulbright US, LLP as bankruptcy counsel, Foley & Lardner LLP and Eversheds Sutherland US LLP as special counsel, Collet & Associates LLC as investment banker, and Berkeley Research Group, LLC as financial advisor. Ted B. Lyon & Associates, The Gallagher Law Firm, West & Associates LLP, Butch Boyd Law Firm and Boyd Smith Law Firm, PLLC serve as special litigation counsel. Stretto is the claims and noticing agent. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors in the Debtor's case on March 15, 2021. The committee is represented by the law firms of Porter Hedges, LLP and Kramer, Levin, Naftalis & Frankel, LLP. FTI Consulting, Inc. and Lazard Freres & Co. LLC serve as the committee's financial advisor and investment banker, respectively. BRAZOS ELECTRIC: Trial Over $2 Billion Energy Bill Starts --------------------------------------------------------- Maria Chutchian of Reuters reports a trial over a $2 billion invoice sent to the largest electric cooperative in Texas stemming from last 2021's deadly winter storm got underway on Tuesday, with the state's grid operator defending the high prices it charged during the storm. The bill sent by the Electric Reliability Council of Texas (ERCOT) to the now-bankrupt Brazos Electric Power Cooperative is at the center of Brazos' Chapter 11 case in Houston. The cooperative filed for bankruptcy last March 2021 following the storm, which knocked out power for more than four million homes and businesses and killed more than 200 people as temperatures plunged to single digits in many areas. Brazos contends that ERCOT violated the terms of their contract when it charged $9,000 per megawatt hour during much of the storm, which lasted about a week. Chief U.S. Bankruptcy Judge David Jones is now being asked whether to allow ERCOT's $1.9 billion claim in the Brazos bankruptcy or to drastically reduce the amount. Brazos says the amount it owes should be closer to $770 million. The outcome of the trial will determine how Brazos moves forward in its bankruptcy. It has said it can't develop a reorganization plan until it knows exactly how much it owes ERCOT. A lawyer for ERCOT, Jamil Alibhai of Munsch Hardt Kopf & Harr, told the judge during the first day of the trial in Houston bankruptcy court that a key element of the Texas energy market is so-called “scarcity” pricing, which kicks in when energy supply becomes limited and is designed for emergency situations. That scarcity pricing, he argued, explains the $9,000 per megawatt hour price. Alibhai also said that because the storm had been predicted for months, high prices should not have come as a surprise to Brazos. Brazos has long argued that ERCOT's implementation of such high prices was a violation of their market participation contract because the conditions required for such pricing were not met. On Tuesday, a Brazos attorney also asserted that the high pricing did nothing to solve the power generation problem during the storm. Lino Mendiola of Eversheds Sutherland (US) called the $9,000 per megawatt price "an attempted remedy that didn't address any of the problems caused by the winter storm." Former ERCOT CEO Bill Magness, who was fired shortly after the storm, took the stand on behalf of ERCOT as the first witness in the trial. The trial is expected to last several days. For Brazos: Lou Strubeck and Nick Hendrix of O'Melveny & Myers; Jason Boland, Paul Trahan and Steve Peirce of Norton Rose Fulbright US; and Lino Mendiola, Michael Boldt and Jim Silliman of Eversheds Sutherland (US) For ERCOT: Kevin Lippman, Deborah Perry, Jamil Alibhai and Ross Parker of Munsch Hardt Kopf & Harr About Brazos Electric Power Cooperative Brazos Electric Power Cooperative Inc. is a 3,994-megawatt transmission and generation cooperative which members' service territory covers 68 counties from the Texas Panhandle to Houston. It was organized in 1941 and the first cooperative formed in the Lone Star state with the primary intent of generating and supplying electrical power. At present, Brazos Electric is the largest generation and transmission cooperative in the state and is the wholesale power supplier for its 16 member-owner distribution cooperatives and one municipal system. Brazos Electric filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 21-30725) on March 1, 2021. At the time of the filing, the Debtor disclosed assets of between $1 billion and $10 billion and liabilities of the same range. Judge David R. Jones oversees the case. The Debtor tapped Norton Rose Fulbright US, LLP as bankruptcy counsel, Foley & Lardner LLP and Eversheds Sutherland US LLP as special counsel, Collet & Associates LLC as investment banker, and Berkeley Research Group, LLC as financial advisor. Ted B. Lyon & Associates, The Gallagher Law Firm, West & Associates LLP, Butch Boyd Law Firm and Boyd Smith Law Firm, PLLC serve as special litigation counsel. Stretto is the claims and noticing agent. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors in the Debtor's case on March 15, 2021. The committee is represented by the law firms of Porter Hedges, LLP and Kramer, Levin, Naftalis & Frankel, LLP. FTI Consulting, Inc. and Lazard Freres & Co. LLC serve as the committee's financial advisor and investment banker, respectively. BRODIE HOLDINGS: Guttman Appointed as Chapter 11 Trustee -------------------------------------------------------- Judge Thomas J. Catliota of the U.S. Bankruptcy Court for the District of Maryland approved the appointment of Zvi Guttman as Chapter 11 Trustee for Brodie Holdings LLC and its related debtors, ZNB LLC; Second LLC, and; Grandma Bea LLC. The appointment of Mr. Guttman was made following the order of Judge Catliota, dated February 9, 2022, directing the appointment of a Chapter 11 trustee for the Debtors. 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 Debtors tapped Tate M. Russack, Esq., at RLC, PA Lawyers & Consultants as legal counsel and Larry Strauss, Esq., CPA and Associates, Inc. as accountant. Zvi Guttman serves as the Chapter 11 Trustee for the Debtors. BVM THE BRIDGES: Wins Cash Collateral Access -------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, has authorized BVM The Bridges, LLC and BVM Coral Landing, LLC to use cash collateral on an interim basis in accordance with the budget. The Debtor is permitted to use cash collateral to pay: (a) amounts expressly authorized by the Court, including payments to the US Trustee for quarterly fees; (b) the current and necessary expenses set forth in the budgets, plus an amount not be exceed 10% for each line item; and (c) such additional amounts as may be expressly approved in writing by CPIF Lending, LLC and US Bank, National Association and Pallardy, LLC (as to The Bridges only). Each creditor or other party with a security interest or other interest in cash collateral will have a perfected post-petition lien or interest against cash collateral to the same extent and with the same validity and priority as its prepetition lien or interest, without the need to file or execute any document as may otherwise be required under applicable non bankruptcy law. As adequate protection, the Debtors will provide Secured Creditors and Pallardy with a post-petition replacement lien or interest in cash collateral equal in validity and dignity as it existed pre-petition. The Debtors will maintain insurance coverage for their property in accordance with the obligations under the loan and security documents with the Secured Creditors. A continued preliminary hearing on the matter is scheduled for April 6, 2022 at 10:30 A.M. A copy of the order and the Debtors' six-month budget is available at https://bit.ly/3hjf75A from PacerMonitor.com. The Bridges projects $1,959,690 in total income and $1,776,009 in total expenses for six months. Coral Landing projects $836,190 in total income and $685,699 in total expenses. About BVM The Bridges, LLC BVM The Bridges, LLC operates an 87-bed/69-unit assisted living facility known as The Bridges Assisted Living & Memory Care and The Claridge House at the Bridges located at 11202 Dewhurst Drive in Riverview, Florida since 2014. The Debtor's average census is 70 residents. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 8:22-bk-00345) on January 28, 2022. In the petition signed by John Bartle, president, the Debtor disclosed up to $10 million in assets and up to $50 million in liabilities. Judge Michael J. Williamson oversees the case. Alberto F. Gomez, Jr, Esq., at Johnson, Pope, Bokor, Ruppel & Burns, LLP is the Debtor's counsel. C&K ENTERPRISES: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: C&K Enterprises, Inc. d/b/a Eva-Lution f/d/b/a C&K Tool 1910 N Wayne Street Angola, IN 46703 Business Description: The Debtor is a machining company established in 2015. Chapter 11 Petition Date: February 25, 2022 Court: United States Bankruptcy Court Northern District of Indiana Case No.: 22-10143 Debtor's Counsel: R. William Jonas, Jr., Esq. MAY OBERFELL LORBER 4100 Edison Lakes Pkwy #100 Mishawaka, IN 46545 Tel: 574-243-4100 Fax: 574-232-9798 Email: RJonas@maylorber.com Total Assets: $4,826,988 Total Liabilities: $6,789,797 The petition was signed by Michael Pahl as president. 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/KB4BAWI/CK_Enterprises_Inc__innbke-22-10143__0001.0.pdf?mcid=tGE4TAMA CALUMET PAINT: Seeks Approval to Hire JMM Group as Accountant ------------------------------------------------------------- Calumet Paint & Wallpaper, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Illinois to hire JMM Group, LLC to prepare its monthly financial statements and tax returns. The firm will be paid $2,250 for the monthly compilation of 2021 financial statements and $1,000 for the 2021 tax services. Jeanne Miller, principal at JMM Group, disclosed in a court filing that she is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Jeanne Miller, CPA JMM Group LLC 11428 Abbey Road Mokena, IL 60448 Tel: 773-220-7045 Fax: 901-525-2389 Email: jmmgroupllc1@gmail.com About Calumet Paint & Wallpaper Calumet Paint & Wallpaper, Inc. is an Illinois corporation operating from leased premises at 12120 Western Ave., Blue Island, Ill. It has been in business since 1957 and is currently an authorized Benjamin Moore retailer specializing in the sale of interior and exterior paints, stains and related supplies. Calumet sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 21-11709 on Oct. 13, 2021, disclosing up to $1 million in both assets and liabilities. Mark R. Lavelle, president, signed the petition. Judge Timothy A. Barnes oversees the case. The Debtor tapped David K. Wench, Esq., at Burke, Warren, MacKay and Serritella, PC as legal counsel and JMM Group, LLC as accountant. CAMP PIZZA: Seeks to Hire Noah R. Friend Law Firm as Counsel ------------------------------------------------------------ Camp Pizza, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Kentucky to employ Noah R. Friend Law Firm, PLLC as its legal counsel. The firm's services include: a. representing the Debtor in its Chapter 11 case and advising the Debtor as to its rights, duties and powers; b. preparing and filing all necessary statements, bankruptcy schedules and other documents, and negotiating and preparing a Chapter 11 plan for the Debtor; c. representing the Debtor at all hearings, meetings of creditors, conferences, trials, and other proceedings; d. preparing any necessary motions related to the sale of collateral, the hiring of professionals, or any necessary objections to proofs of claim; e. performing other legal services for the Debtor. Noah Friend, Esq., the firm's attorney designated to provide the services, will be paid an hourly fee of $300. The firm received an initial retainer fee of $1,800. As disclosed in court filings, the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Noah R. Friend, Esq. Noah R. Friend Law Firm, PLLC P.O. Box 341 Versailles, KY 40383 Phone: 606-369-7030 Fax: 502-716-6158 Email: noah@friendlawfirm.com About Camp Pizza Camp Pizza, LLC sought protection under Chapter 11 of the Bankruptcy Court (Bankr. E.D. Ky. Case No. 2-70037) on Feb. 3, 2022, listing up to $50,000 in assets and up to $500,000 in liabilities. Renee Music, manager, signed the petition. Judge Gregory R. Schaaf oversees the case. Noah Friend, Esq., at Noah R. Friend Law Firm, PLLC is the Debtor's legal counsel. CHAMPEY PAIN: Case Summary & Eight Unsecured Creditors ------------------------------------------------------ Debtor: Champey Pain Group, LLC 195 US 46, Suite 201 Mine Hill, NJ 07803 Business Description: Champey Pain Group is a provider of interventional pain management and minimally invasive spine surgery. Chapter 11 Petition Date: February 25, 2022 Court: United States Bankruptcy Court Southern District of Florida Case No.: 22-11579 Debtor's Counsel: Bradley S. Shraiberg, Esq. SHRAIBERG LANDAU & PAGE PA 2385 NW Executive Center Dr Suite 300 Boca Raton, FL 33431 Tel: 561 443 0800 Email: bss@slp.law Estimated Assets: $50,000 to $100,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Edward Champey as managing member. A full-text copy of the petition containing, among other items, a list of the Debtor's eight unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/QP3IR6I/Champey_Pain_Group_LLC__flsbke-22-11579__0001.0.pdf?mcid=tGE4TAMA CHICK LUMBER: Seeks Cash Collateral Access Thru June 2022 --------------------------------------------------------- Chick Lumber, Inc. asks the U.S. Bankruptcy Court for the District of New Hampshire for authority to use up to $1,829,350 of cash collateral to pay post-petition costs and expenses incurred in the ordinary course of business to the extent provided for in the budget during the period between April 1 to June 30, 2022. The Debtor requires the use of cash collateral to ensure its effective reorganization. Based on a UCC Lien Report and the Debtor's books of account and business records, the Debtor concluded preliminarily that only BFG Corporation and Amex Bank hold or may hold a lien on or interest in the cash collateral. The Debtor says adequate protection payments will be made only to the Cash Collateral Record Lienholders and the other secured creditors named in the Budget that hold Record Liens on property that the Debtor plans to retain. The Debtor decided preliminarily not to treat these Record Lienholders and other creditors known to assert a lien on cash collateral as Cash Collateral Record Lienholders: -- RBS Citizens, N.A. (no effective Financing Statement); -- Herget Building Supply (no Financing Statement); and -- Great American Financial Services Corporation and Merchant Cash and Capital, LLC (Corporation Service Company, Financing Statement Agent), both of which were paid in full according to the Debtor's books of account. As adequate protection for the Debtor's use of cash collateral, the Debtor will make these adequate protection payments on or before the last day of each month during the Use Term: (i) $482 to Jeldwen, Inc.; (ii) $25 to BFG Corporation (H2H NC Paint Tinter); (iii) $38 to Great America Financial Services Corp.; (iv) $0.00 to Citizens One Auto Finance ; (v) $227 to Citizens One Auto Finance; (vi) $212 to Citizens One Auto Finance; (vii) $40 to Wells Fargo Equipment Finance, Inc. - Forklift; (viii) $100 to Ford Motor Credit in January 2022 only which is the last payment and final amount due on the loan, no payments to Ford Motor Credit in February 2022 and March 2022; (ix) $63 to Wells Fargo Equipment Finance, Inc. – Moffett Machine; (x) $82 to Hitachi Capital Financial; and (xi) $1,198 to an Escrow account for Citizens Financial Group, Inc. and American Express Bank, FSB. The Debtor will grant all Record Lienholders with valid, binding, enforceable and automatically perfected liens on the Debtor's postpetition property of the same kinds, types and description in, to and on which a Record Lienholder held valid and enforceable, perfected liens on the Petition Date. The Proposed Order includes a "winding down" proviso under which the Court reserves the right to enter such further orders as may be necessary regarding the use of cash collateral to provide for payment of any administrative claims for wage and trade creditors who have supplied goods or services to the debtor during the period of operation under the order (and any stipulation) which remain unpaid at the time of termination of authorized cash collateral usage, and which goods or services have created additional collateral for the secured claimant. A copy of the motion is available at https://bit.ly/3hgF8ml from PacerMonitor.com. About Chick Lumber Chick Lumber, Inc. -- https://www.chicklumber.com/ -- is a dealer of lumber, plywood, steel beams, engineered wood, trusses, steel and asphalt roofing, windows, doors, siding, trim, stair parts, and finish materials. It also offers drafting and design, installation, delivery, outside sales, and plan reading and estimating services. The Debtor sought Chapter 11 protection (Bankr. D.N.H. Case No. 19-11252) on Sept. 9, 2019, in Concord. In the petition signed by Salvatore Massa, president, the Debtor disclosed between $1 million and $10 million in both assets and liabilities. Judge Bruce A. Harwood oversees the case. William S. Gannon PLLC is the Debtor's legal counsel. The Office of the U.S. Trustee appointed a committee of unsecured creditors on Oct. 3, 2019. The Committee is represented by Goldstein & McClintock, LLLP as its legal counsel. CINCO PELICULAS: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Cinco Peliculas, LLC 6770 Abrams Rd. Dallas, TX 75231 Business Description: Cinco Peliculas, LLC is part of the restaurants industry. Chapter 11 Petition Date: February 25, 2022 Court: United States Bankruptcy Court Northern District of Texas Case No.: 22-40386 Judge: Hon. Edward L. Morris Debtor's Counsel: Liz Boydston, Esq. POLSINELLI PC 2950 N. Harwood St., #2100 Dallas, TX 75201 Tel: 214-397-0030 Email: lboydston@polsinelli.com Debtor's Noticing & Solicitation Agent: OMNI AGENT SOLUTIONS Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by William C. DiGaetano as chief executive officer. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/6BCLWHQ/Cinco_Peliculas_LLC__txnbke-22-40386__0001.2.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/Z3D2SBA/Cinco_Peliculas_LLC__txnbke-22-40386__0001.0.pdf?mcid=tGE4TAMA COLE CAMP: Taps Hood & Associates as Accountant ----------------------------------------------- Cole Camp Auto Parts, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Missouri to employ Hood & Associates, PCA to provide accounting services. The firm will charge its customary hourly rate at $150. Hood & Associates neither holds nor represents any interest adverse to the Debtor with respect to the matters on which it is to be employed, according to court filings. The firm can be reached through: Patricia A. Thompson Hood & Associates, PCA 1201 Winchester Dr. Sedalia, MO 65301 About Cole Camp Auto Parts Cole Camp Auto Parts, LLC filed a Chapter 11 bankruptcy petition (Bankr. W.D. Mo. Case No. 22-20011) on Jan. 12, 2022, disclosing as much as $1 million in both assets and liabilities. Judge Dennis R. Dow oversees the case. Erlene W. Krigel, Esq., at Krigel & Krigel, P.C. and Hood & Associates, PCA serve as the Debtor's legal counsel and accountant, respectively. CORPORATE HOUSING: Seeks to Hire Larson & Zirzow as Legal Counsel ----------------------------------------------------------------- Corporate Housing Solutions LLC Seattle PS seeks approval from the U.S. Bankruptcy Court for the District of Nevada to hire the law firm of Larson & Zirzow, LLC to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) taking all necessary actions in connection with a sale or a plan of reorganization; (b) preparing legal papers; (c) taking all necessary actions to protect and preserve the Debtor's estate including the prosecution of actions on the Debtor's behalf, the defense of any actions commenced against the Debtor, the negotiation of disputes in which the Debtor is involved, and the preparation of objections to claims filed against the estate; and (d) performing all other necessary legal services for the Debtor. The hourly rates of the firm's attorneys and staff are as follows: Partners $600 per hour Paraprofessionals $220 per hour In addition, the firm will seek reimbursement for expenses incurred. The Debtor and the firm have agreed to a retainer of $25,000. Zachariah Larson, Esq., a partner at Larson & Zirzow, disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Matthew C. Zirzow, Esq. Zachariah Larson, Esq. Larson & Zirzow, LLC 850 E. Bonneville Ave. Las Vegas, NV 89101 Telephone: (702) 382-1170 Facsimile: (702) 382-1169 Email: mzirzow@lzlawnv.com zlarson@lzlawnv.com About Corporate Housing Solutions LLC Seattle PS Corporate Housing Solutions LLC Seattle PS sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 22-10352) on Feb. 2, 2022, listing as much as $1 million in both assets and liabilities. Judge Mike K. Nakagawa oversees the case. Larson & Zirzow, LLC serves as the Debtor's legal counsel. COX BROTHERS: Wins Cash Collateral Access ----------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Michigan has authorized Cox Brothers Machining, Inc. to use cash collateral to pay employee wages and payroll taxes. The Debtor is permitted to use $15,544 in cash collateral to pay $12,544 in pre-petition wages plus $3,000 in payroll taxes for the February 25, 2022 payroll to the Debtor's 12 employees. The Court ruled that by 10 a.m. on March 1, 2022, the Debtor must file a detailed 13-week budget that includes, at a minimum, anticipated revenues and expenses, broken out by line item/category for each week. The Debtor and its counsel must immediately use their respective best efforts to contact all secured creditors regarding: (i) the First Day Motions, (ii) any first day motions filed (or amended) after entry of the Order, (iii) the Second Interim Hearing on the Cash Collateral Motion, and (iv) the date and time of the hearing on the Utilities Motion The second interim hearing on the matter is scheduled for March 3 at 8:30 a.m. A copy of the order is available at https://bit.ly/3IoNlAT from PacerMonitor.com. About Cox Brothers Machining, Inc. Cox Brothers Machining, Inc. is a Michigan corporation founded May 3, 1996 in Jackson, Michigan. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Mich. Case No. 22-41255) on February 22, 2022. In the petition signed by Russell Cox, president, the Debtor disclosed up to $10 million in both assets and liabilities. Donald Darnell, Esq., at Darnell Law Office is the Debtor's counsel. CRC INVESTMENTS: Amends Several Secured Claims Pay Details ---------------------------------------------------------- CRC Investments, LLC, submitted a Second Amended Disclosure Statement for Plan of Liquidation dated Feb. 22, 2022. The Debtor filed for protection under Chapter 11 primarily due to the foreclosure of the first lien creditor, Portfolio and secondarily to the loss of tourism due to the pandemic. Junior to the first lien creditor, the Internal Revenue Service (the "IRS"), the U.S. Small Business Administration (the "SBA"), and the Town of Tryon ("Tryon") also have liens on assets of the Debtor. Portfolio filed a secured claim in the amount of $1,117,817.49. The IRS holds a secured claim in the amount of $650,472.35. The SBA holds a secured claim in the amount of $130,176.88. Tryon holds a secured claim in the amount of $30,060.86. The Debtor owes approximately $13,414.74 in unsecured priority claims. The Debtor owes approximately $40,890.11 in general unsecured claims. This Plan contemplates a sale of all Assets of the Inn. As the tax value of the Inn is greater than $3,000,000, and the current listing agreement is set at $2,748,000, a negotiated sale of the Assets should more than cover the current claims of approximately $1,986,000 in current claims. This is a plan of liquidation. The Debtor shall sell the Assets in a controlled fashion and at the highest value attainable in order to maximize the return to the Estate. The Cash proceeds received from these efforts shall constitute and be added to Available Cash, as that term is defined in the Plan. Pursuant to a Court Order, CRC has hired Asheville Realty Group and 110 Broadway, LLC d/b/a Dancing Dragonfly Realty as joint realtors to sell the Assets. The Listing Agreement has compensation exceptions for certain interested parties with whom the Debtor has already had negotiations and shall expire on June 30, 2022. The list price of the Assets shall be no less than $2,748,000. The sale of the Assets shall occur within the Liquidation Sale Period. If the Debtor has not closed on the sale of the Assets pursuant to an order authorizing sale of the Assets under Section 363 of the Bankruptcy Code on or before September 30, 2022, the Debtor shall engage a reputable auction company to conduct an auction of the Assets. The Assets shall be sold at auction pursuant to an order authorizing auction sale (the "Auction"), and the Auction shall close on or before December 31, 2022, or the Debtor shall be in default. Class VI consists of the secured claim of Internal Revenue Service (the "IRS"). The secured claim of the IRS shall be paid in full from the liquidation of the Assets. The IRS shall maintain its current secured position on the same Collateral it currently holds as security and with the same priority. At the closing of the sale of Assets, Debtor shall pay both outstanding principal and accrued interest through the date of payment. Debtor proposes a monthly payment of interest at a 3% rate, which would be a payment of $1,628.18 beginning on the Effective Date until the liquidation of the Assets pays the balance in full. Monthly payment shall be due on the first of the month for the month it is due. Class VII consists of the secured claim of U.S. Small Business Administration (the "SBA"). The secured claim of the SBA shall be paid in full from the liquidation of the Assets. The SBA shall maintain its current secured position on the same Collateral it currently holds as security and with the same priority. At the closing of the sale of Assets, Debtor shall pay both outstanding principal and accrued interest through the date of payment. Debtor proposes a monthly payment of interest at a 3% rate, which would be a payment of $325.44 beginning on the Effective Date until the liquidation of the Assets pays the balance in full. Like in the prior iteration of the Plan, Class IX General Unsecured Creditors shall be paid from Available Cash and from the liquidation of the Assets. Class IX shall receive the remaining proceeds until 100% of Allowed Unsecured Claims are paid in full. The provisions of this Plan provide for the liquidation of the Debtor's most substantial and valuable asset, the Inn, in order to satisfy its secured debt obligations and to create Available Cash to distribute to its remaining creditors in an effort to satisfy all claims in full. Should a sale pursuant to an order authorizing the sale of the Assets under Section 363 of the Bankruptcy Code not have closed entered on or before September 30, 2022, the Debtor shall employ the services of a reputable auction company to liquidate the Assets pursuant to an order authorizing an Auction, with the funds be dispersed pursuant to the terms of this Plan. Should an Auction not close on or before December 31, 2022, the Debtor shall be in default. A full-text copy of the Second Amended Disclosure Statement dated Feb. 22, 2022, is available at https://bit.ly/3hgDjFQ from PacerMonitor.com at no charge. Attorney for Debtor: Erik M. Harvey BENNETT GUTHRIE PLLC 1560 Westbrook Plaza Drive Winston Salem, NC 27103 Telephone: (336) 765-3121 Fax: (336) 765-8622 About CRC Investments CRC Investments, LLC, doing business as 1906 Pine Crest Inn and Restaurant, filed a petition under Subchapter V of Chapter 11 (Bankr. M.D.N.C. Case No. 21-80172) on May 6, 2021, listing as much as $10 million in both assets and liabilities. Carl Ray , Jr., general manager, signed the petition. Judge Lena Mansori James oversees the case. Joshua H. Bennett, Esq., at Bennett Guthrie PLLC, is the Debtor's legal counsel. CYANCO INTERMEDIATE 2: Moody's Affirms 'B2' CFR, Outlook Stable --------------------------------------------------------------- Moody's Investors Service affirmed Cyanco Intermediate 2 Corp.'s B2 Corporate Family Rating, B2-PD Probability of Default Rating and B2 ratings on its senior secured first lien term loan due 2025 and revolving credit facility due 2023. The outlook remains stable. "The ratings affirmation reflects the long-awaited improvement in Cyanco's performance post Project W ramp-up to full capacity and weather-related impact on operations, and Moody's expectation for continued free cash flow generation that could be used for additional debt repayment," said Botir Sharipov, Vice President and lead analyst for Cyanco. Affirmations: Issuer: Cyanco Intermediate 2 Corp. Corporate Family Rating, Affirmed B2 Probability of Default Rating, Affirmed B2-PD Gtd.Senior Secured First Lien Term Loan, Affirmed B2 (LGD3) Gtd Senior Secured First Lien Revolving Credit Facility, Affirmed B2 (LGD3) Outlook Actions: Issuer: Cyanco Intermediate 2 Corp. Outlook, Remains Stable RATINGS RATIONALE The rating affirmation reflects the company's improved performance in 2021 and the demonstrated ability to pass through, albeit with a lag, higher raw materials and transportation costs to its customers, which is supportive of maintaining high EBITDA margins despite the commodity nature of cyanide. It also reflects the company's commitment to deleverage the balance sheet with free cash flow and through earnings growth. The company's credit rating also takes into consideration its strong market position, particularly in Nevada, in producing and selling sodium cyanide (NaCN), a key input in processing of gold ores with low substitution risk, and long-term nature of contracts with key customers that provide volume stability. Furthermore, the continued decline in gold ore grades and elevated gold prices could induce producers to process more lower-grade ores which demand greater quantities of NaCN. The recent sale by Chemours of its former Mining Solutions business to Draslovka Holding a.s. ("Draslovka") that has subsequently announced a strategic decision to relocate the equipment currently installed at the project site in the state of Durango, Mexico is also a positive consideration as it removes the risk of new capacity in the region. The rating remains constrained by Cyanco's elevated leverage, modest size as measured by revenues under $300 million, single commodity product focus, concentrated customer base, limited number of facilities and market applications. The greater tolerance for maintaining a leveraged capital structure given Cyanco's ownership by a private equity owner also is also a limiting factor. After mixed H1 2021 results that were constrained by reduced availability of raw materials at Alvin facility in Texas and the plant outage following the February 2021 freeze, Cyanco delivered strong solution and solid sodium cyanide volume growth in Q3 2021. Higher volumes, cyanide prices and Nevada solids plant ramp-up to nameplate capacity have led to an increase in revenues, operating margins and earnings with Moody's-adjusted LTM EBITDA expected to exceed $70 million in FY2021. Coupled with lower capex following the completion of the expansion project in Nevada in 2020, this growth enabled Cyanco to generate $30 million in free cash flow in nine months through Q3 2021, repay $30 million of borrowings and capital leases and bring down the leverage, as adjusted by Moody's, to 6.6x as of September 30, 2021 from 7.8x at the end of Q3 2020 and 7.2x in FY2020. Assuming low-single digit earnings growth and that Cyanco will continue to repay the borrowings under the term loan with projected free cash flow, Moody's estimates that Cyanco's leverage could decline to 6.0x in the next 12 months and credit metrics will approach levels appropriate for the B2 rating . The stable outlook reflects Moody's expectation that Cyanco will maintain high profit margins, good liquidity profile, remain free cash flow positive and reduce leverage. The company is exposed to ESG issues typical for a commodity chemicals company with the overall environmental risk of the Chemicals industry viewed as very high because many of the companies in this industry utilize or create toxic or hazardous feedstocks, intermediates or by-products during the production process. Overall social risk of the Chemicals industry is high due to high health & safety and responsible production risks that includes the handling of hazardous materials and air and water emissions into the surrounding area. Cyanco produces cyanide which is a toxic chemical that can pose serious risks to the environment and human health, associated with production, transportation, and the use of cyanide by the company's customers. The use of cyanide is closely regulated in most countries and Cyanco is certified according to the International Cyanide Management Code, an industry program for gold and silver mining companies that focuses exclusively on the safe management of cyanide and cyanidation of tailings and leach solutions. Besides environmental and human health concerns related to cyanide spills and discharges to the environment, cyanide related incidents could lead to extended production stoppages at customers' mines and impact Cyanco's financial results. Cyanco's governance risks are also characterized as elevated due to its private equity ownership that has a high tolerance for a leveraged capital structure. Cyanco has good liquidity primarily supported by $32 million cash balance as of September 30, 2021, expected positive free cash flow generation in 2021 and 2022 and an undrawn (net of letters of credits) $50 million revolving credit facility due 2023. Cyanco typically has moderate working capital needs and low maintenance capex requirement of about $5-10 million per year. The revolving credit facility is subject to a springing first lien net leverage covenant at 7.25x. The first lien net leverage will be tested once the drawn amount exceeds 35% of the revolver commitment. Moody's do not expect the covenant to be triggered in the next 12-18 months. The revolver and the term loan are rated B2 in line with the B2 Corporate Family Rating, given their predominant share in the capital structure. The first-lien term loan has no financial covenants. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS There is a limited upside to the rating at this time given still relatively elevated leverage, narrow business profile, modest free cash flow generation and private equity ownership. Moody's would only contemplate a positive ratings action if RCF/Debt rises above 10% and leverage declines below 4.0x on a sustainable basis. If Cyanco's leverage remains above 6.0x for an extended period of time or there is debt-financed shareholder remuneration, Moody's would consider a downgrade. A disruption to operations, economic downturn, or weakness to the price and volume that turns its free cash flow negative beyond a one year time horizon could also result in a downgrade. Cyanco Intermediate 2 Corporation is a producer of a single product, sodium cyanide, sold to the mining industry to extract gold and silver from ore. The company has two manufacturing sites, a NaCN facility in Winnemucca, Nevada that services customers in the US and Canada; and a solid NaCN plant in Houston, Texas that services non-U.S. markets, which is co-located with an acrylonitrile (AN) facility that produces HCN as a byproduct. Cyanco generated revenues of $270 million for the last twelve months ended September 30, 2021. The principal methodology used in these ratings was Chemical Industry published in March 2019. DGS REALTY: Seeks Approval to Tap Victor W. Dahar as Legal Counsel ------------------------------------------------------------------ DGS Realty, LLC seeks approval from the U.S. Bankruptcy Court for the District of New Hampshire to employ Victor W. Dahar, P.A. to serve as legal counsel in its Chapter 11 case. The firm's services include: a. assistance with the preparation and review of bankruptcy schedules and monthly operating reports; b. preparation of a Chapter 11 plan and disclosure statement; c. preparation of objections to motions for relief and post-petition or take-out financing issues; d. preparation of objections to motions and pending issues as they arise; e. representation for turnover, preference actions, and other avoidance or subordination actions; f. filing of motions to sell real estate; g. negotiation with the creditors committee, if any, and creditors, as necessary; and h. all other matters necessary and proper for the representation of the Debtor in the case. The Debtor desires to employ Victor W. Dahar under a general retainer to be awarded such reasonable fees and expenses as may be approved by the court after notice and a hearing. As disclosed in the court filings, Victor W. Dahar is a disinterested party in the matters in which it is to be engaged within the meaning and intent of 11 U.S.C. Sec. 101(14). The firm can be reached through: Eleanor Wm. Dahar, Esq. Victor W. Dahar, P.A. 20 Merrimack Street Manchester, NH 03101 Tel: (603) 622-6595 Fax: (603) 647-8054 Email: vdaharpa@att.net About DGS Realty DGS Realty, LLC is a real estate limited liability company based in Concord, N.H. Formed on May 10, 2017, the company is owned by David H. Booth, manager, Stephen W. Booth, and Gregory A. Booth, each having a one-third interest. DGS Realty filed a Chapter 11 petition (Bankr. D.N.H. Case No. 22-10028) on Jan. 24, 2022, listing as much as $10 million in both assets and liabilities. David H. Booth, manager, signed the petition. Judge Bruce A. Harwood oversees the case. Representing the Debtor as counsel is Eleanor Wm. Dahar, Esq., at Victor W. Dahar Professional Association. DIOCESE OF CAMDEN: Judge Requires Tweaks for Plan Disclosures ------------------------------------------------------------- Jeannie O'Sullivan of Law360 reports that a New Jersey bankruptcy judge said Wednesday, Feb. 23, 2022, that he's going to require some modifications to a Catholic diocese's disclosure statement of a Chapter 11 plan driven by a barrage of clergy sex abuse litigation, following a hearing in which survivors said they still don't have enough information to cast informed votes. U.S. Bankruptcy Judge Jerrold N. Poslusny Jr. didn't specify the modifications he had in mind, but said he intended to issue a ruling shortly on the Diocese of Camden's motion to approve its second amended disclosure statement. The statement describes a reorganization plan largely structured around a $90 million trust. About The Diocese of Camden The Diocese of Camden, New Jersey is a non-profit religious corporation organized pursuant to Title 16 of the Revised Statutes of New Jersey. It is the secular legal embodiment of the Roman Catholic Diocese of Camden, a juridic person recognized under Canon Law. The Diocese of Camden sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 20-21257) on Oct. 1, 2020. Reverend Robert E. Hughes, vicar general and vice president, signed the petition. In the petition, the Debtor disclosed total assets of $53,575,365 and liabilities of $25,727,209. Judge Jerrold N. Poslusny Jr. oversees the case. The Debtor tapped McManimon, Scotland & Baumann, LLC, as its bankruptcy counsel, Eisneramper, LLP, as financial advisor, Cooper Levenson P.A. and Duane Morris LLP as special counsel. Prime Clerk LLC is the Debtor's claims and noticing agent and administrative advisor. The U.S. Trustee for Regions 3 and 9 appointed an official committee of unsecured trade creditors in the Debtor's Chapter 11 case. The committee is represented by Porzio, Bromberg & Newman, P.C. DIOCESE OF HARRISBURG: Assets at Risk in Diocese Bankruptcy ----------------------------------------------------------- Eric Scicchitano of The Daily Item reports that a federal judge found sufficient claims of fraud allegations exist against the Roman Catholic Diocese of Harrisburg and ruled that attorneys representing sexual abuse survivors can seek a judgment to have an estimated $95 million in assets the Diocese transferred behind two different trusts moved to its bankruptcy estate. According to the Feb. 17, 2022 ruling by Chief Bankruptcy Judge Henry W. Van Eck, the assets include $50 million in real estate like the Diocesan Campus, bishop’s residence and a retirement home for priests, all in Harrisburg, along with eight cemeteries including All Saints Cemetery in Elysburg and seven high schools including Our Lady of Lourdes Regional in Coal Township. Also at risk of being returned to the bankruptcy estate is $45 million in furniture and appliances, cash and securities, religious artifacts and objects, vehicles, notes, records and books, according to filings with the U.S. Bankruptcy Court for the Middle District of Pennsylvania. In a grand jury report unsealed in 2018, 45 officials with the Harrisburg Diocese were identified as alleged abusers. Many were included in a church-issued report released two weeks prior naming 71 priests and seminarians accused in church records of sexual misconduct with children dating to the 1940s. The Harrisburg Diocese filed for Chapter 11 bankruptcy on Feb. 19, 2020. It opened the trusts on Nov. 13, 2009, as allegations mounted around widespread sex abuse nationwide within the Catholic Church, court records show. Van Eck issued a ruling in Federal court granting a motion to the Official Committee of Tort Claimants to pursue fraudulent transfers claims against the Harrisburg Diocese. Allegations of attempts by the Diocese to defraud creditors through the trusts were "sufficient," Van Eck found. Attorneys: Unenforceable Attorney Robert Kugler of Stinson LLP, Minneapolis, represents the Official Committee of Tort Claimants along with his colleague, attorney Edwin Caldie. On Feb. 18, they filed new, separate motions asking a federal judge to order the assets in the trusts be assigned to the Diocese's bankruptcy estate, something Van Eck didn't do in his ruling the day prior. The attorneys ask the court to rule the transfers were fraudulent, that creditors are entitled to the assets and that the trusts are unenforceable. They wrote in legal findings that shielding property in trusts has been a strategy pursued by Catholic Dioceses in other parts of the U.S. including Milwaukee. "It was part of a comprehensive strategy to deal with emerging issues of sexual abuse," Kugler said Wednesday of the 2009 transfer. "I've been involved in a number of these cases. The transfers and the timing of the transfers are remarkably consistent across the country.: According to Kugler, the abuse survivors he represents feel gratified and empowered by the ruling. Barring a resolution, he expects the pursuit of the assets held in trusts might take the next year to play out. As the current bishop designated by the pope, Bishop Ron Gainer is the trustee of each trust for the Harrisburg Diocese, court records show. However, the Most Rev. Kevin C. Rhoades was bishop at the time the trusts were established. Van Eck's opinion found that the Diocese appears to be both the settlor and beneficiary of the trusts, "hallmarks of a self-settled trust" that wouldn't protect the assets from creditors in this case, according to court records. Ruling against the Diocese's defense, Van Eck found that state law allows an unincorporated religious entity to hold title to property, and that the statute of limitations was met because claimants couldn't reasonably know the assets were transferred until after bankruptcy was declared. 'Initial step' Rachel Bryson, spokesperson for the Harrisburg Diocese, released a formal statement on the bankruptcy case development: “This ruling is an initial step in the litigation process between the survivors' committee and the Diocese, regarding these assets. We will continue to work through this process in order to reach a fair and equitable conclusion to our reorganization, while also continuing to offer support and assistance to survivors for their continued healing." Attorney Richard M. Serbin leads the Sexual Abuse Division for the national law firm Janet, Janet & Suggs LLC. He represents some of the abuse survivors. He said the judge’s ruling allows attorneys to "step into the shoes of the Diocese" to determine whether the transfers were done fraudulently in order to escape financial responsibility. The Diocese declined to do this on its own, he said. Like Kugler, Serbin said there's been evidence elsewhere of Dioceses attempting to hide assets, including in a place like a cemetery trust. Value estimates of the two trusts belonging to the Harrisburg Diocese could go higher or lower as a result of discovery allowed by the judge's "important" ruling, he said. "At the time these trusts were created, the knowledge the Diocese had concerning responsibility for the child sex abuse crisis was being exposed in the courts. This discovery will enable us to find out what was the purpose in creating these trusts. We believe we know the purpose and that was to hide the money," Serbin said. About Roman Catholic Diocese of Harrisburg The Roman Catholic Diocese of Harrisburg sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 20-00599) on Feb. 19, 2020, listing up to $10 million in assets and up to $100 million in liabilities. Judge Henry W. Van Eck oversees the case. The Debtor tapped Waller Lansden Dortch & Davis, LLP as legal counsel; Kleinbard, LLC as special counsel; Keegan Linscott & Associates, PC as financial advisor; and Epiq Corporate Restructuring, LLC as claims and noticing agent. The Hon. Michael Hogan has been tapped as unknown abuse claims representative. The U.S. Trustee for Regions 3 and 9 appointed a committee to represent tort claimants in the Chapter 11 case of the Roman Catholic Diocese of Harrisburg. The Tort Claimants' Committee is represented by Stinson, LLP. DIOCESE OF HARRISBURG: Tort Claimants' Panel Can Sue Trusts ----------------------------------------------------------- The Official Committee of Tort Claimants appointed in the Chapter 11 case of the Roman Catholic Diocese of Harrisburg filed a motion for standing and authority to commence, prosecute, and settle causes of action on behalf of the Debtor's bankruptcy estate. The Debtor objected. The Committee filed the Derivative Standing Motion seeking an order granting it the exclusive and irrevocable authority to commence, prosecute, and settle two fraudulent transfer complaints against two separate trusts created by the Diocese. The alleged fraudulent transfers identified by the Committee occurred on November 13, 2009, when the Debtor transferred substantially all its assets, including its real and non-real property, into the Roman Catholic Diocese of Harrisburg Charitable Trust and the Roman Catholic Diocese of Harrisburg Real Estate Trust. The Committee contends the transfers were made with actual intent to hinder, delay, or defraud creditors because they were made at a time when the Debtor faced increasing threats of litigation due to widely publicized reports of clergy sexual abuse throughout the United States. Judge Henry W. Van Eck of the United States Bankruptcy Court for the Middle District of Pennsylvania finds that the Committee has met its burden for approval of the Motion for Derivative Standing. According to Judge Van Eck, a demand has been made upon the Diocese to act regarding the trust transfers but that demand has been declined. The Court finds the Committee's claims colorable to a degree sufficient to pass the scrutiny required by Ashcroft v. Iqbal, 556 U.S. 662, 679 (2009), and Bell Atl. Corp. v. Twombly, 550 U.S. 544, 555 (2007). The Court finds: (1) the Pre-Transfer Trust arrangement described by the Debtor has all the colorable hallmarks of a self-settled trust; (2) Pennsylvania trust law may well declare such a self-settled trust to be ineffective (at least to the extent of the settlor's beneficial interest); (3) the effect of such a declaration is to place the settlor's creditors in the same position as if the Pre-Transfer Trust had not been created; (4) a colorable claim has been made that the level of control the Debtor could have exercised over property of the Pre-Transfer Trust was such that the Debtor's interest in the property therein qualifies as an interest of the Debtor in property under Sections 544(b) and 541(a) of the Bankruptcy Code; and (5) as such, the Committee has pleaded a colorable claim to avoid the transfer of any property into the Pre-Transfer Trust or to set aside or disregard same, if state law allows. The Court concludes that the Committee was not required to anticipate or overcome the affirmative defense raised by the Debtor (i.e., that there was no "transfer of an interest of the Debtor in property" as required by Section 544(b)), and the Motion for Derivative Standing will not be denied because of its failure to do so. Moreover, even if the Committee was required to anticipate or overcome the defense raised, Judge Van Eck finds that it has met that burden and the Motion for Derivative Standing will not be denied on these grounds. Judge Van Eck further finds that the Committee has satisfied the cost-benefit analysis to the necessary extent of persuading the Court that the estate will benefit if the avoidance action is successful. And finally, the Court finds that the Diocese's inaction is not justified considering its duties as debtor-in-possession. A full-text copy of the Judge Van Eck's Opinion dated February 17, 2022, https://tinyurl.com/nhhc2mub from Leagle.com. About Roman Catholic Diocese of Harrisburg The Roman Catholic Diocese of Harrisburg sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 20-00599) on Feb. 19, 2020, listing up to $10 million in assets and up to $100 million in liabilities. Judge Henry W. Van Eck oversees the case. The Debtor tapped Waller Lansden Dortch & Davis, LLP as legal counsel; Kleinbard, LLC as special counsel; Keegan Linscott & Associates, PC as financial advisor; and Epiq Corporate Restructuring, LLC as claims and noticing agent. The Hon. Michael Hogan has been tapped as unknown abuse claims representative. The U.S. Trustee for Regions 3 and 9 appointed a committee to represent tort claimants in the Chapter 11 case of the Roman Catholic Diocese of Harrisburg. The Tort Claimants' Committee is represented by Stinson, LLP. DUNN PAPER: Moody's Lowers CFR to Caa3, Outlook Remains Negative ---------------------------------------------------------------- Moody's Investors Service downgraded the corporate family rating of Dunn Paper Holdings, Inc. to Caa3 from Caa1 and the probability of default rating to Caa3-PD from Caa1-PD. Moody's also downgraded the instrument ratings. The rating outlook remains negative. The downgrade reflects an increased likelihood of default, restructuring or a distressed debt exchange given continued high pulp prices due to logistics disruptions. The downgrade also reflects weak liquidity, near-term covenant issues and refinancing risk with both the revolver and the first lien term loan maturing in August 2022. Downgrades: Issuer: Dunn Paper Holdings, Inc. Corporate Family Rating, Downgraded to Caa3 from Caa1 Probability of Default Rating, Downgraded to Caa3-PD from Caa1-PD Senior Secured Revolving Credit Facility, Downgraded to Caa3 (LGD3) from Caa1 (LGD3) Senior Secured 1st Lien Term Loan, Downgraded to Caa3 (LGD3) from Caa1 (LGD3) Senior Secured 2nd Lien Term Loan, Downgraded to Ca (LGD5) from Caa3 (LGD5) Outlook Actions: Issuer: Dunn Paper Holdings, Inc. Outlook, Remains Negative RATINGS RATIONALE The Caa3 CFR reflects expectations of delayed improvement in cash flows and credit metrics due to continued high pulp prices. The company had debt/EBITDA of over 9x and EBITDA/Interest of under 1.5x in the twelve months ended September 2021, as adjusted by Moody's and not including management fees or other adjustments allowed by the company's credit agreement. Moody's expect leverage to rise above 10x in the twelve months ended December 2021. The CFR also reflects an increasing risk of debt restructuring or a distressed exchange absent a refinancing of near-term maturities, as well as the expected need for a waiver from current lenders to avoid breaching a maintenance covenant. The company would need to secure support from 51% of lenders to secure a waiver. As a small non-integrated producer of specialty packaging paper and tissue products (the company only produces 20% of its pulp needs), Dunn Paper has been negatively impacted by price increases in pulp, its main raw material, and recycled fiber, such as sorted office papers. The company's announced price increases to non-indexed customers have lagged pulp price increases and have resulted in lower margins and negative free cash flow. While Moody's expect average pulp prices to decline this year, logistics issues have led to higher spot pulp prices and new price increases by pulp producers. Dunn Paper has limited financial flexibility to wait out current raw material price pressures, given its tight liquidity and near-term maturities. The rating also reflects private equity ownership and the company's small scale and modest growth over the last five years due to competitive pressures in the machine-grazed segment and demand declines due to the pandemic. The company's owner, Arbor Investments, contributed equity to avoid a covenant breach and a default in the third quarter just six months after amending the revolver to provide more headroom under the covenants. Although the company announced additional price increases, it has little room for negative variance in operating performance while pulp prices remain elevated at the start of 2022 due to COVID related logistical disruptions. The company is engaged with an advisor to help with refinancing efforts. As a specialty paper manufacturer, Dunn Paper faces modest environmental and social risks. Moody's believes Dunn Paper has established expertise in complying with environmental and business risks and has incorporated procedures to address them in its operational planning and business models, including secondary fiber usage in paper, recycled tissue production and introduction of fluorocarbon-free paper. Moody's views Dunn Paper as having weak liquidity. The company's liquidity was $16 million as of September 30, 2021, representing an undrawn portion on its $30 million revolver which matures on August 26, 2022. Given elevated pulp prices revolver borrowings increased in the fourth quarter. The first lien term loan also matures in August 2022 and the second lien term loan matures in August 2023. The company has no headroom under the 6.75x leverage covenant following the equity cure provided by the sponsor in the third quarter of 2021. The credit agreement allows for one cure right in two consecutive quarters and the company will likely need to obtain a waiver from current lenders to avoid breaching the covenant in the fourth quarter. The company is required to deliver the fourth quarter compliance certificate by May 2, 2022. The covenant steps down 0.25x each quarter starting on March 31, 2022. All assets are encumbered by secured credit facilities. Negative rating outlook reflects weak liquidity, little room for negative variance in operating performance and increasing risk of default, restructuring or a distressed exchange. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's could stabilize the outlook and upgrade the rating if the company refinances its capital structure. An outlook change and an upgrade would also depend on improved liquidity and credit metrics, specifically Debt/EBITDA below 6x and expectation of positive free cash flow. Moody's could downgrade the rating if the company fails to secure a covenant waiver and refinance its upcoming maturities or restructures its debt. The principal methodology used in these ratings was Paper and Forest Products published in December 2021. Headquartered in Alpharetta, GA, Dunn Paper manufactures a broad range of lightweight food packaging paper as well as absorbency and specialty tissue products. The company operates seven mills with annual capacity of 270,000 tonnes of specialty paper and tissue products. The company generated approximately $342 million of sales for the twelve months ended September 30, 2021. The company is privately owned (Arbor Investments acquired Dunn Paper in August 2016) and does not publicly disclose financial information. ELITE TRANSPORTATION: Case Summary & 20 Top Unsecured Creditors --------------------------------------------------------------- Debtor: Elite Transportation LLC 2211 S Edwards St Wichita, KS 67213-1807 Chapter 11 Petition Date: February 25, 2022 Court: United States Bankruptcy Court District of Kansas Case No.: 22-10110 Judge: Hon. Mitchell L. Herren Debtor's Counsel: Mark Lazzo, Esq. MARK J. LAZZO, ATTORNEY AT LAW 3500 N Rock Rd Ste 300B Wichita, KS 67226-1396 Tel: (316) 263-6895 Fax: (316) 264-4704 Email: mark@lazzolaw.com Total Assets: $439,913 Total Liabilities: $3,844,261 The petition was signed by Crystal McCullough as manager. 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/R27EKZY/Elite_Transportation_LLC__ksbke-22-10110__0001.0.pdf?mcid=tGE4TAMA ENDLESS POSSIBILITIES: Gets Cash Collateral Access Thru April 21 ---------------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, has authorized Endless Possibilities, LLC, d/b/a Regymen Fitness, to use cash collateral in accordance with the budget, with a 10% variance. The Debtor is permitted to use cash collateral to pay: (a) amounts expressly authorized by the Court; (b) the current and necessary expenses set forth in the budget; (c) additional amounts as may be expressly approved in writing by its lenders. The Court says expenditures in excess of the line items in the budget or not on the budget will not be deemed to be unauthorized use of cash collateral, unless the recipient cannot establish that the expense would be entitled to administrative expense priority if the recipient had extended credit for the expenditure. Expenditures in excess of the line items in the budget or not on the budget may, nonetheless, give rise to remedies in favor of the Lenders. As adequate protection for the Debtor's use of cash collateral, each creditor with a security interest in cash collateral will have a perfected post-petition lien against cash collateral to the same extent and with the same validity and priority as the prepetition lien, without the need to file or execute any document as may otherwise be required under applicable non bankruptcy law. The Debtor will maintain insurance coverage for its property in accordance with the obligations under the loan and security documents with the Lenders. Platinum Wealth Partners, Inc. has asserted that it has a blanket lien on the Debtor's assets. However, the State of Florida's records do not reflect a financing statement filed with the State of Florida. The Debtor's records reflect that Platinum Wealth is owed $850,000. Regymen Fitness, LLC is the Debtor's franchisor. Regymen asserts a lien on specific pieces of equipment and proceeds thereof. The Debtor owes to Construction Services, Inc. of Tampa, its builder, for the remaining amounts for construction services. CSI may assert an interest in cash collateral. The Debtor also owes the aggregate amount of $163,000 to certain merchant cash advance funders: Reliant Funding, Unique Funding Solutions, Forward Financing, Fundbox, and Global Funding Experts. The MCA Lenders may assert an interest in cash collateral. A further hearing on the matter is scheduled for April 21, 2022 at 1:30 p.m. A copy of the order and the Debtor's budget is available at https://bit.ly/3pg8XaL from PacerMonitor.com. The Debtor projects $51,800 in monthly average revenue and $51,651 in total expenses. About Endless Possibilities, LLC Endless Possibilities, LLC d/b/a Regymen Fitness, operates a fitness studio with specialized instructors. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-00259) on January 21, 2022. In the petition signed by Gretchen Mitchell, managing member, the Debtor disclosed up to $500 in assets and up to $10 million in liabilities. Judge Catherine Peek McEwen oversees the case. Scott A. Stichter, Esq., at Stichter, Riedl, Blain and Poster, P.A. is the Debtor's counsel. ESCADA AMERICA: Seeks Approval to Hire Levene as Bankruptcy Counsel ------------------------------------------------------------------- Escada America, LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Levene, Neale, Bender, Yoo & Golubchik, LLP as its bankruptcy counsel. The firm's services include: a. advising the Debtor with regard to the requirements of the bankruptcy court, Bankruptcy Code, Bankruptcy Rules and the Office of the U.S. Trustee; b. advising the Debtor with regard to certain rights and remedies of its bankruptcy estate and the rights, claims and interests of creditors; c. representing the Debtor in any proceeding or hearing in the Bankruptcy Court involving its estate unless the Debtor is represented in such proceeding or hearing by other special counsel; d. conducting examinations of witnesses, claimants or adverse parties and representing the Debtor in any adversary proceeding except to the extent that any such proceeding is in an area outside of the firm's expertise; e. preparing reports and legal papers; f. representing the Debtor with regard to obtaining use of cash collateral; g. assisting the Debtor in the negotiation and preparation of a plan of reorganization and disclosure statement (if required); and h. performing other necessary legal services for the Debtor. John-Patrick Fritz, Esq. will be the attorney primarily responsible for the firm's services to the Debtor in this case. His hourly rate is $620. Mr. Fritz will be assisted by other attorneys whose hourly billing rates range from $350 to $650 per hour, and assistants with an hourly rate of $250. The firm received a retainer in the amount of $50,000. Mr. Fritz disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: John-Patrick M. Fritz, Esq. Levene, Neale, Bender, Yoo & Golubchik, LLP 2818 La Cienega Avenue Los Angeles, CA 90034 Telephone: (310) 229-1234 Facsimile: (310) 229-1244 Email: jpf@lnbyg.com About Escada America Escada America, LLC, owner of a clothing store in New York, sought Chapter 11 bankruptcy protection (Bankr. C.D. Calif. Case No. 22-10266) on Jan. 18, 2022, listing as much as $10 million in both assets and liabilities. Kevin Walsh, director of finance, signed the petition. The case is handled by Judge Sheri Bluebond. John Patrick M. Fritz, Esq., at Levene, Neale, Bender, Yoo & Golubchik, LLP is the Debtor's legal counsel. GREENPOINT TACTICAL: GPRE Unsecureds to be Paid in Full in Plans ---------------------------------------------------------------- Greenpoint Tactical Income Fund LLC ("GPTIF") and GP Rare Earth Trading Account LLC ("GPRE") submitted a Supplement to Third Amended Consolidated Disclosure Statement for Third Amended Plans of Reorganization dated Feb. 22, 2022. The Third Amended Plans change the treatment of the SEC's potential disgorgement claims by allowing the claims in an amount to be determined by a final and non-appealable order resulting from the SEC Civil Action, statutorily subordinated and payable only after all Claims and Interests represented by GPTIF Classes 2A, 3B, 4B, and 5C have been redeemed or retired, which determined amount shall be reduced dollar-for-dollar by any distributions (including redemptions) paid to Claims and Interests in the foregoing classes held by Interest Holders, not also defendants in the SEC Civil Action. The GPTIF Third Amended Plan allows all existing Holders of Class A Interests in GPTIF to elect to either (1) retain their Interests in GPTIF in the Stay Class, (2) redeem their Interests in GPTIF for 100% of NIC over a four-year period in the Leave Class, or (3) a combination of Stay and Leave in NIC amounts chosen by the Interest Holder but provided that each Interest Holder's total Stay Class and Leave Class percentages will not exceed 100%. The GPTIF Third Amended Plan further provides a revised corporate governance structure through the Third Amended Operating Agreement. The GPTIF Third Amended Plan has replaced the third party mutual releases, forbearance agreement, and tolling agreement between Class 2A Investors and the Released Parties, and replaced it with a consensual mutual release (the "Mutual Release") between the Debtors and all Class 2A Investors who either (a) vote to accept the Third Amended Plan, and are therefore deemed to have approved the Third Amended Operating Agreement, or (b) by failing to vote are deemed to have approved both the Third Amended Plan and the Third Amended Operating Agreement. Hallick is expressly excluded from the mutual release because of pending litigation with the Debtors. Any Class 2A Investor may opt out of the mutual releases by voting to reject the Third Amended Plan. Class 3B.II consists of Pre-Petition Indemnity Claims against GPTIF. This Class consists of the pre-petition general unsecured claims for indemnification of the Managing Members. The Managing Members have agreed to an allowed general unsecured claim in the amount of $72,720.90 for the ending April 30, 2021 to be divided by the Managing Members in their discretion. These claims will be paid 50% upon the effective date of the GPTIF Third Amended Plan and 50% upon one year after the Effective Date. These claims will be paid unless prohibited by law or order of a court of competent jurisdiction. Class 6 consists of SEC Disgorgement Claim against GPTIF. This class consists of the potential disgorgement claim against GPTIF arising from the SEC Civil Action. This claim will be paid in an amount to be determined by a final and non-appealable order resulting from the SEC Civil Action, statutorily subordinated and payable only after all Claims Interests represented by GPTIF Classes 2A, 3B, 4B, and 5C have been redeemed or retired, and the determined amount to be reduced dollar-for-dollar by any distributions (including redemptions) paid to Claims and Interests in the foregoing classes and all GPRE classes, held by Interest Holders, not also defendants in the SEC Civil Action. GPRE Third Amended Plan Class 2 consists of General Unsecured Claims against GPRE. This class consists of holders of unsecured claims against GPRE, estimated to be in the amount of $115,000.00. Class 2 Claimholders will be paid in full, without interest, upon the effective date of the GPRE Third Amended Plan. Because these claims will be paid without interest, GPRE will treat this class as impaired. Class 4 consists of the Claim of Hallick against GPRE. This class consists of Hallick's disputed claim against GPRE. To the extent allowed, in an amount to be determined, this claim is subordinated to Class 1, 2, and 3 of GPRE, and shall not receive payment until after all GPRE Class 1, Class 2, and Class 3 claims have been paid in full, and shall not receive payment until all GPTIF Classes 2A.I and 2A.II, Class 3B, and Class 4B claims have been paid in full as provided by the GPTIF Plan. Class 5 consists of SEC Disgorgement Claim against GPRE. This class consists of the potential disgorgement claim against GPRE arising from the SEC Civil Action. This claim will be allowed in an amount to be determined by a final and non-appealable order resulting from the SEC Civil Action, statutorily subordinated and payable only after GPRE Class 1, Class 2, Class 3, and Class 4 Allowed Claims have been paid in full, and shall not receive payment until all GPTIF Claims and Interests represented by GPTIF Classes 2A, 3B, 4B, and 5C have been paid, redeemed or retired, which determined amount of the SEC Disgorgement Claim shall be reduced dollar-for-dollar by any distributions (including redemptions) paid to Claims and Interests in the foregoing classes, held by an Interest Holder as defined by the GPTIF Plan (including any Claim of Hallick), but not for distributions to any Interest Holder that is a defendant in the SEC Civil Litigation. As provided in the Third Amended Disclosure Statement, the Debtors continue to expect to primarily fund the Amended Plans from proceeds of anticipated sales of Gems and Minerals, subject to sales commissions of up to 30% in addition to the collection of claims held by the Debtors against third-parties, the avoidance and recovery of transfers and obligations under chapter 5 of the Bankruptcy, and opportunistic transactions involving the Portfolio Companies. A full-text copy of the Supplement to Third Amended Disclosure Statement dated Feb. 22, 2022, is available at https://bit.ly/3HoTwDo from PacerMonitor.com at no charge. Attorney for Debtors: Michael P. Richman Claire Ann Richman STEINHILBER SWANSON LLP 122 W Washington Ave, Suite 850 Madison, WI 53703 TEL: (608) 630-8990/FAX: (608) 630-8991 Email: mrichman@steinhilberswanson.com Email: crichman@steinhilberswanson.com About Greenpoint Tactical Income Fund Madison, Wisc.-based Greenpoint Tactical Income Fund, LLC is a private investment fund. Its wholly owned subsidiary, GP Rare Earth Trading Account LLC, is the entity that holds the gems and minerals. Greenpoint and GP Rare Earth sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wis. Lead Case No. 19-29613) on Oct. 4, 2019. Judge G. Michael Halfenger oversees the cases. At the time of the filing, Greenpoint estimated assets of $100 million to $500 million and liabilities of $10 million to $50 million. GP Rare Earth estimated assets of $100 million to $500 million and liabilities of $10 million to $50 million. Steinhilber Swanson, LLP and CliftonLarsonAllen, LLP serve as the Debtors' bankruptcy counsel and accountant, respectively. The Debtors tapped Iavarone Law Firm PC, Landsman Law Firm LLC, Husch Blackwell LLP, California Appellate Law Group LLP, Braganca Law LLC, Kopecky Schumacher Rosenburg LLC as special counsels, and NAV Consulting, Inc. as fund administrator. On Dec. 5, 2019, the U.S. Trustee for Region 11 appointed an official committee of equity security holders in the Debtors' Chapter 11 cases. Freeborn & Peters, LLP and Phoenix Management Services, LLC serve as the equity committee's legal counsel and financial advisor, respectively. GREENPOINT TACTICAL: Objection to Hallick's Interests Overruled --------------------------------------------------------------- Erick Hallick on February 3, 2020, filed proofs of class A equity interests in debtor Greenpoint Tactical Income Fund LLC, some of which he holds in his own name and some of which are held by an IRA held by Hallick. In addition to owning the Interests in GTIF, Hallick owned membership interests in several funds that are related to GTIF. In 2018 he commenced arbitration against those entities and others, including GTIF and debtor GP Rare Earth Trading Account LLC. He generally alleged that the funds' managers had misled him into investing in funds that allowed the managers to profit at the investors' expense. His arbitration complaint contained 16 counts, most of which were pleaded collectively against the funds and their managers, including securities fraud, tortious misrepresentation, breach of fiduciary duty, breach of contract, and negligence. Hallick's claim for securities fraud under Wis. Stat. Section 551.509 sought to recover the consideration he paid for his interests in the funds, and he separately pleaded a count for rescission of his membership interests in each of the funds of which he was a member, including GTIF. Hallick and the Respondents settled the arbitration before trial. The settlement agreement states it is intended "to resolve all claims asserted by Hallick against Respondents," except for some claims that are irrelevant to the current dispute. In exchange for a release of Hallick's claims, the agreement required the Respondents collectively to pay Hallick $14 million or, alternatively, required GTIF to transfer $15 million worth of gem and mineral assets to him. The agreement also required Hallick to surrender his interests in the funds after receiving full payment, stating, "[u]pon full satisfaction of the terms set forth herein, Hallick shall assign and transfer all of his ownership interests in each of the Greenpoint Funds back to each respective Fund." The Respondents failed to make good on their promise to pay in cash or kind. But before Hallick could enforce the agreement, the Debtors filed petitions for relief under Chapter 11 of the Bankruptcy Code. Those filings stayed Hallick's ability to collect from the Debtors, and the Debtors rejected the settlement agreement under Section 365(a) of the Bankruptcy Code. Hallick filed proofs of interest in GTIF's bankruptcy case. He also filed proofs of claim against both Debtors for breach of the settlement agreement. The bankruptcy court subsequently ruled that Hallick's claims are subordinated to other claims and interests under Section 510(b) because they seek damages "arising from the purchase or sale of [ ] a security" "of the debtor or an affiliate of the debtor." After the Debtors rejected the settlement agreement, Hallick filed a new statement of claim in the arbitration seeking damages against the non-debtor Respondents for breach of that agreement. The arbitrator granted the requested relief and awarded Hallick $13,625,000 in damages against the non-debtor Respondents jointly and severally for breaching the settlement agreement. The Dane County Circuit Court entered a judgment confirming the award on April 29, 2021. GTIF objects to the Interests, requesting that the Court disallow them in their entirety. GTIF contends that by operation of nonbankruptcy law "Hallick's equity interest in [GTIF] has been extinguished" and "Hallick no longer holds any equity interest in [GTIF]." Chief Bankruptcy Judge G. Michael Halfenger of the United States Bankruptcy Court for the Eastern District of Wisconsin ordered that GTIF's objection to allowance of Hallick's Interests is overruled without prejudice to GTIF's amended plan of reorganization valuing those Interests in an amount less than stated in Hallick's proofs of interest, subject to Hallick's right to timely object to plan confirmation based on the plan's valuation or treatment of his Interests. Judge Halfenger explains that the required tender is an offer to surrender the interests in exchange for an award of restitution. Not until that offer is accepted -- either voluntarily by the issuer agreeing to settle the claim or involuntarily by the entry of a restitution award against the issuer -- is the claimant divested of his interest, according to the judge. He points out GTIF has not identified any provision of Wis. Stat. Section 551.509 or any governing equitable principle that supports ruling that Hallick's tendering of his interests to plead a request for restitution divested him of those interests before or even in the absence of any restitution award. The arbitrator never awarded recission, Judge Halfenger also points out. Hallick and the Respondents, including GTIF, settled Hallick's arbitration claims. Their settlement agreement acknowledged that Hallick retained his equity interests, and it required him to transfer those interests to the issuers only after the Respondents paid Hallick in cash or kind. The settlement agreement states, "[u]pon full satisfaction of the terms set forth herein, Hallick shall assign and transfer all of his ownership interests in each of the Greenpoint Funds back to each respective Fund. Such transfer by Hallick shall be of good title, free and clear of all encumbrances, and in a form of transfer document acceptable to the Respondents." So, under the express terms of the settlement agreement, Hallick retained his interests in the funds, including in GTIF. The settlement agreement obligated him to transfer those interests to the issuing Respondents only after they paid him in full, which they never did. "GTIF's effort to infer a divesting of Hallick's equity interests in debtor GTIF from entry of a judgment against non-debtors for breach of the settlement agreement is difficult to understand," Judge Halfenger holds. The arbitration award -- and the judgment confirming that award -- is for breach of contract (the settlement agreement), not for a violation of Wis. Stat. Section 551.509 or for rescission. Hallick settled his Wis. Stat. Section 551.509 and rescission claims; he released them in exchange for a promise to pay him in cash or kind. Nothing in Wis. Stat. Section 551.509 divests Hallick of his Interests under those circumstances, and GTIF does not contend otherwise. A full-text copy of the Decision and Order dated February 16, 2022, is available at https://tinyurl.com/3nredbz3 from Leagle.com. About Greenpoint Tactical Income Fund Madison, Wisc.-based Greenpoint Tactical Income Fund, LLC is a private investment fund. Its wholly owned subsidiary, GP Rare Earth Trading Account LLC, is the entity that holds the gems and minerals. Greenpoint and GP Rare Earth sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wis. Lead Case No. 19-29613) on Oct. 4, 2019. Judge G. Michael Halfenger oversees the cases. At the time of the filing, Greenpoint estimated assets of $100 million to $500 million and liabilities of $10 million to $50 million. GP Rare Earth estimated assets of $100 million to $500 million and liabilities of $10 million to $50 million. Steinhilber Swanson, LLP and CliftonLarsonAllen, LLP serve as the Debtors' bankruptcy counsel and accountant, respectively. The Debtors tapped Iavarone Law Firm PC, Landsman Law Firm LLC, Husch Blackwell LLP, California Appellate Law Group LLP, Braganca Law LLC, Kopecky Schumacher Rosenburg LLC as special counsels, and NAV Consulting, Inc. as fund administrator. On Dec. 5, 2019, the U.S. Trustee for Region 11 appointed an official committee of equity security holders in the Debtors' Chapter 11 cases. Freeborn & Peters, LLP and Phoenix Management Services, LLC serve as the equity committee's legal counsel and financial advisor, respectively. GUADALUPE REGIONAL MEDICAL: Fitch Affirms BB Issuer Default Rating ------------------------------------------------------------------ Fitch Ratings has affirmed the 'BB' Issuer Default Rating (IDR) for Guadalupe Regional Medical Center, TX (GRMC) and the 'BB' rating on the following bonds issued by the Board of Managers, Joint Guadalupe County - City of Seguin, TX on behalf of GRMC: -- $109.6 million hospital mortgage revenue, refunding and improvement bonds, series 2015. The Rating Outlook is Stable. SECURITY The bonds are secured by a mortgage on hospital property, a pledge of gross revenues and a debt service reserve fund. ANALYTICAL CONCLUSION The 'BB' IDR and revenue bond rating reflects GRMC's comparatively weaker balance sheet and liquidity position, although there have been improvements over the last two of years as a result of stimulus funding and good cashflow. While the combination of 'bbb' revenue defensibility and an 'a' operating risk suggests a higher rating category, Fitch believes the 'BB' rating reflects the risk associated with GRMC's meaningful dependence on funds related to its status as the legal operator of sixteen nursing homes and participation in the Quality Incentive Payment Program (QIPP), a state of Texas Medicaid Program. Fitch expects GRMC to continue to add more nursing homes in the next several years, which will continue to grow this revenue stream; GRMC added three new nursing homes in fiscal 2021. Approximately 46.4% of GRMC's total net patient revenues as presented in their audited results are from their nursing homes, and while the program appears stable thus far, it is Fitch's opinion that this funding could be more volatile in future years. Additionally, GRMC's hospital operations on their own has a very small revenue base and is located in a growing but competitive service area. The Stable Outlook reflects Fitch's expectation that net leverage metrics will remain stable despite capital spending that is projected to be above depreciation for the next few years. KEY RATING DRIVERS Revenue Defensibility: 'bbb' Revenue Defensibility Lead Favorable Payor Mix in Growing but Competitive Service Area Revenue Defensibility The 'bbb' revenue defensibility assessment reflects GRMC's favorable payor mix, marginal leading market share, and position in a growing service area. GRMC's gross patient revenues in fiscal 2021 were primarily from Medicare (50%) and commercial payors (26%) and less exposure to Medicaid (10%), self-pay (11%); with combined Medicaid and self-pay accounting for less than 25% of gross revenues, which Fitch views favorably. GRMC benefits from its designation as a non-state, government-owned facility; this allows GRMC to qualify for nursing facility supplemental support and shares the benefit through its lease terms with the nursing facilities. GRMC is currently the legal operator of 16 nursing homes; Fitch expects GRMC to increase the number of nursing homes in future years. In fiscal 2021, GRMC recognized $6 million of revenue related to the QIPP in support of its nursing home operations, $1.7 million in uncompensated care (UC) and $3.4 million in Delivery System Reform Incentive Payments (DSRIP). Fitch would negatively view any changes or volatility related to these supplemental payments given GRMC's revenue composition; however, this risk is somewhat mitigated by a stable payor mix and growing local service area. Total net patient revenues of $245.8 million in fiscal 2021 consisted of GRMC health system operations (53.6%) and pass-through revenues from 16 nursing homes (46.4%). GRMC saw solid growth in net patient revenues of 15.3% in fiscal 2021 over fiscal 2020, as a result of increased net patient services revenue and the addition of multiple nursing homes. Fitch expects additional revenue growth given that GRMC expects to add more nursing homes over the next several years. GRMC's operations are centered in Seguin, TX; a rapidly growing area with favorable demographic trends approximately 35 miles east of San Antonio, TX. Although GRMC has a marginal leading primary service area (PSA) market share of 23.1%, there is competition. Nearby Tenet Healthcare's Resolute Health Hospital operates in New Braunfels, TX and CHRISTUS Health's Santa Rosa Health System operates five full-service hospitals in the greater San Antonio / New Braunfels area. Resolute Health and CHRISTUS Health's market share were respectively 22.6% and 16.4% in fiscal 2021. Despite competition, GRMC remains focused on recruiting additional physicians and extending its reach through outpatient clinics. Fitch believes these efforts will help solidify GRMC's presence in the region and produce growing volumes over time. Operating Risk: 'a' Operating Risk Lead Good Cost Management; Moderate Capital Needs Operating Risk Fitch expects GRMC's operating risk to remain consistent with the 'a' assessment given the hospital's stable operating performance and moderate capital requirements. Excluding nursing home operations, GRMC produced an 11% EBITDA fiscal 2021, a slight improvement from 10.2% in fiscal 2020. Although not included in the operating metrics GRMC does benefit from supplemental payments related to its nursing homes; which may provide some cushion in the event that the hospital's core operations decrease. Capital spending averaged a solid approximate 144% of deprecation over the past five years. Recent projects include opening a new urgent care center, women's imaging center renovation, and a full lab renovation. GRMC is finishing up a new medical office building (MOB) for surgical specialists with plans to open in May of this year. GRMC is also in the process of adding a six bed IMCU (intermediate care unit) on the second floor, serving higher acuity patients. GRMC plans to continue investing in its plant over the next several years; current plans include various equipment and infrastructure updates. According to management, GRMC may explore reallocating or seeking ways to add additional beds in order to accommodate additional volume growth over the next several years. Financial Profile: 'bb' Financial Profile Lead Weak Financial Profile Financial Profile GRMC's financial profile is weak; Fitch expects GRMC 's liquidity and leverage metrics to remain in the 'bb' category, including in the forward-looking scenario. Over the past few years, cash-to-adjusted debt improved from 43% in fiscal 2018 to 60% in fiscal 2021, largely due to growth in cash and investments in both fiscal 2019 and fiscal 2020. In the forward-looking stress case scenario, Fitch expects cash-to-adjusted debt and net adjusted debt to adjusted EBITDA metrics to incrementally improve, but remain in line with their current financial profile assessment. GRMC is generally not susceptible to market stress given their conservative asset allocation, which is largely in cash and cash equivalents. In Fitch's stress scenario no new debt is expected and capital spending is above depreciation given GRMC's stated capital plans. Fitch expects that GRMC will maintain a financial profile that is consistent with a 'bb' assessment through the moderate stress assumed in the stress case scenario, within the context of Fitch's assessment of GRMC's 'bbb' revenue defensibility and 'a' operating risk. Asymmetric Additional Risk Considerations No asymmetric additional risk considerations were applied in this rating determination. RATING SENSITIVITIES Factor that could, individually or collectively, lead to positive rating action/upgrade: -- GRMC's liquidity position and net leverage position improve significantly to levels that offset concerns over its small revenue/volume base and dependency on supplemental funding, with cash to adjusted debt that is consistently above 60%. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- If liquidity levels significantly deteriorate and GRMC's net leverage position weakens to levels that no longer support the rating, such that cash-to-adjusted debt is consistently below 50%; -- If GRMC's margins and profitability significantly weaken to levels around 7% operating EBITDA on a consistent basis, and no longer support a strong operating risk profile. 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. GRMC's 153-bed medical center is located in Seguin, TX, about 35 miles east of San Antonio, TX. The hospital serves the counties of Guadalupe, Caldwell, Comal, DeWitt, Gonzales, Hays, Karnes and Wilson, with the city of Seguin as its PSA. GRMC estimates the cost of charity care provided under its charity care policy in fiscal 2021 as $7.2 million. It received $2.7 million in payments from Guadalupe County and the City of Seguin in fiscal 2021 to help offset the cost of charity care. The original GRMC hospital was built in 1965 and underwent significant renovation and expansion in 2010. GRMC is the sole member of Guadalupe Regional Medical Group, which has grown to have employed physicians spanning a variety of specialties. GRMC offers additional specialty services through affiliations with regional providers. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. GULF COAST HEALTH: PCO Files Second Report ------------------------------------------ Daniel T. McMurray, the duly appointed Patient Care Ombudsman for Gulf Coast Health Care, LLC and its debtor-affiliates, filed with the U.S. Bankruptcy Court for the District of Delaware a report covering the period from December 25, 2021, through February 22, 2022. The PCO conducted 13 facility visits during the reporting period, with 12 nursing homes in Florida and one in Georgia. Based on the Report, the Ombudsman concluded that the quality of care rendered to those served by the various facilities comprising the Debtor remains at or above the standard for the industry. Moreover, the PCO reported that all potentially significant issues that were identified during the previous reporting period regarding the quality of care provided by the Debtors were addressed and resolved. A copy of the Ombudsman Report is available for free at https://bit.ly/3HrE35w from PacerMonitor.com. The Ombudsman may be reached at: Daniel T. McMurray Focus Management Group 5001 W. Lemon Street Tampa, FL 33609 Tel: (813) 281-0062 Fax: (813) 281-0063 About Gulf Coast Health Care Gulf Coast Health Care, LLC is a licensed operator of 28 skilled nursing facilities comprising nearly 3,350 licensed beds across Florida, Georgia, and Mississippi. It provides short-term rehabilitation, comprehensive post-acute skilled care, long-term care, assisted living, and therapy services in each of its facilities. Gulf Coast Health Care and 61 affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-11336) on Oct. 14, 2021. In the petition signed by Benjamin M. Jones as chief restructuring officer, Gulf Coast Health Care listed up to $50 million in assets and up to $500 million in liabilities. The cases are handled by Judge Karen B. Owens. The Debtors tapped McDermott Will & Emery LLP and Ankura Consulting Group LLC as legal counsel and restructuring advisor, respectively. M. Benjamin Jones of Ankura serves as the Debtors' chief restructuring officer. Epiq Corporate Restructuring, LLC, is the claims, noticing, and administrative agent. On Oct. 25, 2021, the U.S. Trustee for Region 3 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases. Greenberg Traurig, LLP, and FTI Consulting, Inc., serve as the committee's legal counsel and financial advisor, respectively. GVS TEXAS: Auction of Substantially All Assets Set for Feb. 28 -------------------------------------------------------------- Judge Michelle V. Larson of the U.S. Bankruptcy Court for the Northern District of Texas authorized the bidding procedures proposed by GVS Texas Holdings I, LLC, and its affiliates in connection with the sale of substantially all assets to CBRE WWG Storage Partners JV III, LLC, for $450 million, subject to certain adjustments, subject to overbid. The Stalking Horse Bigger will (i) pay to the Parent (for the benefit of the members of the Seller Group) an aggregate purchase price equal to (1) the Base Amount, (2) minus the Determined Cure Costs, (3) minus the Indemnity Escrow Amount, which will be released by the Escrow Agent, (4) minus the Transition Services Holdback Amount, which will be released by the Escrow Agent and (5) minus the Deposit Escrow Amount, which will be released by the Escrow Agent. CBRE WWG Storage Partners JV III, LLC is approved as the Stalking Horse Bidder, and the Debtors are authorized to enter into the Stalking Horse APA with the Stalking Horse Bidder, subject to the terms and conditions set forth therein and in the Order. Pursuant to section 9.3 of the Stalking Horse APA, if the Stalking Horse APA is terminated (i) in accordance with section 9.1(c), section 9.1(d), or section 9.1(e), or (ii) by the Debtors in accordance with section 9.1(b) or section 9.1(h), and the Stalking Horse is not then in breach of any of its obligations under the Stalking Horse APA, then the Stalking Horse Bidder will be immediately entitled to a termination fee in an amount equal to 1.5% of the Base Amount ("Breakup Fee") (provided, however, that if the Stalking Horse APA is terminated based on Section 9.1(d)(viii), then, instead of 1.5% of the Base Amount, the Breakup Fee will be calculated as 1.5% of $430 million (i.e., $6.45 million)), plus the sum of the aggregate amount of the Stalking Horse Bidder's actual reasonable documented out-of-pocket costs and expenses incurred by the Stalking Horse Bidder in connection with or related to the Transactions prior to the date of termination of the Stalking Horse APA (i) pursuant to section 9.1(c), section 9.1(d), or section 9.1(e) or (ii) by the Debtors in accordance with section 9.1(b) or section 9.1(h) of the Stalking Horse APA, up to a maximum amount of $1.5 million ("Purchaser Expense Reimbursement"). If the Stalking Horse Bidder is entitled to the Bid Protections pursuant to section 9.3 of the Stalking Horse APA, the Debtors will pay the Bid Protections in cash to the Stalking Horse Bidder within three Business Days following the consummation of an Alternate Transaction and without further order of the Court. The Debtors will continue to pay the monthly management fee pursuant to those certain management agreements dated Nov. 30, 2018, by and between Great Value Services, LLC and the PropCo Debtors for so long as Great Value Storage, LLC continues to provide services to the Debtors under the Management Agreements and/or TSA, as applicable. The Revised Bidding Procedures (Exhibit 2) are approved in their entirety, including all procedures and deadlines set forth therein. The Stalking Horse Bidder will constitute a Qualified Bidder as defined in the Revised Bidding Procedures. Except for the Stalking Horse Bidder, each bidder will only constitute a Qualified Bidder if the consideration offered by such bidder equals or exceeds an amount equal to the sum of (i) the Base Amount, plus (ii) the Breakup Fee, plus (iii) the Purchaser Expense Reimbursement, plus (iv) an amount equal to 1% of the Base Amount. The Debtors will conduct an auction on Feb. 28, 2022, at 10:00 a.m. (CT) pursuant to the terms and conditions in the Revised Bidding Procedures. The Auction will take place at the offices of the Debtors' counsel, Sidley Austin LLP, 2021 McKinney Avenue, Suite 2000, Dallas, Texas, or such other location as may be announced prior to the Auction to the Qualified Bidders, at which time the Court will be available, if needed. Contact information for the Court will be provided to the counsel for the Debtors. The Debtors are authorized to hold and conduct the Auction in accordance with the Revised Bidding Procedures. As soon as reasonably practicable after the conclusion of the Auction, the Debtors will file with the Court and serve upon all Qualified Bidders and parties that have requested notice in these cases a notice identifying the Successful Bidder and the Backup Bidder and post such notice on the Debtors' bankruptcy website (https://cases.omniagentsolutions.com/gvs/). The Sale Hearing is set for March 16, 2022, at 9:30 a.m. (CT). After consulting with the Stalking Horse Bidder, or such other Successful Bidder if applicable, such Sale Hearing may be continued by the Debtors by the filing of a notice with the Court. All objections to the Sale must be filed with the Court, together with proof of service, on or before 5:00 p.m. (CT) on the date that is at least seven days prior to the Sale Hearing. The Revised Assumption and Assignment Notice is approved in its entirety, including all procedures and deadlines set forth therein. Notwithstanding the possible applicability of Bankruptcy Rules 6004, 6006, 9014, or any provisions of the Bankruptcy Rules stating the contrary, the terms and conditions of the Order will be immediately effective and enforceable upon its entry and no automatic stay will apply to the Order. A copy of the Stalkin Horse APA and Exhibit 2 is available at https://tinyurl.com/2p96hxb3 from PacerMonitor.com free of charge. About GVS Texas Holdings I GVS Texas Holdings I, LLC and its affiliates are primarily engaged in renting and leasing a wide array of properties functioning principally as self-storage and parking facilities in 64 locations in Texas, Colorado, Illinois, Indiana, Mississippi, Missouri, Nevada, New York, Ohio, and Tennessee. Six of the properties are in the Dallas-Fort Worth Metroplex, with an additional 28 located elsewhere in Texas. The properties are managed by Great Value Storage, LLC. GVS Texas Holdings I and its affiliates sought Chapter 11 protection (Bankr. N. D. Texas Lead Case No. 21-31121) on June 17, 2021. The parent entity, GVS Portfolio I C, LLC, filed a voluntary Chapter 11 petition (Bankr. N. D. Texas Case No. 21-31164) on June 23, 2021. GVS Portfolio's case is jointly administered with that of GVS Texas Holdings I. Judge Michelle V. Larson oversees the cases. In its petition, GVS Texas Holdings I listed disclosed $100 million to $500 million in both assets and liabilities. The Debtors tapped Sidley Austin, LLP as bankruptcy counsel; Houlihan Lokey Capital, Inc. as investment banker; and HMP Advisory Holdings, LLC, doing business as Harney Partners, as financial advisor. Getzler Henrich & Associates, LLC is the Debtors' accountant. HHCS PHARMACY: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: HHCS Pharmacy, Inc. d/b/a Freedom Pharmacy Cystic Fibrosis Pharmacy, Inc. 3901 E. Colonial Drive Suite C Orlando, FL 32803 Business Description: Cystic Fibrosis Pharmacy and Freedom Pharmacy provide complete specialty pharmacy services and disease management programs for its patients throughout the world. The Company fills outpatient prescriptions, plus scripts for all types of intravenous solutions, medical supplies, aerosol equipment and much more. In addition, the Company offers natural medicines, vitamins, dietary supplements and a full online store of over-the-counter care products. Chapter 11 Petition Date: February 25, 2022 Court: United States Bankruptcy Court Middle District of Florida Case No.: 22-00703 Debtor's Counsel: Kenneth D. Herron, Jr., Esq. HERRON HILL LAW GROUP, PLLC P.O. Box 2127 Orlando, FL 32802 Tel: 407-648-0058 Email: chip@herronhilllaw.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Naomi Lois Adams as president. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/ABN5AEQ/HHCS_Pharmacy_Inc__flmbke-22-00703__0003.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/DZFWUMA/HHCS_Pharmacy_Inc__flmbke-22-00703__0001.0.pdf?mcid=tGE4TAMA HOUSTON BLUEBONNET: Seeks to Hire Cokinos Young as Special Counsel ------------------------------------------------------------------ Houston Bluebonnet, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Cokinos Young as its special counsel. The firm will represent the Debtor in the post-judgement appeal for the lawsuit styled Henry L. Hamman, et al. v. Kenneth T. Lyle, et al., Case No. 75054-CV. Anthony Golz, Esq., the firm's attorney who will be providing the services, charges an hourly fee of $475. Paralegals charge $175 per hour. Cokinos holds a retainer in the sum of $5,000. As disclosed in court filings, Cokinos and its attorneys do not represent any creditor in the Debtor's Chapter 11 case. The firm can be reached through: Anthony T. Golz, Esq. 1221 Lamar St., Floor 16 Houston, TX 77010-3039 Phone: 713-535-5500 Fax: 713-535-5533 Email: agolz@cokinoslaw.com About Houston Bluebonnet Houston Bluebonnet, LLC is a Texas limited liability company formed Dec. 5, 2007. It owns and manages a working interest in two producing oil and gas wells under an operating agreement for an oil, gas and mineral lease covering 20 acres in Brazoria County, Texas. The value of its working interest fluctuates with the price of oil. As of the filing of its bankruptcy case, Houston Bluebonnet valued its working interest at $90,000, based on the tax-assessed value calculated from the sales in 2015. Houston Bluebonnet filed for Chapter 11 bankruptcy protection (Bankr. S.D. Texas Case No. 16-34850) on Sept. 30, 2016. In the petition signed by Allyson Davis, authorized representative, the Debtor listed as much as $500,000 in both assets and liabilities. Judge Marvin Isgur oversees the case. Johnie Patterson, Esq., at Walker & Patterson, P.C. is the Debtor's bankruptcy counsel. Gary E. Ellison PC, Snelling Law Firm and Cokinos Young serve as special counsels. The Debtor filed its Chapter 11 small business plan and disclosure statement on June 14, 2017. ICED TEA: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------- Debtor: Iced Tea with Lemon, LLC 100 S. Central Expressway, #14 Richardson, TX 75080 Business Description: Debtor owns and operates franchisees of the dine-in movie theater chain, Alamo Drafthouse Cinema. Alamo Drafthouse Cinema, LLC was founded in Austin, Texas in 1997, and is a movie theater concept, where theaters have full-service kitchens and liquor licenses to serve alcoholic beverages. Chapter 11 Petition Date: February 25, 2022 Court: United States Bankruptcy Court Northern District of Texas Case No.: 22-40385 Judge: Hon. Mark X. Mullin Debtor's Counsel: Liz Boydston, Esq. POLSINELLI PC 2950 N. Harwood St., #2100 Dallas, TX 75201 Tel: 214-397-0030 Email: lboydston@polsinelli.com Debtor's Mailing & Solicitation Agent: OMNI AGENT SOLUTIONS Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by William C. DiGaetano as chief executive officer. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/Q3VKAOQ/Iced_Tea_with_Lemon_LLC__txnbke-22-40385__0001.2.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/QTR32QI/Iced_Tea_with_Lemon_LLC__txnbke-22-40385__0001.0.pdf?mcid=tGE4TAMA INGROS FAMILY: March 15 Disclosure Statement Hearing Set -------------------------------------------------------- Judge Carlota M. Bohm has entered an order within which March 15, 2022 at 1:30 P.M. via Zoom Video Conference is the hearing to consider the approval of the Disclosure Statement of the Ingros Family LLC. In addition, March 14, 2022 at 8:00 a.m., is the last day for filing and serving objections to the Disclosure Statement. A full-text copy of the order dated Feb. 22, 2022, is available at https://bit.ly/3hlqCcO from PacerMonitor.com at no charge. Counsel for the Debtor: RYAN J. COONEY PA I.D. #319213 SY O. LAMPL PA I.D. #324741 223 Fourth Avenue, 4th Floor Pittsburgh, PA 15222 Tel: (412) 392-0330 Fax: (412) 392-0335 E-mail: rcooney@lampllaw.com About The Ingros Family The Ingros Family, LLC, a company based in Beaver, Pa., filed a petition for Chapter 11 protection (Bankr. W.D. Pa. Case No. 20-22606) on Sept. 4, 2020, listing as much as $10 million in both assets and liabilities. Jeffrey S. Ingros, manager of Ingros Family, signed the petition. Judge Carlota M. Bohm oversees the case. Robert O Lampl Law Office serves as the Debtor's bankruptcy counsel. INTELSAT SA: Emerges from Chapter 11 as A Private Firm ------------------------------------------------------ Intelsat S.A. announced Feb. 23, 2022, that it has successfully completed and emerged from its financial restructuring process as a private company with a substantially strengthened capital structure to support its growth as the leader in satellite communications. This final milestone follows receipt of regulatory approvals, completion of certain corporate actions, and satisfaction of other customary conditions. Intelsat's now effective Plan of Reorganization, supported by all creditor groups and confirmed by the Bankruptcy Court on December 16, 2021, has reduced the Company's debt by more than half, from approximately $16 billion to $7 billion. In connection with emergence, Intelsat obtained $6.7 billion in new financing consisting of a revolving credit facility, term loan, and secured notes. Supported by new equity owners, the company is now best positioned for long-term success as it continues to innovate and bring new services to market. Intelsat also has a new Board of Directors, composed of the Company’s Chief Executive Officer and six new directors, including Lisa Hammitt, Intelsat’s Chairperson. Biographies of the directors can be found on the Company’s website at intelsat.com/about-us/leadership/. "For more than 50 years, Intelsat has led innovation in our sector and delivered high-performing services for customers," said Intelsat's Chief Executive Officer, Stephen Spengler. "Now that our financial restructuring has been completed successfully, we are driving Intelsat's future development and growth from a position of even greater strength. We have significantly less debt as well as new financing to support our innovation and network plans, complementing our unparalleled global orbital and spectrum rights and strong operating model. We are positioned better than ever to fuel the success of our customers and partners, achieve our strategic objectives, and accelerate our growth. Building the world's first global 5G satellite-based,software-defined, unified network is just one of Intelsat’s many groundbreaking projects well underway." Spengler continued, "Today's emergence is the culmination of the hard work, collaboration, and vision of many. I especially want to thank our talented and committed Intelsat team members for their unwavering focus on customer service -- and thank our valued customers, vendors, and other partners for their trust and support. With a focus on innovation, reliability, and high-performing service, we will advance our business for the benefit of all and continue onward as the leader in satellite communications." Additional Information Information about Intelsat's completed financial restructuring is available at Intelsatonward.com. Court filings are available at https://cases.stretto.com/intelsat, by calling the Company’s claims agent, Stretto, at +1 855-489-1434 (toll-free) or +1 949-561-0347 (international), or by emailing intelsatinquiries@stretto.com. About Intelsat SA Intelsat S.A. -- http://www.intelsat.com/-- is an operator of satellite services businesses, which provides a diverse array of communications services to a wide variety of clients, including media companies, telecommunication operators, internet service providers, and data networking service providers. The Company is also a provider of commercial satellite communication services to the U.S. government and other select military organizations and their contractors. The Company's administrative headquarters are in McLean, Virginia, and the Company has extensive operations spanning across the United States, Europe, South America, Africa, the Middle East, and Asia. Intelsat S.A. and its debtor-affiliates concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Lead Case No. 20-32299) on May 13, 2020. The petitions were signed by David Tolley, executive vice president, chief financial officer, and co-chief restructuring officer. At the time of the filing, the Debtors disclosed total assets of $11,651,558,000 and total liabilities of $16,805,844,000 as of April 1, 2020. Judge Keith L. Phillips oversees the cases. The Debtors tapped Kirkland & Ellis LLP and Kutak Rock LLP as legal counsel; Alvarez & Marsal North America, LLC as restructuring advisor; PJT Partners LP as financial advisor & investment banker; Deloitte LLP as tax advisor; Deloitte Financial Advisory Services LLP as fresh start accounting services provider; and Deloitte Transactions and Business Analytics LLP as valuation services provider. Stretto is the claims and noticing agent. The Office of the U.S. Trustee appointed a committee of unsecured creditors on May 27, 2020. The committee tapped Milbank LLP and Hunton Andrews Kurth LLP as legal counsel; FTI Consulting, Inc., as financial advisor; Moelis & Company LLC as investment banker; Bonn Steichen & Partners as special counsel; and Prime Clerk LLC as information agent. J. HUNTER: Seeks to Hire Victor W. Dahar as Bankruptcy Counsel -------------------------------------------------------------- J. Hunter Properties, LLC seeks approval from the U.S. Bankruptcy Court for the District of New Hampshire to employ Victor W. Dahar, P.A. to serve as legal counsel in its Chapter 11 case. The firm's services include: a. assisting in the preparation and review of bankruptcy schedules and monthly operating reports; b. preparing a Chapter 11 plan and disclosure statement; c. preparing objections to motions for relief and post-petition financing issues; d. preparing objections to motions and pending issues as they arise; e. representing turnover, preference actions and other avoidance or subordination actions; f. representing the Debtor in litigation; g. negotiating with creditors or creditors' committee, if any; and h. representing the Debtor in all other matters related to its bankruptcy case. The Debtor desires to employ Victor W. Dahar under a general retainer to be awarded such reasonable fees and expenses as may be approved by the court after notice and a hearing. Eleanor Wm. Dahar, Esq., at Victor W. Dahar, disclosed in a court filing that her firm is disinterested within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Eleanor Wm. Dahar, Esq. Victor W. Dahar, P.A. 20 Merrimack Street Manchester, NH 03101 Phone: (603) 622-6595 Fax: (603) 647-8054 Email: vdaharpa@att.net About J. Hunter Properties J. Hunter Properties, LLC buys, owns and holds real estate in New Hampshire and Massachusetts, with its principal business office at 314 Lafayette Road, Suite 3, Hampton, N.H. Jessica Lapa is the Debtor's manager. J. Hunter Properties sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. N.H. Case No. 22-10025) on Jan. 21, 2022, listing as much as $10 million in both assets and liabilities. Judge Bruce A. Harwood oversees the case. Eleanor Wm. Dahar, Esq., at Victor W. Dahar Professional Association, is the Debtor's legal counsel. J.S. CATES: Unsecured Creditors to Split $170K in 3 Years --------------------------------------------------------- J.S. Cates Construction, Inc., filed with the U.S. Bankruptcy Court for the District of Minnesota a First Amended Plan of Reorganization dated Feb. 22, 2022. J.S. Cates Construction, Inc., a Minnesota corporation, provides commercial and home construction services, including design and building, general contracting, and construction management. The Company suffered from a confluence of negative circumstances prior to the bankruptcy filing that greatly restricted its cash flow. Perhaps most critically, the Debtor was unable to collect payments from project owners and corresponding subcontractors. These payment issues were exacerbated by the downturn in the construction industry generally due to the COVID-19 pandemic, which negatively impacted Debtor's business. Although the owners had hoped to supplement the income of the Company through proceeds of a sale of their own real estate to Atkinson Holdings. LLC, that sale was continually delayed leaving the Company vulnerable to cash flow problems. Creditors holding allowed secured claims will receive the full amount of their allowed secured claims with interest. Creditors holding allowed unsecured claims will receive the Projected Disposable Income from the Debtor in annual payments in the amount set out in the projections (a total of $170,459) based on the operations of the reorganized Debtor for the next three years. Debtor believes that the Plan enables each class of claims to maximize its recovery and, at the same time, permits Debtor to be reorganized and to continue in business. Class I consists of the Secured Claim of CorTrust Bank. Upon the closing of the Oppidan Sale or a sale to another buyer, the Individual Debtors will pay the two CorTrust loans in full. If the Oppidan Sale or a sale to another buyer does not close by August 1, 2023 or one year after the Effective Date of the Individual Debtors' Plan, whichever is later, CorTrust will be paid after a public auction of some or all of the Debtors' real estate, with payments made to CorTrust by the Company in the interim in the amount of $5,000 per month. Class II consists of General Unsecured Claims. This class also shall include any allowed unsecured claim of Ford Motor Credit Company LLC ("FMCC") to the extent it asserts a deficiency on account of its foreclosure of the 2020 Ford Super Duty F-350 that was the subject of FMCC's motion for relief from the automatic stay. The Debtors estimate that claims in Class II total of $1,250,000. The holder of a Class II Allowed Claim shall be paid the total Projected Disposable Income of the Company in three annual payments totaling $170,459. Class III shall consist of all the equity or ownership Interests of Debtor. Jeffrey Cates will remain as the sole shareholder of the Company post-confirmation. Confirmation of the plan will leave his ownership interest unaffected. The Individual Debtors entered into a purchase agreement with Oppidan Holdings, LLC to sell two parcels of real property (the "Oppidan Sale"). The Individual Debtors currently believe the Oppidan Sale will close in the spring or summer of 2022. CorTrust will be paid from the proceeds of the Oppidan Sale or any other sale of real property. General unsecured creditors will be paid a portion of their Allowed Claims through the continued operation of the Debtor. The Debtor has started to increase its sales after a period of marketing and a change of the type of work done by the Debtor from bonded to non-bonded work. This progress has been slow and the lower income projected by the Debtor is a result of this change in focus. If Debtor's Plan is confirmed, Debtor is confident of its ability to meet or exceed these projections and perform as set forth under the Plan. A full-text copy of the First Modified Plan dated Feb. 22, 2022, is available at https://bit.ly/3IpYtxk from PacerMonitor.com at no charge. Attorneys for Debtor: Gregory S. Otsuka (0397873) Larkin, Hoffman, Daly & Lindgren, Ltd. 8300 Norman Center Drive Suite 1000 Minneapolis, Minnesota 55437-1060 gotsuka@larkinhoffman.com (952) 835-3800 About J.S. Cates Construction J.S. Cates Construction, Inc., f/d/b/a J.S. Cates Companies, filed a Chapter 11 petition (Bankr. D. Minn. Case No. 21-40881) on May 17, 2021 in the U.S. Bankruptcy Court for the District of Minnesota. In the petition signed by Jeffrey S. Cates, president and CEO, the Debtor disclosed $1,153,474 in total assets and $1,767,454 in estimated liabilities. Judge Kathleen H. Sanberg is assigned to the case. Larkin Hoffman Daly & Lindgren Ltd is the Debtor's counsel. KC PANORAMA: Filing of Proposed Order on Property Sale Due Feb. 28 ------------------------------------------------------------------ Judge Frank J. Bailey of U.S. Bankruptcy Court for the District of Massachusetts ordered KC Panorama, LLC, and its affiliates to submit a proposed order and a proposed notice of intended sale of its real estate located at and known as 13-15 and 19-21 Congress Street, in Boston, Massachusetts, to Harbinger Development, LLC, for $14 million. A telephonic hearing on the Motion was held on Feb. 23, 2022. At the hearing, the Court and parties raised issues concerning (a) the timing of a return of deposits, if any are required to be returned; (b) the "topping bid" minimum; and (c) the description of how the Buyer's brokers commission requests will be addressed. The Debtor agreed to address those issues as stated at the hearing in any proposed order and notice. The proposed order and proposed notice must be in a MS Word format and submitted by email to fjb@mab.uscourts.gov by 4:30 p.m. on Feb. 28, 2022. About KC Panorama KC Panorama LLC, a Waltham, Mass.-based company engaged in renting and leasing real estate properties, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass Case No. 21-10827) on June 4, 2021, listing total assets of $11,703,396 and total liabilities of $23,507,162. KC Panorama President Kai Zhao signed the petition. Judge Frank J. Bailey oversees the case. Ravosa Law Offices, P.C. is the Debtor's legal counsel. KITCHENS & SPACES: Unsecureds Will Get 100% of Claims in Plan ------------------------------------------------------------- Kitchens & Spaces Cabinets, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Illinois a Plan of Reorganization for Small Business dated Feb. 22, 2022. Kitchens & Spaces Cabinets, Inc. is an Illinois Corporation engaged in the sale of cabinets countertops, tile, appliances and other necessary products for a consumer to remodel kitchen and bath spaces in their residence. Since filing the Case and staying the supplementary proceedings commenced by Michalski, the Debtor has continued to operate its financial affairs to generate income to pay its operating expenses and accrue receivables and new contracts with which to repay creditors a dividend equal to 100% of the allowed claims. Aside from administrative claims, there are only three creditors; namely, Toyota Motor Credit Corporation, James Daubach and Michalski. The Debtor's financial projections show that the Debtor will have projected disposable income in the amount necessary to fund all distributions provided for in the Plan. The final Plan payment is expected to be paid either on the 36th month or on the 60th month following the effective date of the Plan. This Plan of Reorganization proposes to pay creditors of the Debtor from the cash on hand, cash flow projections and future income. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of the Plan has valued at 100% of the allowed claims. The Plan provides that the equity security holder, Mark Wojtowicz, retain his stock ownership in the Debtor. The Debtor has scheduled general unsecured claims in the amount of $65,438.26. The general unsecured claims will be paid, pro rata, 100% of the allowed claims over a period of 36 months or 60 months after the effective date of the Plan. The Debtor intends to file a complaint against Michalski to avoid a preferential transfer for a turnover of cabinetry having a value of $31,883.00, and a claim for unjust enrichment. Also, the Debtor intends to file objection to the claim filed by Michalski on the same basis. If the Court rules in favor of the Debtor then the payment of allowed unsecured claims will be made over a period of 36 months and if the Court rules in favor of Michalski, then the payment of unsecured claims will be made on a period of 60 months. Over a period of 36 months, the monthly payment to be shared by this Class, pro rata, will be approximately $932.00. Over a period of 60 months the monthly payment to be share by this Class, pro rata, will be approximately $1,090.00. Management of the Debtor will remain in Mark Wojtowicz. The Debtor will retain all of its assets, subject to the applicable lien of Toyota. The Plan will be implemented and funded by existing cash on hand at confirmation of the Plan and by future income generated by the operation of the Debtor's business. A full-text copy of the Small Business Plan of Reorganization dated Feb. 22, 2022, is available at https://bit.ly/3HoV0NY from PacerMonitor.com at no charge. Attorney for the Debtor: Joel A. Schechter, Esq. Law Offices of Joel A. Schechter 53 W. Jackson Blvd., Suite 1522 Chicago, IL 60604 Telephone: (312) 332-0267 Email: joel@jasbklaw.com About Kitchens & Spaces Cabinets Kitchens & Spaces Cabinets, Inc., filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 21-13289) on Nov. 21, 2021, listing up to $50,000 in assets and up to $100,000 in liabilities. Judge Timothy A. Barnes oversees the case. The Law Offices of Joel A. Schechter serves as the Debtor's legal counsel. LEVEL EIGHT: Amends Spectra Bank Secured Claim Pay Details ---------------------------------------------------------- Level Eight, Inc., submitted a Second Modification to the Plan of Reorganization under Subcgapter V dated Feb. 22, 2022. The changes proposed are neither material nor adverse to any party and should be made a part of the Plan approved in this case and are set forth as follows and supersedes the prior First Modification: Class 1: Allowed Secured Claims of Spectra Bank. This Claim shall be paid in full as follows: The Allowed Amount of the Secured Claim shall be amortized over 20 years with interest at the rate of 4.25% per annum and a final balloon payment at the end of the 60th month. The monthly payment is $7,000.00 per month for 12 months, $10,000.00 per month for 48 months and the balloon payment is in an amount estimated less than $850,000.00. The Debtor will refinance the debt owed to the Bank by the end of the projected Plan period. Payments shall commence on the first day of the first month following the Confirmation Date and continue on the first day of each month thereafter until paid in full. The Bank shall retain its liens until paid in full under the terms of this Plan. As further security the Debtor is granting a UCC lien against the tractor described as 2010 John Deere 2400, an agreed judgment against the guarantors to secure this obligation pursuant to terms of a compromise settlement agreement and annual year end financials starting in 2021 within three months of the year end for each year that the debt to the Bank remains outstanding, and a $50,000 down payment by no later February 24, 2022. The Bank is Impaired and may vote to accept or reject the Plan. The Second Modified Plan does not alter the proposed treatment for unsecured creditors and the equity holder: * Class 3 consists of Allowed Unsecured Claims. These Claimants shall receive 100% of the amount of their Allowed Claims, payable over 120 months in equal monthly installments commencing on the first day of the first month following the Effective Date and continuing on the first day of each month thereafter. * Class 5 consists of Equity Interests. Class 5 Equity Interests shall be retained. The Debtor intends to make all payments required under the Plan from available cash and income from the business operations of the Debtor. A full-text copy of the Second Modified Plan of Reorganization dated Feb. 22, 2022, is available at https://bit.ly/3hj8Wi5 from PacerMonitor.com at no charge. Attorneys for Debtor: Joyce W. Lindauer, Esq. Kerry S. Alleyne, Esq. Guy H. Holman, Esq. Joyce W. Lindauer Attorney, PLLC 1412 Main Street, Suite 500 Dallas, TX 75202 Tel.: (972) 503-4033 Fax: (972) 503-4034 Email: joyce@joycelindauer.com About Level Eight Arlington, Texas-based Level Eight, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 21 41365) on June 7, 2021. The Debtor operates a scrap metal recycling facility located in Dallas, Texas. In the petition signed by Bhavesh Patel, president, the Debtor disclosed total assets of up to $50,000 in assets and total liabilities of $10 million. Judge Mark X. Mullin oversees the case. The Debtor tapped Joyce W. Lindauer, Esq., as legal counsel. Spectra Bank, the secured lender, is represented by: Richard J. Cinclair, Jr., Esq. Thomas, Cinclair & Beuttenmuller, PLLC 5335 Spring Valley Road Dallas, TX 75254 Tel: 9972) 991-2121 LEXARIA BIOSCIENCE: L1 Capital Lowers Equity Stake to 2.6% ---------------------------------------------------------- L1 Capital Global Opportunities Master Fund Ltd. disclosed in a Schedule 13G/A filed with the Securities and Exchange Commission that as of Dec. 31, 2021, it beneficially owns 159,000 shares of common stock of Lexaria Bioscience Corp., representing 2.6 percent of the shares outstanding. The reporting person owns 159,000 shares of common stock comprised of (i) 125,667 shares of common stock issuable upon exercise of a common stock purchase warrant issued on Dec. 31, 2020 and (ii) 33,333 shares of common stock issuable upon exercise of a common stock purchase warrant issued on May 4, 2020. David Feldman and Joel Arber are both the directors of L1 Capital Global Opportunities Master Fund Ltd. As such each of them has sole dispositive and voting power. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1348362/000155335022000153/lexaria_13ga.htm About Lexaria Lexaria Bioscience Corp. -- http://www.lexariabioscience.com-- is a global innovator in drug delivery platforms. Its patented DehydraTECH drug delivery technology changes the way Active Pharmaceutical Ingredients enter the bloodstream, promoting healthier ingestion methods, lower overall dosing, and higher effectiveness for lipophilic active molecules. DehydraTECH increases bio-absorption, reduces time of onset, and masks unwanted tastes for orally administered bioactive molecules, including cannabinoids, vitamins, non-steroidal anti-inflammatory drugs (NSAIDs), nicotine, and other molecules. Lexaria has licensed DehydraTECH to multiple companies in the cannabis industry for use in cannabinoid beverages, edibles and oral products and to a world-leading tobacco producer for the development of smokeless, oral-based nicotine products. Lexaria operates a licensed in-house research laboratory and holds a robust intellectual property portfolio with 16 patents granted and over 60 patents pending worldwide. Lexaria Bioscience reported a net loss and comprehensive loss of $4.19 million for the year ended Aug. 31, 2021, a net loss and comprehensive loss of $4.08 million for the year ended Aug. 31, 2020, and a net loss and comprehensive loss of $4.16 million for the year ended Aug. 31, 2019. As of Nov. 30, 2021, the Company had $11.74 million in total assets, $277,328 in total liabilities, and $11.47 million in total stockholders' equity. LIMETREE BAY: Seeks to Hire Beckstedt & Kuczynski as Local Counsel ------------------------------------------------------------------ Limetree Bay Services, LLC and its affiliates filed with the U.S. Bankruptcy Court for the Southern District of Texas an amended application to hire Beckstedt & Kuczynski, LLP. In their amended motion, the Debtors asked the court to authorize the firm to also serve as their local counsel in connection with the closing of the sale of their assets in the U.S. Virgin Islands. The firm's hourly rates are as follows: Carl A. Beckstedt III, Partner $450 Robert J. Kuczynski, Partner $350 Earnesta L. Taylor, Senior Attorney $350 Kyle W. Beighle, Associate Attorney $250 Carl Beckstedt III, Esq., a partner of Beckstedt & Kuczynski, disclosed in a court filing that his firm neither represents nor holds any interest adverse to the Debtors and their estates. The firm can be reached through: Carl A. Beckstedt III, Esq. Beckstedt & Kuczynski LLP Beckstedt & Kuczynski 7 Church Street Christiansted St. Croix, U.S. Virgin Islands Phone: (340) 719-8086, ext. 201 Fax: (800) 886-6831 Email: Carl@beckstedtlaw.com About Limetree Bay Limetree Bay Energy is a large-scale energy complex strategically located in St. Croix, U.S. Virgin Islands. The complex consists of Limetree Bay Refining, a refinery with peak processing capacity of 650 thousand barrels of petroleum feedstock per day, and Limetree Bay Terminal, a 34-million-barrel crude and petroleum products storage and marine terminal facility serving the refinery and third-party customers. Limetree Bay Refining, LLC, restarted operations in February 2021, and is capable of processing around 200,000 barrels per day. Key restart work at the site began in 2018, including the 62,000 barrels per day modern, delayed Coker unit, extensive desulfurization capacity, and a reformer unit to produce clean, low-sulfur transportation fuels. The restart project provided much needed economic development in the U.S.V.I. and created more than 4,000 construction jobs at its peak. Limetree Bay Refining, LLC and its affiliates sought Chapter 11 protection on July 12, 2021. The lead case is In re Limetree Bay Services, LLC (Bankr. S.D. Texas Case No. 21-32351). Limetree Bay Terminals, LLC did not file for bankruptcy. In the petitions signed by Mark Shapiro, chief restructuring officer, Limetree Bay Services disclosed up to $10 million in assets and up to $50,000 in liabilities. Limetree Bay Refining, LLC, estimated up to $10 billion in assets and up to $1 billion in liabilities. The Debtors tapped Baker & Hostetler LLP as bankruptcy counsel, Beckstedt & Kuczynski LLP as special counsel, and GlassRatner Advisory & Capital LLC, doing business as B. Riley Advisory Services, as restructuring advisor. Mark Shapiro of GlassRatner is the Debtors' chief restructuring officer. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors in the Debtors' cases on July 26, 2021. Pachulski Stang Ziehl & Jones, LLP and Conway MacKenzie, LLC serve as the committee's legal counsel and financial advisor, respectively. 405 Sentinel, LLC serves as administrative and collateral agent for the DIP lenders. LUCKY STAR-DEER: Affiliate Taps Fred L. Seeman as Special Counsel ----------------------------------------------------------------- Victoria Towers Development Corp., an affiliate of Lucky Star-Deer Park, LLC, received approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ The Law Offices of Fred L. Seeman as special counsel. The company requires a special counsel to handle landlord/tenant proceedings in Queens County. Victoria Towers intends to sell units at its condominium apartment building in Flushing, N.Y. Some of the units, however, are currently occupied despite the fact that there are no written leases executed by the company. The Law Offices of Fred L. Seeman will charge $400 per hour for its services. Peter Kirwin, Esq., at the Law Offices of Fred L. Seeman, 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 through: Fred S. Kantrow, Esq. The Kantrow Law Group, PLLC 6901 Jericho Turnpike, Suite 230 Syosset, NY 11791 Phone: 516 703 3672 Email: fkantrow@thekantrowlawgroup.com About Lucky Star-Deer Park Lucky Star-Deer Park, LLC, is a single asset real estate as defined in 11 U.S.C. Section 101(51B). The company is based in Flushing, N.Y. Lucky Star-Deer Park and affiliates, Flushing Landmark Realty LLC and Victoria Towers Development Corp., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case Nos. 20-73301, 20-73302 and 20-73303) on Oct. 30, 2020. On Nov. 3, 2020, another affiliate, Queen Elizabeth Realty Corp., filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 20-73327). Judge Robert E. Grossman oversees the cases, which are jointly administered under Case No. 20-73301. At the time of the filing, Lucky Star-Deer Park listed up to $50,000 in assets and up to $500,000 in liabilities. The Debtors tapped Rosen & Kantrow, PLLC as bankruptcy counsel; Certilman Balin and The Law Offices of Fred L. Seeman as special counsels; Joseph A. Broderick, P.C. as accountant; and Miu & Co. as audit consultant. LWO ACQUISITIONS: Unsecureds to Recover 3% in Liquidating Plan -------------------------------------------------------------- LWO Acquisitions Company LLC, d/b/a Circuitronics, Inc., filed with the U.S. Bankruptcy Court for the Northern District of Texas a Disclosure Statement for Chapter 11 Plan of Liquidation dated Feb. 22, 2022. Founded in 1971, the Debtor is a provider of specialized printed circuit board assembly and related electronic manufacturing services. The Debtor's secured obligations under the Credit Agreement and the Notes matured more than six months prior to the Petition Date. The Debtor's Prepetition Lender is significantly under-secured. Furthermore, although the Debtor has vacated the Building, as of the Petition Date, the Office Lease remained in effect and the financial obligations under the Office Lease continued to bind the Debtor. The Debtor's business is plainly not viable with the overwhelming financial burdens from the Gladstone secured debt and the Office Lease. The Debtor engaged in discussions with Gladstone and determined that an orderly liquidation under the protection of the Bankruptcy Code would best maximize and preserve the value of the Debtor's business and would be in the best interest of the various parties in interest, including employees, vendors, and customers. The Plan is a liquidating chapter 11 plan. It provides for sale of the Debtor's assets to Gladstone pursuant to a credit bid. The Plan organizes certain kinds of Claims into Classes, and leaves other kinds of Claims unclassified, as the Bankruptcy Code requires. With some exceptions, all unpaid Administrative Expenses, Secured Claims, and Priority Claims will be paid in cash in full shortly after the Effective Date of the Plan. Nonpriority unsecured claims will be treated as follows. Trade claims of $2,500 or less will be paid in cash in full shortly after the Effective Date. Certain vendors whose continued patronage is critical to the Debtor's future success after the Plan is confirmed will be paid in cash in full over a period of 11 months, provided the vendor continues to do business with the Debtor according to pre bankruptcy business terms. Holders of other nonpriority unsecured claims will receive a Pro Rata Share of $25,000, which shall be provided by Gladstone as partial consideration for the Business Assets of the Debtor. Class 7 consists of General Unsecured Claims. Each holder of an Allowed General Unsecured Claim shall receive, on account of such Claim, a Pro Rata Share of the General Unsecured Claims Fund. The allowed unsecured claims total $793,275. This Class will receive a distribution of 3% of their allowed claims. Class 7 is Impaired. Class 8 consists of Interest Holders. The holder of any Interest in the Debtor shall not receive or retain any property on account of such Interest under this Plan, and all such Interests shall be cancelled on the Effective Date. Class 8 is deemed to have rejected the Plan. The Debtor will not solicit the votes of holders of Interests in Class 8 regarding the Plan. Pursuant to section 1123(a)(5)(D) of the Bankruptcy Code, in exchange for its Allowed Class 3 Gladstone Secured Claim, Gladstone shall (a) acquire the Business Assets free and clear of all liens, claims, interests, and encumbrances unless otherwise provided for herein or in the APA; (b) establish the General Unsecured Claims Fund; and (c) assume certain liabilities of the Debtor and the Estate as more specifically set forth in the APA. All assumed liabilities shall remain subject to the Debtor's and the Estate's defenses thereto. On the Effective Date, pursuant to the APA, the Debtor Releasees and the Gladstone Releasees shall release each other from certain claims and causes of action as specified in the APA. A full-text copy of the Disclosure Statement dated Feb. 22, 2022, is available at https://bit.ly/3t7Zsf1 from PacerMonitor.com at no charge. Proposed Attorneys for the Debtor: Jeff P. Prostok State Bar No. 16352500 Dylan T.F. Ross State Bar No. 24104435 FORSHEY PROSTOK LLP 777 Main Street, Suite 1550 Fort Worth, Texas 76102 Telephone: (817) 877-8855 Facsimile: (817) 877-4151 jprostok@forsheyprostok.com dross@forsheyprostok.com About LWO Acquisitions Company LLC LWO Acquisitions Company LLC, d/b/a Circuitronics, Inc. is a provider of specialized printed circuit board assembly and related electronic manufacturing services. The Debtor offers a broad set of capabilities to customers, including prototype development, complex and ruggedized PCB assembly, electromechanical assembly, system integration/ configuration, and direct fulfillment solutions. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 22-40256) on Feb. 2, 2022. The petition was signed by Rob Subia, chief executive officer. As of the Petition Date, the Debtor's unaudited balance sheet reflected total assets of $12,412,700, total liabilities of $29,932,944, and equity of ($17,520,244). Jeff P. Prostok, Esq., at Forshey and Prostok LLP, is the Debtor's counsel. MALLINCKRODT PLC: Gets Court Approval for $66M Securities Deal -------------------------------------------------------------- Lauren Berg of Law360 reports that a Delaware bankruptcy judge on Tuesday, Feb. 22, 2022, approved a $65.75 million settlement resolving class claims that Mallinckrodt PLC concealed from investors its reliance on federal reimbursements for Acthar gel products. U.S. Bankruptcy Judge John T. Dorsey granted approval of the settlement that would resolve a consolidated investor class action led by the State Teachers Retirement System of Ohio, alleging Mallinckrodt, its CEO Mark C. Trudeau and former Vice President Matthew K. Harbaugh made false statements concerning how much of infantile spasm drug Acthar's sales are reimbursed by Medicare and Medicaid, according to a docket text order. About Mallinckrodt PLC Mallinckrodt -- http://www.mallinckrodt.com/-- is a global business consisting of multiple wholly-owned subsidiaries that develop, manufacture, market and distribute specialty pharmaceutical products and therapies. The company's Specialty Brands reportable segment's areas of focus include autoimmune and rare diseases in specialty areas like neurology, rheumatology, nephrology, pulmonology and ophthalmology; immunotherapy and neonatal respiratory critical care therapies; analgesics; and gastrointestinal products. Its Specialty Generics reportable segment includes specialty generic drugs and active pharmaceutical ingredients. On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates sought Chapter 11 protection in Delaware (Bankr. D. Del. Lead Case No. 20-12522) to seek approval of a restructuring that would reduce total debt by $1.3 billion and resolve opioid-related claims against them. Mallinckrodt plc disclosed $9,584,626,122 in assets and $8,647,811,427 in liabilities as of Sept. 25, 2020. Judge John T. Dorsey oversees the cases. The Debtors tapped Latham & Watkins LLP and Richards, Layton & Finger P.A. as their bankruptcy counsel; Arthur Cox and Wachtell, Lipton, Rosen & Katz as corporate and finance counsel; Ropes & Gray LLP as litigation counsel; Torys LLP as CCAA counsel; Guggenheim Securities LLC as investment banker; and AlixPartners LLP as restructuring advisor. Prime Clerk, LLC, is the claims agent. The official committee of unsecured creditors retained Cooley LLP as its legal counsel, Robinson & Cole LLP as co-counsel, and Dundon Advisers LLC as its financial advisor. On Oct. 27, 2020, the U.S. Trustee for Region 3 appointed an official committee of opioid related claimants. The OCC tapped Akin Gump Strauss Hauer & Feld LLP as its lead counsel, Cole Schotz as Delaware co-counsel, Province Inc. as financial advisor, and Jefferies LLC as investment banker. The confirmation trial for the Debtors' First Amended Joint Plan of Reorganization began in November 2021. MANHATTAN STUDENT: Wins Cash Collateral Access on Final Basis ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Kansas has authorized Manhattan Student Housing LLC to use cash collateral on a final basis, subject to the terms and conditions of the Stipulation for Use of Cash Collateral that the Debtor entered into with Central National Bank. The parties agreed the Debtor may use cash collateral on a temporary basis, from the date of the Stipulation through April 15, 2022, subject to the lien and security interests of CNB, and only to the extent provided by the budget. CNB and the Debtor are parties to two Promissory Notes and modifications thereto. The Notes are secured by Real Estate Mortgages, Assignments of Leases and Rents, Security Agreements, and a Guaranty Agreement. Pursuant to the Loan Documents, the Debtor granted CNB a lien in all of its assets to secure all present or future indebtedness to CNB. The Debtor is in default under the Loan Documents by, among other things, failing to make all payments to CNB when due in accordance with Loan Documents. As adequate protection, the Debtor will grant any liens on the collateral to any third party, or use, sell, or lease any of the collateral out of the ordinary course of its business except with CNB's prior written consent, or after 21 days' prior written notice to CNB and all parties-in interest are allowed an opportunity for a hearing; and pay or escrow funds sufficient to pay current taxes and insurance on the Collateral, on a current monthly basis based on current insurance and tax bills, and shall timely pay all post-petition taxes, including real estate and personal property taxes, on the Collateral. As additional adequate protection, the Debtor will have and maintain general comprehensive, hazard and liability insurance coverage for and on the collateral. The Debtor grants CNB replacement liens and a first priority, valid, perfected and enforceable post-petition security interest in and lien upon all tangible and intangible personal property of the estate and an additional security interest and lien on all pre-petition assets of the Debtor to secure the CNB Debt which will be effective as of the Petition Date. The replacement liens and security interests granted are valid, enforceable, and fully perfected, and no filing or recordation or any other act in accordance with any law. If notwithstanding the foregoing replacement liens and security interests, CNB has a claim arising from the Collateral, CNB will have a claim having priority over all other administrative expenses except post-petition ad valorem taxes and United States Trustee fees, claims by the Clerk of the bankruptcy Court, and unpaid fees and expenses of counsel for the Debtor up to $15,000, as provided for under Section 507(b) of the Bankruptcy Code. A copy of the order is available at https://bit.ly/3swduZ3 from PacerMonitor.com. A copy of the stipulation is available at https://bit.ly/35usjSu from PacerMonitor.com. About Manhattan Student Housing Manhattan Student Housing, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Kan. Case No. 22-20010) on Jan. 10, 2022, listing $6,221,752 in assets and $4,209,215 in liabilities. Gary L. Robben, managing member, signed the petition. Judge Robert D. Berger oversees the case. Erlene W. Krigel, Esq., at Krigel & Krigel, PC serves as the Debtor's legal counsel. Central National Bank, as lender, is represented by: Aaron O. Martin, Esq. Clark, Mize and Linville Chartered P.O. Box 380 Salina, KS 67402-0380 Tel: (785) 823-6325 Email: aomartin@cml-law.com MAPLE MANAGEMENT: Gets Cash Collateral Access Thru March 30 ----------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois has authorized Maple Management, LLC to use cash collateral to pay the ordinary and necessary operating expenses of its business, as set forth in the budget, through March 30, 2022. The Debtor is permitted to use Cash Collateral only to pay actual, ordinary and necessary operating expenses related to the business of the Debtor for the purposes and up to the amounts set forth in the budget, with a 10% variance. The budget provided for $47,743 in monthly expenses. Any budgeted expense in one month that is not paid in that month will be carried over for payment by the Debtor in subsequent months, except for the monthly adequate protection payment to Greenwich Capital Management LP, as the Funder, of $1,000 per week or the sum as may be further determined by the Court. The Funder has a perfected, pre-petition, senior security interest in substantially all of the Debtor's personal property. As adequate protection, Greenwich Capital is granted valid and perfected postpetition liens and security interests in the personal property and all proceeds thereof to the same extent, validity and priority held by the Funder prepetition. The Replacement Liens granted to Greenwich Capital will be in addition to, and not in substitution of, any and all security interests, liens, encumbrances, rights of set-off or other rights of the Funder currently existing or hereafter arising. The Court ruled that the Debtor must also maintain insurance coverage on the personal property, and must remain current on all post-petition rent obligations, sums due to any taxing authorities. The failure to maintain insurance coverage, pay sums due to the Trustees and pay taxes under as provided in the Order, and the failure to cure same within 10 business days after notice, will constitute an event of default. The Court will conduct a status hearing on March 30 at 1 p.m. on the Debtor's right to continue using cash collateral. A copy of the interim order is available for free at https://bit.ly/3BX88sU from PacerMonitor.com. About Maple Management, LLC Maple Management, LLC owns and operates a construction-related business that installs elevators, ramps and lifts for the disabled, elderly and infirm at their primary residences. Maple Management operates from the real property commonly known as 245 W Roosevelt Rd Ste 77, West Chicago, IL 60185-4838. Maple rents this premises. Its principal is James Mecha. Maple sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 21-02059) on February 17, 2021. In the petition signed by Mecha, the Debtor disclosed up to $50,000 in assets and up to $1 million in liabilities. Judge Janet S. Baer oversees the case. Ariel Weissberg, Esq., at Weissberg and Associates, Ltd. is the Debtor's counsel. MARGARET'S MOVERS: Seeks to Hire Goldberg Simpson as Legal Counsel ------------------------------------------------------------------ Margaret's Movers, Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of Kentucky to hire Goldberg Simpson, LLC to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) giving legal advice with respect to the Debtor's powers and duties in the continued operations and management of its property; (b) taking all necessary action to protect and preserve the Debtor's estate, including the prosecution of actions on behalf of the Debtor, the defense of any actions commenced against the Debtor, negotiations concerning all litigation in which the Debtor is involved, if any, and objecting to the claims filed against the estate; (c) preparing reports and legal papers; and (d) performing all other legal services for the Debtor, including the formulation and implementation of a Chapter 11 plan. The firm received a retainer fee in the amount of $3,500. Michael McClain, Esq., the firm's attorney who will be providing the services, disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Michael W. McClain, Esq. Goldberg Simpson, LLC 9301 Dayflower Street Prospect, KY 40059 Tel: (502) 589-4440 Email: mmcclain@goldbergsimpson.com About Margaret's Movers Margaret's Movers, Inc. is a company in Louisville, Ky., that provides residential and commercial moving and storage services. It offers local moving service in Lexington, Indianapolis, Louisville, and the surrounding areas. Margaret's Movers filed a petition for Chapter 11 protection (Bankr. W.D. Ky. Case No. 22-30236) on Feb. 15, 2022, listing up to $50,000 in assets and up to $10 million in liabilities. Margaret Weathers, president, signed the petition. The Debtor tapped Goldberg Simpson, LLC as legal counsel. MATTEL INC: Fitch Raises LT IDR to 'BB+', Outlook Positive ---------------------------------------------------------- Fitch Ratings has upgraded Mattel, Inc.'s Long-Term Issuer Default Rating (IDR) to 'BB+' from 'BB'. The Rating Outlook is Positive. The upgrade reflects Mattel's meaningfully improved credit metrics achieved through better than expected execution on both the top and bottom line as well as discretionary debt paydown. While Fitch expects the company to surrender some of the revenue and margin gains achieved in 2021 as the tailwinds from the pandemic dissipate, the Positive Outlook reflects Fitch's view that improved competitive positioning, cost cuts and debt reduction could result in post-pandemic credit metrics and an operational profile supportive of an investment grade rating over time. As part of its actions, Fitch has affirmed Mattel's ABL at 'BBB-/RR1', upgraded its guaranteed unsecured notes to 'BB+'/'RR4' from 'BB'/'RR4' and upgraded its non-guaranteed unsecured notes to 'BB'/'RR5' from 'BB-'/'RR5'. KEY RATING DRIVERS Stabilized Revenue: When Ynon Kreiz took over as CEO of Mattel in April 2018, toy sales in the U.S. were under pressure from children's changing play patterns given increasing phone and tablet penetration. Toys 'R' Us, the world's largest toy retailer had filed for bankruptcy and would liquidate its U.S. business soon after. Mattel had rotated through three CEOs in a three-year period, and several of its "Power Brands" including Barbie, Thomas the Tank Engine and American Girl were struggling to maintain relevance. The high-profile loss of Mattel's license with Disney to produce products for its Princess and Frozen characters further exacerbated market share losses. Under Kreiz's management, the company sought to stabilize results while transforming Mattel into an "IP-driven high performing toy company". Mattel embarked on two rounds of cost cuts as it transitioned to an asset-lite business model; expanded distribution of its intellectual property through TV, film and streaming; and further developed its e-commerce presence. These efforts were instrumental in stabilizing the top line, which had declined steadily from $6.5 billion in 2013 to around $4.5 billion in 2018. These structural changes and recent new business wins support the company's ability to defend its share over time. Pandemic Tailwinds Bolster Strong 2021: Following years of decline and stagnation, Mattel's revenue in 2021 rose to nearly $5.5 billion, up nearly 19% from under $4.6 billion in 2020. Industry sales accelerated during the pandemic, benefiting from price increases and government stimulus-fueled demand, as well as a strong consumer who continued to spend more time at home. Strength at retail in 2020 was slow to translate to revenue at toy manufacturers due to supply chain challenges, temporary store closures and the need for retailers to focus on essential categories like grocery, health and cleaning supplies. However, the need to restock toy shelves along with continued robust demand exiting the year contributed to strong 2021 sales at manufacturers like Mattel. Strong execution also contributed to sales growth with the company gaining share for six consecutive quarters from 3Q20 through 4Q21 per NPD. While a greater than expected unwind of recent revenue gains remains a risk for the sector as consumer behavior patterns continue to normalize, Mattel's results should benefit from some offsetting factors. As theatrical releases accelerate in 2022, sales of licensed toys tied to movie properties including Toy Story, Jurassic World and the Marvel universe should increase, while major film releases of owned-brands including Barbie and Masters of the Universe should support revenue growth in 2023 and beyond. The recapture of the Disney Princess and Frozen licensing agreement will begin to hit the top line in 2023, adding another potential growth driver to the catalog given Mattel's recent success in the Dolls category. Fitch expects sales in 2022 to decline around 5% as price increases only partially offset volume declines as pandemic tailwinds dissipate. Revenue could grow in the low-to-mid single-digits in 2023 due to the return of the Disney Princess contract, with growth returning to the 2% area in 2024, in line with long-term toy industry averages. Leverage Improved; Strong FCF: Mattel's improved operating trajectory has led to leverage declines, with 2021 gross debt/EBITDA of 2.6x relative to 4.1x in 2020 and the 11x peak in 2017/2018. Fitch expects leverage to trend in the low-to-mid 3x area, above the company's 2.0-2.5x debt/Adjusted EBITDA target, though further discretionary debt paydown using FCF would improve the leverage trajectory. Mattel's operating performance has also led to a meaningful turnaround in the company's cash flow. Following several years of materially negative cash flow, FCF turned positive at $65 million in 2019 and further improved to approximately $170 million in 2020 and over $330 million in 2021 on EBITDA growth, though somewhat restrained by pandemic- and inflation-driven working capital swings. Fitch estimates FCF could remain in the $300 million to $350 million area, given Fitch's EBITDA projections and assuming neutral working capital. The company's improving FCF generation and reduced leverage have enhanced financial flexibility, particularly considering the seasonal nature of Mattel's business and its need to fund holiday inventory in advance of the selling season. Assuming around $300 million of annual FCF beginning 2022, the company could be poised to contemplate a range of deployment options, including resumption of Mattel's dividend, further debt reduction, strategic investments or other options. Mattel reduced debt by $300 million in 2021 to $2.6 billion, and while Fitch does not model in further debt reduction, the company could opt to pay down its March 2023 maturity of $250 million of unsecured notes with cash. DERIVATION SUMMARY Mattel is one of the largest companies in the approximately $90 billion (at retail) global toy industry and its direct competitors include Hasbro Inc. (BBB-/Stable, $6.4 billion in 2021 revenue), The Lego Group ($6.7 billion in 2020 revenue) and Bandai Namco Holdings ($5.4 billion in 2021 revenue). Hasbro's ratings reflect its position as one of the world's largest toy companies, its good liquidity and cash flow profile, and expectations of leverage (gross debt to EBITDA) maintained below 3.5x. Hasbro's leverage increased to 5.0x in 2020 from 2.2x in 2018 due to a combination of elevated debt levels from the acquisition of eOne and suppressed EBITDA due to challenges stemming from the coronavirus pandemic. Strong results at the company's Wizards of the Coast segment, a rebound in the Consumer Products segment and the paydown of over $1 billion in debt drove leverage back below 3.5x in 2021. The recent Outlook revision to Stable from Negative reflects increased confidence in leverage remaining below 3.5x given EBITDA trends and expected debt reduction. Mattel is rated higher than peer consumer products companies ACCO Brands (BB/Stable) and Central Garden and Pet (BB/Stable) and is in line with that of Newell Brands (BB+/Stable) and Levi Strauss & Co. (BB+/Stable). ACCO 's 'BB'/Stable rating reflects the company's historically consistent FCF and reasonable gross leverage, which trended around 3.0x prior to operating challenges in 2020 related to the coronavirus pandemic. The ratings are constrained by secular challenges in the office products industry and channel shifts within the company's customer mix, as well as the risk of further debt-financed acquisitions into faster-growing geographies and product categories. Central's rating reflects the company's strong market positions within the pet and lawn and garden segments, ample liquidity including robust FCF and moderate leverage offset by limited scale with EBITDA in the low $300 million range. While Central could give back some of the strong revenue gains over the past two fiscal years as consumer behavior normalizes post-pandemic, Fitch expects modest organic revenue growth over the long term supplemented by acquisitions, with EBITDA margins in the 10% area and annual FCF of $100 million to $200 million. Over time, Fitch expects the company to manage leverage within its targeted range of 3.0x to 3.5x. Newell's rating reflects Fitch's expectation that EBITDA will stabilize in the $1.3 billion-$1.4 billion range beginning 2021, similar to 2019/2020 levels, with gross debt/EBITDA trending toward mid-3x in 2021 from 4.4x in 2019 on continued debt reduction. Increased confidence in Newell's ability to sustain low single digit organic sales growth and EBITDA growth of at least low single digits to $1.5 billion, along with continued debt reduction, given the company's reduced net debt/EBITDA target of 2.5x, could lead to a ratings upgrade. Risks to ratings include sustained weakness in core sales growth and EBITDA margin pressure given the ongoing gross margin challenges in a number of categories, investments required to support its brands and potential disruption and costs related to its new supply chain initiatives. Levi's rating reflects the company's position as one of the world's largest branded apparel manufacturers, with broad channel and geographic exposure, while also considering the company's narrow focus on the Levi brand and in bottoms. The company benefits from its broad distribution across department stores, specialty, mass, and discount, in addition to self-distribution (nearly 40% of sales are generated from company-operated stores and its online presence) which somewhat mitigates secular challenges in the U.S. mid-tier apparel industry. The company's financial profile has improved over time from a focus on expense management and more stable constant currency revenue growth, yielding expectations of adjusted leverage (adjusted debt/EBITDAR, capitalizing leases at 8x) trending below 3.5x. KEY ASSUMPTIONS Fitch's key assumptions within its rating case for the issuer include: -- Revenue in 2022 is expected to be around $5.2 billion, down around 5% from 2021 levels as volume declines from the unwinding of pandemic tailwinds are partially offset by price increases to counter inflation. Revenue growth in 2023 could reach around 4% due to the addition of the Disney Princess business with growth declining to around 2% in 2024, in line with historical global toy sales growth heading into the pandemic. -- EBITDA is forecast to decline from $1 billion in 2021 to around $775 million in 2022 as price increases and benefits from cost reductions are more than offset by inflationary pressures, pushing EBITDA margins down to the 15% area, from 18.5% in 2021. EBITDA beginning in 2023 could grow modestly, in line with top-line expansion. -- FCF is expected to be in the $300 million to $350 million range beginning 2022, in line with the approximately $300 million recorded in 2021 despite lower EBITDA levels as 2021 was negatively impacted by a working capital swing; Fitch assumes working capital is neutral in its forecast. Fitch's FCF projection assumes dividends, which were last paid in 2017, continue to be suspended over the medium term. FCF could be used to support new growth initiatives, resume the company's share buyback program or repay upcoming debt maturities. -- Gross leverage (gross debt/EBITDA), which improved to 2.6x in 2021 from 4.1x in 2020 on EBITDA improvement and debt reduction, is projected to remain in the low-to-mid 3x range assuming EBITDA stabilizes in the $800 million area and flat debt levels. Mattel's next maturity is its $250 million of unsecured notes due March 2023 while its $600 million of 5.875% notes become callable in December 2022. Although Fitch does not assume any further debt reduction, internally generated cash could be used to repay some of these notes. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Fitch would upgrade Mattel to 'BBB-' on increased confidence in the sustainability of the company's market share and margin gains as evidenced by strong performance in its core brands and EBITDA margins in the mid-teens, with leverage (gross debt/EBITDA) sustaining below 3.5x. -- Fitch could stabilize Mattel's Outlook if revenue and/or margin declines prove greater than expected resulting in expectations of leverage maintaining above 3.5x. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Deterioration in top-line performance or margin contraction which, combined with market share losses or a secular decline in the traditional toy industry, result in leverage sustaining above 4.0x. -- A change in management's financial policies, including significant share repurchases or acquisitions that result in leverage remaining above 4.0x could also lead to a negative rating action. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Non-Financial Corporate issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. LIQUIDITY AND DEBT STRUCTURE Adequate Near-Term Liquidity: As of Dec. 31, 2021, Fitch estimates Mattel's liquidity totaled over $2.1 billion including $731 million of cash and equivalents and near full availability on its $1.4 billion senior secured revolving credit facilities due March 2024 assuming modest letters of credit outstanding at year end. The $1.4 billion credit facilities consist of a $1.11 billion asset-based lending facility, with availability subject to a borrowing base, and a fully funded $294.0 million facility. The $1.11 billion facility is secured by the inventory and accounts receivable of its large subsidiaries in developed markets while the $294 million facility is secured by certain U.S. fixed assets and intellectual property of the U.S. borrowers and certain equity interests in various subsidiaries of Mattel. The net book value of the accounts receivable and inventory currently pledged as collateral under the $1.11 billion facility was approximately $935 million per Mattel's 2020 10-K, which equates to approximately 60% of total working capital assets (total accounts receivable of $1,034 million and inventory of $515 million) as of Dec. 31, 2020. Fitch consequently assumes 60% of Mattel's total inventory and receivables on an ongoing basis serve as collateral for the $1.11 billion facility and then applies a 30% haircut to calculate net orderly liquidation value and an 85% advance rate against the NOLV to derive the quarterly borrowing base. Fitch assumes the $294 million fixed asset and IP facility is well collateralized and fully available at all times. Given expectations of positive FCF of in the $300 million to $350 million area annually, Fitch expects excess liquidity after seasonal borrowings and LOC to at least meet the current projected $1 billion level. Recovery Considerations Fitch has assigned Recovery Ratings (RRs) to the various debt tranches in accordance with Fitch criteria, which allows for the assignment of RRs for issuers with IDRs in the 'BB' category. Given the distance to default, RRs in the 'BB' category are not computed by bespoke analysis. Instead, they serve as a label to reflect an estimate of the risk of these instruments relative to other instruments in the entity's capital structure. Fitch assigned Mattel's ABL an 'BBB-'/'RR1', notched up one from the IDR and indicating outstanding recovery prospects (91%-100%) in a default scenario. Mattel's guaranteed unsecured debt was assigned an 'BB+'/'RR4' given average recovery prospects (51%-70%). Mattel's nonguaranteed unsecured debt was assigned an 'BB'/'RR5', indicating below average recovery prospects (31%-50%) given the presence of guaranteed debt in the capital structure. ISSUER PROFILE Mattel is a leading global children's entertainment company that specializes in the design and production of toys and consumer products. Mattel owns some of the toy industries leading brands including Barbie, Hot Wheels and Fisher Price. SUMMARY OF FINANCIAL ADJUSTMENTS Financial statement adjustments that depart materially from those contained in the published financial statements of the relevant rated entity or obligor are disclosed below: -- EBITDA adjusted for stock-based compensation, severance and restructuring expenses and product recall expenses. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. MAUI MEADOWS: Unsecured Creditors to be Paid in Full in 5 Years --------------------------------------------------------------- Maui Meadows Management, LLC, filed with the U.S. Bankruptcy Court for the District of Hawaii an Amended Chapter 11 Plan. Maui Meadows Management LLC, owns and manages real estate, on the island of Hawaii. It manages long-term rentals and collects rent. One of its pieces of real estate is 3343 Keha Drive, Kihei, Maui, Hawai'i 96753, being Lot 234, area 0.538 acres, more or less, as delineated on the map entitled "MAUI MEADOWS SUBDIVISION, UNIT III." The Debtor filed the instant bankruptcy case to avoid the foreclosure auction sale of its real estate located at 3343 Keha Drive, Kihei, Maui, Hawai'i 96753. The Plan provides for payment of administrative expenses, priority claims, and secured creditors in full, either in cash or in deferred cash payments, and provides for payments to unsecured creditors in an amount greater than they would receive in the event of a Chapter 7 liquidation. Funds for implementation of the Plan will be derived from the Debtor's income from operation of its long term rental. Class C consists of the secured claim of the mister Cooper, secured by a mortgage on the 3343 Keha Drive, Kihei, Hawaii 96753 property and a mortgage on personal property in the amount of $1,259,770.54. The holder of the Class C secured claim shall retain its liens and the claim shall be amortized and paid in full in 360 equal monthly installments of principal and simple interest at 8.49% per annum. Class F consists of the secured claim of the SBA loan in the amount of $54,000. The holder of this claim shall retain its lien and this loan shall be repaid in accordance with its terms and applicable law. This class is impaired. Class E consists of all allowed general unsecured claims against the Debtor. Debtor shall use all surplus after-tax net revenues, after making the payments to Classes A-F and the Priority Tax and Administrative Claims, to pay the Class E claims, in full, without interest, in quarterly payments of all surplus after-tax net revenues. The Class E claims shall be paid in full within 5 years of the Effective Date. This class is impaired. Holders of an Allowed Equity Interest in the Debtor shall retain their Allowed Equity Interests in the Reorganized Debtor. This class is unimpaired. The Debtor-in-Possession will continue to manage rentals to generate income. In addition, Debtor-in-Possession will be using the first 12 months to pursue a refinance. As the 12 month deadline approaches, Debtor-in-Possession may file a Motion to Modify Plan to extend the 12 month deadline provided Debtor provides to the Court documentation to demonstrate that in good faith, Debtor was using the 12 months to actively pursue the refinance. If the Debtor is unable to refinance within the 12-month deadline, as extended, Debtor will sell the Keha property on the open real estate market. If Debtor receives a refinance offer or enters into a real estate purchase contract, Debtor will file a Motion to Approve Refinance or Sale. A full-text copy of the Amended Chapter 11 Plan dated Feb. 22, 2022, is available at https://bit.ly/3pfcGFS from PacerMonitor.com at no charge. Attorneys for Debtor: Michael J. Collins, Esq. Cain & Herren, ALC 2141 W Vineyard St. Wailuku, HI 96793 Tel: 1-808-242-9350 Fax: 1-808-242-6139 Email: mike@cainandherren.com law@cainandherren.com About Maui Meadows Management Maui Meadows Management, LLC, a company based in Kihei, Hawaii, filed a petition for Chapter 11 protection (Bankr. D. Hawaii Case No. 21-01129) on Dec. 14, 2021, listing as much as $10 million in both assets and liabilities. Steven Michael Warsh, manager, signed the petition. Judge Robert J. Faris oversees the case. Michael J. Collins, Esq., at Cain & Herren, ALC and Alan Sears, a certified public accountant based in Tucson, Ariz., serve as the Debtor's legal counsel and accountant, respectively. METROPOLITAN WATER: Unsecureds to be Paid in Full in 5 Years ------------------------------------------------------------ Metropolitan Water Company, L.P., and Met Water Vista Ridge, L.P., filed with the U.S. Bankruptcy Court for the Western District of Texas a Joint Small Business Subchapter V Plan of Reorganization dated Feb. 22, 2022. Met Water is a Texas limited partnership formed in December of 1999. Its general partner is Metropolitan Water Company of Texas, L.L.C. ("Met Water Texas"), which is controlled by W. Scott Carlson ("Mr. Carlson"). Met Water was the original lessee under approximately 6500 groundwater leases, primarily in Burleson and Milam Counties in Texas. MWVR is a Texas limited partnership formed in July of 2015. Its general partner is also Met Water Texas, which is controlled by Mr. Carlson. The Plan contemplates the payment in full of all Allowed Claims, by the distribution to their Creditors of proceeds from the sales of water from the Debtors' groundwater leases, which they will assume. Such payments will also be made from any recovery from any of the Litigation or Litigation Assets, and MWVR may borrow from its general partner to make its initial Plan payment. Class 1 consists of Allowed General Unsecured Claims against Met Water which shall be paid in full over the Plan Term. In particular, the Plan Disbursement Agent shall pay Met Water's Disposable Income Pro Rata to its Creditors with Allowed General Unsecured Claims against it, until the earlier of 5 years from the First Payment Date or the date such Claims have been paid in full. Class 2 consists of Allowed General Unsecured Claims against MWVR shall be paid in full over the Plan Term. In particular, the Plan Disbursement Agent shall pay MWVR's Disposable Income Pro Rata to its Creditors with Allowed General Unsecured Claims against it, until the earlier of 5 years from the First Payment Date or the date such Claims have been paid in full. Such payments shall commence on the first business day of the month following the first full month after the Effective Date (hereinafter MWVR's "First Payment Date"). Class 3 consists of the holders of Allowed Equity Interests in Met Water which shall retain those Interests and receive payments from Met Water according to the terms of their agreements governing their Interests and Texas law. In accordance with such agreements and Texas law, no payments shall be made during the Plan Term i.e., until payment in full of all Allowed Claims. Class 4 consists of the holders of Allowed Equity Interests in MWVR shall retain those Interests and receive payments from MWVR according to the terms of their agreements governing their Interests and Texas law. In accordance with such agreements and Texas law, no payments shall be made during the Plan Term—i.e., until payment in full of all Allowed Claims. Implementation of the Debtors' Plan depends on the continuing operation of its groundwater leases, the continuation of the Debtors' rights and obligations under their contracts, the final resolution of the Litigation Claims and the realization of certain of the Litigation Assets. A full-text copy of the Subchapter V Plan of Reorganization dated Feb. 22, 2022, is available at https://bit.ly/3JXWS1U from PacerMonitor.com at no charge. Counsel for Plan Proponents: B. Weldon Ponder, Jr., Esq. 4408 Spicewood Springs Road Austin, TX 78759 Tel: (512) 342-8222 Fax: (512) 342-8444 Email: welpon@austin.rr.com -and- Catherine Lenox P.O. Box 9904 Austin, TX 78766 Tel: (512) 689-7273 Fax: (512) 451-7273 Email: clenox.law@gmail.com About Metropolitan Water Company and Met Water Vista Ridge Metropolitan Water Company, L.P., a water utility company in Brenham, Texas, and its affiliate Met Water Vista Ridge, L.P. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Texas Case No. 21-10903) on Nov. 22, 2021. At the time of the filing, Metropolitan Water Company listed as much as $10 million in both assets and liabilities while Met Water Vista Ridge listed up to $1 million in assets and up to $50,000 in liabilities. Judge H. Christopher Mott oversees the cases. B. Weldon Ponder, Jr., Esq., and Catherine Lenox, Esq., are the Debtors' bankruptcy attorneys while Howry Breen & Herman, LLP serve as special counsel. MINE HILL SURGICAL: Case Summary & 11 Unsecured Creditors --------------------------------------------------------- Debtor: Mine Hill Surgical Center, LLC 195 US 46, Suite 202 Mine Hill, NJ 07803 Business Description: Mine Hill Surgical Center owns a multi- faceted, state-of-the-art ambulatory surgical center located in Mine Hill, NJ. Chapter 11 Petition Date: February 25, 2022 Court: United States Bankruptcy Court Southern District of Florida Case No.: 22-11578 Debtor's Counsel: Bradley S. Shraiberg, Esq. SHRAIBERG LANDAU & PAGE PA 2385 NW Executive Center Dr Suite 300 Boca Raton, FL 33431 Tel: 561-443-0800 Email: bss@slp.law Estimated Assets: $10 million to $50 million Estimated Liabilities: $1 million to $10 million The petition was signed by Edward Champey as managing member. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/TQPMDGY/Mine_Hill_Surgical_Center_LLC__flsbke-22-11578__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 11 Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Echelon Financial, LLC $2,206,812 Echelon Medical Capital, LLC 1624 S. Congress Ave, Ste 200 Delray Beach, FL 33445 2. Florida Department Unknown of Revenue P.O. Box 6668 Tallahassee, FL 32314-6668 3. Internal Revenue Service Unknown Attn: Special Procedures P.O. Box 34045 Stop 572 Jacksonville, FL 32202 4. Internal Revenue Service Unknown P.O. Box 7346 Philadelphia, PA 19114 5. Miami- Dade Tax Unknown Collector 200 NW 2nd Ave Miami, FL 33128 6. Office of Attorney General Unknown State of Florida The Capitol PL-01 Tallahassee, FL 32399-1050 7. SEC Headquarters Unknown 100 F Street, NE Washington, DC 20549 8. Securities and Unknown Exchange Commission 801 Brickell Ave., Suite 1800 Miami, FL 33131 9. United Prairie $500,000 10 Firestone Dr Suite 300 Mankato, MN 56001 10. United States Unknown Attorney General's Office US Department of Justice 950 Pennsylvania Avenue Washington, DC 20530-0001 11. US Attorney Unknown Southern District of Florida 500 South Australian Avenue Suite 400 West Palm Beach, FL 33401 MINE HILL: Case Summary & Eight Unsecured Creditors --------------------------------------------------- Debtor: Mine Hill Anesthesia, LLC 195 US 46, Suite 201 Mine Hill, NJ 07803 Business Description: The Debtor is part of the health care industry. Chapter 11 Petition Date: February 25, 2022 Court: United States Bankruptcy Court Southern District of Florida Case No.: 22-11577 Debtor's Counsel: Bradley S. Shraiberg, Esq. SHRAIBERG LANDAU & PAGE PA 2385 NW Executive Center Dr Suite 300 Boca Raton, FL 33431 Tel: 561-443-0800 Email: bss@slp.law Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Wendy Champey as managing member. A copy of the Debtor's list of eight unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/TP6BN5A/Mine_Hill_Anesthesia_LLC__flsbke-22-11577__0004.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/SYNZMWI/Mine_Hill_Anesthesia_LLC__flsbke-22-11577__0001.0.pdf?mcid=tGE4TAMA NORTH RICHLAND: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------- Debtor: North Richland Hills Alamo, LLC 8380 Davis Blvd. North Richland Hills, TX 76182 Business Description: The Debtor owns and operates franchisees of the premium dine-in movie theater chain, Alamo Drafthouse Cinema. Alamo Drafthouse is a dine-in movie theater concept, where theaters have full-service kitchens and liquor licenses to serve alcoholic beverages. Chapter 11 Petition Date: February 25, 2022 Court: United States Bankruptcy Court Northern District of Texas Case No.: 22-40384 Judge: Hon. Edward L. Morris Debtor's Counsel: Liz Boydston, Esq. Stephen McKitt, Esq. POLSINELLI PC 2950 N. Harwood St., #2100 Dallas, TX 75201 Tel: (214) 397-0030 Fax: (214) 397-0033 Email: lboydston@polsinelli.com smckitt@polsinelli.com - and - Andrew J. Nazar, Esq. POLSINELLI PC 900 West 48th Place, Suite 900 Kansas City, Missouri 64112 Tel: (816) 753-1000 Fax: (816) 753-1536 Email: anazar@polsinelli.com Debtor's Noticing & Solicitation Agent: OMNI AGENT SOLUTIONS Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by William C. DiGaetano as chief executive officer. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/QPBEH2A/North_Richland_Hills_Alamo_LLC__txnbke-22-40384__0001.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/QWJ55MY/North_Richland_Hills_Alamo_LLC__txnbke-22-40384__0001.2.pdf?mcid=tGE4TAMA ODYSSEY AT PATERSON: March 28 Disclosure Statement Hearing Set -------------------------------------------------------------- Judge Vincent F. Papalia has entered an order within which March 28, 2022 at 11:00 a.m. is the telephonic hearing to consider adequacy of the Disclosure Statement of the Odyssey at Paterson, LLC. In addition, written objections to the adequacy of the Disclosure Statement shall be filed and served no later than 14 days prior to the hearing. A full-text copy of the order dated Feb. 22, 2022, is available at https://bit.ly/3LZY6f0 from PacerMonitor.com at no charge. Counsel for the Debtor: David L. Stevens SCURA, WIGFIELD HEYER, STEVENS & CAMMAROTA, LLP 1599 Hamburg Turnpike Wayne, New Jersey 07470 Tel.: 973-696-8391 E-mail: Dstevens@scura.com About The Odyssey at Paterson The Odyssey at Paterson is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Sec. 101(51B)). The real property owned by the Debtor are 131-139 Market Street & 231-235 Main Street, Paterson, New Jersey. The Property is a three-unit, contiguous property encompassing all storefronts within 131-139 Market Street and 231- 235 Market Street. There are currently three units within the Property, two of which are currently being rented. In early 2020 the COVID-19 Pandemic affected nearly every business nationwide, including the Debtor's business operations. As a result, Debtor's anchor tenant did not renew its lease and Debtor was unable to find a replacement tenant. Due to the hardships associated with COVID-19, the Debtor became delinquent with mortgage payments for the Property. The mortgage holder Lakeland Bank commenced a foreclosure action and received an order appointing a rent receiver. To stay a foreclosure sale and allow the Debtor to regain control of the Property, The Odyssey at Paterson, LLC, filed a Chapter 11 petition (Bankr. D.N.J. Case No. 21-16724) on Aug. 24, 2021. David L. Stevens, Esq., at SCURA, WIGFIELD, HEYER, STEVENS & CAMMAROTA,LLP, is the Debtor's counsel. The Debtor estimated assets and debt of $1 million to $10 million as of the bankruptcy filing. OLIVIER OAKS: Taps Weinstein & St. Germain as Bankruptcy Counsel ---------------------------------------------------------------- Olivier Oaks Investments, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Louisiana to hire Weinstein & St. Germain, LLC to serve as legal counsel in its Chapter 11 case. The firm charges $350 per hour for the services of its attorneys and $125 per hour for paralegal services. As disclosed in court filings, Weinstein & St. Germain is "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Tom St. Germain, Esq. Weinstein & St. Germain, LLC 1103 W University Ave. Lafayette, LA 70506 Phone: +1 337-235-4001 About Olivier Oaks Investments Olivier Oaks Investments, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 22-50074) on Feb. 8, 2022, listing as much as $1 million in both assets and liabilities. Judge John W. Kolwe oversees the case. Tom St. Germain, Esq., at Weinstein & St. Germain, LLC represents the Debtor as legal counsel. ORBIT ENERGY: Seeks Chapter 15 Bankruptcy in New York ----------------------------------------------------- Jeremy Hill of Bloomberg News reports that Orbit Energy Ltd. U.K. energy supplier Orbit Energy Ltd filed for bankruptcy in the U.S. on Thursday, February 24, 2022, court papers show. The Chapter 15 filing in New York allows Orbit to protect any U.S. assets while it works out a plan to repay creditors in another jurisdiction. About Orbit Energy Ltd. Orbit Energy Ltd. -- https://orbitenergy.co.uk/ -- is a U.K. energy supplier. Orbit entered administration in the U.K. last 2021. Orbit ceased to trade and appointed administrators Mark Firmin, Joanne Hewitt-Schembri, and Paul Berkovi, each of Alvarez & Marsal Europe LLP, on Dec. 1, 2021. Orbit Energy sought Chapter 15 bankruptcy protection (Bankr. S.D.N.Y. Case No. 22-10213) in Manhattan, New York, on Feb. 24, 2022 to protect its assets in the U.S. while working out a plan to repay its creditors in the UK. ORGANICELL REGENERATIVE: Incurs $12.8M Net Loss in FY Ended Oct. 31 ------------------------------------------------------------------- Organicell Regenerative Medicine, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $12.76 million on $5.60 million of revenues for the year ended Oct. 31, 2021, compared to a net loss of $12.58 million on $3.06 million of revenues for the year ended Oct. 31, 2020. As of Oct. 31, 2021, the Company had $1.93 million in total assets, $4.60 million in total liabilities, and a total stockholders' deficit of $2.67 million. Fort Lauderdale, FL-based Marcum LLP, the Company's auditor since 2015, issued a "going concern" qualification in its report dated Feb. 14, 2022, citing that the Company has a significant working capital deficiency, 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. A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1557376/000182912622003605/organicell_10k.htm About Organicell Headquartered in Miami, FL, Organicell Regenerative Medicine, Inc. -- www.organicell.com -- is a clinical-stage biopharmaceutical company principally focusing on the development of innovative biological therapeutics for the treatment of degenerative diseases and to provide other related services. Its proprietary products are derived from perinatal sources and manufactured to retain the naturally occurring microRNAs, without the addition or combination of any other substance or diluent. Its RAAM Products and related services are principally used in the health care industry administered through doctors and clinics. PATCHELL HOLDINGS: Moody's Assigns First-Time 'B3' CFR ------------------------------------------------------ Moody's Investors Service has assigned first time ratings to Patchell Holdings Inc. (PHI), including a B3 corporate family rating, a B3-PD probability of default rating, and a B2 rating to the first-lien debt issued at PHI's subsidiary GoodLife Fitness Centres Inc. The outlook is stable. "The rating reflects PHI's weak credit metrics after seeing a material decline in revenue and earnings since 2020 driven by impacts of the coronavirus pandemic. While easing of pandemic restrictions and a strong market presence in Canada should support improvements in revenue, the pace of the recovery is uncertain" said Moody's analyst Jonathan Reid. Assignments: Issuer: Patchell Holdings Inc. Corporate Family Rating, Assigned B3 Probability of Default Rating, Assigned B3-PD Issuer: Goodlife Fitness Centres Inc. Senior Secured Bank Credit Facility, Assigned B2 (LGD3) Outlook Actions: Issuer: Patchell Holdings Inc. Outlook, Assigned Stable Issuer: Goodlife Fitness Centres Inc. Outlook, Assigned Stable RATINGS RATIONALE Patchell Holdings Inc.'s B3 CFR is challenged by: (1) weak leverage metrics expected over the next 12-18 months (just under 7.5x debt to EBITDA expected for FY2023); (2) uncertainty around the pace and scale of recovery in revenue and earnings after membership declined materially as a result of the Coronavirus pandemic; and (3) high business risk in the fitness industry as a result of exposure to shifts in consumer spending habits, competition from at home workout products and high membership attrition rates. The company is supported by: (1) its strong position as the premier fitness club operator in Canada, with over 360 clubs located across Canada under its GoodLife, Fit4Less and Econofitness banners, that will support its recovery; (2) Moody's expectation that with pandemic restrictions easing, pent up demand and a greater focus on physical health will drive revenue and EBITDA growth; and (3) adequate liquidity profile, which should enable the company to absorb re-opening costs and finance growth over the next 12-18 months. PHI has (adequate) liquidity over the next four quarters. The company had cash of around C$160 million at December 2021, which Moody's expects will be able to cover club reopening costs and the cash burn the company experienced when many of its clubs were closed between January and February 2022. Moody's expect PHI will generate negative free cash flow of around C$50 million over the next four quarters, driven partially by capex spending to open new clubs. While the company's balance sheet cash should be sufficient to cover this shortfall, the company does have access to a C$75 million delayed draw term loan (available to draw until October 2023) that it could draw to use for general corporate purposes. The company is subject to a minimum liquidity covenant and a net first lien leverage covenant that steps down quarterly starting the quarter ending December 2022. Moody's expect that it will be in compliance with its covenants when tested. Governance concerns reflect PHI's limited financial disclosures since it is privately owned. The high leverage is driven primarily by the pandemic's impact on the company's operations and profitability, and Moody's does not expect PHI to engage in material distributions to its private owners before reducing leverage. The stable outlook reflects Moody's expectation that PHI's credit metrics will improve over the next 12-18 months driven by recovering revenue and earnings, and that it will maintain adequate liquidity. The C$625 million first-lien term loan facility and C$75 million delayed draw term loan (both due in October 2026) are rated B2, one notch higher than the B3 CFR. The one notch differential is driven by the first lien facilities' effective priority over unsecured obligations, mainly consisting of operating lease commitments. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if the company's revenue and EBITDA improved in line with improving industry conditions, if its leverage declines toward 6x on a Moody's adjusted basis (over 7x expected in 2023), and the company's liquidity profile improves as a result of sustained positive free cash flow generation before growth capex. The ratings could be downgraded if the company's revenue and EBITDA declined, if leverage is sustained above 7.5x on a sustained basis, or if the company's liquidity profile deteriorated as a result of sustained negative free cash flow before growth capex. Patchell Holdings Inc. is the premier operator of fitness clubs (gyms) in Canada, with locations in every province. The company is headquartered in London, Ontario. The company has several banners, including its full-service GoodLife clubs, its high value low cost (HVLC) Fit4Less offerings, and Econofitness clubs in Quebec. Patchell Holdings Inc. is the guarantor of the debt issued at GoodLife Fitness Centres Inc. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. POSTMEDIA NETWORK: Moody's Puts Caa3 CFR Under Review for Upgrade ----------------------------------------------------------------- Moody's Investors Service placed Postmedia Network Inc.'s Caa3 corporate family rating, Caa3-PD probability of default rating and B3 senior secured first lien notes under review for upgrade. The speculative grade liquidity rating remains unchanged at SGL-3. The rating action follows the announcement of an agreement to repay C$15 million under its first lien notes and issue shares of Postmedia to the same debtholders while simultaneously extending the maturities of both the first and second lien notes to February 2027 and August 2027, respectively. The company also announced that it will acquire Brunswick News Inc. ("BNI") for C$16 million, funded with a combination of cash (C$7.5 million) and equity. RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The terms of the financing extension represent a distressed exchange, constituting an event of default under Moody's definition. Once the transaction closes following Toronto Stock Exchange (TSX) and shareholder approvals, Moody's will append a limited default "LD" designation to Postmedia's PDR. Credit positive developments tied to the transaction include the resolution of near-term refinancing risk, a further reduction in first lien debt and an extension of the company's C$15 million asset-backed revolving credit facility to October 2025. The company's acquisition of BNI will also provide enhanced capabilities related to the growth of Postmedia's emerging parcel business. The rating review will focus on Postmedia's post-transaction capital structure and liquidity, opportunities and risks surrounding the acquisition of BNI, as well as the extent to which the extension of debt maturities will enable the company to implement a strategy to stem declining EBITDA. Moody's will conclude the review following the closure of the financing extension transaction. On Review for Upgrade: Issuer: Postmedia Network Inc. Corporate Family Rating, Placed on Review for Upgrade, currently Caa3 Probability of Default Rating, Placed on Review for Upgrade, currently Caa3-PD Senior Secured 1st Lien Regular Bond/Debenture, Placed on Review for Upgrade, currently B3 (LGD1) from (LGD2) Outlook Actions: Issuer: Postmedia Network Inc. Outlook, Changed To Rating Under Review From Negative Postmedia Network Inc. is the largest publisher of daily newspapers in Canada. Revenue for the last twelve months ended November 30, 2021 was C$443 million. Postmedia is listed on the TSX and has a market capitalization of around C$145 million. The principal methodology used in these ratings was Media published in June 2021. QHC FACILITIES: Auction Sale of Assets Set for March 4 ------------------------------------------------------ Judge Judge Anita L. Shodeen of the U.S. Bankruptcy Court for the Southern District of Iowa, has authorized QHC Facilities, LLC, and affiliates' bidding procedures in connection with the auction sale of assets to Crestridge Holdco, LLC, for (i) an amount in cash equal to $11 million, subject to adjustment as set forth in the Stalking Horse APA; and (ii) assumption of the Assumed Liabilities, subject to overbid. The Debtors are authorized to take any and all actions necessary or appropriate to implement the Bidding Procedures. The Break-Up Fee of 3% of the proposed purchase price is reasonable and appropriate under the circumstances and is approved in its entirety. The Assumption and Assignment Procedures are approved in their entirety. Within five business days after the entry of the Bidding Procedures Order, the Debtors will file with the Court and serve on counsel to the Committee and each counterparty to an Assumed Executory Contract a Cure Notice. Within two business days of entry of the Order, the Debtors (or their agent) will serve to the counsel of record copies of: (i) the Order and the Bidding Procedures upon the Notice Parties. The Sale Hearing will commence on March 11, 2022, at 9:30 a.m. (CT) or at such other hour on that date as the Court will announce. The Objection Deadline is March 9, 2022, at 5:00 p.m. (CT). The Auction to conduct bidding with respect to the sale of the Acquired Assets, if necessary, will commence on March 4, 2022. The Bid Deadline is March 1, 2022. The Bid Increment is $100,000. Notwithstanding the possible applicability of Bankruptcy Rules 6004(h), 7062, 9014, or otherwise, the terms and conditions of the Order will be immediately effective and enforceable upon its entry. All time periods set forth in the Order will be calculated in accordance with Bankruptcy Rule 9006(a). A copy of the Bidding Procedures is available at https://tinyurl.com/mtuvrz68 from PacerMonitor.com free of charge. 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. Lincoln Savings Bank, as lender, is represented by: Jeffrey W. Courter, Esq. Nyemaster Goode, P.C. 700 Walnut Street, Suite 1600 Des Moines, IA 50309 Tel: (515) 283-8048 Fax: (515) 283-8045 Email: jwc@nyemaster.com QHC FACILITIES: Court Issues Addendum to Bid Procedures for Assets ------------------------------------------------------------------ Judge Judge Anita L. Shodeen of the U.S. Bankruptcy Court for the Southern District of Iowa issued an addendum to the Bidding Procedures Order entered authorizing QHC Facilities, LLC, and affiliates' bidding procedures in connection with the auction sale of assets to Crestridge Holdco, LLC for (i) an amount in cash equal to $11 million, subject to adjustment as set forth in the Stalking Horse APA; and (ii) assumption of the Assumed Liabilities, subject to overbid. Based upon discussions conducted on the record at hearings held on Feb. 11, 2022, the Court ordered that: 1. Paragraph 9 of the Order filed at docket number 164 permits electronic transmission via email or fax of sale objections to satisfy the "actually received" requirement applied to the Objection Deadline. 2. If no preliminary bids are submitted by the deadline on March 1, 2022 the Stalking Horse Asset Purchase Agreement will be identified as the successful bid for purposes of the sale, no auction will be conducted and an accelerated time frame for the sale hearing will be implemented. The Debtors' counsel will notify the Court as soon as the deadline on March 1, 2022 expires to report that an auction is not required. 3. Upon the circumstances outlined in the paragraph 2 of the Order, any Objections to the sale will be filed no later than 2:00 p.m. (CST) on March 3, 2022. The sale hearing will be conducted on March 4, 2022 commencing at 9:30 a.m. Upon notification from the Debtors' counsel a notice of hearing will be docketed to reflect this change. 4. All other components of the Order entered at docket number 164 remain unchanged. 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. Lincoln Savings Bank, as lender, is represented by: Jeffrey W. Courter, Esq. Nyemaster Goode, P.C. 700 Walnut Street, Suite 1600 Des Moines, IA 50309 Tel: (515) 283-8048 Fax: (515) 283-8045 Email: jwc@nyemaster.com QUICKER LIQUOR: Seeks to Employ Timothy Elson as Special Counsel ---------------------------------------------------------------- Quicker Liquor LLC and Nevada Wine Cellars, Inc. seek approval from the U.S. Bankruptcy Court for the District of Nevada to hire The Law Offices of Timothy Elson as special counsel. The firm's services include: (a) appearing as counsel of record in Case No. CV20-0706 pending in the Fifth Judicial District Court entitled NV Wine Cellars, Inc. et al. v. Nye County Licensing and Liquor Board; (b) prosecuting claims against Nye County Licensing and Liquor Board, Nye County Commissioners, Leo Blundo, Nye County Sheriff, or other appropriate persons and entities related to the wrongful suspension of and interference with Nevada Wine Cellars' liquor license; (c) prosecuting claims against Ernie Moody and his trust, the Ernest W. Moody Revocable Trust, and those acting in concert with him, such as Izaac Villalobos, Gretchen and William Loken, Leo Blundo, and Mercedes Villa, regarding interference with the Debtors' business and their liquor license; and (d) prosecuting the breach of contract claims against Gretchen and William Loken, as well as Artesian Cellars, pertaining to non-competition agreements or other claims that Nevada Wine Cellars possesses against them. The firm's hourly rates are as follows: Timothy Elson, Esq. $400 Associates $200 - $375 Paralegals $100 Timothy Elson, Esq., the firm's attorney who will be providing the services, disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Timothy Elson, Esq. The Law Offices of Timothy Elson 850 E. Bonneville Ave. Las Vegas, Nevada 89101 Tel: (702) 874-8600 Email: tim@elsonlawoffices.com About Quicker Liquor and Nevada Wine Cellars Quicker Liquor, LLC and its affiliate, Nevada Wine Cellars, Inc., filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Lead Case No. 22-10331) on Jan. 31, 2022. At the time of the filing, the Debtors listed as much as $10 million in both assets and liabilities. Kathy Trout, managing member, signed the petitions. Judge Mike K. Nakagawa oversees the cases. Larson & Zirzow, LLC and The Law Offices of Timothy Elson serve as the Debtors' bankruptcy counsel and special counsel, respectively. REAMIR44 INC: Filing of Documents Extended to March 1 ----------------------------------------------------- Judge Nancy Hershey Lord has entered an order that the deadlines by which Reamir44, Inc., must file all documents and other information set forth in the Stipulated Order, entered on January 24, 2022, by and Between the Petitioning Creditor and the Alleged Debtor Converting Involuntary Chapter 7 Case to a Case Under Chapter 11 of the Bankruptcy Code and Entering an Order for Relief Thereunder, are extended through and including March 1, 2022. On Nov. 29, 2021, Hotel Grand Central LLC filed an involuntary petition against a Non-Individual, Reamir 44, Inc., for relief under Chapter 7 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 1:21-bk-42963). On Jan. 18, 2022, the Debtor filed the Proposed Stipulated Order granting Motion to convert Involuntary Chapter 7 case to a case under Chapter 11 of the Bankruptcy Code and entering an Order for relief under Chapter 11 pursuant to 11 U.S.C. Secs. 1107 and 1108. On Jan. 24, 2022, the case was converted to a Chapter 11 case. Specifically, on Jan. 24, 2022, the Court entered a Stipulated Order by and Between the Petitioning Creditor and the Alleged Debtor Converting Involuntary Chapter 7 Case to a Case Under Chapter 11 of the Bankruptcy Code and Entering an Order for Relief Thereunder directing the Debtor to file (i) a statement disclosing taxpayer identification, (ii) a list containing the name and address of each entity included or to be included on Schedules D, E/F, G, and H as prescribed by the Official Forms, (iii) a Creditor List and Mailing Matrix, as described in Local Bankruptcy Rules 1007-1 and 1007-3; (iv) a corporate ownership statement containing the information described in Rule 7007.1, as required by Bankruptcy Rule 1007(a); and (v) a list of the names, addresses, and amount of claims of the creditors that hold 20 largest unsecured claims against the Debtor, as required by Bankruptcy Rule 1007(d) with the Clerk's Office within three days. Further, in accordance with a Stipulated Order the Debtor is directed to file all schedules, statements, affidavits, and other documents required under 11 U.S.C. Sec. 521(a), Bankruptcy Rule 1007(b), and the Local Bankruptcy Rules of this Court within 14 days. ROCKDALE MARCELLUS: Unsecureds to Recover 16% Under Plan -------------------------------------------------------- Rockdale Marcellus Holdings, LLC, and Rockdale Marcellus, LLC, submitted a First Amended Combined Disclosure Statement and Plan of Liquidation. On Dec. 29, 2021, the Court entered an order approving the Purchase Agreement and authorized the sale of substantially all of the Debtors' assets to Repsol Oil & Gas USA, LLC, pursuant to Section 363(f) of the Bankruptcy Code. The closing of the sale occurred on January 19, 2022. Following the consummation of the sale of substantially all of the Debtors' assets to the Purchaser, and payment of the secured indebtedness pursuant to the Sale Order, the Debtor's assets consist of (i) approximately $21,000,000 of cash as of Feb. 15, 2022, (ii) a $800,000 security deposit held by Argonaut Insurance Company, which the Debtors expect to be returned, and (iii) various prepayments made by the Debtors in the aggregate amount of $215,000, which the Debtors expect to be returned. As of Feb. 1, 2022, the Debtors are aware of unpaid Administrative Expense Claims (including Professional fees and expenses) asserted against it in the approximate amount of $9,525,000. Under the Plan, Class 7 General Unsecured Claims (other than Convenience Claims) estimated to total between approximately $36,800,000 to $40,770,000. Each holder of an Allowed Claim in Class 7 will receive cash in an amount equal to its pro rata share of the General Unsecured Recovery Pool. Distributions will be made to holders of Allowed Claims in Class 7 from the General Unsecured Recovery Pool as soon as practicable, but not later than 30 days after resolution of all Disputed Claims or an order of the Court estimating remaining Disputed Claims for purposes of Distribution, whichever is sooner. If the Plan Administrator elects to make any Distributions to holders of Allowed Claims in Class 7 prior to resolution or estimation of all Disputed Claims, the Plan Administrator shall set aside a reserve for such Disputed Claims as if they were Allowed in the amounts asserted. Creditors will recover 16% of their claims. Class 7 is impaired. General Unsecured Recovery Pool means the cash remaining in the Estates net of the Wind Down Reserve, after all distributions required under the Plan have been made to holders of Allowed Administrative Expense Claims, Allowed Priority Tax Claims, Allowed Priority Non-Tax Claims, and Allowed Secured Claims, plus any funds remaining in the Wind Down Reserve after payment of all fees and costs to be paid from the Wind Down Reserve pursuant to the Plan. On Dec. 16, 2021, the Debtors commenced an auction in accordance with the Bidding Procedures in the office of Debtors' counsel in Dallas, Texas. The Purchaser and TXCR attended and participated in the auction. At the auction, the Debtors determined that the Purchaser offered the highest and otherwise best bid for the Assets in the form of cash consideration of $220 million and the assumption of approximately $2 million of trade payables. After the auction, the Board reviewed the TXCR bid and ultimately voted in favor of the Debtors' pursuit of the Sale Transaction as in the best interest of the Debtors' Estates. After the close of the auction, and upon the request of the Committee, the Purchaser agreed to increase the unadjusted purchase price of its successful bid by $2 million of cash consideration for total cash consideration of $222 million. The Debtors will fund distributions with the cash on hand on the Effective Date plus any additional cash resulting from the return or liquidation of any remaining assets of the Debtors. Counsel for the Debtors: Luke A. Sizemore, Esq. Jared S. Roach, Esq. Alexis A. Leventhal, Esq. Victoria A. Sanford, Esq. REED SMITH LLP Reed Smith Centre 225 Fifth Ave., Suite 1200 Pittsburgh, PA 15222 Telephone: (412) 288-3131 Facsimile: (412) 288-3063 E-mail: lsizemore@reedsmith.com jroach@reedsmith.com aleventhal@reedsmith.com vsanford@reedsmith.com - and - Keith M. Aurzada, Esq. Omar J. Alaniz, Esq. Lindsey L. Robin, Esq. Devan Dal Col, Esq. REED SMITH LLP 2850 N. Harwood St., Ste. 1500 Dallas, TX 75201 Telephone: (469) 680-4200 Facsimile: (469) 680-4299 Email: kaurzada@reedsmith.com oalaniz@reedsmith.com lrobin@reedsmith.com ddalcol@reedsmith.com A copy of the Disclosure Statement dated Feb. 18, 2022, is available at https://bit.ly/3p1P6w2 from PacerMonitor.com. About Rockdale Marcellus Rockdale Marcellus is a northeast Pennsylvania natural gas driller. It owns and operates 66 producing wells on 42,897 net acres in three northeast Pennsylvania counties. On Sept. 21, 2021, Rockdale Marcellus, LLC and Rockdale Marcellus Holdings, LLC filed petitions for Chapter 11 protection (Bankr. W.D. Pa. Lead Case No. 21-22080). The Debtors' cases have been assigned to Judge Gregory L. Taddonio. Rockdale Marcellus, LLC listed $100 million to $500 million in assets and liabilities as of the bankruptcy filing. The Debtors tapped Reed Smith, LLP, as bankruptcy counsel; Quinn Emanuel Urquhart & Sullivan, LLP, as special litigation counsel; Houlihan Lokey Capital, Inc., as financial advisor and investment banker; and Huron Consulting Services, LLC as restructuring advisor. John C. DiDonato, managing director at Huron, serves as the Debtors' chief restructuring officer. Epiq is the claims and noticing agent and administrative agent. The U.S. Trustee for Regions 3 and 9 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases on Oct. 1, 2021. The committee tapped Pachulski Stang Ziehl & Jones, LLP, as lead bankruptcy counsel; Whiteford Taylor & Preston, LLP as local counsel; and Riveron RTS, LLC, as financial advisor. ROYAL ALICE: 5th Cir. Denies Writ of Mandamus in Property Sale -------------------------------------------------------------- The United States Court of Appeals for the Fifth Circuit denied the motion for writ of mandamus which seeks to compel the district court to stay pending appeal of an order authorizing Royal Street Bistro, L.L.C.'s Chapter 11 trustee to sell the debtor's real property on Bourbon Street, New Orleans, free and clear of all claims, liens, and interests under 11 U.S.C. Sec. 363(f). Two lessees of the property, together with the sole owner of the debtor, filed objections to the sale and an alternative request seeking either adequate protection under Section 363(e) or rejection of the leases, all of which the bankruptcy court denied. These lessees are insiders of the debtor company. They executed and recorded leases (for below-market rates) junior to the rights of the mortgagee AMAG. Had there been no bankruptcy, AMAG could have foreclosed under state law and wiped out the junior interests. In fact, this is the first reason stated by the bankruptcy judge in denying their requests to prevent the Chapter 11 Trustee's sale or secure other relief. That consequence of state law is all that the bankruptcy court needed to decide this case, because both provisions of the Bankruptcy Code relevant here, Sections 363(f)(1) and 365(h)(1)(A)(ii), qualify what a debtor can do. Under the former provision, where "applicable nonbankruptcy law permits," the debtor may sell free and clear, 11 U.S.C. Section 363(f), subject to providing "adequate protection" to the lessee, Section 363(e). Under the latter provision, the debtor may "reject" a leasehold, but the lessee has the right to remain in the property through its term "to the extent that such rights are enforceable under applicable nonbankruptcy law," 11 U.S.C. Section 365(h)(1)(A)(ii). Bankruptcy law, in other words, recognizes and defers to state law in these provisions, the Fifth Circuit finds, citing Cf. Butner v United States, 440 U.S. 48, 54-57, 99 S.Ct. 914, 917-19 (1979) (holding that, except where it specifically overrides state law, the Bankruptcy Code enforces applicable property rights created by state law). The bankruptcy judge's first reason was well grounded on state law. Her second reason for denying relief was that one tenant (Portfolio LLC) had not paid any rent in many months, even at the very modest rate, and was thus in default. This provided another nonbankruptcy law basis for declining to allow that tenant to stop the sale free and clear. However, the Fifth Circuit finds that the bankruptcy judge and the district court (on the lessees' attempted stay pending appeal) both made the mistake of relying on Precision Indus., Inc. v. Qualitech Steel SBQ, LLC, 327 F.3d 537 (7th Cir. 2003), for the excessively broad proposition that sales free and clear under Section 363 override, and essentially render nugatory, the critical lessee protections against a debtor-lessor under Section 365(h). The lower courts also relied on In re. Spanish Peaks Holdings II, LLC, 872 F.3d 892, 899-900 (9th Cir. 2017), which essentially adopted Qualitech, but noted, importantly, that the leases there (as in this case) were legally subordinated to a senior mortgagee interest in the real property, the Fifth Circuit points out. Spanish Peaks, like the case at hand, is susceptible of a narrower reading, the Fifth Circuit holds. According to the Fifth Circuit, the arguments on either side of these issues are textually sophisticated, fact-laden, and deeply rooted in commercial law far beyond the scope of the mandamus petition before it. Commentators, the Fifth Circuit says, would agree, however, that the essential state law rights of the tenants in this case are limited by the senior mortgagee's prior lien on the Bourbon Street Property. From that standpoint, neither Section 363(e) nor 365(h)(1)(A)(ii) offers protection. "None of this means that the bankruptcy and district courts' overstatement of their reasoning created the kind of serious misinterpretation of law or facts that may support one of the criteria for mandamus relief. Courts must be cautioned, however, against blithely accepting Qualitech's reasoning and textual exegesis," the Fifth Circuit concludes. A full-text copy of the Opinion dated February 16, 2022, is available at https://tinyurl.com/4npkjc4j from Leagle.com. About Royal Alice Properties Royal Alice Properties, LLC, owns, manages and rents the building and real estate located on the 900 block of Royal Street in the French Quarter, New Orleans, Louisiana. The condominium units are located at 906, 910-12 Royal St. New Orleans, LA 70116. Royal Alice Properties sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. La. Case No. 19-12337) on Aug. 29, 2019. In the petition signed by Susan Hoffman, member/manager, the Debtor was estimated $1 million to $10 million in both assets and liabilities. The case is assigned to Judge Meredith S. Grabill. Leo D. Congeni, Esq., at Congeni Law Firm, LLC, represents the Debtor. Dwayne M. Murray was appointed as Chapter 11 Trustee. He retained Louis M. Phillips, Esq., at Kelly Hart & Pitre as counsel. SAMARCO MINERACAO: Presents New Debt Restructuring Proposal ----------------------------------------------------------- Reuters reports that Samarco Mineracao on Wednesday presented a new debt restructuring proposal it hopes can win the support of creditors at a meeting on March 10 and help take the Brazilian iron ore miner out of bankruptcy. Creditors of the joint venture between Vale SA and BHP Group had been expected to vote on Wednesday on the latest proposals to restructure some $5 billion in debt. But due to a lack of quorum, the meeting was rescheduled, Samarco said in a statement. A final vote will now be held on to March 10, 2022 the eve of the deadline for Samarco’s restructuring, regardless of the number of creditors present. Federal and state authorities have been in talks with Samarco since last year on potential reparations related to a deadly dam burst in 2015. State prosecutors in Minas Gerais said they expect to begin discussing total amounts by next month. To address creditor concerns, the new proposal would cap the amount Samarco would have to pay to Renova Foundation at $2.4 billion, sources with knowledge of the matter told Reuters. Any additional cost would be funded by shareholders Vale and BHP. Samarco, however, is still seeking to pay bondholders just 25% on their holdings, offering bonds that mature in 2041. According to documents in the bankruptcy proceedings, creditors are demanding payment in full, with accrued interest, in new bonds guaranteed by the shareholders Vale and BHP. But the miner improved slightly the proposal for bondholders interested in converting their debt into equity. In December 2021, it had proposed converting all debt into equity, and allowing creditors to reach a stake above 15%. Under the new proposal, creditors that participate in an expected capital raise of $1.4 billion can be compensated in part with other debt instruments. But Samarco is not offering debt guaranteed by shareholders as requested by creditors. It is not yet clear if the changes will win creditors over. Earlier this month, Vale signed a 20-year production agreement with Samarco that is expected to add $5.1 billion in net revenue by 2042 and bring forward its iron ore output goal. If its creditors decide to reject Samarco's proposal, Brazilian law allows them to put forward alternative plans. In that case, Simon Duncombe, vice-president for Brazil Non-Operated Joint Ventures at BHP, said Vale and BHP would demand the right to vote in an assembly of creditors, which include asset managers York, Ashmore, Canyon, Maple Rock and Solus. Samarco's bondholders are represented by law firms Padis Mattar Advogados, Davis Polk and Ferro, Castro Neves. They are advised by investment bank Houlihan Lokey. Samarco is represented by JPMorgan Chase, Vale by Moelis and BHP by Rothschild. About Samarco Mineracao SA Samarco Mineracao SA is a Brazilian mining joint venture between BHP Group and Vale SA. It serves as an iron ore processing company. The company provides blast furnace, direct reduction, sinter feed, as well as low and normal silica content pellets. On April 9, 2021, the Debtor filed a voluntary petition for judicial reorganization in the 2nd Business State Court for the Belo Horizonte District of Minas Gerais in Brazil pursuant to Brazilian Federal Law No. 11,101 of Feb. 9, 2005. Samarco Mineracao filed for Chapter 15 bankruptcy recognition (Bankr. S.D.N.Y. Case No. 21-10754) on April 19, 2021, in New York, to seek U.S. recognition of its Brazilian proceedings. The Debtor's U.S. counsel is Thomas S. Kessler of Cleary Gottlieb Steen & Hamilton LLP. SEADRILL NEW FINANCE: Taps Jackson Walker as Co-Counsel ------------------------------------------------------- Seadrill New Finance Limited and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to retain Jackson Walker, LLP as conflicts counsel and as co-counsel with the Kirkland & Ellis firms. Jackson Walker will render these services: a. provide legal advice regarding local rules, practices, and procedures, including Fifth Circuit law; b. provide certain services in connection with the administration of the Debtors' Chapter 11 cases, including, without limitation, preparing agendas, hearing notices, witness and exhibit lists, and hearing binders of documents and pleadings; c. review and comment on proposed drafts of pleadings to be filed with the court; d. at the request of the Debtors, appear in court and at any meeting with the Office of the U.S. Trustee, and any meeting of creditors; e. perform all other services assigned by the Debtors to the firm; and f. provide legal advice on any matter on which the Kirkland & Ellis firms may have a conflict or as needed based on specialization. The hourly rates charged by the firm's attorneys and paraprofessionals are as follows: Partners $600 - $895 Associates $325 - $510 Paraprofessionals $175 - $185 Matthew Cavenaugh, Esq., a partner at Jackson Walker, disclosed in a court filing that his firm neither holds nor represents an interest adverse to the Debtors or their estates. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Mr. Cavenaugh disclosed that: -- Jackson Walker has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements for this engagement. -- No Jackson Walker professional included in the engagement has varied his rate based on the geographic location of the bankruptcy case. -- Mr. Cavenaugh's hourly rate is $950. The rates of other restructuring attorneys at the firm range from $435 to $985 per hour while paraprofessional rates range from $195 to $265 per hour; and -- Jackson Walker has not prepared a budget and staffing plan. Jackson Walker can be reached through: Matthew D. Cavenaugh, Esq. Jackson Walker, LLP 1401 McKinney St., Suite 1900 Houston, TX 77010 Phone: (713) 752-4284 Email: mcavenaugh@jw.com About Seadrill Ltd. Seadrill Limited (OSE: SDRL, OTCQX: SDRLF) -- http://www.seapdrill.com/-- is a deepwater drilling contractor providing drilling services to the oil and gas industry. As of March 31, 2018, it had a fleet of over 35 offshore drilling units that include 12 semi-submersible rigs, 7 drillships, and 16 jack-up rigs. On Sept. 12, 2017, Seadrill Limited sought Chapter 11 protection after reaching terms of a reorganization plan that would restructure $8 billion of funded debt. It emerged from bankruptcy in July 2018. Demand for exploration and drilling has fallen further during the COVID-19 pandemic as oil firms seek to preserve cash, idling more rigs and leading to additional overcapacity among companies serving the industry. In June 2020, Seadrill wrote down the value of its rigs by $1.2 billion and said it planned to scrap 10 rigs. Seadrill said it is in talks with lenders on a restructuring of its $5.7 billion bank debt. Seadrill Partners LLC, a limited liability company formed by deepwater drilling contractor Seadrill Ltd. to own, operate and acquire offshore drilling rigs, along with its affiliates, sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-35740) on Dec. 1, 2020, after its parent company swept one of its bank accounts to pay disputed management fees. Mohsin Y. Meghji, authorized signatory, signed the petitions. On Feb. 7, 2021, Seadrill GCC Operations Ltd., Asia Offshore Drilling Limited, Asia Offshore Rig 1 Limited, Asia Offshore Rig 2 Limited, and Asia Offshore Rig 3 Limited sought Chapter 11 protection. Seadrill GCC estimated $100 million to $500 million in assets and liabilities as of the bankruptcy filing. Additionally, on Feb. 10, 2021, Seadrill Limited and 114 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code with the Court. The lead case is In re Seadrill Limited (Bankr. S.D. Tex. Case No. 21-30427). Seadrill Limited disclosed $7.291 billion in assets against $7.193 billion in liabilities as of the bankruptcy filing. In the new Chapter 11 cases, the Debtors tapped Kirkland & Ellis LLP as counsel; Houlihan Lokey, Inc. as financial advisor; Alvarez & Marsal North America, LLC as restructuring advisor; Jackson Walker LLP as co-bankruptcy counsel; Slaughter and May as co corporate counsel; Advokatfirmaet Thommessen AS as Norwegian counsel; and Conyers Dill & Pearman as Bermuda counsel. Prime Clerk LLC is the claims agent. On April 9, 2021, the board of directors of Debtor Seadrill North Atlantic Holdings Limited unanimously adopted resolutions appointing Steven G. Panagos and Jeffrey S. Stein as independent directors to the board. Seadrill North Atlantic Holdings Limited tapped Katten Muchin Rosenman LLP as counsel and AMA CapitalPartners, LLC, as a financial advisor at the sole direction of independent directors. About NSN Debtors On Jan. 11, 2022, Seadrill New Finance Limited and 11 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 22-90001). The cases are pending before the Honorable David R. Jones. Seadrill New Finance estimated $500 million to $1 billion in assets and liabilities as of the bankruptcy filing. The NSN Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis International, LLP as general bankruptcy counsels; Jackson Walker, LLP as co-counsel with the Kirkland & Ellis firms; Slaughter and May as special corporate counsel; and Prime Clerk, LLC as claims agent. SEADRILL NEW FINANCE: Taps Kirkland & Ellis as Legal Counsel ------------------------------------------------------------ Seadrill New Finance Limited and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to retain Kirkland & Ellis, LLP and Kirkland & Ellis International, LLP as their attorneys. The firms' services include: a. advising the Debtors with respect to their powers and duties in the continued management and operation of their businesses and properties; b. advising and consulting on the conduct of their bankruptcy cases, including all of the legal and administrative requirements of operating in Chapter 11; c. attending meetings and negotiating with representatives of creditors and other parties in interest; d. taking all necessary actions to protect and preserve the Debtors' estates, including prosecuting actions on the Debtors' behalf, defending any action commenced against the Debtors, and representing the Debtors in negotiations concerning litigation in which they are involved; e. preparing pleadings; f. representing the Debtors in connection with obtaining authority to continue using cash collateral and post-petition financing; g. advising the Debtors in connection with any potential sale of assets; h. appearing before the bankruptcy court and any appellate courts; i. advising the Debtors regarding tax matters; j. negotiate, prepare and seek approval of a disclosure statement and confirmation of a Chapter 11 plan; and k. performing all other necessary legal services for the Debtors. The hourly rates charged by the firm's attorneys and paraprofessionals are as follows: Partners $1,135 - $1,995 Of Counsel $805 - $1,845 Associates $650 - $1,245 Paraprofessionals $265 - $495 The firms hold a $5,002,607.87 retainer. Ross Kwasteniet, Esq., disclosed in a court filing that the firms neither hold nor represent an interest adverse to the Debtors or their estates. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Mr. Kwasteniet disclosed that: -- The firms have not agreed to any variations from, or alternatives to, their standard or customary billing arrangements for this engagement; -- No Kirkland professional included in the engagement has varied his rate based on the geographic location of the bankruptcy cases; -- The firms represented the Debtors from Jan. 1 to Dec. 31, 2021 using the hourly rates listed below: Partners $1,080-$1,895 Of Counsel $625-$1,845 Associates $625-$1,195 Paraprofessionals $255-$475; and -- The Debtors have approved the firms' budget and staffing plan, for the period from Jan. 11 to Jan 18, 2022. The firms can be reached through: Ross M. Kwasteniet, Esq. Kirkland & Ellis LLP 300 North LaSalle Chicago, IL 60654 Phone: +1 312 862 2069 Email: ross.kwasteniet@kirkland.com About Seadrill Ltd. Seadrill Limited (OSE: SDRL, OTCQX: SDRLF) -- http://www.seapdrill.com/-- is a deepwater drilling contractor providing drilling services to the oil and gas industry. As of March 31, 2018, it had a fleet of over 35 offshore drilling units that include 12 semi-submersible rigs, 7 drillships, and 16 jack-up rigs. On Sept. 12, 2017, Seadrill Limited sought Chapter 11 protection after reaching terms of a reorganization plan that would restructure $8 billion of funded debt. It emerged from bankruptcy in July 2018. Demand for exploration and drilling has fallen further during the COVID-19 pandemic as oil firms seek to preserve cash, idling more rigs and leading to additional overcapacity among companies serving the industry. In June 2020, Seadrill wrote down the value of its rigs by $1.2 billion and said it planned to scrap 10 rigs. Seadrill said it is in talks with lenders on a restructuring of its $5.7 billion bank debt. Seadrill Partners LLC, a limited liability company formed by deepwater drilling contractor Seadrill Ltd. to own, operate and acquire offshore drilling rigs, along with its affiliates, sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-35740) on Dec. 1, 2020, after its parent company swept one of its bank accounts to pay disputed management fees. Mohsin Y. Meghji, authorized signatory, signed the petitions. On Feb. 7, 2021, Seadrill GCC Operations Ltd., Asia Offshore Drilling Limited, Asia Offshore Rig 1 Limited, Asia Offshore Rig 2 Limited, and Asia Offshore Rig 3 Limited sought Chapter 11 protection. Seadrill GCC estimated $100 million to $500 million in assets and liabilities as of the bankruptcy filing. Additionally, on Feb. 10, 2021, Seadrill Limited and 114 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code with the Court. The lead case is In re Seadrill Limited (Bankr. S.D. Tex. Case No. 21-30427). Seadrill Limited disclosed $7.291 billion in assets against $7.193 billion in liabilities as of the bankruptcy filing. In the new Chapter 11 cases, the Debtors tapped Kirkland & Ellis LLP as counsel; Houlihan Lokey, Inc. as financial advisor; Alvarez & Marsal North America, LLC as restructuring advisor; Jackson Walker LLP as co-bankruptcy counsel; Slaughter and May as co corporate counsel; Advokatfirmaet Thommessen AS as Norwegian counsel; and Conyers Dill & Pearman as Bermuda counsel. Prime Clerk LLC is the claims agent. On April 9, 2021, the board of directors of Debtor Seadrill North Atlantic Holdings Limited unanimously adopted resolutions appointing Steven G. Panagos and Jeffrey S. Stein as independent directors to the board. Seadrill North Atlantic Holdings Limited tapped Katten Muchin Rosenman LLP as counsel and AMA CapitalPartners, LLC, as a financial advisor at the sole direction of independent directors. About NSN Debtors On Jan. 11, 2022, Seadrill New Finance Limited and 11 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 22-90001). The cases are pending before the Honorable David R. Jones. Seadrill New Finance estimated $500 million to $1 billion in assets and liabilities as of the bankruptcy filing. The NSN Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis International, LLP as general bankruptcy counsels; Jackson Walker, LLP as co-counsel with the Kirkland & Ellis firms; Slaughter and May as special corporate counsel; and Prime Clerk, LLC as claims agent. SEADRILL NEW FINANCE: Taps Slaughter and May as Special Counsel --------------------------------------------------------------- Seadrill New Finance Limited and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to retain Slaughter and May as their special corporate counsel. The firm's services include: (a) advising and coordinating advice in relation to the negotiation of the restructuring of the Debtors; (b) assisting with the finalization of the full form documentation required to implement the proposed restructuring of the Debtors, including but not limited to: (i) documentation relating to the amendment and extension of the secured notes, including in respect of the issuance of new notes under an amended and restated indenture and related security documentation; (ii) the new management services agreements to be entered into with Seadrill Management Ltd.; and (iii) the shareholders' agreement; (c) advising and coordinating advice in relation to matters relating to the Debtors' arrangements with the SeaMex Group and the Debtors' non-majority owned affiliates; (d) advising and coordinating advice in relation to directors' duties and governance matters; and (e) additional English law work connected with the Debtors' Chapter 11 cases. The hourly rates charged by the firm for its services are as follows: Partners GBP 810 Senior Associate 4 years plus GBP 705 Middle Associate 2-4 years GBP 605 Junior Associate 0-2 years GBP 480 Trainee GBP 205 Paralegal GBP 185 Ian Johnson, Esq., a partner at Slaughter and May, disclosed in a court filing that his firm neither holds nor represents an interest adverse to the Debtors or their estates. In accordance with Appendix B-Guidelines for reviewing fee applications filed by attorneys in larger Chapter 11 cases, Mr. Johnson disclosed that: -- Slaughter and May has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements for this engagement. -- No Slaughter and May professional included in the engagement has varied his rate based on the geographic location of the bankruptcy case. -- The firm's hourly rates for services rendered in pre-Bankruptcy engagements are as follows: Partners GBP 810 Senior Associate 4 years plus GBP 705 Middle Associate 2-4 years GBP 605 Junior Associate 0-2 years GBP 480 Trainee GBP 205 Paralegal GBP 185 Slaughter and May can be reached through: Ian Johnson, Esq. Slaughter and May One Bunhill Row London, EC1Y 8YY, UK Tel: +44 (0)20 7600 1200 Fax: +44 (0)20 7090 5000 About Seadrill Ltd. Seadrill Limited (OSE: SDRL, OTCQX: SDRLF) -- http://www.seapdrill.com/-- is a deepwater drilling contractor providing drilling services to the oil and gas industry. As of March 31, 2018, it had a fleet of over 35 offshore drilling units that include 12 semi-submersible rigs, 7 drillships, and 16 jack-up rigs. On Sept. 12, 2017, Seadrill Limited sought Chapter 11 protection after reaching terms of a reorganization plan that would restructure $8 billion of funded debt. It emerged from bankruptcy in July 2018. Demand for exploration and drilling has fallen further during the COVID-19 pandemic as oil firms seek to preserve cash, idling more rigs and leading to additional overcapacity among companies serving the industry. In June 2020, Seadrill wrote down the value of its rigs by $1.2 billion and said it planned to scrap 10 rigs. Seadrill said it is in talks with lenders on a restructuring of its $5.7 billion bank debt. Seadrill Partners LLC, a limited liability company formed by deepwater drilling contractor Seadrill Ltd. to own, operate and acquire offshore drilling rigs, along with its affiliates, sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-35740) on Dec. 1, 2020, after its parent company swept one of its bank accounts to pay disputed management fees. Mohsin Y. Meghji, authorized signatory, signed the petitions. On Feb. 7, 2021, Seadrill GCC Operations Ltd., Asia Offshore Drilling Limited, Asia Offshore Rig 1 Limited, Asia Offshore Rig 2 Limited, and Asia Offshore Rig 3 Limited sought Chapter 11 protection. Seadrill GCC estimated $100 million to $500 million in assets and liabilities as of the bankruptcy filing. Additionally, on Feb. 10, 2021, Seadrill Limited and 114 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code with the Court. The lead case is In re Seadrill Limited (Bankr. S.D. Tex. Case No. 21-30427). Seadrill Limited disclosed $7.291 billion in assets against $7.193 billion in liabilities as of the bankruptcy filing. In the new Chapter 11 cases, the Debtors tapped Kirkland & Ellis LLP as counsel; Houlihan Lokey, Inc. as financial advisor; Alvarez & Marsal North America, LLC as restructuring advisor; Jackson Walker LLP as co-bankruptcy counsel; Slaughter and May as co corporate counsel; Advokatfirmaet Thommessen AS as Norwegian counsel; and Conyers Dill & Pearman as Bermuda counsel. Prime Clerk LLC is the claims agent. On April 9, 2021, the board of directors of Debtor Seadrill North Atlantic Holdings Limited unanimously adopted resolutions appointing Steven G. Panagos and Jeffrey S. Stein as independent directors to the board. Seadrill North Atlantic Holdings Limited tapped Katten Muchin Rosenman LLP as counsel and AMA CapitalPartners, LLC, as a financial advisor at the sole direction of independent directors. About NSN Debtors On Jan. 11, 2022, Seadrill New Finance Limited and 11 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 22-90001). The cases are pending before the Honorable David R. Jones. Seadrill New Finance estimated $500 million to $1 billion in assets and liabilities as of the bankruptcy filing. The NSN Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis International, LLP as general bankruptcy counsels; Jackson Walker, LLP as co-counsel with the Kirkland & Ellis firms; Slaughter and May as special corporate counsel; and Prime Clerk, LLC as claims agent. SEQUENTIAL BRANDS: Joint Liquidating Plan Confirmed by Judge ------------------------------------------------------------ Judge John T. Dorsey has entered findings of fact, conclusions of law and order confirming the First Amended Joint Plan of Liquidation of Sequential Brands Group, Inc., and its Debtor Affiliates. The Debtors have proposed the Plan in good faith and not by any means forbidden by law, thereby satisfying section 1129(a)(3) of the Bankruptcy Code. In determining that the Plan has been proposed in good faith, this Court has examined the totality of the circumstances surrounding the filing of the chapter 11 cases, the Plan itself, and the process leading to its formulation. The Plan is the result of extensive arm's length negotiations among the Debtors, the Term B Lenders, and other key stakeholders, and is supported by the Debtors' Requisite Consenting Lenders in the chapter 11 cases. It is clear that the Plan promotes the objectives and purposes of the Bankruptcy Code. The Debtors shall be dissolved as provided in the Implementation Memorandum. On the Effective Date or as s oon thereafter as is reas onably practicable, the Liquidating Trustee shall wind-up the affairs of th e Debtors, if any, subject to the Plan, the Implementation Memorandum, and the Liquidating Trust Agreement, and the Liquidating Trustee shall prepare and file on behalf of the Debtors, all tax returns, reports, certificates, forms, or similar statements or documents (collectively, "Tax Returns") required to be filed or that the Liquidating Trustee otherwise deems appropriate, including the filing of amended Tax Returns or requests for refunds, for all taxable periods ending on, prior to, or after the Effective Date. The Liquidating Trust Agreement, substantially in the form filed with the Plan Supplement, is approved. The appointment of Drivetrain LLC as the Liquidating Trustee and the retention of the Retained Professionals by the Liquidating Trust, on the terms set forth in the Plan and Liquidating Trust Agreement, is approved. The Liquidating Trustee shall be compensated in the manner set forth in and consistent with the Liquidating Trust Agreement. The Liquidating Trustee shall have all powers, rights, duties and protections afforded the Liquidating Trustee under the Plan, this Confirmation Order, and the Liquidating Trust Agreement. A full-text copy of the Plan Confirmation Order dated Feb. 22, 2022, is available at https://bit.ly/35bnzSa Kurtzman Carson Consultants, LLC, claims agent. Co-Counsel for the Debtors: Scott J. Greenberg Joshua K. Brody Jason Zachary Goldstein GIBSON DUNN & CRUTCHER LLP 200 Park Avenue New York, NY 10166 Telephone: (212) 351-4000 Facsimile: (212) 351-4035 Laura Davis Jones Timothy P. Cairns PACHULSKI STANG ZIEHL & JONES LLP 919 North Market Street, 17th Floor, P.O. Box 8705 Wilmington, DE 19899 (Courier 19801) Telephone: (302) 652-4100 Facsimile: (302) 652-4400 About Sequential Brands Group Sequential Brands Group, Inc. (NASDAQ:SQBG), together with its subsidiaries, owns various consumer brands. The New York-based company licenses its brands for a range of product categories, including apparel, footwear, fashion accessories, and home goods. Sequential Brands Group and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-11194) on Aug. 31, 2021. The company disclosed total assets of $442,774,937 and debt of $435,073,539 as of Aug. 30, 2021. Judge John T. Dorsey oversees the cases. The Debtors tapped Gibson, Dunn & Crutcher, LLP and Pachulski Stang Ziehl & Jones, LLP as legal counsel. Miller Buckfire & Co. and its affiliate, Stifel Nicolaus & Co., Inc., serve as financial advisor and investment banker. Kurtzman Carson Consultants, LLC, is the claims agent and administrative advisor. King & Spalding, LLP, is counsel to the debtor-in-possession lenders (and the consenting lenders under the restructuring support agreement) while Morris, Nichols, Arsht & Tunnell, LLP, serve as the DIP lenders' local counsel. SHASTHRA USA: Unsecureds' Recovery Hiked to 11.45% in 60 Months --------------------------------------------------------------- Shasthra USA, Inc., submitted an Amended Plan of Reorganization for Small Business dated Feb. 22, 2022. The Debtor is a corporation. Since its formation in 2010, the Debtor has been in the business of providing security services to commercial enterprises. Debtor is owned by Jayasekar Jayraman and his wife, Deepthi Jayasekar, equally. They operate two businesses: Ramjay, Inc., which provides transportation services to institutional clients; and Shasthra USA, Inc., which provides concierge and security services to institutional clients. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of $228,800.00 (which is available for unsecured creditors). The final Plan payment is expected to be paid within 14 days of the fifth anniversary of the effective date of the Plan. The Budget projections are based on prior historical income and conservative estimates for growth for income. This Plan of Reorganization proposes to pay creditors of Shasthra USA, Inc. from its monthly receipts, future income, and cash flow from operations. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 11.45 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. Class 2 consists of the Secured claim of US Small Business Administration. The Debtor will make regular direct monthly payments of $2,434.00 beginning April 2022. Class 2A consists of the Secured claim of Ally Bank. The debtor will make regular direct monthly payments to Ally Bank, per the Budget, for two vehicles. Class 2B consists of the Secured claim of BMW of North America. The debtor will make regular direct monthly payments to BMW of North America, per the Budget, for one vehicle. Class 2C consists of the Secured claim of Americredit/GM Financial. The debtor will make regular direct monthly payments to Americredit/GM Financial, per the Budget, for five vehicles. Class 2D consists of the Secured claim of Wellen Capital. The Debtor will pay Wellen Capital $500.00 per month, directly, during the entirety of the Plan (of 60 months). All other sums to be paid on this Claim shall be paid in accordance with Class 3 creditors below, by the Distribution Agent. Class 3 consists of General, Nonpriority unsecured creditors. The Debtor will make monthly payments to the Distribution Agent of all projected disposable income, for a period of 60 months, less allowed administrative expenses and less payments to the SBA, Ally Bank, BMW, and Americredit (Classes 2A, 2B,). The Plan will be implemented through application of the Debtor's proposed disposable income in the total amount of $228,800.00 to all Class 3 creditors. A full-text copy of the Amended Plan of Reorganization dated Feb. 22, 2022, is available at https://bit.ly/3Iscg6s from PacerMonitor.com at no charge. Debtor's Counsel: Matthew G. Williams, Esq. MAHDAVI, BACON, HALFHILL & YOUNG, PLLC 11350 Random Hills Road, Suite 700 Fairfax, Virginia 22030 Tel: (703) 352-1300 Fax: (703) 352-1301 E-mail: mwilliams@mbhylaw.com About Shastra USA Shastra USA, Inc., an Alexandria, Va.-based security services provider, filed its voluntary petition for Chapter 11 protection (Bankr. E.D. Va. Case No. 21-11740) on Oct. 18, 2021, listing up to $500,000 in assets and up to $10 million in liabilities. Jayasekar Jayaraman, president of Shastra USA, signed the petition. Matthew G. Williams, Esq., at Mahdavi Bacon Halfhill & Young, PLLC, is the Debtor's legal counsel. SKILLZ INC: S&P Places 'B-' Issuer Credit Rating on Watch Negative ------------------------------------------------------------------ S&P Global Ratings placed all of its ratings on San Francisco-based mobile gaming platform operator Skillz Inc., including its 'B-' issuer credit rating, on CreditWatch with negative implications. S&P said, "Skillz's 2022 revenue guidance is materially lower than we previously expected and it is unclear how the company will be able to achieve breakeven profitability by 2024 with lower growth. The company increased its total revenue by 67% in 2021 to $384 million, which was roughly in-line with our expectations. However, Skillz's guidance for 2022 calls for only $400 million of total revenue or a roughly 4% rise. This is materially lower than our initial expectation for a 45% improvement when we assigned our 'B-' issuer credit rating in December 2021. The company attributes the expected slowdown in its revenue growth to its plan to refocus its marketing strategy and rely less on engagement marketing spending. Even after cutting back on its engagement marketing, Skillz is still guiding to an adjusted EBITDA margin in the -30% area for 2022, which is weaker than the -20% to -25% level we were expecting. Given its guidance for slower revenue growth and lower profitability than we anticipated, it is currently unclear how the company expects to achieve its target of generating break-even EBITDA by 2024. It is also unclear whether it has sufficient liquidity to fund its FOCF deficits until 2024. "We expect Skillz's cash burn to remain elevated in 2022. Given its updated guidance, we expect the company's 2022 cash burn to be roughly the same or potentially higher than in 2021 because the interest expense from its December 2021 notes issuance will more than offset the expected improvement in its EBITDA margin. Skillz ended 2021 with $743 million of cash and marketable securities and we believe its sources of liquidity will likely only be 3.5x-4.0x its uses over the next 12 months. While we do not envision a default occurring over the next 12-24 months, we believe the company's capital structure may become unsustainable unless it demonstrates a clear and effective strategy to improve its cash burn without sacrificing its user growth or retention. "We expect to resolve the CreditWatch placement in the next 30 Days after we meet with management to obtain more information about Skillz's revised marketing and growth strategies and assess its ability to achieve break-even EBITDA by 2024. "We could lower our rating on the company by one notch to 'CCC+' if we are concerned it will be unable to achieve sufficient economies of scale in its platform such that its EBITDA and cash flow remain negative throughout our forecast. This would likely lead us to view its capital structure as unsustainable." ESG credit indicators: E-2, S-3, G-3 Social factors are a moderately negative consideration in S&P's credit rating analysis of Skillz Inc. The company is currently able to operate its platform in 41 U.S. states without a gambling license. However, if Skillz significantly grows its platform, it could potentially draw more attention to the regulatory environment for skills-based gaming. Additionally, the Google Play store doesn't currently allow any apps that offer skills-based gaming. Further changes in regulations or app store policies could have a material effect on Skillz's business. Governance is also a moderately negative consideration because the company's founder and CEO, Andrew Paradise, controls 84% of its voting power and could choose to favor his interests above those of the other stakeholders. SPEEDCAST HOLDINGS III: Moody's Assigns 'B3' CFR, Outlook Stable ---------------------------------------------------------------- Moody's Investors Service assigned ratings to Speedcast Holdings III LLC, consisting of a B3 corporate family rating, B3-PD probability of default rating, Ba3 rating to the company's senior secured super priority revolving credit facility, and B3 rating to the senior secured term loan. The outlook is stable. On March 11, 2021, Speedcast emerged from Chapter 11 bankruptcy protection under the ownership of Centerbridge Partners LP, a private equity firm. Centerbridge invested $510 million of equity into Speedcast as part of the restructuring that eliminated all of the company's prior debt. On February 4, 2022, Speedcast closed a new $300 million term loan. Net proceeds, together with balance sheet cash was used to fund a $327 million distribution to shareholders. The company also put in a place a new $50 million revolving credit facility. Assignments: Issuer: Speedcast Holdings III LLC Corporate Family Rating, Assigned B3 Probability of Default Rating, Assigned B3-PD Senior Secured Term Loan, Assigned B3 (LGD4) Senior Secured Super Priority Revolving Credit Facility, Assigned Ba3 (LGD1) Outlook Actions: Issuer: Speedcast Holdings III LLC Outlook, Assigned Stable RATINGS RATIONALE Speedcast's B3 CFR is constrained by: (1) weak track record of execution; (2) small scale (revenue of less than $500 million) as a provider of remote connectivity solutions to enterprise and government customers; (3) challenges in its largest end market, cruise, because the COVID-19 pandemic is not yet under control; (4) competitive risks as rated satellite network operators add new capacity in order to pursue opportunities in its target markets while there is some risk of disintermediation by these peers; and (5) ownership by private equity, which could lead to leveraging transactions, including dividends and acquisitions. The rating benefits from: (1) leading market positions with a business model that is agnostic to satellite technology; (2) Moody's expectation that EBITDA growth from cost reduction initiatives will enable leverage (adjusted Debt/EBITDA) to decline in the next 12 to 18 months (starting leverage of 5.7x estimated for 2021); (3) high recurring revenue, supported by long term customer contracts and high renewal rates; (4) positive long term organic growth prospects because of increasing demand for remote satellite communication services; and (5) good liquidity, including positive free cash flow generation. The revolving credit facility is rated Ba3, three notches above the CFR, because of its senior ranking in the capital structure as well as loss absorption provided by the term loan. The term loan is rated B3, same as the CFR, because of its junior ranking and that it constitutes the bulk of the company's debt capital. The new secured credit facilities (revolver and term loan) provide covenant flexibility that if utilized could negatively impact creditors. Notable terms include the following: (1) incremental debt capacity not to exceed the sum of (A) an amount equal to (i) the greater of $55 million and 75% consolidated EBITDA for the recent four quarters; plus (B) an unlimited amount as would not result in the First Lien Net Leverage Ratio exceeding 3.75x (on a pari passu basis). The maturity date of any incremental term loan shall be no earlier than the maturity date of the existing term loan. The maturity date of any incremental revolving facility shall be the same as the maturity date of the existing revolving facility; (2) the ability to transfer assets to unrestricted subsidiaries, up to the carve-out capacities, subject to "blocker" provisions which prohibit the ownership of intellectual property that is material to the business operations of the borrower, taken as a whole, by unrestricted subsidiaries; (3) subsidiaries must provide guarantee if they are wholly-owned, with the ability to release a subsidiary from its guarantee as a result of it being non-wholly-owned only if: (i) the transaction pursuant to which such subsidiary ceased to be wholly-owned is a bona fide sale or transaction consummated at arms' length with an unaffiliated third-party and (ii) the primary purpose of such transaction is not to evade the guarantee requirement in the loan document; and (4) some limitations on up-tiering transactions, including the requirement that the consent of each directly and adversely affected lender is required for subordination of the liens or subordination of the obligations in payment priority to other debt for borrowed money, unless the right to participate is offered ratably to all adversely affected lenders. Speedcast has high governance risk. As a private equity owned company, its financial policies will favor its owner. Speedcast is expected to have good liquidity over the next 12 months. Sources approximate $107 million while the company will have $3 million of term loan amortization in the next four quarters. Liquidity is supported by $50 million of cash, Moody's expected free cash flow of around $10 million through the next four quarters and $47 million of availability (after letters of credit) under its new $50 million revolving credit facility due in 2027. The revolver is subject to a first lien net leverage covenant and cushion is expected to exceed 30% over the next four quarters. Speedcast has limited flexibility to generate liquidity from asset sales. The outlook is stable because Moody's expects improving operating performance, maintenance of at least adequate liquidity and lack of material acquisitions that could elevate leverage in the next 12 to 18 months. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if the company establishes a track record of organic revenue and EBITDA growth, successfully integrates prior acquisitions and consolidates networks, and sustains leverage below 5.5x (5.7x estimated for 2021) and FCF/Debt above 5% (2% estimated for 2021). The ratings could be downgraded if liquidity becomes weak or if leverage is sustained above 6.5x (5.7x estimated for 2021) and FCF/Debt below 0% (2% estimated for 2021). The principal methodology used in these ratings was Business and Consumer Services published in November 2021. Speedcast Holdings III LLC, headquartered in Houston, Texas, is a global provider of remote connectivity and information technology solutions to enterprise and government customers. The company integrates capacity from satellite, wireless and terrestrial operators to offer voice and data connectivity services to more than 3,200 customers in over 140 countries. Revenue for 2021 is estimated to be around $435 million. ST COMPANY: Case Summary & One Unsecured Creditor ------------------------------------------------- Debtor: ST Company LLC 1910 N Wayne Street Angola, IN 46703 Business Description: The Debtor is the fee simple owner of a real property located at 1910 N Wayne Street Angola, IN valued at $2.78 million. Chapter 11 Petition Date: February 22, 2022 Court: United States Bankruptcy Court Northern District of Indiana Case No.: 22-10145 Debtor's Counsel: R. William Jonas, Jr., Esq. MAY OBERFELL LORBER 4100 Edison Lakes Pkwy #100 Mishawaka, IN 46545 Tel: 574-243-4100 Fax: 574-232-9798 Email: RJonas@maylorber.com Total Assets: $3,996,082 Total Liabilities: $1,942,589 The petition was signed by Michael Lee Pahl as managing member. Brad Gelbaugh is listed as the Debtor's only unsecured creditor holding a claim of $120,000. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/F7NLUCQ/ST_Company_LLC__innbke-22-10145__0001.0.pdf?mcid=tGE4TAMA STATEWIDE AMBULETTE: Seeks Cash Collateral Use, $119,500 DIP Loan ----------------------------------------------------------------- Statewide Ambulette Service, Inc., asks the U.S. Bankruptcy Court for the Southern District of New York for authority to, among other things, use cash collateral and approve a June 15, 2020 loan between the Debtor and the U.S. Small Business Administration in the amount of $119,500. The Debtor entered into the loan agreement during the course of the Debtor's prior Chapter 11 bankruptcy, without bankruptcy court approval. The Debtor requires use of cash collateral to fund its continued operations during the Chapter 11 bankruptcy case, including payment of payroll, fuel, and other operating expenses; continued operations will benefit the Debtor's estate and creditors, including the SBA. The Debtor previously commenced Chapter 11 proceedings in 2015. In March 2020, during the Debtor's previous bankruptcy, the COVID-19 virus had spread across the globe, causing numerous deaths and widespread economic disruption, including disruption to the Debtor's business operations. To keep the Debtor's business operating, on June 15, 2020, during the course of the Debtor's 2015 Bankruptcy, the Debtor obtained an Economic Injury Disaster Loan from the SBA in the original principal amount of $119,500. Pursuant to the terms of the SBA Loan, the SBA was to hold a security interest in all the Debtor's personal property, including the proceeds thereof, by virtue of a promissory note and related security agreement. In an attempt to perfect its security interest in the Debtor's assets arising from the SBA Loan; on July 3, 2020, the SBA filed a UCC-1 Financing Statement with the New York Secretary of State, bearing "Filing Number 202007036550144." When the Debtor obtained the SBA Loan, the Debtor was unaware that it needed to obtain authorization and approval from the Bankruptcy Court to enter into the SBA Loan and to grant the SBA a security interest in the Debtor's collateral. The proposed order provides that as adequate protection for any post-petition diminution in the value of the cash collateral from the Petition Date until the Termination Date, the SBA will receive replacement liens. The replacement liens will not attach to causes of action or rights of recovery under Chapter 5 of the Bankruptcy Code. The replacement liens will be subject and subordinate only to: (a) the fees and expenses of the Subchapter V Trustee; and (b) professional fees of duly retained professionals in the Chapter 11 case as may be awarded pursuant to sections 330 or 331 of the Bankruptcy Code. A copy of the motion is available at https://bit.ly/355e4nD from PacerMonitor.com. About Statewide Ambulette Statewide Ambulette Service, Inc. is licensed as a contract carrier by the New York State Department of Transportation and is currently operating. It filed a petition for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 21-22586) on Oct. 18, 2021, listing up to $500,000 in assets and up to $10 million in liabilities. Alan Hebel, president, signed the petition. Statewide Ambulette Service previously sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 15-23451) on Oct. 5, 2015, listing under $10 million in both assets and liabilities. The case was terminated in May 2021. Garvey, Tirelli & Cushner Ltd. served as counsel in the 2015 case. Judge Robert D. Drain presided over the 2015 case and now oversees the 2021 case. The Debtor tapped The Law Office of Charles A. Higgs as legal counsel in the 2021 case. STONERIDGE PARKWAY: Taps Schwartz Law as Bankruptcy Counsel ----------------------------------------------------------- Stoneridge Parkway, LLC seeks approval from the U.S. Bankruptcy Court for the District of Nevada to hire Schwartz Law, PLLC to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) advising the Debtor with respect to its powers and duties in the continued management and operation of its business and property; (b) attending meetings and negotiating with representatives of creditors and other parties in interest and advising and consulting on the conduct of the bankruptcy case, including all of the legal and administrative requirements of operating in Chapter 11; (c) taking all necessary actions to protect and preserve the Debtor's bankruptcy estate, including the prosecution of actions on the Debtor's behalf, the defense of any actions commenced against the estate, negotiations concerning all litigation in which the Debtor may be involved, and objections to claims filed against the estate; (d) preparing reports and legal papers; (e) negotiating and preparing a plan of reorganization, disclosure statement and all related documents, and taking necessary actions to obtain confirmation of such plan; (f) advising the Debtor in connection with any sale of its assets; (g) appearing before the bankruptcy court, appellate courts and the Office of the U.S. Trustee; and (h) performing all other necessary legal services for the Debtor. The firm's hourly rates are as follows: Attorneys $345 - $845 Paraprofessionals $195 - $235 Samuel Schwartz, Esq., the firm's attorney who will be providing the services, disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: 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 About Stoneridge Parkway Stoneridge Parkway, LLC, a company in Reseda, Calif., filed a petition for Chapter 11 protection (Bankr. D. Nev. Case No. 22-10540) on Feb. 16, 2022, listing up to $50 million in both assets and liabilities. Danny Modaberpour, president, signed the petition. Judge August B. Landis oversees the case. The Debtor tapped Schwartz Law, PLLC as legal counsel. SUDBURY PROPERTY: Taps Murphy & King as Real Estate Counsel ----------------------------------------------------------- Sudbury Property Management, LLC received approval from the U.S. Bankruptcy Court for the District of Massachusetts to hire Murphy & King, Professional Corporation as its special real estate counsel. The Debtor requires legal assistance to close the sale of its real property in Marlborough, Mass. Murphy & King will seek compensation based upon its normal and usual hourly billing rates, and will seek reimbursement for work-related expenses. As disclosed in court filings, Murphy & King does not hold any interest adverse to the Debtor or its estate. The firm can be reached through: Ethan Jeffery, Esq. Murphy & King, Professional Corporation 28 State Street, Suite 3101 Boston, MA 02109 Tel: 617 423-0400 Fax: 617 423-0498 Email: ejeffery@murphyking.com About Sudbury Property Sudbury Property Management, LLC is a privately held company in the nonresidential building construction industry. The company is headquartered in Marlborough, Mass. Sudbury Property Management filed a petition for Chapter 11 protection (Bankr. D. Mass. Case No. 21-40913) on Dec. 14, 2021, listing as much as $10 million in both assets and liabilities. Padraig O'Beime, member, signed the petition. Judge Christopher J. Panos oversees the case. The Debtor tapped Francis C. Morrissey, Esq., at Morrissey, Wilson & Zafiropoulos, LLP as bankruptcy counsel and Murphy & King, Professional Corporation as special real estate counsel. SUPERIOR ENVIRONMENTAL: Case Summary & 20 Top Unsecured Creditors ----------------------------------------------------------------- Debtor: Superior Environmental Corp. 50 64th Avenue South, Suite C Coopersville, MI 49404 Business Description: Superior Environmental is a privately held firm that develops and implements innovative and cost-effective solutions for the various environmental issues facing its clients in manufacturing, transportation, petroleum, energy, infrastructure, real estate, as well as those in state and local governmental units. Chapter 11 Petition Date: February 25, 2022 Court: United States Bankruptcy Court Western District of Michigan Case No.: 22-00353 Judge: Hon. Scott W. Dales Debtor's Counsel: Steven M. Bylenga, Esq. CBH Attorneys & Counselors, PLLC Main Office 25 Division Avenue S., Suite 500 Grand Rapids, MI 49503 Tel: 616-608-3061 Fax: 616-719-3782 Email: nikki@chasebylenga.com Total Assets: $1,286,770 Total Liabilities: $1,296,499 The petition was signed by Jeff Skendrovic, vice president and chief operating 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/3X63OUQ/Superior_Environmental_Corp__miwbke-22-00353__0001.0.pdf?mcid=tGE4TAMA SUPERIOR SEPTIC: Taps Briskin, Cross & Sanford as Special Counsel ----------------------------------------------------------------- Superior Septic, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire Briskin, Cross & Sanford, LLC to represent it in a lawsuit filed at Fulton County Superior Court involving its member, Kree Cantrell. The firm's hourly rates are as follows: David M. Messer, Esq. $450 Laura Day $275 Ashley Dilligard $200 The firm received $7,500 as a retainer fee. David Messer, Esq., the firm's attorney who will be providing the services, disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: David M. Messer, Esq. Briskin, Cross & Sanford, LLC 33 South Main Street, Suite 300 Alpharetta, GA 30009 Tel: (770) 410-1555 Email: dmesser@briskinlaw.com About Superior Septic Superior Septic, LLC filed a petition for Chapter 11 protection (Bankr. N.D. Ga. Case No. 22-50200) on Jan. 7, 2022, listing up to $50,000 in assets and up to $500,000 in liabilities. Haynes Bernstein, managing member, signed the petition. Judge Lisa Ritchey Craig oversees the case. The Debtor tapped Rountree, Leitman & Klein, LLC as bankruptcy counsel; Briskin, Cross & Sanford, LLC as special counsel; and Chang & Company, CPAs, PC as accountant. TELIGENT INC: Tells Judge Stalled Plan Talks Best Option -------------------------------------------------------- Rick Archer of Law360 reports that bankrupt generic pharmaceutical company Teligent Inc. told a Delaware bankruptcy judge that an impasse in talks on a restructuring plan and the expiration of its permission to use cash collateral have left it no choice but to pivot to liquidation. In a motion filed late Wednesday, Feb. 23, 2022, Teligent asked the court to convert its Chapter 11 case to a Chapter 7 liquidation, saying it has been unable to reach an agreement with its creditors on a reorganization plan and that "mounting expenses" are eating into its remaining assets. About Teligent Inc. Teligent, Inc., a specialty generic pharmaceutical company, develops, manufactures, markets, and sells generic topical, branded generic, and generic injectable pharmaceutical products in the United States and Canada. The company was formerly known as IGI Laboratories, Inc. and changed its name to Teligent, Inc. in October 2015. Teligent, Inc. was founded in 1977 and is based in Buena, N.J. Teligent Inc. and three affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-11332) on Oct. 14, 2021. The cases are handled by Honorable Judge Brendan Linehan Shanno. As of Aug. 31, 2021, Teligent had total assets of $85 million and total debt of $135.8 million. The Debtors tapped Young Conaway Stargatt & Taylor, LLP as bankruptcy counsel; K&L Gates, LLP as special corporate counsel; Raymond James & Associates, Inc. as investment banker; PharmaBioSource Realty, LLC as real estate consultant; and Portage Point Partners, LLC as restructuring advisor. Vladimir Kasparov of Portage Point Partners serves as the Debtors' chief restructuring officer. Epiq Corporate Restructuring, LLC is the claims and noticing agent and administrative advisor. The U.S. Trustee for Region 3 appointed an official committee of unsecured creditors in the Debtors' cases on Oct. 27, 2021. Jenner & Block, LLP and Saul Ewing Arnstein & Lehr, LLP serve as the committee's bankruptcy counsel. Province, LLC is the committee's financial advisor. Latham & Watkins LLP, serves as co-counsel to the Prepetition First Lien Parties and the Senior DIP Parties. Morgan Lewis & Bockius LLP serves as co-counsel to the DIP Junior Term Loan Parties and Prepetition Second Lien Parties. Morris, Nichols, Arsht & Tunnell LLP serves as co-counsel to the DIP Parties and Prepetition Secured Parties. Jenner & Block LLP serves as co-counsel to the Creditors' Committee. Osler, Hoskin & Harcourt LLP, serves as Canadian counsel to both the DIP Junior Term Loan Parties and the Senior DIP Parties. NautaDutilh Avocats Luxembourg S.a r.l., as Luxembourg serves as counsel to both the DIP Junior Term Loan Parties and the Senior DIP Parties. TGS Baltric is the Estonian counsel to both the DIP Junior Term Loan Parties and the Senior DIP Parties. TENNECO INC: Fitch Puts 'B+' LongTerm IDR on Watch Negative ----------------------------------------------------------- Fitch Ratings has placed Tenneco Inc's 'B+' Long-Term Issuer Default Rating (IDR) on Rating Watch Negative following the company's announcement of its pending acquisition by affiliates of Apollo Global Management, Inc. (Apollo). Fitch has also placed Tenneco's first-lien senior secured revolving credit facility, term loan A, term loan B, senior secured notes and senior unsecured notes on Rating Watch Negative. The Negative Watch reflects uncertainty surrounding the financial structure of the business post-close, as well as future capital allocation policies. It also reflects uncertainty around the company's post-acquisition strategy. Apollo has committed $1.65 billion of equity and arranged for about $6.0 billion of debt financing to fund the acquisition and related expenses. The transaction is likely to trigger change of control provisions in some of the company's debt agreements that could require a substantial portion of its debt to be refinanced. The transaction is currently anticipated to close by the second half of 2022, at which point Fitch intends to resolve the Rating Watch. KEY RATING DRIVERS Apollo Acquisition: On Feb. 23, 2022, Tenneco announced that it had entered into a definitive agreement to be acquired by funds managed by affiliates of Apollo in an all-cash transaction that values the company at an enterprise value of about $7.1 billion. Apollo's purchase price of $20 per share is a 100.4% premium over the closing price of Tenneco's shares on Feb. 22, 2022. Upon closing of the transaction, Tenneco will become a private company, and its shares will no longer trade publicly. The company will continue to operate globally under the 'Tenneco' brand. Fitch expects the acquisition will allow Tenneco to continue with the ongoing work of restructuring its business, without the complexities of operating as a public company. In addition, the backing and support of a large sponsor could potentially help to expedite some of the work that has been underway since Tenneco's acquisition of Federal-Mogul LLC (FM) in 2018. Rating Overview: TEN's IDR continues to reflect the company's elevated leverage, which increased substantially following its acquisition of FM. Following the acquisition, Fitch had expected leverage to decline as the company prioritized debt repayment, but several setbacks, including the coronavirus pandemic, slowed the pace of debt reduction and resulted in leverage remaining at an elevated level for a longer period than Fitch had anticipated. Also incorporated into the IDR are the inherent risks and cyclicality of the global auto supply industry, including risks of longer-term technological change, as about 40% of the company's value-added revenue is related to light vehicle internal combustion engine products. That said, Fitch expects demand for those product lines to remain relatively solid for at least the next several years, while the cash they generate will provide the company with resources to invest in growth technologies, such as advanced suspension technologies and noise, vibration and harshness (NVH) products. Fitch also expects demand for emission control equipment to grow in the global commercial vehicle and off-highway sectors as emission regulations for covering those engines continue to tighten. Solid FCF: Fitch expects FCF to remain positive over the next several years due to improved cash earnings, ongoing working capital management activities and lower capex, in part due to the company's Accelerate+ plan. However, near-term FCF could be negatively affected by working capital associated with semiconductor-induced production disruptions affecting the entire global auto industry. Fitch also expects capex to run at a relatively lower level going forward as the company focuses on improved capital utilization. As a result of these initiatives, Fitch expects capex, as a percentage of revenue, to run in the 2.5% to 3.0% range over the next several years. Fitch expects FCF margins to run in the 1.5% to 2.5% range, which is relatively solid for an auto supplier. Declining Leverage: Gross EBITDA leverage (as calculated by Fitch) declined to 4.8x at Sept. 30, 2021, in line with Fitch's expectations. Fitch expects leverage could decline below 4.5x by YE 2022, but there is uncertainty related to the Apollo transaction. Fitch-calculated FFO leverage declined to 6.3x at Sept. 30, 2021, also in-line with expectations, but as with EBITDA leverage, the intermediate-term trajectory is unclear given the pending acquisition. DERIVATION SUMMARY Tenneco has a relatively strong competitive position focusing on powertrain, clean air and ride performance technologies for original equipment manufacturers (OEMs) of passenger vehicles, commercial vehicles and off-road equipment. It also has a large presence in branded automotive aftermarket parts and components. The company's Tier 1 technologies are likely to grow in demand over the intermediate term as OEMs increasingly focus on ways to improve powertrain fuel efficiency, reduce emissions and improve vehicle ride quality. At the same time, the company's aftermarket business insulates it somewhat from the heavier cyclicality of the Tier 1 business while providing growth opportunities as the on-road vehicle fleet ages in both developed and developing markets. Although the company's clean air and powertrain businesses will likely be pressured over the longer term as the global auto industry increasingly focuses on electrification, in the intermediate term, tightening emissions regulations will likely drive increased demand for Tenneco's emission control products for internal combustion engines. At the same time, growing demand for increasingly sophisticated suspensions is likely to result in higher demand for the ride control business' more profitable active suspension systems. However, compared with auto suppliers that focus on high-technology, software-based vehicle safety and automation systems, such as Aptiv PLC (BBB/Stable) or Visteon Corporation, Tenneco's business remains more tied to engine and suspension products that affect vehicle performance characteristics. Tenneco is among the largest U.S. auto suppliers, but it is smaller than the largest global auto suppliers, such as Continental AG (BBB/Stable), Magna International Inc. or Robert Bosch GmbH (F1+). Over the intermediate term, Fitch expects Tenneco's margins to be roughly consistent with issuers in the 'BB' range, although they will be pressured in the near to intermediate term by weaker macro conditions. Fitch expects Tenneco's credit protection metrics, particularly leverage and coverage, will be more consistent with a 'B'-range IDR. KEY ASSUMPTIONS Fitch's key assumptions within the rating case for the issuer include: -- The acquisition by Apollo is completed in 2H22; -- Global auto production increases in the mid- to high-single digits in 2022; -- Global aftermarket part demand increases in the mid-single digit range over the next several years; -- Capex runs at about 2.5%-3.0% of revenue over the next several years as the company focuses on capital efficiency; -- FCF is positive, in part due to working capital improvements, with FCF margins generally running in the 1.5%-2.5% range; -- The company maintains a solid liquidity position, including cash and credit facility availability over the next several years. KEY RECOVERY RATINGS ASSUMPTIONS The recovery analysis assumes that Tenneco would be reorganized as a going-concern in bankruptcy rather than liquidated. Fitch has assumed a 10% administrative claim. Going-Concern (GC) Approach Tenneco's recovery analysis estimates a going concern EBITDA at $1.18 billion, which reflects Fitch's view of a sustainable, post-reorganization EBITDA level upon which the valuation of the company would be based following a hypothetical default. The sustainable, post-reorganization EBITDA is for analytical valuation purposes only and does not reflect a level of EBITDA at which Fitch believes the company would fall into distress. The going concern EBITDA considers Tenneco's customer supply agreements with most major global OEMs, with its products embedded in the powertrains and suspension systems of many global vehicles; the critical nature of its emission control technologies; and the less-cyclical nature of its branded aftermarket products. The $1.18 billion ongoing EBITDA assumption is about 7% below the company's actual EBITDA of $1.26 billion (according to Fitch's calculations) for Tenneco in the LTM ended Sept. 30, 2021. Fitch has used a 6.0x multiple to calculate a post-reorganization valuation. According to the "Automotive Bankruptcy Enterprise Values and Creditor Recoveries" report published by Fitch in January 2022, 52% of auto-related bankruptcies had exit multiples above 5.0x, with 30% in the 5.0x to 7.0x range. However, the median multiple observed across 21 issuers was only 5.1x. Within the report, Fitch observed that 87% of the bankruptcy cases analyzed were resolved as a going concern. Automotive issuers in bankruptcy were typically weighed down by capital structures that became untenable during a period of severe demand weakness, due either to economic cyclicality or the loss of a significant customer, or they were subject to significant operational issues. While Tenneco has a highly leveraged capital structure, Fitch believes the company's business profile is stronger than most of those included in the automotive bankruptcy observations. Fitch utilizes a 6.0x EV multiple based on Tenneco's strong global market position, including its position as a supplier to a number of top global vehicle platforms, and the non-discretionary nature of its aftermarket products. For comparison, Brookfield Business Partners' acquisition of Clarios Global LP in 2019 valued the company at an EV over 8x, while BorgWarner Inc.'s acquisition of Delphi Technologies PLC valued the company at 6.4x preliminary 2019 adjusted EBITDA (in both cases excluding expected post-acquisition cost savings). All of Tenneco's rated debt is guaranteed by certain, primarily domestic, subsidiaries. Consistent with Fitch's criteria, the recovery analysis assumes that about $1.0 billion in off-balance-sheet factoring is replaced with a super-senior facility that has the highest priority in the distribution of value. Fitch also assumes a full draw on the company's $1.5 billion secured revolver. The revolver, secured term loans and secured notes receive second priority in the distribution of value after the factoring. As such, the first lien secured debt, excluding factoring, totals about $5.9 billion, which results in a Recovery Rating of 'RR2' with a waterfall generated recovery computation (WGRC) in the 71%-90% range. The $725 million of senior unsecured notes have the lowest priority in the distribution of value. This results in a Recovery Rating of 'RR6' with a WGRC in the 0%-10% range, owing to the significant amount of secured debt positioned above it in the hierarchy. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Failure to complete the merger as proposed will result in the removal of the Negative Watch. On a Standalone Basis: -- A sustained value-added FCF margin of 1.0% on a consistent basis; -- Sustained decline in EBITDA leverage to 3.5x or lower; -- Sustained decline in FFO leverage to 4.0x or lower; -- Sustained increase in FFO interest coverage of 3.5x or higher. Factors that could, individually or collectively, lead to negative rating action/downgrade: To resolve the Negative Watch: -- Completion of the contemplated merger. On a Standalone Basis: -- A sustained value-added FCF margin of breakeven or below; -- Sustained EBITDA leverage above 4.5x over the intermediate term; -- Sustained FFO leverage above 5.0x over the intermediate term; -- Sustained FFO interest coverage below 2.5x over the intermediate term. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Non-Financial Corporate issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. LIQUIDITY AND DEBT STRUCTURE Adequate Liquidity: Fitch expects Tenneco to maintain adequate liquidity going forward. As of Sept. 30, 2021, the company had $589 million of unrestricted cash and cash equivalents (excluding Fitch's adjustments for not readily available cash), and nearly full availability on its $1.5 billion secured revolver. The company has no significant debt maturities until 2023, when its revolver and the bulk of its term loan A matures. According to its criteria, Fitch has treated $320 million of Tenneco's cash and cash equivalents as not readily available for purposes of calculating net metrics. This is based on Fitch's estimate of the amount of cash the company needs to keep on hand to cover seasonality in its business. Debt Structure: Tenneco's debt structure primarily consists of borrowings on its secured credit facility (which includes the term loan A, term loan B and revolver), senior secured notes, senior unsecured notes and off-balance sheet factoring that Fitch treats as debt. Tenneco's off-balance sheet factoring includes the effect of supply-chain financing programs that the company has with some of its aftermarket customers to whom the company has entered into extended payment terms. If the financial institutions involved in these programs were to curtail or end their participation, TEN might need to borrow from its revolver to offset the effect, but it could also mitigate at least a portion of the effect by exercising its contractual right to shorten the payment terms with these particular aftermarket customers. ISSUER PROFILE Tenneco is a global automotive supplier that sells products to both original equipment manufacturers and the automotive aftermarket. Key products include systems and components related to emissions control, powertrains, ride control, noise/vibration/harshness and braking. ESG CONSIDERATIONS Tenneco, Inc. has an ESG Relevance Score of '4' for Management Strategy due to the complexity of the company's strategy to merge with FM and then split into two companies, which has a negative impact on the credit profile, and is relevant to the ratings in conjunction with other factors. Tenneco, Inc. has an ESG Relevance Score of '4[+]' for GHG Emissions & Air Quality due to the company's positioning as a top supplier of products that reduce vehicle emissions from internal combustion engines, which has a positive impact on the credit profile, and is relevant to the ratings in conjunction with other factors. Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. TENNECO INC: S&P Places 'B+' ICR on Watch Negative on Acquisition ----------------------------------------------------------------- S&P Global Ratings placed its 'B+' issuer credit rating on auto parts supplier Tenneco Inc. on CreditWatch with negative implications. Tenneco has announced that it will be acquired by affiliates of private equity sponsor Apollo Funds in an all-cash transaction, with an enterprise valuation of approximately $7.1 billion, including debt. Tenneco's adjusted leverage was about 4.4x as of Sept. 30, 2021, and we believe the transaction could include incremental debt, potentially increasing adjusted leverage well above the 5x downgrade threshold. S&P said, "The CreditWatch placement reflects our belief that the pending acquisition of Tenneco by Apollo Funds will likely increase Tenneco's debt, which could weaken the company's credit metrics well beyond our downgrade threshold. Apollo has committed to provide equity financing of $1.65 billion for a portion of the consideration. Tenneco, through the unrated postmerger entity Pegasus Holdings III LLC, has also received committed debt financing of $6 billion (compared to reported debt of roughly $5 billion as of Dec. 31, 2021), though the exact makeup of the underwritten debt and how much represents a revolving credit facility are unknown. As a result, we expect the company's pro forma leverage (per our calculations) to be well over 5x as of Dec. 31 and into 2022. This pro forma leverage also incorporates that we would no longer net any cash as we view Apollo as a financial sponsor. We expect the transaction, which has been unanimously approved by Tenneco's board, to close in the second half of 2022, subject to shareholder approval and regulatory approvals. "We did not place our issue-level ratings on Tenneco's debt on CreditWatch because we believe the company will refinance its capital structure due to the change of control. "The CreditWatch placement reflects at least a 50% chance we will lower our ratings on Tenneco if we expect the pending acquisition by Apollo Funds will likely increase Tenneco's leverage above 5x on a sustained basis. We will resolve the CreditWatch once we have details on the acquisition and new capital structure to review the potential effect on the company's credit metrics, growth strategy, and financial policy under its new owner." Tenneco designs, manufactures, and sells clean air, powertrain, and ride performance products and systems for light vehicle, commercial truck, off-highway, industrial, and aftermarket customers worldwide. TROY CLEANERS: Gets OK to Hire Bankruptcy Law Office as Counsel --------------------------------------------------------------- Troy Cleaners Company received approval from the U.S. Bankruptcy Court for the Eastern District of Michigan to hire the Bankruptcy Law Office to serve as legal counsel in its Chapter 11 case. George Jacobs, Esq., the firm's attorney designated to provide the services, will bill $325 per hour. The firm received a retainer in the amount of $3,258. Mr. Jacobs disclosed in a court filing that he is a "disinterested person" pursuant to Section 101 (14) of the Bankruptcy Code. The firm can be reached through: George E. Jacobs, Esq. Bankruptcy Law Office 2425 S. Linden Rd., Ste. C Flint, MI 48532 Phone: (810) 720-4333 Email: george@bklawoffice.com About Troy Cleaners Company Troy Cleaners Company sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 22-30084) on Jan. 20, 2022, listing as much as $1 million in both assets and liabilities. Judge Joel D. Applebaum oversees the case. George E. Jacobs, Esq., at Bankruptcy Law Office serves as the Debtor's legal counsel. UNION RESIDENCE: Case Summary & 11 Unsecured Creditors ------------------------------------------------------ Debtor: Union Residence LLC 199 Lee Ave Ste 894 Brooklyn, NY 11211-8919 Business Description: Union Residence LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). The Debtor owns residential buildings in Brooklyn, New York. Chapter 11 Petition Date: February 24, 2022 Court: United States Bankruptcy Court Eastern District of New York Case No.: 22-40342 Judge: Hon. Elizabeth S. Stong Debtor's Counsel: Kevin J. Nash, Esq. GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP 1501 Broadway 22nd Floor New York, NY 10036 Tel: (212) 221-5700 Email: knash@gwfglaw.com Total Assets: $6,758,667 Total Liabilities: $14,536,870 The petition was signed by Chaim Lefkowitz as manager. A full-text copy of the petition containing, among other items, a list of the Debtor's 11 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/OLAXPIA/Union_Residence_LLC__nyebke-22-40342__0001.0.pdf?mcid=tGE4TAMA US REAL ESTATE: Trustee Wins Cash Collateral Access Thru May 31 --------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Kansas authorized Eric L. Johnson, the Chapter 11 Trustee in the bankruptcy cases of US Real Estate Equity Builder, LLC, and US Real Estate Equity Builder Dayton, LLC, to continue using cash collateral through May 31, 2022. As previously reported by the Troubled Company Reporter, 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. 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. A copy of the order is available at https://bit.ly/3BTBRTm 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. VETERAN HOLDINGS: Further Fine-Tunes Plan Documents --------------------------------------------------- Veteran Holdings NY LLC submitted a Revised Third Amended Disclosure Statement for Third Amended Plan of Reorganization dated Feb. 22, 2022. 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 will be used to fund the Plan Funding Obligations, which will be used to pay all Claims under the Plan. 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 proceeds from the sale of the membership interests by the Debtor will be used to pay the Plan Funding Obligations which include (i) paying 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) paying approximately $2,195,000 in loan fees and closing adjustments, (iii) paying $1,682,014 to the Debtor's secured and unsecured creditors to satisfy their claims in full with interest, (iv) reserving $250,000 for the payment of US Trustee Fees, and (v) reserving $250,000 for payment of administrative costs and professional fees. After all Plan Funding Obligations are satisfied, the remaining cash balance of approximately $9,272,985 will be paid to the holders of the Existing Equity Interests and their Membership Interests will be cancelled leaving the Purchaser, Veterans Road Center LLC as the owner of 100% of the Debtor's Membership Interests. Class 2 consists of General Unsecured Claims against the Debtor. Each holder of an Allowed General Unsecured Claim shall receive on the Effective Date, in full and final satisfaction of such Claim, Cash from the Plan Funding Obligations in an amount equal to the Allowed amount of such Claim, plus interest at the federal judgment rate. The allowed unsecured claims total $46,361,778.00. This Class will receive a distribution of 100% of their allowed claims. Class 2 is Unimpaired. Class 3 consists of Existing Equity Interests in the Debtor. On the Effective Date, pursuant to the Veterans Center Purchase and Sale Agreement, the holder of the Class 3 Existing Equity Interests shall receive the remaining Cash after payment of all Plan Funding Obligations, which after such payment, their Existing Equity Interests shall be cancelled. Once all Plan Funding Obligations have been fully paid pursuant to the terms of the Plan, Existing Equity Interests will be cancelled, and Veterans Center will hold 100% of the Membership Interests in the Debtor. At the Veterans Holdings Closing, at the request of the lender to Veterans Center, the deed for the Property may be issued in the name of Veterans Center. The funds necessary to pay all of the Plan Funding Obligations, which includes assuming the Veterans Holdings Contract of Sale and closing in accordance with its terms, paying the closing costs of that sale, paying the claims of the Debtor's Creditors in full with interest and the statutory claims owed to the United States Trustee will come from the payment Veterans Center is making to the Debtor’s estate of $59,000,000 in exchange for 100% of the equity in the Debtor pursuant to the Veterans Center Purchase and Sale Agreement. Veterans Center is funding its acquisition of the Debtor with a loan of $43,300,000 from Emerald Creek Capital, the contract deposit of $1,500,000 being held by Veterans Road Holdings LLC (the seller of the Property), the $500,000 escrow deposit held by RBL, the additional $1,000,000 escrow deposit due on February 21, 2022 plus $12,700,000 in cash that Veterans Center will provide at closing. Emerald Creek has no relationship to any party in interest in this case and is represented by the law firm of Herrick Feinstein LLP. A full-text copy of the Revised Third Amended Disclosure Statement dated Feb. 22, 2022, is available at https://bit.ly/3hj43W8 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. VISTRA CORP: S&P Affirms 'BB' ICR on Capital Allocation Plan ------------------------------------------------------------ S&P Global Ratings affirmed its issuer credit rating of 'BB' on independent power producer Vistra Corp. At the same time, S&P affirmed its issue-level ratings on the senior secured and unsecured debt of Vistra's wholly owned subsidiary, Vistra Operations Co. LLC, at 'BBB-' and 'BB', respectively. S&P said, "Our '1' recovery rating on the company's senior secured debt is unchanged, indicating our expectation of very high (90%-100%; rounded estimate: 95%) recovery in a default scenario. Similarly, our '3' recovery rating on the company's senior unsecured debt is unchanged, indicating our expectation of meaningful (50%-70%; rounded estimate: 60%) recovery in default. "The stable outlook reflects our view that Vistra will maintain its credit metrics within expectations, with a debt-to-EBITDA ratio of about 3.7x-3.8x, as the company pursues larger share buybacks than previously projected." Vistra's decision to favor share repurchase over deleveraging will result in slightly weaker-than-expected credit metrics at about 3.7x-3.8x debt to EBITDA, which we still view as commensurate with the rating. Vistra's projected large share repurchases, combined with significant capital expenditures, will result in slightly higher-than-expected leverage at about 3.7x-3.8x. S&P now expects that Vistra's adjusted leverage will be about 3.7x-3.8x during our outlook horizon. This increase in leverage, compared with its previous expectation of 3.5x for 2022, is largely spurred by large share repurchases combined with a robust capital spending plan. However, S&P still view the slightly higher credit metrics as commensurate with the rating. In terms of share buyback, the company is projected to repurchase $1.7 billion in 2022 and $1 billion thereafter, depending on market conditions. At the same time, Vistra will be spending on multiple growth projects. Vistra will finance these initiatives largely with discretionary free cash flows. Projected 2022 and 2023 EBITDA of about $3.3 billion-$3.4 billion should result in material free cash flows, given the company's high cash conversion rate of about 60%. S&P has revised our EBITDA expectation slightly higher due to the inclusion of proceeds from securitization, good performance on the wholesale front that helps offset some weakness in retail, and the realization of certain offsetting measures implemented after the February 2021 winter storm event that resulted in cost savings. S&P doesn't anticipate material deleveraging during its outlook horizon. S&P said, "We don't project material improvement in credit metrics during our outlook horizon, given Vistra's revised capital allocation priorities that favor share buybacks over deleveraging. In addition, the company's large development pipeline, which we anticipate will be partially debt financed, won't start contributing materially to cash flows until 2024. As a result, we view the momentum toward a positive rating action as somewhat halted. This greater focus on share repurchase represents a clear shift in priorities, as Vistra's long-term leverage before the winter storm event was trending below 3x with a clear path toward further deleveraging. Vistra should be better prepared for upcoming winter seasons, but the weatherization of the broader gas infrastructure has yet to be addressed. While power producers in Texas are likely better prepared for upcoming winter seasons, due to their winterization initiatives, S&P believes that some of the key issues that emerged from the winter storm event have yet to be addressed. For example, Vistra has taken multiple steps to weatherize its Texas fleet for colder temperatures for longer durations, such as installing dual fuel capabilities at certain gas steam units, as well as ramping up on additional storage. The company is also planning to keep a meaningful generation length going into peak seasons, which should mitigate the impact of extreme weather events. S&P said, "At the same time, we have limited visibility on the actual standards pertaining to the winterization process of the gas supply chain, despite the Railroad Commission of Texas designating most of the infrastructure as critical in December 2021. This is material, as the lack of available supply was a major issue during the winter storm event. We also view the recent cold front, which resulted in a dip in natural gas production, as not being severe enough both in terms of duration and intensity as to provide a truly comprehensive stress test for the grid. "The company is slowly transitioning toward a lower carbon footprint, which we view as credit positive given the shifting landscape. "Vistra's fuel mix will gradually shift toward a greater contribution from renewables, which we view positively given the company's carbon footprint." Vistra will spread this change in its production profile over several years, given the large size of its fleet. At the same time, Vistra has about 7.5 gigawatts (GW) of energy scheduled for closure, mostly coal facilities. Vistra's robust pipeline of solar projects, which total more than 1,850 megawatts (MW) at various stages of development, will largely serve its retail load in Texas. At the same time, the Electric Reliability Council of Texas (ERCOT) remains one of the dominant jurisdictions in terms of renewable projects, for both photovoltaic parks and battery projects. Increased renewable penetration in Texas could result in greater backwardation of power prices and higher intermittency. S&P's anticipate that greater intermittency could be managed by peaking facilities, which are part of Vistra's fleet, and storage assets. The company's battery projects are mostly in other states, with the most notable being its Moss Landing Energy Storage Facility Phase 1 (300 MW/1,200 MW) in California. This facility has been experiencing some issues that we anticipate should be resolved in the first half of 2022. Backwardation of power prices remains a risk given Vistra's exposure and ERCOT's renewable proliferation. The backwardation of the forward curve, especially in ERCOT, remains a key factor that we continue to monitor for Vistra, given its energy margin exposure. Although we still expect a normalization as we near the delivery years and liquidity improves, the ultimate impact of the ongoing renewable proliferation on the forward curve could further lower prices, which would be negative for Vistra. The company has been able to mitigate some of these factors by having a robust hedging program in place over the short-to-medium term, as well as having some natural hedge due to its integrated platform when matched regionally. S&P still views the integrated business model as mitigating some of the risks that the company faces. S&P said, "Overall, we still view the integrated business model as a credit positive, given that the retail segment provides a countercyclical hedge that can help mitigate some of the challenges experienced on the wholesale front. We anticipate that the company will maintain a load-to-generation ratio of about 65%, which is a higher match than before due to its planned retirements. Furthermore, the retail portfolio contributes favorably to cash flow conversion, given its low capital intensity. The retail margin could improve further, as the company will have a larger portion of its retail book in Texas served by renewables. "The stable outlook reflects S&P Global Ratings' view that Vistra will maintain its credit metrics at about 3.7x-3.8x during our outlook horizon, with adjusted funds from operations (FFO) to debt of about 22%-24%. Given Vistra's revised capital allocation priorities that favor share repurchase, as well as its large capital expenditures (capex) program, we anticipate that the company will have limited discretionary free cash flows available for deleveraging until the new projects start contributing more meaningfully to revenues. The outlook also incorporates our view that the less capital-intensive retail business will continue to provide a counter-cyclical hedge when wholesale margins decline while also generating solid cash flow conversion." S&P could take a negative rating action if: -- Debt to EBITDA nears 4x on a sustained basis; or -- FFO to debt declines below 20% on a sustained basis. Such a scenario could occur if Vistra were to undertake financial policies that were more aggressive than expected, with larger share buybacks or capex financed with debt. This could also occur if the company's performance, either in the wholesale or retail segments, was below expectations and was not sufficiently offset with debt reduction commensurate with the decline in its cash flows. Although unlikely during S&P's outlook horizon given the financial metrics, it could revise the outlook to positive if: -- Market reforms implemented in ERCOT are geared toward reducing heightened systemic risk; and -- Adjusted debt to EBITDA declines below 3.25x and FFO to debt increases to more than 25%. Given the company's recent capital allocation decisions, S&P views the momentum toward a higher rating as somewhat halted, at least until the new pipeline of projects contributes materially more to cash flows, which is outside of our outlook horizon. VOS CRE I: Unsecured Creditors to be Paid in Full in Plan --------------------------------------------------------- VOS CRE I, LLC, filed with the U.S. Bankruptcy Court for the Southern District of Florida a Small Business Plan of Reorganization. The Debtor was formed on November 13, 2014, with both Daniel and James Vosotas serving as managers of the Debtor. The purpose of the company, as stated in the Debtor's Operating Agreement was to hold and manage three real estate development projects that were contributed at the time of the signing of the operating agreement to VOS CRE I, LLC by VOS Holdings I, LLC on the effective date of the Operating Agreement. Pre-petition, a small group of members of the Debtor, representing approximately 3.90% of the total membership interests, commenced litigation in Michigan state court styled Pappas v. Vosotas (the "Michigan Litigation"). The Court in the Michigan Litigation ordered that the entire $8,500,000.00 be frozen. To effectuate the Michigan's court's order an escrow was established with M.S. Title Agency, LLC. With its entire liquidity frozen and facing litigation in Michigan and in Florida the debtor had no option but to proceed with the filing in attempt to get access to its funds to pay its creditors, fund its litigation needs in connection with the Greystone Hotel and make a distribution to the Holders of Allowed Interests. The Plan allows the Debtor to access the $8.5 Million in liquidity that has been frozen, so the Debtor can pay its creditors in full, reserve an appropriate amount to protect its largest remaining asset- its 26% equity interest in the Greystone Hotel- and make a meaningful distribution of equity. Class 1 consists of Allowed General Unsecured Claims. To the extent any Claim in this Class is Allowed it shall be Paid in full in cash on effective date of the Plan or when due under contract or applicable non-bankruptcy law. This Class is unimpaired. Class 2 consists of Allowed EB-5 Unsecured Claims. All claimants who have asserted a claim based upon an EB-5 investment. To the extent any Claim in this Class is Allowed it shall be Paid in full in cash on effective date of the Plan or when due under contract or applicable non- bankruptcy law. This Class is unimpaired. Class 3 consists of Insider Claim of VOS Holding I, LLC. To the extent any Claim in this Class is Allowed it shall be paid 95% of the Allowed Amount. Class 4 consists of Insider claims of Trans Inns Management, Inc. To the extent any Claim in this Class is Allowed it shall be paid $1,857,979. However, if all of Class 5 agrees to the Redemption Option, the Claimant will waive any distribution on this Claim, which will create an additional $482,934.60 for Class 5 and the Allowed Claim shall be converted to equity in the Reorganized Debtor. Class 5 consists of Equity Interest Holders, except for the VOS Holdings LLC and Daniel Vosotas. Shall receive at their election: (i) equity interest in the post confirmation Debtor upon the Effective Date consistent with the recalculated capitalization of the post confirmation Debtor and any distribution provided for after payment of all Claims or (ii) the proportional share of the $482,934.60 in full redemption of the Allowed Holder's Equity interest plus any distribution provided for after payment of all Claims and relinquishment of any interest in the Debtor Reorganized (the "Redemption Option"). Class 6 consists of VOS Holdings LLC and Daniel Vosotas. Shall receive equity interest in the post confirmation Debtor upon the Effective Date consistent with the recalculated capitalization of the post confirmation Debtor and any distribution provided for after payment of all Claims. On Confirmation of the Plan, all property of the Debtor, tangible and intangible, including, without limitation, licenses, furniture, fixtures and equipment, will revert, free and clear of all Claims and Equitable Interests except as provided in the Plan, to the Debtor. The Debtor expects to have sufficient cash on hand to make the payments required on the Effective Date. The Debtor shall use the $8.5 Million from the sale of David Whitney Building. In addition, after payment in full to the Holders of All Allowed Claims and the reserve of appropriate funds that will not exceed $500,000.00 for the litigation related to the Greystone Hotel, any balance shall be distributed pro rata to the Holders of Allowed Interests in both Class 5 and Equity Class 6. This plan ensure that all creditors are paid in full on the effective date using the $8.5 million in cash from the Sale of the David Whitney Building. Once the Debtor makes its payments as required hereunder and reserves $500,000.00 for the litigation related to the Greystone Hotel, the Debtor does not expect that it will need any additional reorganization. A full-text copy of the Plan of Reorganization dated Feb. 22, 2022, is available at https://bit.ly/36y1H3C from PacerMonitor.com at no charge. Counsel for the Debtor: DGIM Law, PLLC Isaac Marcushamer, Esq. Florida Bar No. 0060373 Isaac@dgimlaw.com Daniel Gielchinsky, Esq. Florida Bar No. 97646 Dan@dgimlaw.com 2875 NE 191st Street, Suite 705 Aventura, FL 33180 Tel: (305) 763-8708 About VOS CRE I Boca Raton, Fla.-based VOS CRE I, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-21082) on Nov. 22, 2021, listing as much as $10 million in both assets and liabilities. James Vosotas, authorized representative, signed the petition. The Debtor tapped Isaac Marcushamer, Esq., at DGIM Law, PLLC as legal counsel and Berkowitz Pollack Brant Advisors and CPAs as financial advisor and tax accountant. WALNUT CREEK: Seeks Cash Collateral Access Thru March 31 -------------------------------------------------------- Walnut Creek Nursery, Inc. asks the U.S. Bankruptcy Court for the Northern District of Illinois, Western Division, for authority to use cash collateral and provide adequate protection. The Debtor requires access to cash collateral for ongoing business operations and the Debtor's financial and operational restructuring efforts. The Debtor has several business loans from Compeer Financial amounting to $3,108,695. For each of the Loans, the Debtor is a co-borrower with non-debtor PCH Holdings, LLC, and Paul A. Hackett as guarantors. As of petition date, the Debtor's balance is $3,780,575. As adequate protection for the Debtor's use of cash collateral, the Prepetition Lender will be granted replacement lien to the extent of diminution of value of the collateral from and after the Petition Date and a superpriority administrative claim under section 507(b) of the Bankruptcy Code solely to the extent of diminution and/or any other decline in value as a result of the automatic stay. The adequate protection lien will be superior in terms of priority and right to Compeer Financial's liens and claims under the Loans, subject and subordinate only to the Carve Out and Permitted Prior Liens. The Carve-Out means any fees payable to the subchapter V trustee; professional fees of, and costs and expenses incurred by, professionals or professional firms retained by the Debtor and allowed by the Bankruptcy Court; the allowed professional fees and costs and expenses incurred by all Case Professionals incurred after the occurrence of a Termination Declaration Event in an aggregate amount not to exceed $20,000; and the reasonable fees and expenses incurred by any Chapter 7 trustee appointed by the Court under section 726(b) of the Bankruptcy Code, not to exceed $10,000 in the aggregate. A hearing on the matter is scheduled for March 16, 2022, at 11 a.m. via Zoom for Government. A copy of the motion is available at https://bit.ly/36JL2dE from PacerMonitor.com. About Walnut Creek Nursery Walnut Creek Nursery, Inc. owns a 240-acre wholesale tree and shrub nursery. It is a family-run business with 32 years of nursery experience. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 22-80189) on February 23, 2022. In the petition signed by Paul A. Hackett, owner, the Debtor disclosed up to $10 million in both assets and liabilities. Nicholas M. Miller, Esq., at McDonald Hopkins LLC is the Debtor's legal counsel. WHITE RABBIT: Gets Cash Collateral Access Thru March 2 ------------------------------------------------------ The U.S. Bankruptcy Court for the Western District of Washington at Vancouver has authorized White Rabbit Ventures, Inc., dba Matrix Roofing, and Home Solutions dba Matrix Roof+Home to use cash collateral on an interim basis in accordance with the budget through March 2, 2022. The U.S. Small Business Administration is granted a replacement lien in the Debtor's post-petition assets, to the same extent, validity, and priority it had in the Debtor's pre-petition assets, excluding any security interests in avoidance actions pursuant to sections 506(c), 544, 545, 547, 548, and 549 of the Bankruptcy Code, and without prejudice to the ability of the Debtor or its creditors to contest the amount, validity and priority of the replacement lien. A continued hearing on the matter is scheduled for March 2 at 9 a.m. by telephone. A copy of the order and the Debtor's budget is available at https://bit.ly/3t6tKii from PacerMonitor.com. The Debtor projects $9,000 in total cost of goods sold. About White Rabbit Ventures, Inc. White Rabbit Ventures, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wash. Case No. 22-40173-MJH) on February 14, 2022. In the petition signed by Wendy J. Marvin, chief executive officer, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Mary Jo Heston oversees the case. Geoffrey Groshong, Esq., at Groshong Law PLLC is the Debtor's counsel. WILLCO XII: Unsecured Claims Unimpaired in Plan ----------------------------------------------- Willco XII Development, LLLP, a Colorado Limited Liability Limited Partnership, submitted a Second Amended Disclosure Statement explaining its Plan. The Reorganized Debtor will continue to own and operate CSJ through its general partner, Spirit Hospitality, LLC. following confirmation of its Plan and will pay its creditors with allowed claims pursuant to the provisions of the confirmed Plan from revenue generated through its business operations. The Debtor's personal property consists of cash and bank account(s), furniture, fixtures and equipment, and accounts receivable. Balance sheets showing the value of the Debtor's Assets as of 8/31/2020, less than one month prior to the time it filed its Chapter 11 case, and balance sheet as of 10/31/2021. The Debtor's Real Property is located at 4851 Thompson Parkway, Johnstown, Colorado, 80534 in Larimer County. The Real Property had three appraisals conducted in the fourth quarter of 2020, with values of $10,500,000 by the Debtor's appraiser, $8,100,000 by FirstBank's appraiser, and $6,300,000 by Colorado Lending Source's appraiser. The Debtor believes the value of the Real Property is closer to $10,500,000 as property values have recovered post-petition as restrictions eased and customers returned. The Plan will treat claims as follows: * Class 5 – Colorado Lending Source. Class 5 consists of the unsecured claim of the SBA in the amount of $150,000 for an EIDL Loan, which has a term of 360 months and an interest rate of 3.75%. No payments are required during the first two years, but interest accrues during that time. The Debtor will begin making monthly payments of $775.85 on or before July 29, 2022, which payments will continue until the maturity date on June 29, 2050. Class 5 is unimpaired. * Class 6 consists of the allowed unsecured claim of Synchrony Bank totaling $4,075.42. Synchrony Bank's claim will be paid in full within 30 days after the Effective Date of the Plan. Class 6 is unimpaired. Counsel for the Debtor: Lance J. Goff, Esq. GOFF & GOFF, LLC 3015 47th St., Ste. E-1 Boulder, CO 80301 Telephone: (303) 415-9688 Facsimile: (720) 222-5161 E-mail: lance@goff-law.com A copy of the Disclosure Statement dated Feb. 18, 2022, is available at https://bit.ly/3gW0AwK from PacerMonitor.com. About Willco XII Development Willco XII Development, LLLP, owns the hotel property at 4851 Thompson Parkway, in Johnstown Colorado, currently identified as the Comfort Inn & Suites in Johnstown. The company is a unit of William G. Albrecht's Spirit Hospitality, LLC. Willco XII Development sought Chapter 11 protection (Bankr. D. Colo. Case No. 20-16307) on Sept. 23, 2020, to stop its lender from foreclosing on the property. The Debtor disclosed $14.2 million in assets and $10.274 million in liabilities as of the bankruptcy filing. The Debtor's property is valued at $13 million and secures a $6.4 million first mortgage to the FirstBank of Colorado and a $3.46 million second mortgage to Wells Fargo. Lance J. Goff represents the Debtor. FirstBank, as lender, is represented by Chad Caby, Esq. at LEWIS ROCA ROTGHERBER CHRISTIE LLP. WIRTA HOTELS: Seeks to Use Cash Collateral ------------------------------------------ Wirta Hotels, LLC asks the U.S. Bankruptcy Court for the Western District of Washington for authority to use cash collateral and provide adequate protection. The Debtor requests access to cash collateral to continue to fund its ordinary course business operations and a specific fund of $30,000 per month ($25,000 for Foster Garvey P.C., counsel for Debtor, and $5,000 for Premier Capital Associates, LLC, financial advisor for Debtor), to pay the post-petition, allowed fees and costs of professionals retained in the Chapter 11 case by the Debtor. As of April 1, 2022, approximately two weeks after the anticipated hearing on the cash collateral motion on March 17, 2022, the Debtor anticipates having approximately $377,000 in cash collateral held in accounts at United Business bank, First Federal Saving and Loan, and Peoples Bank. Wilmington Trust, National Association -- as Trustee for the benefit of the registered holders of Wells Fargo Commercial Mortgage Trust 2016-C35, Commercial Mortgage Pass-Through Certificates, Series 2016-C35 -- is the only party with a security interest in the cash collateral. Wilmington asserts an interest in a Leasehold Deed of Trust, Assignment of Leases and Rents and Security Agreement, which encumbered the Debtor's hotel on account of a $4,600,000 loan the Debtor obtained in 2016 from the original lender, UBS Real Estate Securities Inc. The Debtor estimates that the amount of Wilmington's Secured claim is no more than $5,250,000. The Debtor said it is willing to grant Wilmington replacement liens as adequate protection for the use of cash collateral. The Debtor, however, contends Wilmington has a substantial equity cushion well in excess of the amount necessary for it to be adequately protected. The Debtor proposes the Adequate Protection Liens have the same extent, priority, validity, and status as Wilmington's prepetition liens. The Adequate Protection Liens provide Wilmington additional adequate protection above and beyond the substantial equity cushion. A copy of the motion is available for free at https://bit.ly/3Ir8IBw from PacerMonitor.com. About Wirta Hotels Wirta Hotels, LLC owns and operates Quality Inn & Suites at Olympic National Park, a hotel located at 134 River Road, Sequim, Wash. Wirta Hotels filed a petition for Chapter 11 protection (Bankr. W.D. Wash. Case No. 21-11556) on Aug. 13, 2021, listing $3,136,280 in assets and $5,193,377 in liabilities. Judge Christopher M. Alston oversees the case. Foster Garvey, PC and Premier Capital Associates, LLC serve as the Debtor's legal counsel and financial consultant, respectively. [*] Corporate Opioid Payouts Being Finalized, to Top $32 Billion ---------------------------------------------------------------- Brian Mann of GPB reports that over the next two weeks, some of the biggest U.S. corporations accused of "turbocharging" the opioid epidemic could finalize payouts to victims and governments worth roughly $32 billion. "We've lost more than a million Americans to this epidemic, and sadly, it's at an all-time high as overdose deaths continue to rise," said Texas Attorney General Ken Paxton last week, in a statement announcing his state is now in line to receive roughly $1.1 billion. Paxton said pharmaceutical companies that made, distributed and sold opioids were "at the root of the problem." Their payments will help fund "treatment for those currently still struggling with opioid addiction," he added. This comes as communities across the U.S. are scrambling for resources to combat an opioid crisis that keeps getting worse. Drug overdoses killed more than 104,000 Americans in the most recent 12-month period for which data is available, according to the Centers for Disease Control and Prevention. That's a tragic record for the U.S. There are two major negotiations nearing completion. The largest involves major drug distributors and wholesalers AmerisourceBergen, Cardinal Health and McKesson, along with health products giant Johnson & Johnson. The four firms, which maintain they did nothing wrong, have tentatively agreed to payouts totaling $26 billion. The Texas money would come from that deal, as would roughly $590 million that would go to Native American tribes. Sources directly involved in the negotiation tell NPR that a final settlement plan involving most of the 50 states, local governments and victims could be announced as early as Friday. The other intense negotiation involves Purdue Pharma, maker of OxyContin, and its owners, members of the Sackler family. In a report released last week, Judge Shelley Chapman, who is mediating the talks, described accelerating shuttle diplomacy among dozens of parties. She concluded there was "substantial progress" toward a deal now worth as much as $6 billion. While they say they've done nothing wrong, the Sacklers and their privately owned company have faced a growing public backlash for their alleged role pushing to boost sales of opioid pain medications despite surging rates of addiction and overdose death. An earlier settlement, struck last year as part of Purdue Pharma's bankruptcy proceeding, would have meant a payout of roughly $4.5 billion. That deal was rejected in December 2021 by a federal judge. Closed-door talks quickly resumed and in her Feb. 18 report Chapman revealed Purdue Pharma and the Sacklers had boosted their payout offer to "not less than $5.5 billion and up to $6 billion." In exchange, the Sacklers are still demanding total "release" from all future opioid liability. That means members of the family who ran the company could never be sued in the future for their role pushing Oxycontin sales. It's unclear how many states that once opposed the deal will sign on in response to the sweetened offer. In her report, Chapman said, "the unanimous acceptance" demanded by the Sacklers "has not been achieved." There is also growing criticism from some victims of the opioid crisis, people who became addicted to prescription medications and families who lost loved ones to fatal overdoses. They say the overwhelming majority of cash from these deals will go to reducing future addiction and death, with relatively small payouts to those already harmed. But supporters of these settlements maintain they are the quickest way to resolve a legal morass while directing as much money as possible to easing one of the deadliest human-made public health crises in U.S. history. While much smaller than the $246 billion Big Tobacco settlement of the 1990s, these corporate opioid deals do include similar provisions restricting companies' future opioid practices. The goal is to reform the way the highly addictive medications are marketed and sold. Overall prescribing of opioids has declined sharply in much of the country in recent years. Even if these deals are struck, lawsuits will continue against some of the largest companies that sold opioid pain medications. The major pharmacy chains, including CVS, Walgreens and Walmart, also deny any wrongdoing and have so far refused to negotiate similar settlements. In a landmark federal trial last year, however, an Ohio jury found pharmacy chains didn't do enough to keep customers safe while dispensing pain pills. Federal Judge Dan Polster hasn't yet determined what damages the companies will have to pay. The pharmacy chains have promised to appeal. [^] BOND PRICING: For the Week from February 21 to 25, 2022 ----------------------------------------------------------- Company Ticker Coupon Bid Price Maturity ------- ------ ------ --------- -------- Accelerate Diagnostics Inc AXDX 2.500 73.050 3/15/2023 Associated Materials LLC / AMH New Finance Inc SIDEUS 9.000 106.027 9/1/2025 Associated Materials LLC / AMH New Finance Inc SIDEUS 9.000 106.027 9/1/2025 BPZ Resources Inc BPZR 6.500 3.017 3/1/2049 Basic Energy Services Inc BASX 10.750 2.443 10/15/2023 Basic Energy Services Inc BASX 10.750 2.443 10/15/2023 Buffalo Thunder Development Authority BUFLO 11.000 50.000 12/9/2022 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 6.625 23.480 8/15/2027 Diamond Sports Group LLC / Diamond Sports Finance Co DSPORT 6.625 23.807 8/15/2027 EnLink Midstream Partners LP ENLK 6.000 72.062 N/A Endo Finance LLC / Endo Finco Inc ENDP 5.375 72.781 1/15/2023 Endo Finance LLC / Endo Finco Inc ENDP 5.375 72.781 1/15/2023 Energy Conversion Devices ENER 3.000 7.875 6/15/2013 Energy Future Competitive Holdings Co LLC TXU 1.323 0.072 1/30/2037 Enterprise Products Operating LLC EPD 4.875 86.408 8/16/2077 GNC Holdings Inc GNC 1.500 0.488 8/15/2020 GTT Communications Inc GTTN 7.875 10.250 12/31/2024 GTT Communications Inc GTTN 7.875 10.250 12/31/2024 General Electric Co GE 4.000 82.000 N/A Home Depot Inc/The HD 0.481 99.696 3/1/2022 Lannett Co Inc LCI 4.500 34.000 10/1/2026 MAI Holdings Inc MAIHLD 9.500 24.693 6/1/2023 MAI Holdings Inc MAIHLD 9.500 24.693 6/1/2023 MAI Holdings Inc MAIHLD 9.500 24.693 6/1/2023 MBIA Insurance Corp MBI 11.501 7.684 1/15/2033 MBIA Insurance Corp MBI 11.501 7.684 1/15/2033 Macquarie Infrastructure Holdings LLC MIC 2.000 96.499 10/1/2023 Nine Energy Service Inc NINE 8.750 42.188 11/1/2023 Nine Energy Service Inc NINE 8.750 42.073 11/1/2023 Nine Energy Service Inc NINE 8.750 42.422 11/1/2023 OMX Timber Finance Investments II LLC OMX 5.540 0.836 1/29/2020 Paramount Global PARA 3.700 103.791 8/15/2024 Paramount Global PARA 3.875 100.098 4/1/2024 Pitney Bowes Inc PBI 6.200 102.578 4/1/2023 Renco Metals Inc RENCO 11.500 24.875 7/1/2003 Revlon Consumer Products REV 6.250 41.844 8/1/2024 Ruby Pipeline LLC RPLLLC 8.000 88.000 4/1/2022 Ruby Pipeline LLC RPLLLC 8.000 86.739 4/1/2022 Sears Holdings Corp SHLD 8.000 0.834 12/15/2019 Sears Holdings Corp SHLD 6.625 0.541 10/15/2018 Sears Holdings Corp SHLD 6.625 0.796 10/15/2018 Sears Roebuck Acceptance SHLD 7.000 1.242 6/1/2032 Sears Roebuck Acceptance SHLD 6.750 1.076 1/15/2028 Sears Roebuck Acceptance SHLD 6.500 1.017 12/1/2028 Sears Roebuck Acceptance SHLD 7.500 0.817 10/15/2027 Southern Co/The SO 5.500 96.851 3/15/2057 TPC Group Inc TPCG 10.500 57.508 8/1/2024 Talen Energy Supply LLC TLN 10.500 45.990 1/15/2026 Talen Energy Supply LLC TLN 6.500 42.486 6/1/2025 Talen Energy Supply LLC TLN 10.500 46.024 1/15/2026 Talen Energy Supply LLC TLN 6.500 41.875 9/15/2024 Talen Energy Supply LLC TLN 9.500 85.233 7/15/2022 Talen Energy Supply LLC TLN 9.500 85.233 7/15/2022 Talen Energy Supply LLC TLN 6.500 41.875 9/15/2024 TerraVia Holdings Inc TVIA 5.000 4.644 10/1/2019 Trousdale Issuer LLC TRSDLE 6.500 33.150 4/1/2025 United Airlines Holdings Inc UAL 4.250 101.198 10/1/2022 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA. Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2022. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***