/raid1/www/Hosts/bankrupt/TCR_Public/220309.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, March 9, 2022, Vol. 26, No. 67
Headlines
317 NORTH CENTER: Has Until March 29 to File Amended Disclosures
6TH AND SAN JACINTO: Unsecured Creditors to be Paid in Full in Plan
87TH STREET: Seeks to Hire Engelman Berger as Legal Counsel
ACER THERAPEUTICS: Incurs $15.4 Million Net Loss in 2021
AEMETIS INC: Unveils 2022 Five-Year Plan Targeting $1.5B of Revenue
ALH PROPERTIES: Combined Plan & Disclosures Confirmed by Judge
ALPHATEC HOLDINGS: Incurs $144.3 Million Net Loss in 2021
AMERICAN EAGLE: April 27 Plan Confirmation Hearing Set
ANGEL'S SQUARE: Adequate Protection Payments OK'd
ASPIRA WOMEN'S: Appoints Celeste Fralick to Board
ATSI INC: Seeks to Hire E.P. Bud Kirk as Bankruptcy Counsel
AVIS BUDGET: Moody's Assigns Ba1 Rating on New Secured Term Loan C
AVIS BUDGET: S&P Rates $500MM Senior Secured Term Loan C 'BB+'
BABCOCK & WILCOX: Board OKs Dividend on Series A Preferred Stock
BELFOR HOLDING: $250MM Loan Add-on No Impact on Moody's B1 CFR
BIOLASE INC: To Distribute Series G Preferred Stock to Shareholders
BIZGISTICS INC: BDI & Banner Object to Online Auction of Vehicles
BIZGISTICS INC: Online Auction of Truck, Trailer and Tools Denied
BIZGISTICS INC: Proposes Online Auction of Property Through Ritchie
BOULDER BOTANICAL: Taps Beighley as New Bankruptcy Counsel
BRODIE HOLDINGS: Trustee Taps Shapiro Sher Guinot as Legal Counsel
CAMBER ENERGY: Has 302.7M Outstanding Common Shares as of Feb. 23
CAPITALS AREAS: Case Summary & Three Unsecured Creditors
CARPENTER TECHNOLOGY: Fitch Assigns 'BB' LT IDR, Outlook Stable
CARROLS RESTAURANT: S&P Alters Outlook to Stable, Affirms 'B-' ICR
CHARLOTTE AUTOMOTIVE: Seeks to Hire R. Keith Johnson as Counsel
CHEMBIO DIAGNOSTICS: Incurs $33.9 Million Net Loss in 2021
CLAREMONT RESTAURANT: Case Summary & 20 Top Unsecured Creditors
COSTA HOLLYWOOD: Liquidating Trustee Taps Lessne Law as New Counsel
CREATD INC: Raises $2.5 Million in Insider-Led Financing
CRECHALE PROPERTIES: $365K Sale of 2 Hattiesburg Parcels Withdrawn
CRECHALE PROPERTIES: Meador Buying Hattiesburg Property for $126K
CRITERIA EQUIPMENT: Seeks to Hire Stichter as Bankruptcy Counsel
DIAMOND SPORTS: Moody's Affirms Caa2 CFR & Alters Outlook to Stable
EASTSIDE DISTILLING: Cancels Special Meeting of Stockholders
ELDAN LLC: Taps Law Office of Christopher P. Burke as Legal Counsel
ENDO INTERNATIONAL: Swings to $613.2 Million Net Loss in 2021
FORE MACHINE: Unsec. Creditors to Get Nothing in Liquidating Plan
FORTRESS TRNSP: Proposed Spin-off No Impact on Moody's Ba3 Ratings
GALVIN'S RIDGE: Seeks Approval to Hire Stichter as Legal Counsel
GAUCHO GROUP: Signs Exchange Agreement With Noteholders
GERALD E. BRAZIE, JR: Seeks to Sell Buick and Various Vehicles
GEX MANAGEMENT: Sells $333K Convertible Note to Leonite Fund 1
GOGO INC: Swings to $152.7 Million Net Income in 2021
GREENE TECHNOLOGIES: Seeks to Hire Orville & McDonald as Counsel
GROM SOCIAL: Rosenberg Replaces BF Borgers as Accountant
HEALTHE INC: Trustee Selling Certain Lab Equipment for $12K to GVL
HUMANIGEN INC: Incurs $236.6 Million Net Loss in 2021
INTEGRITY CONSTRUCTION: Case Summary & 20 Top Unsecured Creditors
JEFFERIES FINANCE: Fitch Affirms BB+ LongTerm IDR, Outlook Stable
JENS LIESER: $1.5MM Sale of Cape Coral Property to J2Z Approved
JOSEPH MEZZINA: Sale of Galloway Township Property to NCP Approved
JOSEPH N. VANDERVOORT: Selling Boynton Beach Property for $925K
KARTES LEASING: Gets OK to Hire Guidant Law as Bankruptcy Counsel
KC PANORAMA: Filing of Proposed Order on Property Sale Extended
KC PANORAMA: Hearing on $14M Boston Property Sale Set for March 24
LANAI LAND: Case Summary & 20 Largest Unsecured Creditors
LANDMARK 99: Seeks to Hire Michael Jay Berger as Legal Counsel
LARISA IVANOVNA MARKUS: Foreign Rep Selling NYC Property for $2.35M
LUCKIN COFFEE: Says Provisional Liquidation Concluded Successfully
M2 SYSTEMS: Seeks Approval to Hire Latham as Bankruptcy Counsel
MACHINE TECH: April 14 Disclosure Statement Hearing Set
MCK USA: $1M Sale of Miami Apartment No. 1903 to Freibert Approved
MICROVISION INC: Incurs $43.2 Million Net Loss in 2021
MOUNTAIN PROVINCE: Signs Supply Agreement With Chow Tai Fook
NATIONAL CINEMEDIA: Reports $48.7 Million Net Loss for 2021
NEET DREAMS: $345K Sale of Decatur Property to Thorpe Approved
NORTH RICHLAND: Gets Interim OK to Hire Omni as Noticing Agent
NUZEE INC: Expands Brand Portfolio With Dripkit Acquisition
OASIS PETROLEUM: Moody's Alters Outlook on 'B1' CFR to Positive
OASIS PETROLEUM: S&P Places 'B' Issuer Credit Rating on Watch Pos.
OCCIDENTAL PETROLEUM: Moody's Ups CFR to Ba1, Outlook Remains Pos.
OMEROS CORP: Swings to $194.2 Million Net Income in 2021
PARK INTERMEDIATE: Moody's Alters Outlook on 'B1' CFR to Stable
PELICAN REAL ESTATE: Trustee Taps Lessne Law as New Counsel
PETNESS WORLD: Seeks to Hire Julio E. Portilla as Legal Counsel
PINNACLE CONSTRUCTORS: Files Emergency Bid to Use Cash Collateral
PINNACLE MULTI-ACQUISITIONS: Case Summary & 8 Unsecured Creditors
PRECIPIO INC: Releases Year-End 2021 Preliminary Unaudited Results
PROFRAC HOLDINGS: S&P Assigns 'B' ICR, Outlook Stable
PURDUE PHARMA: New Jersey, NY Towns Fight $277M 'Side Deal'
R & R TRUCKING: $1.2M Sale of Franklin County Lots for $1.2M Okayed
R.R. DONNELLEY: Moody's Cuts CFR to B3 & Alters Outlook to Stable
REGIONAL HEALTH: Signs Exchange Deal With Royalty Interest Holder
RIOT BLOCKCHAIN: Delays Filing of 2021 Annual Report
RIVER SPRINGS: S&P Assigns 'BB' Rating on 2022A/B Revenue Bonds
RIVERVIEW APARTMENTS: Files Emergency Bid to Use Cash Collateral
RIVERVIEW APARTMENTS: Taps Derbes Law Firm as Bankruptcy Counsel
ROSCOE GUITARS: Wins Access to Cash Collateral Thru April 7
ROYAL ALICE: Trustee's Sale of New Orleans Assets for $5.4MM OK'd
RUSSELL CLARK: Bailey Buying 3 Remaining Kerr Lake Lots for $60K
RUSTHOVEN ENTERPRISES: Taps Lehman & Associates as Accountant
SANTA CLARITA LLC: Trustee Sets Bidding Procedures for All Assets
SAVVA'S RESTAURANT: In Chapter 11 Almost 2 Years After Fire
SCIENTIFIC GAMES: Swings to $390 Million Net Income in 2021
SCIENTIFIC GAMES: To Transform Into Light & Wonder
SEANERGY MARITIME: Announces New $21.3M Refinancing Facility
SOPHIA LP: S&P Rates $325MM Sr. Secured First-Lien Term Loan 'B-'
TEGNA INC: Moody's Puts 'Ba3' CFR Under Review for Downgrade
TITAN INTERNATIONAL: Swings to $50 Million Net Income in 2021
TMK HAWK: Moody's Affirms 'Caa2' CFR, Outlook Remains Negative
TRANSBRASIL SA: Justices Pass on Ch15 Discovery Orders Dispute
TROY CLEANERS: Gets OK to Hire Robert Stork CPA as Accountant
UGI ENERGY: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
VOYAGER AVIATION: Fitch Withdraws 'B' LongTerm IDR
WESTERN MIDSTREAM: Moody's Hikes CFR to Ba1, Outlook Remains Pos.
WILMA F. GRISSOM: $105K Sale of Jonesboro Property to Chavers OK'd
WW INTERNATIONAL: S&P Downgrades ICR to 'B', Outlook Stable
ZINC-POLYMER PARENT: S&P Alters Outlook to Stable, Affirms B- ICR
*********
317 NORTH CENTER: Has Until March 29 to File Amended Disclosures
----------------------------------------------------------------
317 North Center Avenue Building, LLC, filed with the U.S.
Bankruptcy Court for the District of Montana a Motion to Vacate and
Reschedule the Disclosure Statement Hearing and Reset the Deadline
for Filing and Serving Objections.
The Motion requests that the Court vacate and continue the hearing
on approval of Debtor's disclosure statement currently scheduled
for March 8, 2022. Debtor requests the continuance to afford them
additional time to file an Amended Chapter 11 Plan and Amended
Disclosure Statement to address the objections raised by the U.S.
Trustee in his Objection.
On March 3, 2022, Judge Benjamin P. Hursh granted the motion and
ordered that:
* Debtor shall have until March 29, 2022, to file an amended
disclosure statement and further amended Chapter 11 Plan.
* April 12, 2022 is fixed as the last day to file any
objections to Debtor's amended disclosure statement.
* April 26, 2022, at 09:00 a.m. in the Ella Knowles Courtroom,
4th Floor Room 4805, James F. Battin United States Courthouse, 2601
2nd Avenue North, Billings, Montana.
* Pursuant to 11 U.S.C. Sec. 1121(d)(1) the 180-day period set
forth in 11 U.S.C. Sec. 1121(c)(3) is extended until April 26,
2022.
A full-text copy of the order dated March 3, 2022, is available at
https://bit.ly/3hPXuLg from PacerMonitor.com at no charge.
About 317 North Center Avenue Building
317 North Center Avenue Building, LLC, filed a petition for Chapter
11 protection (Bankr. D. Mont. Case No. 21-10118) on Oct. 18, 2021,
listing as much as $500,000 in both assets and liabilities. Patten,
Peterman, Bekkedahl & Green, PLLC, serves as the Debtor's legal
counsel.
6TH AND SAN JACINTO: Unsecured Creditors to be Paid in Full in Plan
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6th and San Jacinto, LLC, filed with the U.S. Bankruptcy Court for
the Western District of Texas a Disclosure Statement describing
Plan of Reorganization dated March 7, 2022.
The Debtor is a Texas limited liability company and owns one parcel
of real property located at 222 East 6th Street Austin, Texas. The
0.1205 acre parcel of land includes an approximately 10,274 sq.
foot commercial building which is currently occupied by a tenant
operating a bar.
Prior to filing the bankruptcy, Debtor engaged in negotiations with
Security State Bank and Trust to cure the loan default, but before
an agreement could be reached Security State Bank and Trust
informed the Debtor that it would not be able to reach an
agreement. Debtor is informed this is because another party
approached Security State Bank about purchasing the underlying
note. The lender would not agree to terms to cure the note and had
already put into place the process to foreclose upon the property.
Due to the foregoing, Debtor was forced to file Bankruptcy to
protect the substantial equity in the property.
Under the Plan, Debtor will continue to manage and operate the
Property while the equity interest holder will make financial
contributions to cure and reinstate the note with SSB and pay any
outstanding debts owed to other creditors, be they administrative,
priority, statutory, secured, or unsecured. In short, Debtor
proposes to either cure any defaults or pay all creditors in full
on the Effective Date of the Plan by making a capital contribution
of $585,000.
Class 1 consists of the Allowed Secured Claim of Security State
Bank and Trust. SSB is the holder of a Claim against the Debtor
which is estimated to be for a total amount of $5,024,090 as of the
Petition Date. Of that amount, Debtor owed a cure amount of
$130,169.34 consisting of $123,296.32 in interest and $6,873.02 in
fees. The per diem interest charges are $679.71. Debtor proposes to
cure the default amount of $287,567.70 (calculated at 10 monthly
payments at $28,756.77 each) with a capital contribution to come
from the Equity Interest Holder. The excess proceeds are intended
to create a reserve equal to three-months of payments ($86,270.31)
to provide adequate assurance to SSB that the Reorganized Debtor
will be able to continue making payments after reinstating the
loan.
Class 2 consists of the Allowed Secured Claim of Travis County Tax
Collector. The allowed Class 2 Claims shall be paid as follows- the
allowed claim of $94,557.70 will be paid in full, with interest at
12% per year, from a capital contribution made by the Equity
Interest Holder on or by the Effective Date. Ad valorem taxes for
the years 2022 forward will be paid when due (on January 31st of
the following year). The Class 3 Claimant shall retain its Lien on
Debtor’s real property to secure its Allowed Claims until paid in
full, however so long as the Debtor is current on plan payments to
the Claimant, the Claimant shall not be able to exercise its state
law rights.
Class 3 consists of Allowed Unsecured Claims. Debtor believes there
are four general unsecured creditors with claims totaling $35,238,
one claim for $25,326.84 has been filed. The allowed Class 3 Claims
shall be paid in full as follows - the balance of the allowed claim
will be paid in full, with interest, from a capital contribution
made by the Equity Interest Holder on or by (i) the Effective Date,
(ii) 14 days after such Claim becomes an Allowed Claim, or (iii) if
the Unsecured Claim is for a refund of a security deposit, in the
ordinary course of business as provided under the applicable lease.
This Class is Unimpaired.
Class 5 consists of Equity Interest Holder. Each holder of an
Equity Interest shall retain such interests, but shall not receive
any distribution on account of such interests until Classes 1, 2, 3
and 4 Allowed Claims are paid in full. This Class is Unimpaired.
The Debtor's ability to pay SSB and the other Allowed Claims
depends upon the ability of the Equity Interest Holder to make a
capital contribution in the amount sufficient to cure the default
on the Note with SSB, pay any outstanding ad valorem taxes, and any
general unsecured claims. Debtor and the Equity Interest Holder are
affiliates of the World Class business enterprises which include
numerous real properties holdings throughout Texas. The Equity
Interest Holder will have sufficient cash or access to cash to cure
the Note Default and pay the other Allowed Claims in full.
A full-text copy of the Disclosure Statement dated March 7, 2022,
is available at https://bit.ly/3MAdmPW from PacerMonitor.com at no
charge.
Counsel for the Debtor:
Todd Headden
HAYWARD PLLC
State Bar No. 24096285
901 Mopac Expressway South
Building 1, Suite 300
Austin, Texas 78746
Tel/Fax: 737.881.7104
E-mail: theadden@haywardfirm.com
About 6th and San Jacinto
6th and San Jacinto, LLC, based in Austin, Texas, sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Texas Case No.
21-10942) on Dec. 7, 2021, listing as much as $10 million in both
assets and liabilities. Mark H. Ralston, Esq., at Fishman Jackson
Ronquillo, PLLC is the Debtor's legal counsel.
87TH STREET: Seeks to Hire Engelman Berger as Legal Counsel
-----------------------------------------------------------
87th Street LLC received approval from the U.S. Bankruptcy Court
for the District of Arizona to hire Engelman Berger, PC as its
legal counsel.
Engelman Berger will render these legal services:
(a) advise the Debtor regarding its powers and duties in the
continued management and operation of its business and property;
(b) represent the Debtor at the first meeting of creditors,
initial debtor interview and all court hearings, adversary
proceedings or contested matters that have been or may be filed;
(c) attend meetings and negotiate with representatives of
creditors and other parties-in-interest and advise and consult on
the conduct of the Debtor's Chapter 11 case;
(d) assist the Debtor with the preparation of its schedules of
assets and liabilities and statement of financial affairs;
(e) advise the Debtor with respect to any contemplated sales
of assets or business combinations, formulate and implement
appropriate closing procedures for such transactions, and prepare
and prosecute all motions or pleadings necessary to obtain the
court's authorization for such transactions;
(f) advise the Debtor with respect to any post-petition
financing and cash collateral arrangements, and negotiate, draft
and prosecute all documents, motions and pleadings relating
thereto;
(g) advise the Debtor on all matters relating to the
assumption, rejection or assignment of unexpired leases and
executory contracts;
(h) advise the Debtor with respect to legal issues arising in
or relating to the Debtor's ordinary course of business;
(i) take all necessary action to protect and preserve the
Debtor's estate;
(j) prepare, negotiate and take all actions necessary to
obtain approval or confirmation of a disclosure statement, plan of
reorganization and related agreements and documents; and
(k) perform all other legal services relating to the
administration and conduct of the Debtor's estate.
The hourly rates of the firm's attorneys and staff are as follows:
Bradley D. Pack $600
Other Shareholders $375 - $600
Associates $250 - $350
Cindy K. Solomon, Certified Paralegal $200
In addition, the firm will seek reimbursement for expenses
incurred.
As of the petition date, the firm holds a retainer in the amount of
$7,500.
Bradley Pack, Esq., an attorney at Engelman Berger, disclosed in a
court filing that the firm is a "disinterested person" as that term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Bradley D. Pack, Esq.
Engelman Berger, PC
2800 North Central Avenue, Suite 1200
Phoenix, AZ 85004
Telephone: (602) 271-9090
Facsimile: (602) 222-4999
Email: bdp@eblawyers.com
About 87th Street LLC
87th Street LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No.
22-01168) on Feb. 28, 2022. At the time of filing, the Debtor
estimated $500,001 to $1 million in assets and $100,001 to $500,000
in liabilities. Bradley David Pack, Esq. at Engelman Berger PC
serves as the Debtor's counsel.
ACER THERAPEUTICS: Incurs $15.4 Million Net Loss in 2021
--------------------------------------------------------
Acer Therapeutics Inc. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing a net loss of
$15.37 million on $1.26 million of revenue for the year ended Dec.
31, 2021, compared to a net loss of $22.89 million on zero revenue
for the year ended Dec. 31, 2020.
Net loss for the three months ended Dec. 31, 2021 was $4.4 million,
or $0.31 net loss per share (basic and diluted), compared to a net
loss of $6.2 million, or $0.50 net loss per share (basic and
diluted), for the three months ended Dec. 31, 2020.
As of Dec. 31, 2021, the Company had $36.26 million in total
assets, $37.98 million in total liabilities, and a total
stockholders' deficit of $1.72 million.
Cash and cash equivalents were $12.7 million as of Dec. 31, 2021,
compared to $5.8 million as of Dec. 31, 2020. Acer believes its
cash and cash equivalents available as of Dec. 31, 2021, plus the
$5.0 million second tranche of the Second Development Payment
received on Jan. 14, 2022 per the Relief Collaboration, will be
sufficient to fund its currently anticipated operating and capital
requirements into mid-2022, excluding support for the planned
ACER-001 (MSUD), ACER-801 and EDSIVO clinical trials.
Boston, MA-based BDO USA, LLP, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated March 2,
2022, citing that the Company has recurring losses and negative
cash flows from operations that raise substantial doubt about its
ability to continue as a going concern.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1069308/000156459022008350/acer-10k_20211231.htm
Acer Therapeutics
Acer Therapeutics -- http://www.acertx.com-- is a pharmaceutical
company focused on the acquisition, development and
commercialization of therapies for serious rare and
life-threatening diseases with significant unmet medical needs.
Acer's pipeline includes four clinical-stage candidates: emetine
hydrochloride for the treatment of patients with COVID-19; EDSIVO
(celiprolol) for the treatment of vascular Ehlers-Danlos syndrome
(vEDS) in patients with a confirmed type III collagen (COL3A1)
mutation; ACER-001 (a taste-masked, immediate release formulation
of sodium phenylbutyrate) for the treatment of various inborn
errors of metabolism, including urea cycle disorders (UCDs) and
Maple Syrup Urine Disease (MSUD); and osanetant for the treatment
of induced Vasomotor Symptoms (iVMS) where Hormone Replacement
Therapy (HRT) is likely contraindicated. Each of Acer's product
candidates is believed to present a comparatively de-risked
profile, having one or more of a favorable safety profile,
clinical
proof-of-concept data, mechanistic differentiation and/or
accelerated paths for development through specific programs and
procedures established by the FDA.
AEMETIS INC: Unveils 2022 Five-Year Plan Targeting $1.5B of Revenue
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Aemetis, Inc. released the 2022 Five Year Plan that projects the
company will generate $1.5 billion in revenues and $461 million of
adjusted EBITDA in year 2026.
The Revenues plan reflects a projected compound annual growth rate
of 39% and the EBITDA plan reflects a projected compound annual
growth rate of 79% for the years 2022 to 2026.
The Aemetis 2022 Five Year Plan will be presented at the Credit
Suisse Vail Energy Conference on Monday, February 28th at 10 a.m.
Eastern time by Eric McAfee, the Chairman and CEO of Aemetis. The
presentation will be available at www.aemetis.com and will be filed
with the SEC under Form 8-K.
The conference presentation by Mr. McAfee will focus on negative
carbon intensity Renewable Natural Gas, sustainable aviation fuel
and renewable diesel fuel produced using carbon sequestration of
CO2, and additional low- and below-zero-carbon products from the
Aemetis ecosystem of renewable projects. Aemetis has signed
offtake agreements with an aggregate value of up to approximately
$5.7 billion for these products during the past year.
"Despite external pandemic and regulatory issues this past year,
Aemetis successfully executed in line with the first year of the
2021 Five Year Plan, and we are providing the 2022 Five Year Plan
to provide additional insight into the growth of the company
through 2026," said Eric McAfee, Chairman and CEO of Aemetis.
"Significant milestones were achieved in the past year by Aemetis,
including: completed seven more miles of RNG pipeline; completed
construction of the biogas-to-RNG upgrading facility; completed
construction of the PG&E gas pipeline interconnection unit;
commenced construction of five dairy digesters with H2S removal
units which are now being completed; signed the acquisition of the
125-acre Riverbank Industrial Complex with 100% renewable
electricity, a rail line and storage for 120 railcars, 710,000 s.f.
of buildings, and 50 acres of open land for construction of the
Carbon Zero 1 renewable jet/diesel plant and carbon sequestration
facilities; signed SunPower and Schneider Electric to construct a
1.9 megawatt solar microgrid with battery backup; completed
construction and successfully tested the Mitsubishi ZEBREX electric
ethanol/water separation facility; completed installation of five
stainless steel tanks with 275,000 gallons of additional ethanol
process tank capacity to support the operation of carbon reduction
systems; and engineered the Mechanical Vapor Recompression unit at
the Keyes plant to utilize low carbon intensity solar and grid
electricity instead of petroleum natural gas."
In the 2022 Five Year Plan, the Company's revenue growth is
primarily expected from dairy Renewable Natural Gas, the Aemetis
"Carbon Zero" renewable jet/diesel plant, and two carbon
sequestration CO2 injection wells installed near the California
biofuels plant sites.
The Aemetis Dairy RNG project plan shows projected revenues growing
from $9.5 million in 2022 to $217 million in 2026, while Dairy RNG
project EBITDA is expected to expand from $1.6 million in 2022 to
$185 million in 2026. The plan includes the delays related to the
regulatory process to obtain LCFS credit pathway approvals for each
dairy digester. Aemetis has been awarded $23 million of grants
related to dairy RNG and related gas cleanup and utility pipeline
interconnection units, including a $1 million grant to install an
RNG dispensing station to fuel RNG trucks at the Keyes plant.
The projected $217 million of dairy RNG revenues in year 2026
represents less than one percent of the addressable market for
negative carbon intensity RNG, with a projected increase in demand
for Aemetis -426 carbon intensity RNG to produce electricity to
power the expected growth of heavy electric vehicles such as cargo
trucks, buses, waste haulers and drayage trucks.
The Aemetis "Carbon Zero 1" renewable jet/diesel plant is planned
to generate $623 million of revenues and $147 million of adjusted
EBITDA in year 2026.
By completing carbon reduction upgrades and expansions of its
current operating ethanol and biodiesel plants, the Company expects
to generate annual revenue in ethanol and biodiesel of
approximately $560 million by 2026, up from about $283 million of
expected revenue in 2022, an increase of 98%.
Aemetis expects that this revenue acceleration will occur from full
operation and expansion of the India biodiesel plant, as well as
completion of system upgrades currently in process at the Keyes
ethanol plant. The Keyes ethanol plant upgrades include the
Mitsubishi ZEBREX ceramic membrane ethanol/water separation unit
and mechanical vapor recompression to re-use steam along with high
efficiency heat exchangers, powered by a zero-carbon intensity
solar array with battery storage.
Aemetis has received $16.8 million of grant funding to support its
carbon reduction upgrades at the Keyes plant, as well as $5 million
of California Energy Commission grants for the renewable jet/diesel
plant. Approximately $57 million of grants to support Aemetis
projects have been awarded by the USDA, the US Forest Service, the
California Energy Commission, the California Department of Food and
Agriculture, and PG&E's energy efficiency program.
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.
ALH PROPERTIES: Combined Plan & Disclosures Confirmed by Judge
--------------------------------------------------------------
Judge David R. Jones has entered findings of fact, conclusions of
law and order confirming the Modified First Amended Combined
Chapter 11 Plan of Reorganization and Disclosure Statement of
Debtor ALH Properties No. Fourteen, LP.
The Plan satisfies the requirements of section 1129(a)(3) of the
Bankruptcy Code. The Debtor proposed the Plan in good faith and
not by any means forbidden by law. In so determining, the Court
has examined the totality of the circumstances surrounding the
filing of the Chapter 11 Case, the Plan, the Comprehensive Lender
Settlement, and the process leading to Confirmation.
The Debtor's Plan was proposed with the legitimate purpose of
allowing the Debtor to implement the Comprehensive Lender
Settlement, reorganize, and emerge from chapter 11 with a
restructured loan and new capital contributions that will allow it
to conduct its business and satisfy its ongoing obligations with
adequate liquidity and capital resources.
The exculpation, described in Article X.F of the Plan (the
"Exculpation"), is appropriate under applicable law because it was
proposed in good faith, was formulated following extensive good
faith, arm's-length negotiations with key constituents, and is
appropriately limited in scope. Each Exculpated Party has
participated in the Debtor's restructuring and the Chapter 11 Cases
in good faith.
The Plan satisfies the requirements of section 1129(a)(8) of the
Bankruptcy Code. Classes 1 (Other Priority Claims) and 2 (Other
Secured Claims) constitute Unimpaired Classes, each of which is
conclusively presumed to have accepted the Plan in accordance with
section 1126(f) of the Bankruptcy Code. The Voting Classes, Classes
3 (Secured Tax Claims), 4 (Secured Loan Claim), 5 (General
Unsecured Claims), and 6 (Equity Interests) all voted to accept the
Plan.
A full-text copy of the Plan Confirmation Order dated March 3,
2022, is available at https://bit.ly/3CqpzSU from PacerMonitor.com
at no charge.
Attorneys for the Debtor:
Eric M. English, Esq.
Megan Young-John, Esq.
Emily Nasir, Esq.
PORTER HEDGES LLP
1000 Main St., 36th Fl.
Houston, Texas 77002
About ALH Properties No. Fourteen
ALH Properties No. Fourteen, LP, owner and operator of the Embassy
Suites Discovery Green hotel in Houston, sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case. No.
21-31797) on May 31, 2021. In the petition signed by Nick Massad,
Jr., president and general partner, the Debtor disclosed up to $50
million in both assets and liabilities.
Judge David R. Jones oversees the case.
Porter Hedges LLP and The Claro Group, LLC serve as the Debtor's
legal counsel and financial advisor, respectively.
Massachusetts Mutual Life Insurance Company, as lender, is
represented by Charles A. Beckham, Jr., Esq., at Haynes and Boone,
LLP.
ALPHATEC HOLDINGS: Incurs $144.3 Million Net Loss in 2021
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Alphatec Holdings, Inc. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing a net loss of
$144.33 million on $243.21 million of total revenue for the year
ended Dec. 31, 2021, compared to a net loss of $78.99 million on
$144.86 million of total revenue for the year ended Dec. 31, 2020.
As of Dec. 31, 2021, the Company had $572.05 million in total
assets, $101.10 million in total current liabilities, $326.49
million in long-term debt, $24.38 million in operating lease
liability (less current portion), $17.06 million in other long-term
liabilities, $23.60 million in redeemable preferred stock, and
$79.42 million in total stockholders' equity.
Cash and cash equivalents were $187.2 million and $107.8 million at
Dec. 31, 2021 and Dec. 31, 2020, respectively. The Company
believes that its existing funds, cash generated from its
operations and its existing sources of and access to financing are
adequate to satisfy the Company's needs for working capital,
capital expenditure and debt service requirements, and other
business initiatives the Company plans to strategically pursue.
The Company used net cash of $73.4 million from operating
activities for the year ended Dec. 31, 2021. The cash used in
operating activities primarily related to costs associated with the
expansion of its business, inventory purchases and the general
timing of cash receipts, offset by the timing of cash
distributions.
The Company used cash of $157.7 million in investing activities for
the year ended Dec. 31, 2021, which is primarily related to its
acquisition of EOS, including the purchase of its convertible
bonds, the purchase of surgical instruments to support its business
growth and the commercial launch of new products, capital
expenditures associated with product development machinery and
tools and the build-out of its distribution facility in Memphis,
and other investments.
Financing activities provided net cash of $312.0 million for the
year ended Dec. 31, 2021, primarily related to the proceeds from
the issuance of its 2026 Notes and the closing of the Private
Placement on March 1, 2021, partially offset by cash paid for the
full repayment of its obligations under the Term Loan and Inventory
Financing Agreement, purchase of the Capped Calls, and repurchase
of its common stock.
"2021 marks the highest revenue on record for ATEC and another year
of sector-leading growth," remarked Pat Miles, chairman and chief
executive officer. "The magnitude and consistency of our growth is
a direct reflection of our ability to earn surgeon trust. That
trust is a result of our relentless commitment to creating
clinically distinct technology that improves the predictability and
reproducibility of spine surgery. In 2022, we will continue to
expand the lateral market with PTP, advance our distribution
network, and place EOS imaging systems while driving portfolio-wide
adoption. ATEC is becoming a force in the spine industry."
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1350653/000156459022008121/atec-10k_20211231.htm
About Alphatec Holdings
Alphatec Holdings, Inc. (ATEC) (www.atecspine.com), through its
wholly-owned subsidiaries, Alphatec Spine, Inc. and SafeOp
Surgical, Inc., is a medical device company dedicated to
revolutionizing the approach to spine surgery through clinical
distinction. ATEC architects and commercializes approach-based
technology that integrates seamlessly with the SafeOp Neural
InformatiX System to provide real-time, objective nerve information
that can enhance the safety and reproducibility of spine surgery.
Alphatec Holdings reported a net loss of $78.99 million for the
year ended Dec. 31, 2020, a net loss of $57 million for the year
ended Dec. 31, 2019, and a net loss of $28.97 million for the year
ended Dec. 31, 2018.
AMERICAN EAGLE: April 27 Plan Confirmation Hearing Set
------------------------------------------------------
American Eagle Delaware Holding Company LLC, et al., filed with the
U.S. Bankruptcy Court for the District of Delaware a motion for
entry of an order approving the Disclosure Statement for the
Debtors' Third Amended Chapter 11 Plan of Reorganization.
On March 3, 2022, Judge J. Kate Stickles granted the motion and
ordered that:
* The Disclosure Statement is approved as containing adequate
information within the meaning of Bankruptcy Code section 1125(a),
and the Debtors are authorized to distribute the Disclosure
Statement and the Solicitation Packages in order to solicit votes
on, and pursue confirmation of, the Plan.
* April 27, 2022, at 11:00 a.m., is the Confirmation Hearing.
* April 6, 2022 at 4:00 p.m., is the deadline to file and
serve Confirmation Objections.
* April 22, 2022 at 4:00 p.m., is the deadline for the Debtors
and/or other parties supporting confirmation of the Plan to file
and serve a confirmation brief and Replies to Confirmation
Objections.
Counsel to the Debtors:
Shanti M. Katona
POLSINELLI PC
222 Delaware Avenue, Suite 1101
Wilmington, Delaware 19801
Telephone: (302) 252-0920
Facsimile: (302) 252-0921
E-mail: skatona@polsinelli.com
- and -
David E. Gordon
Caryn Wang
POLSINELLI PC
1201 West Peachtree Street NW, Suite 1100
Atlanta, Georgia 30309
Telephone: (404) 253-6000
Facsimile: (404) 253-6060
E-mail: dgordon@polsinelli.com
cewang@polsinelli.com
About American Eagle
Established in 2018, Eagle Senior Living --
https://www.eagleseniorliving.org/ -- is a non-profit provider of
senior living services across the United States, providing care on
a daily basis to approximately 1,000 residents. Eagle Senior
Living and related entities operate 15 residential senior care
facilities located across the country, from Colorado, Minnesota,
Wisconsin, and Ohio to Alabama, Tennessee, and Florida.
On Jan. 14, 2022, American Eagle Delaware Holding Company LLC and
16 affiliated companies each filed a petition seeking relief under
Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No.
22-10028) to seek confirmation of their prepackaged plan. The
Debtors' cases have been assigned to Judge J. Kate Stickles.
Parent company American Eagle Lifecare Corporation and management
company Greenbrier Senior Living are not included in the Chapter 11
filing. Greenbrier Senior Living continues to manage all of the
communities.
American Eagle Delaware Holding estimated assets and debt of $10
million to $50 million as of the bankruptcy filing.
The Debtors are represented in the Chapter 11 cases by Polsinelli
PC as legal counsel. FTI Consulting Inc. and Blueprint Healthcare
Real Estate Advisors, LLC serve as financial advisor and real
estate advisor, respectively. Epiq Corporate Restructuring, LLC,
is the claims agent and administrative advisor.
ANGEL'S SQUARE: Adequate Protection Payments OK'd
-------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida has
authorized Angel's Square, Inc. to use cash collateral to pay
adequate protection payments to City National Bank of Florida and
to Lighthouse Global Investments Inc.
The Court says any other use of cash collateral by the Debtor will
require further application to the Court.
A copy of the order is available for free at https://bit.ly/3hM0jN8
from PacerMonitor.com.
About Angel's Square
Fort Lauderdale, Fla.-based Angel's Square, Inc., is a single asset
real estate debtor (as defined in 11 U.S.C. Section 101(51B)).
Angel's Square sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S.D. Fla. Case No. 21-13576) on April 15, 2021.
Fernando D. Gill, registered agent, signed the petition. In its
petition, the Debtor disclosed total assets of up to $10 million
and total liabilities of up to $1 million. Judge Peter D. Russin
oversees the case. Behar Gutt & Glazer, P.A. is the Debtor's legal
counsel. Genovese Joblove & Battista, PA represents City National
Bank of Florida, secured creditor.
ASPIRA WOMEN'S: Appoints Celeste Fralick to Board
-------------------------------------------------
Aspira Women's Health Inc. has appointed Celeste Fralick, Ph.D., to
its Board of Directors, effective Feb. 23, 2022.
Dr. Fralick is an accomplished executive with over four decades of
data strategy experience. She brings to the Board a broad
background in technology and specifically healthcare in several
markets with both customer and industry-facing experience. She has
expertise in statistics, cybersecurity, system engineering,
disability analyses, risk management, operations, quality systems,
global regulatory affairs, clinical management, biotechnology,
reliability and data management. She has been recognized globally
and cross-industry for leading edge analytics, ideation, strategic
leadership and results-oriented competencies. Dr. Fralick was
named to Forbes' inaugural 2018 list of "Top 50 Women in
Technology."
"We warmly welcome Celeste to our Board of Directors. She is an
accomplished senior executive with exceptional leadership
qualities. She will be a tremendous asset to our Board, and we look
forward to her insights," said James LaFrance, Chair of Aspira's
Board.
Valerie Palmieri, president and CEO of Aspira added, "Celeste
brings diverse data strategy expertise to the Board. As we expand
our portfolio and incorporate additional data variables, her
guidance and knowledge will be invaluable to the company."
Dr. Fralick noted, "I am excited to join this dynamic company's
Board of Directors. I look forward to working with this team,
which has been passionately committed to making a difference in
women's lives."
Dr. Fralick recently retired as chief data scientist at McAfee
where she was responsible for developing enterprise and consumer
product analytics and the data ecosystem. Prior to that, she was
the senior principal engineer, chief technology officer of
Analytics at Intel where she spent 22 years leading, developing,
and implementing analytic strategy across various departments in
the company, including a corporate-wide Analytic Center of
Excellence. Prior to Intel, Dr. Fralick managed over 50 custom and
module programs at Medtronic, and was a divisional Product
Assurance Manager at National Semiconductor/Fairchild
Semiconductor. She began her career at Texas Instruments where she
was a Quality/Reliability Engineering Manager. Dr. Fralick earned a
Ph.D. in Biomedical Engineering (focused on analytics, neural
networks, neuroscience, and bioelectricity) from Arizona State
University, an MSE in Biomedical Engineering (focused on
cardiomyopathy and neurostimulation ) from Arizona State
University, and a BS in Microbiology/Chemistry from Texas Tech
University.
About Aspira Women's Health
ASPIRA formerly known as Vermillion, Inc. --
http://www.aspirawh.com-- is transforming women's health with the
discovery, development and commercialization of innovative testing
options and bio-analytical solutions that help physicians assess
risk, optimize patient management and improve gynecologic health
outcomes for women. OVA1 plus combines its FDA-cleared products
OVA1 and OVERA to detect risk of ovarian malignancy in women with
adnexal masses. ASPiRA GenetiXSM testing offers both targeted and
comprehensive genetic testing options with a gynecologic focus.
With over 10 years of expertise in ovarian cancer risk assessment
ASPIRA has expertise in cutting-edge research to inform its next
generation of products. Its focus is on delivering products that
allow healthcare providers to stratify risk, facilitate early
detection and optimize treatment plans.
Aspira Women's reported a net loss of $17.90 million for the year
ended Dec. 31, 2020, a net loss of $15.24 million for the year
ended Dec. 31, 2019, and a net loss of $11.37 million for the year
ended Dec. 31, 2018. As of Sept. 30, 2021, the Company had $48.05
million in total assets, $9.54 million in total liabilities, and
$38.50 million in total stockholders' equity.
ATSI INC: Seeks to Hire E.P. Bud Kirk as Bankruptcy Counsel
-----------------------------------------------------------
ATSI, Inc. seeks approval from the U.S. Bankruptcy Court for the
Western District of Texas to hire the Law Firm of E.P. Bud Kirk to
serve as legal counsel in its Chapter 11 case.
The firm's services include:
(a) giving the Debtor legal advice with respect to its powers
and duties and the continued operation of its business and
management of its properties;
(b) reviewing the various contracts entered by the Debtor and
determining which contracts should be rejected and assumed;
(c) representing the Debtor in the collection of its accounts
receivable, if needed;
(d) preparing bankruptcy schedules, statements of financial
affairs, reports and legal documents;
(e) assisting the Debtor in the formulation and negotiation of
a Chapter 11 plan with its creditors;
(f) reviewing all presently pending litigation in which the
Debtor is a participant, recommending settlement of such litigation
which the attorney deems to be in the best interest of the estate,
and making an appearance as lead trial counsel in all litigation
which the attorney believes should be continued if needed;
(g) reviewing the transactions of the Debtor prior to its
bankruptcy filing to determine what further litigation should be
filed on behalf of the estate;
(h) examining all tax clams filed against the Debtor,
contesting any excessive amounts claimed, and structuring a payment
of the allowed taxes which conforms to the Bankruptcy Code and
Rules; and
(i) performing other necessary legal services.
The firm's hourly rates are as follows:
E.P. Bud Kirk, Esq. $300 per hour
Maura Casas $100 per hour
Alexandra Escobedo $90 per hour
E.P. Bud Kirk, 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:
E.P. Bud Kirk, Esq.
Law Firm of E.P. Bud Kirk
600 Sunland Park Drive, Bldg. Four, Ste. 400
El Paso, TX 79912
Tel: (915) 584-3773
Fax: (915) 581-3452
Email: budkirk@aol.com
About ATSI Inc.
ATSI, Inc. sought protection for relief under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Texas Case No. 22-30135) on Feb. 25,
2022, listing up to $50,000 in assets and up to $500,000 in
liabilities. Judge H. Christopher Mott oversees the case.
The Debtor tapped the Law Firm of E.P. Bud Kirk as its legal
counsel.
AVIS BUDGET: Moody's Assigns Ba1 Rating on New Secured Term Loan C
------------------------------------------------------------------
Moody's Investors Service assigned a Ba1 rating to the new senior
secured Term Loan C that Avis Budget Car Rental, LLC ("Avis") plans
to arrange. The proceeds from the Term Loan C will be used for
general corporate purposes. All other ratings of Avis are
unaffected, including the B1 corporate family rating, the Ba1
senior secured rating and the B2 senior unsecured rating. The
outlook is stable.
The Ba1 rating on the new Term Loan C reflects the first lien claim
on substantially all assets and the pari passu ranking with Avis'
other senior secured debt. However, an additional increase in the
amount of secured debt could result in a downgrade of the senior
secured debt rating because of diminished asset recovery prospects
resulting from the increase in the amount of senior secured debt in
the capital structure.
Assignments:
Issuer: Avis Budget Car Rental, LLC
Gtd Senior Secured Term Loan C, Assigned Ba1 (LGD2)
RATINGS RATIONALE
Avis' ratings reflect the company's competitive position in the car
rental industry and the diversification of its revenues across
on-airport and off-airport operations, as well as leisure and
corporate travel. Strong rental demand is expected to exceed fleet
size through 2022, resulting in robust earnings. Moody's expects
debt-to-EBITDA to remain slightly above 4x in 2022.
Despite its oligopolistic nature, the car rental market is highly
competitive and poses several challenges that Avis has to contend
with. These challenges include the cyclical nature of the industry,
the possibility of future imbalances between industry fleet levels
and customer demand, a heavy reliance on capital markets to fund
annual fleet purchases, and the need to adapt to an evolving
transportation landscape.
The stable outlook includes Moody's expectation that Avis will
continue to generate robust earnings over the next 12 months, as
car rental demand remains strong, the industry fleet size remains
constrained and prices for used vehicles remain well above
historical levels.
Moody's expects Avis' liquidity to be adequate (SGL-3). Liquidity
is supported by a sizeable cash balance and ample available
capacity under the company's revolving credit facility and vehicle
financing program. Historically, free cash flow has been around
breakeven due to the capital-intensive nature of the car rental
business, even after accounting for proceeds from the sale of used
vehicles.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING
The ratings could be upgraded with evidence that Avis' cost
reduction and revenue enhancing initiatives are contributing to a
sustained improvement in performance, while industry fleet capacity
remains disciplined. Metrics that would reflect this improvement
include: pre-tax income as a percent of sales of at least 5%;
EBITA/average assets around 7.5%; and debt/EBITDA below 4 times.
Good liquidity is also a requirement for an upgrade.
The ratings could be downgraded if Avis is unable to manage fleet
size such that utilization weakens to well below 70%, if revenue
per vehicle per day drops below pre-pandemic levels, if Avis'
ability to dispose vehicles becomes constrained, or if there is a
steep drop in used vehicle prices that could require Avis to
increase collateral under its vehicle financing programs. Metrics
that would contribute to a rating downgrade include pre-tax income
as a percent of sales of about 2.5%, EBITA/average assets of less
than 4%, or debt/EBITDA sustained above 4.5 times.
The principal methodology used in this rating was Equipment and
Transportation Rental published in Feburary 2022.
Avis Budget Car Rental, LLC is one of the world's leading car
rental companies, operating under the Avis, Budget and Zipcar
brands in more than 10,000 rental locations worldwide. Revenue in
2021 was $9.3 billion.
AVIS BUDGET: S&P Rates $500MM Senior Secured Term Loan C 'BB+'
--------------------------------------------------------------
S&P Global Ratings assigned its 'BB+' issue-level rating and '2'
recovery rating to Avis Budget Car Rental LLC's proposed $500
million senior secured term loan C due 2029. The term loan is
guaranteed by parent Avis Budget Group Inc. The '2' recovery rating
indicates its expectation that lenders would receive substantial
(70%-90%; rounded estimate: 75%) recovery in the event of a payment
default. The company will use the proceeds for general corporate
purposes. S&P also revised the recovery rating on the company's
outstanding senior secured debt to a rounded estimate of 75% from
85%. The '5' recovery rating on its senior unsecured debt is
unchanged, but S&P revised the recovery rating to 25% from 15%,
indicating its expectation that lenders would receive modest
(10%-30%) recovery in the event of a payment default.
Issue Ratings – Recovery Analysis
Key analytical factors:
-- The proposed term loan C will be issued by Avis Budget Car
Rental LLC and will be guaranteed by the domestic subsidiaries that
also guarantee the existing credit facilities and senior notes. S&P
said, "We consider the new term loan pari passu with the revolver
and existing term loan as they also share the same collateral. We
assume Avis Budget will invest the loan proceeds in purchasing new
vehicles or other form of enhancement to the vehicle program."
-- S&P said, "In our simulated default scenario, we assume a
severe disruption in the travel industry, causing a decline in
revenue from car rentals and leading to default in 2027. We expect
that the collateralized fleet funding programs would remain intact
and that the outstanding letters of credit under the revolving
credit facility (RCF) would not be drawn."
-- S&P believes that if Avis Budget defaulted, its extensive
network of rental locations and the public's need to rent vehicles
would keep its business model viable. As a result, lenders would
achieve the greatest recovery value through reorganization rather
than liquidation.
-- S&P said, "We used a discrete asset valuation (DAV) approach to
estimate enterprise valuation at emergence because nearly all
assets of the company are pledged to specific debt facilities.
Specifically, we applied a 90% realization rate to the book value
of Avis Budget's vehicles and expected a meaningful amount of
residual value from vehicles, after satisfying fleet debt, to
benefit the unsecured notes."
-- In addition, S&P assumes if it were to default, Avis Budget
would preserve the majority of its highly desirable on-airport
locations and therefore would only reject a small portion (10%) of
its operating leases.
Simplified waterfall:
-- Enterprise value (net of 3% administrative expense): $14.3
billion
-- Valuation split (domestic/international): 75%/25%
-- Priority claims (including domestic debt under vehicle
program): $8.532 billion
-- Collateral value available to non-vehicle secured debt: $1.943
billion
-- Unpledged value available to non-vehicle secured debt through
deficiency claims: $301 million
-- Estimated first-lien claims (RCF, existing and proposed term
loan) at default: $2.992 billion
--Recovery range: 70%-90% (rounded estimate: 75%)
-- Total value available to unsecured notes: $1.160 billion
-- Total unsecured debt claims/pari passu (deficiency)
claims/non-debt unsecured claims (lease rejection): $2.945
billion/$1.049 billion/$43 million
--Recovery range: 10%-30% (rounded estimate: 25%)
Note: All debt amounts include six months of prepetition interest.
Collateral value equals asset pledge from obligors after priority
claims plus equity pledge from nonobligors after non-obligor debt.
BABCOCK & WILCOX: Board OKs Dividend on Series A Preferred Stock
----------------------------------------------------------------
The board of directors of Babcock & Wilcox Enterprises, Inc., a
Delaware corporation, approved that the Company declare a dividend
of $0.4843750 per share of its outstanding 7.75% Series A
Cumulative Perpetual Preferred Stock, with a record date for the
dividend of March 15, 2022 and a payment date of March 31, 2022.
The Preferred Stock is listed on the New York Stock Exchange under
the symbol "BW PRA."
About Babcock & Wilcox
Headquartered in Akron, Ohio, Babcock & Wilcox Enterprises is a
growing, globally-focused renewable, environmental and thermal
technologies provider with decades of experience providing
diversified energy and emissions control solutions to a broad
range
of industrial, electrical utility, municipal and other customers.
B&W's innovative products and services are organized into three
market-facing segments which changed in the third quarter of 2020
as part of the Company's strategic, market-focused organizational
and re-branding initiative to accelerate growth and provide
stakeholders improved visibility into its renewable and
environmental growth platforms.
Babcock & Wilcox reported net losses of $10.30 million in 2020,
$129.04 million in 2019, $724.86 million in 2018, $379.01 million
in 2017, and $115.08 million in 2016. As of Sept. 30, 2021, the
Company had $729.36 million in total assets, $708.96 million in
total liabilities, and $20.40 million in total stockholders'
equity.
BELFOR HOLDING: $250MM Loan Add-on No Impact on Moody's B1 CFR
--------------------------------------------------------------
Moody's Investors Service said Belfor Holding, Inc.'s B1 corporate
family rating, B1-PD probability of default rating and B1 senior
secured term loan rating are unchanged following the company's
announcement that it plans to issue a $250 million term loan, which
is an add-on to the existing term loan due 2026. The outlook
remains stable.
Proceeds from the issuance will be used to fund a $245 million
distribution to shareholders and transaction expenses. The
transaction will increase debt-to-LTM EBITDA to 4.8x from 3.8x on a
pro forma basis at September 30, 2021.
Belfor's B1 CFR reflects the benefits of its strong market position
in the commercial property damage restoration industry, its large
global scale and technical capabilities that provide operational
efficiency and flexibility for rapid disaster response. The
company's long standing relationships with insurance providers,
industrial and commercial customers, often on long-term contracts,
point to its strengths and provide a good source of recurring
revenue, even during periods of benign hurricane or other event
related work.
Nonetheless, the rating also reflects Belfor's relatively high
leverage, its exposure to foreign exchange headwinds, given about
40% of revenue is generated outside the US, and key-man risk.
Further, the company has undertaken cost measures and working
capital management, which should help temper the revenue headwinds
expected in 2022, following a high level of natural disasters in
2021 that contributed to near record sales. As such, earnings can
fluctuate significantly due to the irregularity of large-scale
disaster recovery projects from major weather events, such as
hurricanes, which are higher margin and drive better than average
historical metrics for a period.
Belfor's $1.0 billion senior secured first lien term loan and $200
million revolving credit facility are rated B1, in line with the
corporate family rating. This reflects the preponderance of this
class of debt in the capital structure.
Belfor Holdings, Inc. through its subsidiaries is a global damage
recovery and restoration provider offering its services to
insurance companies, insurance intermediaries, industrial,
commercial and residential customers. Revenue was approximately
$1.9 billion for the LTM period ended September 30, 2021. The
company was acquired via LBO by funds affiliated with American
Securities, a private equity firm, in April 2019.
BIOLASE INC: To Distribute Series G Preferred Stock to Shareholders
-------------------------------------------------------------------
Biolase, Inc.'s Board of Directors declared a dividend of one
one-thousandth of a share of newly-designated Series G Preferred
Stock, par value $0.001 per share, for each outstanding share of
BIOLASE common stock held of record as of 5:00 p.m. Eastern Time on
March 25, 2022. The outstanding shares of Series G Preferred Stock
will vote together with the outstanding shares of the Company's
common stock, as a single class, exclusively with respect to a
reverse stock split and will not be entitled to vote on any other
matter, except to the extent required under the Delaware General
Corporation Law. Subject to certain limitations, each outstanding
share of Series G Preferred Stock will have 1,000,000 votes per
share (or 1,000 votes per one one-thousandth of a share of Series G
Preferred Stock).
All shares of Series G Preferred Stock that are not present in
person or by proxy at the meeting of stockholders held to vote on
the reverse stock split as of immediately prior to the opening of
the polls at such meeting will automatically be redeemed by
BIOLASE. Any outstanding shares of Series G Preferred Stock that
have not been so redeemed will be redeemed if such redemption is
ordered by BIOLASE's Board of Directors or automatically upon the
effectiveness of the amendment to BIOLASE's certificate of
incorporation effecting the reverse stock split.
The Series G Preferred Stock will be uncertificated, and no shares
of Series G Preferred Stock will be transferable by any holder
thereof except in connection with a transfer by such holder of any
shares of BIOLASE common stock held by such holder. In that case,
a number of one one-thousandths of a share of Series G Preferred
Stock equal to the number of shares of BIOLASE common stock to be
transferred by such holder would be transferred to the transferee
of such shares of common stock.
About Biolase
BIOLASE -- http://www.biolase.com-- is a medical device company
that develops, manufactures, markets, and sells laser systems for
the dentistry and medicine industries. BIOLASE's proprietary laser
products incorporate approximately 300 patented and 35
patent-pending technologies designed to provide biologically and
clinically superior performance with less pain and faster recovery
times.
Biolase reported a net loss of $16.83 million for the year ended
Dec. 31, 2020, a net loss of $17.85 million for the year ended
Dec. 31, 2019, and a net loss of $21.52 million for the year ended
Dec. 31, 2018. As of Sept. 30, 2021, the Company had $58.51
million in total assets, $28.19 million in total liabilities, and
$30.32 million in total stockholders' equity.
BIZGISTICS INC: BDI & Banner Object to Online Auction of Vehicles
-----------------------------------------------------------------
Banner Delivery, Inc. ("BDI") and Gareth E. Banner, creditors of
Bizgistics, Inc., ask the U.S. Bankruptcy Court for the Middle
District of Florida to grant them relief from the automatic stay,
or in the alternative, determining that the (a) Ford 2018 F550
service truck, VIN 1FD0W5HT0JEC21611 (the "Service Truck") and (b)
black 2014 service trailer, VIN 55YBE1821EN002935 (the "Service
Trailer") are not property of the Debtor and, therefore, the
Vehicles need to be turned over to them.
Prior to the Petition Date, on Oct. 30, 2020, the Debtor, BDI and
Banner executed a Letter of Intent ("LOI") for the Debtor to
purchase certain assets of BDI. Prior to the expiration of the LOI,
on Dec. 11, 2020 the Debtor, BDI and Banner executed an Asset
Purchase Agreement to further memorialize the terms of the
transaction. Subsequently, the Debtor, BDI and Banner closed on the
transaction.
Although the Debtor's principal -- Mr. Darrell Giles -- expressed
an interest in including the Service Truck and Service Trailer in
the Sale, the Vehicles specifically were not included as property
being sold in the APA. Nevertheless, at the time of the Sale, the
Debtor took possession of the Service Truck and Service Trailer,
despite not being among the 25 vehicles included in the APA and
transferred pursuant to the Sale. Consequently, the Vehicles that
were titled in BDI's name remained titled in its name as of the
Petition Date and through the date of the Motion.
On the Petition Date, the Debtor filed its Voluntary Petition for
Non-Individuals Filing for Bankruptcy.
On Sept. 27, 2021, the Debtor filed its Schedules, which did not
identify the Service Truck or Service Trailer as property of the
estate. On Nov. 22, 2021, BDI filed Proof of Claim 1 and Banner
filed Proof of Claim 2 asserting damages for, among other reasons,
wrongful possession of the Vehicles. On Nov. 30, 2021, the Debtor
filed Amended Schedules A/B identifying the Property as "Ownership
Disputed with Banner." Interestingly enough, the Debtor assigns $0
value to both the Service Truck and Service Trailer.
Relief from the automatic stay should be granted under Section
362(d)(1) for cause. Specifically, the Vehicles were (i) not listed
on the LOI or APA, (ii) were not transferred to the Debtor as part
of the Sale and (iii) are not part of the Debtor's bankruptcy
estate. The Creditors have informally requested copies of the
Debtor's insurance and tax returns to verify if the Vehicles were
included or not but to date has not been provided with copies.
Furthermore, under Section 362(d)(2) because the Debtor did not
purchase the Vehicles and therefore it has no equity in the
Vehicles. This is confirmed by the Debtor's own Amended Schedules
which identifies the Vehicles as having no value. And, the Debtor
has
submitted a liquidating plan and therefore the Vehicles are not
necessary for an effective reorganization.
Alternatively, for the reasons identified, the Vehicles were never
sold to the Debtor and therefore the Debtor does not have any legal
or equitable interest in the Vehicles. Therefore, the Court should
enter an order determining that the Vehicles are not property of
the Debtor's estate.
Upon information and belief, the Florida Department of Motor
Vehicles (the "DMV") does not have sufficient insurance as to the
Vehicles. Therefore, the DMV has issued an order as to the Vehicles
that they are to be pulled over on site. Thus, it is in all
parties' interest to resolve these matters as expeditiously as
possible.
For the reasons set forth, the Movants object to the Sale Motion.
They are still evaluating the Debtor's proposed sale process and
reserve the right to add, amend or supplement this objection to
address the same. Should the Court be inclined to grant the Sale
Motion, and as acknowledged in the Sale Motion, all "proceeds of
such sale will be held until any disputes relating to the proceeds
are resolved by the Court."
A copy of LOI and APA is available at https://tinyurl.com/bde86nvf
from PacerMonitor.com free of charge.
About Bizgistics
Bizgistics, Inc., a freight transportation arrangement services
provider based in Rydal, Pa., filed a voluntary petition for
Chapter 11 protection (Bankr. M.D. Fla. Case No. 21-02197) on
Sept.
12, 2021, listing as much as $10 million in both assets and
liabilities. Darrell Giles, chief executive officer and director,
signed the petition.
Judge Roberta A. Colton oversees the case.
The Debtor tapped Underwood Murray PA as bankruptcy counsel, Erik
Johanson PLLC as special litigation counsel, and Redcross, Martin
&
Associates, Inc. as accountant.
BIZGISTICS INC: Online Auction of Truck, Trailer and Tools Denied
-----------------------------------------------------------------
Judge Roberta A. Colton of the U.S. Bankruptcy Court for the Middle
District of Florida denied Bizgistics, Inc.'s proposed online
auction of a truck (VIN 1FD0W5HT0JEC21611), a Trailer (VIN
55YBE1821EN002935), and all the tools and equipment therein, free
and clear of liens, with any liens, claims or interests attaching
to the proceeds of the sale.
About Bizgistics
Bizgistics, Inc., a freight transportation arrangement services
provider based in Rydal, Pa., filed a voluntary petition for
Chapter 11 protection (Bankr. M.D. Fla. Case No. 21-02197) on
Sept.
12, 2021, listing as much as $10 million in both assets and
liabilities. Darrell Giles, chief executive officer and director,
signed the petition.
Judge Roberta A. Colton oversees the case.
The Debtor tapped Underwood Murray PA as bankruptcy counsel, Erik
Johanson PLLC as special litigation counsel, and Redcross, Martin
&
Associates, Inc. as accountant.
BIZGISTICS INC: Proposes Online Auction of Property Through Ritchie
-------------------------------------------------------------------
Bizgistics, Inc., filed with the U.S. Bankruptcy Court for the
Middle District of Florida an amended request to authorize its
online auction of a truck (VIN 1FD0W5HT0JEC21611), a Trailer (VIN
55YBE1821EN002935), and all the tools and equipment therein, free
and clear of liens, with any liens, claims or interests attaching
to the proceeds of the sale.
On the Petition Date, the Debtor was operating as a service
provider to FedEx Ground Package Systems, Inc. under an Independent
Service Provider Agreement. A little over a year ago, the Debtor
acquired all assets of the former owner, Banner Delivery Inc.
("BDI"), pursuant to an Asset Purchase Agreement, other than those
few items that were specifically excluded from the sale.
The Truck and Trailer were neither included nor excluded on the
APA, and the Debtor believes it acquired these items, as they were
necessary to its business operations and the Debtor acquired all
assets which were not otherwise excluded. BDI disagrees and
believes the Property is still owned by it. The Debtor also
acquired other Equipment through the sale which was never clearly
identified as being sold or excluded. Assets excluded from the
sale were "personal tools of Seller located at a facility and/or in
vehicles." ReadyCap also believes the Property belongs to the
Debtor.
Immediately following the closing of the sale to the Debtor, the
Debtor notified ReadyCap, Old Republic (Closing Agent) and BDI of
all the closing deficiencies including the failure to list the
Truck and Trailer on the APA. The rightful owner of the Property
has been the subject of dispute since closing. The Debtor has
attempted to resolve the ownership issue with BDI, albeit
unsuccessfully.
The Truck, Trailer and Equipment were used in the business and were
owned by BDI prior to the sale. The Debtor does not need these
items to continue business, as its business has ceased operating.
It is its business judgment that a sale of this property free and
clear of claims furthers the wind down process and prevents the
further need to store or maintain this property, thereby maximizing
recovery to creditors and preventing unnecessary burden on the
estate.
The Debtor proposes to sell at online auction with Ritchie Bros.
Auctioneers (online auction platform, Iron Planet) after two weeks
of marketing with a minimum $35,000 reserve.
If a sale of the Property is authorized by the Court, the Debtor
proposes to sell the Property at auction with Richie Bros.
Auctioneers' online auction platform Iron Planet, pursuant to the
following terms:
a. Property is marketed for 2 weeks on Iron Planet's online
platform, for sale on weekly Thursday auction sale: 3 separate lots
- Truck, Trailer, Equipment (sold together on a pallet)
b. 10% auction fee (taken from the sale proceeds)
c. $680 inspection fee (2 vehicles) - Ritchie Bros. will
inspect the property in its current location, take photos and
prepare the auction materials.
d. $130 (title fees) (2 vehicles)
e. The Debtor can set a minimum reserve price to prevent
unreasonably low offers (the Debtor proposes $35,000 for both items
together or $27,000 (Truck) and $7,000 (Trailer) or other amounts
as set by Court order. No reserve for the Equipment.
f. Ritchie Bros. Auctioneers will manage other key elements of
sale (creating and management of online listing, coordination of
buyers and bids, collection of sale price, etc.), eliminating
additional logistic needs or administrative expense requirements.
g. The Debtor will file a subsequent application to Employ
Richie Bros. Auctioneers (Iron Planet) online auction platform by
separate pleading.
In addition, the Debtor seeks authority to take all actions and
execute all documents that, pursuant to its business judgment, it
deems reasonable, necessary, and/or desirable to effectuate the
relief requested. The Debtor will hold the proceeds of such sale
until any disputes relating to the proceeds are resolved by the
Court.
A copy of the Agreement is available at
https://tinyurl.com/2p8xxp6s from PacerMonitor.com free of charge.
About Bizgistics
Bizgistics, Inc., a freight transportation arrangement services
provider based in Rydal, Pa., filed a voluntary petition for
Chapter 11 protection (Bankr. M.D. Fla. Case No. 21-02197) on
Sept.
12, 2021, listing as much as $10 million in both assets and
liabilities. Darrell Giles, chief executive officer and director,
signed the petition.
Judge Roberta A. Colton oversees the case.
The Debtor tapped Underwood Murray PA as bankruptcy counsel, Erik
Johanson PLLC as special litigation counsel, and Redcross, Martin
&
Associates, Inc. as accountant.
BOULDER BOTANICAL: Taps Beighley as New Bankruptcy Counsel
----------------------------------------------------------
Boulder Botanical & Bioscience Laboratories, Inc. received approval
from the U.S. Bankruptcy Court for the District of Colorado to hire
Beighley, Myrick, Udell + Lynne, P.A. to substitute for Berken
Cloyes, PC.
The firm's services include:
a. providing legal advice to the Debtor with respect to its
powers and duties;
b. advising the Debtor with respect to its responsibilities to
comply with the Office of the U.S. Trustee's Operating Guidelines
and Reporting Requirements as well as the rules of the court;
c. preparing legal documents;
d. protecting the interests of the Debtor in all matters
pending before the court; and
e. representing the Debtor in negotiation with its creditors
to prepare a plan of reorganization or other exit plan;
f. negotiating with third-parties expressing interest in
purchasing the assets of the Debtor as a going-concern; and
g. assisting the Debtor in the preparation of reports of
operation and other relevant financial disclosures.
The hourly rates charged by the firm's attorneys and paralegals are
as follows:
Thomas G. Zeichman, partner $365 per hour
Associates $300 per hour
Paralegals $400 per hour
The firm requested a retainer in the amount of $4,000.
Thomas Zeichman, Esq., a partner at Beighley, 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:
Thomas G. Zeichman, Esq.
Beighley, Myrick, Udell + Lynne, P.A.
2385 Executive Center Drive, Suite 250
Boca Raton, FL 33431
Phone: 561-549-9036
Fax: 561-491-5509
Email: tzeichman@bmulaw.com
About Boulder Botanical
Boulder Botanical & Bioscience Laboratories, Inc. operates a hemp
CBD product manufacturing facility. It is based in Golden, Colo.
Boulder Botanical filed a voluntary petition for Chapter 11
protection (Bankr. D. Colo. Case No. 21-15340) on Oct. 21, 2021,
listing up to $500,000 in assets and up to $10 million in
liabilities. Judge Elizabeth E. Brown oversees the case.
Thomas G. Zeichman, Esq., at Beighley, Myrick, Udell + Lynne, P.A.
serves as the Debtor's legal counsel.
BRODIE HOLDINGS: Trustee Taps Shapiro Sher Guinot as Legal Counsel
------------------------------------------------------------------
Zvi Guttman, the Chapter 11 trustee for Brodie Holdings, LLC, seeks
approval from the U.S. Bankruptcy Court for the District of
Maryland to hire Shapiro Sher Guinot & Sandler as his special
counsel.
The firm's services include:
(a) real estate analysis, sale process, auction, closing and
related matters;
(b) corporate and entity-related matters;
(c) real estate or property management;
(d) Chapter 5 avoidance actions (including state law avoidance
actions);
(e) specific professional matters, including engagements of
trustee professionals, and negotiations with such professionals;
and
(f) Chapter 11 plan and disclosure-related matters in the
event a plan is determined to be necessary.
The hourly rates charged by the firm's attorneys and paralegals are
as follows:
Partners $450 to $675
Associates $300 to $400
Paralegals $225 to $255
As disclosed in court filings, Shapiro and its attorneys are
"disinterested persons" within the meaning of Section 101(14) of
the Bankruptcy Code.
The firm may be reached at:
Richard M. Goldberg, Esq.
Shapiro Sher Guinot & Sandler
250 W. Pratt Street, Suite 2000
Baltimore, MD 21201
Tel: 410-385-4274
Fax: 410-539-7611
Email: rmg@shapirosher.com
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. Harry Kaiser, managing member, signed the petition.
Judge Thomas J. Catliota oversees the case.
The Debtor tapped Tate M. Russack, Esq., at RLC, PA Lawyers &
Consultants as legal counsel and Larry Strauss, Esq., CPA and
Associates, Inc. as accountant.
On Feb. 22, 2022, the court approved the appointment of Zvi Guttman
as Chapter 11 trustee. Shapiro Sher Guinot & Sandler serves as the
trustee's legal counsel.
CAMBER ENERGY: Has 302.7M Outstanding Common Shares as of Feb. 23
-----------------------------------------------------------------
Camber Energy, Inc. had outstanding approximately 302,757,498
shares of common stock as of Feb. 23, 2022. Since Dec. 30, 2022,
approximately 52,757,498 shares were issued to institutional
investors in connection with conversions of Series C Convertible
Preferred Stock held by such investors pursuant to the exemption
from registration provided by Section 3(a)(9) of the Securities Act
of 1933, as amended, and Rule 144 promulgated thereunder.
At Dec. 1, 2021, the Company had outstanding approximately 3,886
shares of Series C Convertible Preferred Stock, and as a result of
certain redemptions and/or conversions between such date and Feb.
23, 2022 the number of shares of Series Convertible Preferred Stock
outstanding as of Feb. 23, 2022 was approximately 2,051. If the
Company were to combine its common shares outstanding (i.e.,
perform a reverse split of its common stock) without shareholder
approval, the Company's authorized shares of common stock would
have to be reduced by the same ratio. The Company is therefore not
considering such a reverse stock split at this time.
About Camber Energy
Based in Houston, Texas, Camber Energy -- http://www.camber.energy
-- is primarily engaged in the acquisition, development and sale of
crude oil, natural gas and natural gas liquids from various known
productive geological formations, including from the Hunton
formation in Lincoln, Logan, Payne and Okfuskee Counties, in
central Oklahoma; the Cline shale and upper Wolfberry shale in
Glasscock County, Texas; and Hutchinson County, Texas, in
connection with its Panhandle acquisition which closed in March
2018.
Camber Energy reported a net loss of $8.61 million for the year
ended Dec. 31, 2021, compared to a net loss of $10.79 million for
the year ended Dec. 31, 2020. As of Sept. 30, 2020, the Company
had $11.79 million in total assets, $32.48 million in total
liabilities, $38 million in temporary equity, and a total
stockholders' deficit of $58.68 million.
Dallas, Texas-based Turner, Stone & Company, L.L.P., issued a
"going concern" qualification in its report dated Nov. 19, 2021,
citing that the Company has incurred significant losses from
operations and had an accumulated deficit as of March 31, 2020 and
2019. These factors raise substantial doubt about its ability to
continue as a going concern.
CAPITALS AREAS: Case Summary & Three Unsecured Creditors
--------------------------------------------------------
Debtor: Capitals Areas Properties, LLC
213 Kennedy Street, N.W.
Suite A301
Washington, DC 20011
Business Description: The Debtor is primarily engaged in renting
and leasing real estate properties.
Chapter 11 Petition Date: March 7, 2022
Court: United States Bankruptcy Court
District of Columbia
Case No.: 22-00041
Debtor's Counsel: Brett Weiss, Esq.
THE WEISS LAW GROUP, LLC
8843 Greenbelt Road, Suite 299
Greenbelt, MD 20770
Tel: (301) 924-4400
Fax: (240) 627-4186
Email: brett@BankruptcyLawMaryland.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Christopher Bailey as managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's three unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/WVH3NNY/Capitals_Areas_Properties_LLC__dcbke-22-00041__0001.0.pdf?mcid=tGE4TAMA
CARPENTER TECHNOLOGY: Fitch Assigns 'BB' LT IDR, Outlook Stable
---------------------------------------------------------------
Fitch Ratings has assigned a first time Long-Term Issuer Default
Rating (IDR) of 'BB' to Carpenter Technology Corporation. The
Rating Outlook is Stable. In addition, Fitch has assigned a
'BB'/'RR4' rating to the company's senior unsecured notes, and
'BBB-'/'RR1' to Carpenter's secured revolving credit facility.
Carpenter's ratings reflect its position in specialty metal
products with demanding applications and higher barriers to entry,
strong asset profile, and limited commodity price exposure, as well
as high concentration in aerospace, which is recovering from a
material down-cycle resulting in high near-term leverage and low
interest coverage. Fitch believes the long-term fundamentals of the
aerospace industry are supportive of the company's business model.
The Stable Outlook reflects Fitch's expectation that total
debt/EBITDA will drop below 3.3x in fiscal 2024 and that liquidity
will be sufficient to support recovery in aerospace demand through
fiscal 2022.
KEY RATING DRIVERS
Leverage to Moderate: Fitch expects fiscal 2022 EBITDA to be about
$62 million compared with 1H fiscal 2022 EBITDA of about $20
million, as recovery in key aerospace and defense (A&D) and medical
end-use markets accelerate with a continued improvement in
mobility. Fitch expects total debt/EBITDA to be about 3.3x in
fiscal 2023, and improve to the 2.5x-3.0x range thereafter, as
EBITDA is expected to exceed $270 million on average for fiscal
2023 through fiscal 2025. Since operations are scalable, Fitch
expects capex in the $125 million per year range.
Strong Business Model: Carpenter's focus on specialty alloy
products for critical end-use applications generally supports
EBITDA margins in the mid-to-high teens. The severe downturn in
demand for the company's products coupled with the 25% to 30% fixed
cost nature of the business, resulted in negative EBITDA in FYE
June 30, 2021 and modest EBITDA in the six months ended Dec. 31,
2021.
The company's products are required to meet complex customer
specifications, which results in those products commanding a
premium, and provides significant barriers to entry. Timely
qualification processes and testing, strict regulations for
aircraft use, technical capabilities and manufacturing processes
enhance competitive advantage. Carpenter continues to achieve
additional qualifications at its Athens, Alabama facility
(commissioned in 2014). The company constructed a hot strip mill at
Reading, PA to strengthen its soft magnetics capabilities.
During fiscal years 2020 and 2021, the company divested the Amega
West oil & gas business, idled two domestic powder metals
production facilities to consolidate its additive manufacturing
sites, and reduced staffing and capital expenditures to manage
costs. Fitch expects some of the cost savings to survive labor
inflationary pressures as the business continues to recover.
Reading Press Outage Impacts Modest: Fitch expects modest impacts
from the 4,500-ton press outage from mechanical failure announced
on Dec. 20, 2021. Given that the majority of spare parts were on
hand, the press returned to service on March 4, 2022. The
maintenance performed during the repair will eliminate 14 days of
planned maintenance. Inventories built during the repair are
expected to liquidate in the second half of FYE June 30, 2022.
High, Diverse Aerospace Exposure: The severe contraction in the
aerospace and defense (A&D) industry associated with
pandemic-related decreased mobility resulted in the bulk of fiscal
2021 net sales, excluding surcharge revenue declines, of 32%. Fitch
believes the diversity of Carpenters A&D offerings and actions
taken during the pandemic position the company well for A&D
recovery. The A&D end-use typically accounts for between 50% and
60% of net sales excluding surcharge revenues. Carpenter estimates
that about 10% of its A&D products are related to defense, 40% to
engines, 20% to fasteners and 30% to structural avionics such as
landing gear, slat tracks and electrification and that its products
are represented on all programs.
The company reports that it was able to negotiate increased share
on key growth platforms in exchange for deferrals and order push
outs early in the downturn. More recently, Carpenter reported that
it signed several contracts with aerospace customers that include
favorable pricing and expanded share opportunities.
Fitch's A&D Outlook Improving: Fitch views the 2022 A&D sector
outlook as improving following a bottoming out in early 2021, and a
moderate improvement in 2H21. Fitch expects commercial aircraft
delivery rates to materially increase over the course of the next
year as airlines look to add capacity and refresh fleets in
response to pent up demand and improving air traffic.
Fitch expects passenger aircraft deliveries from The Boeing
Company, Airbus SE and Embraer S.A. will materially improve to
around 1,450 in 2022, up from around 1,000 in 2021, but still below
the 2018 peak of over 1,600. Much of the delivery increase depends
on the continuation of air traffic improvement, minimal operational
disruptions, steady or increasing production rates, and avoiding
the reinstatement of broad travel restrictions. Fitch also believes
OEMs will likely initially draw down on inventory while they ramp
up production, causing the recovery for suppliers to lag the
industry.
Raw Material Volatility Mitigated: Carpenter has been able to
mitigate exposure to volatile metal prices by applying surcharges.
The surcharge is based on published raw material prices for the
previous month which correlate to the price of raw material
purchases. This allows the company to effectively pass through most
raw material price fluctuations, albeit with some lag. Surcharge
revenue as a percentage of total revenue as fluctuated between 13%
and 20% since 2016, but tends to rise and fall in-line with metal
price fluctuations. Fitch believes that raw materials prices may
have peaked in late 2021 and will moderate through 2023.
DERIVATION SUMMARY
Carpenter Technology's products are further upstream than those of
Howmet Aerospace Inc. (BBB-/Stable), Arconic Corporation
(BB+/Stable) and The Timken Company (BBB-/Stable). Carpenter is
more concentrated in aerospace than Kaiser Aluminum Corporation
(BB/Positive), especially following the acquisition of the Warrick
rolling mill, Howmet and Arconic. Prior to the Aerospace
down-turn, Carpenter had similar margins to Kaiser Aluminum and
higher margins than Arconic. In addition, Fitch expects Carpenter
to be larger in earnings than Kaiser but significantly smaller than
Arconic. Leverage metrics longer-term are expected to be similar
to Kaiser, lower than Howmet and higher than Arconic.
KEY ASSUMPTIONS
Fitch's key assumptions within its rating case for the issuer
include:
-- Overall volumes recover by about 12% in fiscal 2022, nearly
36% in 2023 nearly 10% in 2024 and grow at 3% in 2025;
-- Revenues excluding surcharges to run about $6.20/lb. beginning
in fiscal 2023;
-- Surcharge revenues at about $2.20/lb. in fiscal years 2022 and
2023, falling to about $1.70/lb., thereafter, roughly
reflecting Fitch's view of moderating metals prices;
-- The 2023 notes are refinanced on terms consistent with the
2028 notes;
-- Dividends are maintained at roughly historic levels.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Total debt/EBITDA expected to be sustained below 2.5x;
-- EBIT margins expected to be sustained above 8% reflective of
improved market conditions.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- Total debt/EBITDA expected to be sustained above 3.5x;
-- EBIT margins expected to be sustained below 7%.
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: As of Dec. 30, 2021, Carpenter had $96.9
million of cash on hand in addition to $294.7 million in available
borrowings under the $300 million secured revolving credit facility
maturing March 31, 2024 ($5.3 million utilized for LOCs). If the
company's outstanding $300 million 4.45% senior notes due in March
2023 are not redeemed, repurchased or refinanced with indebtedness
having a maturity date of Oct. 1, 2024 or later, by Nov. 30, 2022,
all indebtedness under the revolving credit facility will be due.
Fitch believes Carpenter will be able to refinance the $300 million
4.45% notes due 2023 on terms similar to the $400 million 6.375%
notes due 2028 issued in July 2020.
The revolver is subject to financial covenants which include a
minimum interest coverage ratio of 2.00 to 1.00 at June 30, 2022
stepping up to 3.00 to 1.00 at Sept. 30, 2022 and 3.50 to 1.00
thereafter and a maximum debt to capital ratio of less than 55%.
The company has covenanted to maintain $150 million of liquidity
through the period for which the interest coverage is less than
2:00 to 1:00.
Security for the facility consists of inventory and receivables and
there is an asset coverage minimum covenant of 1.10 to 1.00.
ISSUER PROFILE
Carpenter Technology Corporation is a leader in high-performance
specialty alloy-based materials and process solutions for critical
applications in the aerospace, defense, transportation, energy,
industrial, medical, and consumer electronics markets.
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.
CARROLS RESTAURANT: S&P Alters Outlook to Stable, Affirms 'B-' ICR
------------------------------------------------------------------
S&P Global Ratings revised its outlook on Syracuse, N.Y.-based
franchise operator Carrols Restaurant Group Inc. to stable from
positive and affirmed its 'B-' issuer credit rating, reflecting the
expectation of slower operating performance than previously
anticipated.
S&P said, "At the same time, we affirmed our 'B+' rating on the
company's first-lien credit facilities and affirmed our 'CCC'
rating on the company's senior unsecured notes.
"The stable outlook reflects our expectation that Carrols' slower
operational performance will stabilize by the second half of fiscal
2022 as commodity pressures abate.
"The outlook revision reflects our expectation that operating
pressure will persist through the first half of 2022, driven by
rising labor and commodity costs. We believe the QSR segment will
still face cost pressures from commodity prices and, importantly,
labor availability along with wage rates in 2022. In addition, the
industry is highly fragmented and performance trends can be subject
to marketing and product launch initiatives from competitors, which
are a dynamic factor. Currently, Carrols' margin deterioration has
been offset partially by passing increased costs to consumers and
limiting promotional offers within stores and online. We believe
Carrols' EBITDA margins will continue to weaken in 2022 from the
low-11x area in 2021 to the high-10% area as existing pressures
persist and are partially offset by price increases. In addition,
we expect the Burger King concept to continue improving its
operations and strategy as it tackles current challenges.
Additional price increases should enable normalizing profitability
in the second half of 2022. Although we still anticipate overall
positive same-store sales of about 5% for Carrols in fiscal 2022,
primarily due to the price actions, we believe store traffic may
continue to face pressure over the next 12 months given a roughly
4% reduction in restaurant traffic year over year.
"Carrols will maintain a highly leveraged capital structure with no
near-term debt maturities. We expect S&P Global Ratings-adjusted
leverage to remain in the low-7x area in 2022. This follows our
forecast for S&P Global Ratings-adjusted EBITDA margins to
deteriorate modestly to the high-10% area by year-end 2022 compared
to the low-11% area in 2021 as volatility around commodity prices
and inflationary pressures persist through the first half of 2022.
In the second half, we expect moderating commodity prices and menu
price increases to lead to improving profitability, which is about
consistent with the first half of 2021. In June 2021, Carrols
issued $300 million of senior unsecured notes with a 2029 maturity,
which it used to repay its higher-interest incremental term loan
and a portion of its existing term loan. Currently, the company's
revolver and term loan mature in 2026, while the unsecured notes
mature in 2029.
"We do not expect a material shift in Carrols' current strategy and
operations. The company recently appointed Paulo Pena, a QSR
industry veteran, as its CEO following the retirement of Daniel
Accordino. We do not expect current operations or objectives to
deviate materially given that Accordino will be taking on an
advisory role in order to ensure a smooth transition of leadership.
Moreover, we expect Carrols will maintain its strategy of acquiring
underperforming units in efforts to transform operations and
improve their performance.
"Our ratings incorporate the company's position as the largest
operator for Burger King in the U.S., which is offset by limited
concept diversity. Carrols operates as the largest Burger King
franchisee in the U.S. with more than 1,000 restaurant units, which
account for about 14% of Burger King's total operating footprint.
The company also operates 65 Popeyes Chicken restaurants, which
contribute only a modest amount of Carrols' consolidated revenue.
Therefore, we view the company as primarily a single-brand
restaurant operator with limited menu diversity that is highly
dependent on Burger King's product/menu innovation and marketing
initiatives to support its overall customer traffic, comparable
sales, and overall EBITDA.
"The stable outlook reflects our expectation that Carrols' weakened
operational performance will stabilize in the second half of fiscal
2022 as commodity pressures abate. We anticipate relatively flat
free operating cash flow with capital expenditures in 2022 modestly
increasing relative to the prior year. Free cash flow should
improve in 2023 despite capital expenditures continuing to grow."
S&P could lower its rating on Carrols if:
-- Cost pressures persist and the company's mitigating actions to
improve operating performance are insufficient, leading to EBITDA
and cash flow generation weaker than our current projections; or
S&P expects liquidity to weaken due to deteriorating performance
and cash flow.
S&P could raise its rating on Carrols if:
-- The company broadens its scale and materially improves its
profitability through continued successful store developments and
acquisitions; and
-- The company adopts a more conservative financial policy such
that S&P expects S&P Global Ratings-adjusted leverage to remain
below 6x on a sustained basis.
CHARLOTTE AUTOMOTIVE: Seeks to Hire R. Keith Johnson as Counsel
---------------------------------------------------------------
Charlotte Automotive Center Sales, LLC seeks approval from the U.S.
Bankruptcy Court for the Western District of North Carolina to hire
R. Keith Johnson, PA as its bankruptcy counsel.
The firm will render these services:
a. provide legal advice with respect to its powers and duties
as debtors-in-possession in the continued operation of its business
and management of its properties;
b. negotiate, prepare, and pursue confirmation of a chapter 11
plan and approval of a disclosure statement, and all related
reorganization agreements and/or documents;
c. prepare on behalf of the Debtor necessary applications,
motions, answers, orders, reports, and other legal papers;
d. represent the Debtor in all adversary proceedings related
to the base case;
e. represent the Debtor in all litigation arising from or
relating to causes of action owned by the estate or defending
causes of action brought against the estate, in any forum;
f. appear in Court to protect the interests of the Debtor;
and
g. perform all other legal services for the Debtor that may be
necessary and proper in the chapter 11 proceeding.
the firm will bill its hourly rate of $500, plus reimbursement of
actual, necessary expenses incurred by the firm.
Keith Johnson, Esq., a partner of R. Keith Johnson, assured the
court that the firm does not hold or represent any interest adverse
to the Debtor's estate, and is a "disinterested person" as that
phrase is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
R. Keith Johnson, Esq.
R. KEITH JOHNSON, P.A.
8840 1275 Highway 16 South
Stanley, NC 28164
Phone: (704)-827-4200
About Charlotte Automotive Center Sales
Charlotte Automotive Center Sales, LLC sought protection for relief
under Chapter 11 of the Bankruptcy Code (Bankr. W.D.N.C. Case No.
22-30043) on Jan. 28, 2022, listing $500,001 to $1 million in
assets and $100,001 to $500,000 in liabilities. R. Keith Johnson,
Esq. at R. Keith Johnson, PA, represents the Debtor as its
counsel.
CHEMBIO DIAGNOSTICS: Incurs $33.9 Million Net Loss in 2021
----------------------------------------------------------
Chembio Diagnostics, Inc. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing a net loss of
$33.90 million on $47.82 million of total revenues for the year
ended Dec. 31, 2021, compared to a net loss of $25.52 million on
$32.47 million of total revenues for the year ended Dec. 31, 2020.
As of Dec. 31, 2021, the Company had $73.25 million in total
assets, $38.99 million in total liabilities, and $34.26 million in
total stockholders' equity.
Jericho, New York-based Ernst & Young LLP, the Company's auditor
since 2020, issued a "going concern" qualification in its report
dated March 3, 2022, citing that the Company has suffered recurring
losses from operations and has stated that substantial doubt exists
about the Company's ability to continue as a going concern.
Fourth Quarter 2021 Financial Results
Total revenue for the fourth quarter of 2021 was $20.6 million, an
increase of 101% compared to the prior year period. Net product
sales for the fourth quarter of 2021 were $17.4 million, an
increase of 154% compared to the prior year period. Government
grant, license and royalty, and R&D revenue for the fourth quarter
of 2021 totaled $3.2 million, a decrease of 6% compared to the
prior year period.
Gross product margin for the fourth quarter of 2021 was ($1.6)
million, compared to $0.5 million for the prior year period. Gross
product margin percentage for the fourth quarter of 2021 was
negative 9%, compared to 7% for the prior year period. Gross
product margin in the fourth quarter of 2021 was impacted by an
unfavorable mix of average selling prices, increased labor costs,
and an inventory write down of $2.5 million.
Research and development expenses increased by $0.1 million, or 2%,
in the fourth quarter of 2021 compared to the prior year period.
Selling, general and administrative expenses decreased by $0.3
million, or 10%, in the fourth quarter of 2021 compared to the
prior year period.
Impairment, restructuring, severance and related costs for the
fourth quarter of 2021 totaled $4.6 million, including an
impairment of goodwill and intangible assets from prior
acquisitions.
Net loss for the fourth quarter of 2021 was $14.0 million, or $0.47
per diluted share, compared to a net loss of $7.1 million, or $0.35
per diluted share, for the prior year period. The net loss
includes severance, restructuring, an impairment of goodwill and
intangible assets from prior acquisitions and other related costs
of $4.6 million, or $0.15 per share, for the fourth quarter of
2021, compared to a de minimis amount in the prior year period.
"In the fourth quarter, record quarterly revenue was driven by
execution of the largest purchase order in company history,
received from Bio-Manguinhos for DPP SARS-CoV-2 Antigen Tests in
Brazil, while navigating the tight labor market and global supply
chain issues for certain test components to ramp production.
Chembio also finished the year with record annual revenue," said
Richard Eberly, Chembio's president and chief executive officer.
"We are confident our investments in developing products in high
value growing markets and registering existing products in
additional geographies can drive sustained growth over the
long-term. We are optimistic about our ability to improve
profitability through continued product revenue growth and
reduction of our cost infrastructure beginning in 2022."
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1092662/000114036122007735/brhc10034606_10k.htm
About Chembio
Chembio Diagnostics, Inc. develops, manufactures and commercializes
point-of-care tests for the detection and diagnosis of infectious
diseases, including COVID-19, sexually transmitted disease, and
fever and tropical disease.
Chembio reported a net loss of $25.52 million for the year ended
Dec. 31, 2020, a net loss of $13.67 million for the year ended
Dec. 31, 2019, and a net loss of $7.86 million for the year ended
Dec. 31, 2018. For the nine months ended Sept. 30, 2021, the
Company reported a net loss of $19.93 million.
CLAREMONT RESTAURANT: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Claremont Restaurant Group, LLC
d/b/a Sagebrush Steakhouse & Saloon
d/b/a JP Steakhouse
516-D River Hwy. PMB 376
Mooresville, NC 28117
Business Description: The Debtor is part of the restaurants
industry.
Chapter 11 Petition Date: March 8, 2022
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 22-60012
Judge: Hon. Christopher M. Lopez
Debtor's Counsel: Nathaniel Peter Holzer, Esq.
ATTORNEY AT LAW
4102 Ocean Drive
Corpus Christi, TX 78411
Tel: 361-563-6175
Email: pete@npholzerlaw.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jimmie Lee Peterson as manager.
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/A2WLHDA/Claremont_Restaurant_Group_LLC__txsbke-22-60012__0002.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/A5PCSUY/Claremont_Restaurant_Group_LLC__txsbke-22-60012__0001.0.pdf?mcid=tGE4TAMA
COSTA HOLLYWOOD: Liquidating Trustee Taps Lessne Law as New Counsel
-------------------------------------------------------------------
Maria Yip, the official appointed to oversee the Costa Hollywood
Property Owner, LLC Liquidating Trust, received approval from the
U.S. Bankruptcy Court for the Southern District of Florida to
employ Lessne Law to substitute for Nelson Mullins Broad and
Cassel.
The firm will assist the liquidating trustee in carrying out her
duties under the trust agreement and the Debtor's Chapter 11 plan
of liquidation, which was confirmed on Aug. 25, 2020.
Lessne Law will charge its ordinary and customary rates in effect
at the time the services are rendered.
As disclosed in court filings, Lessne Law is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Michael D. Lessne, Esq.
Lessne Law
100 SE 3rd Avenue, 10th Floor
Fort Lauderdale, FL 33394
Tel: 954-372-5759
Email: michael@lessne.law
About Costa Hollywood Property Owner
Costa Hollywood Property Owner, LLC --
https://www.costahollywoodresort.com -- is a privately held company
in the traveler accommodation industry. It owns and operates Costa
Hollywood Beach Resort, a resort hotel in Hollywood Beach, Fla.
Costa Hollywood Beach Resort offers rooms and suites featuring an
elevated design aesthetic and luxe decor.
Costa Hollywood sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 19-22483) on Sept. 19,
2019, disclosing as much as $100 million in both assets and
liabilities. Judge A. Jay Cristol oversees the case.
Peter D. Russin, Esq., at Meland Russin & Budwick, P.A. is the
Debtor's bankruptcy counsel.
Maria M. Yip is the official appointed to administer the Costa
Hollywood Property Owners, LLC Liquidating Trust that was created
pursuant to the Debtor's Chapter 11 plan of liquidation, which the
court confirmed on Aug. 25, 2020. The liquidating trustee tapped
Lessne Law as bankruptcy counsel, and Cimo Mazer Mark, PLLC and
Hoffman, Larin & Agnetti, PA as special litigation counsels. Cassel
and Yip Associates is the financial advisor.
CREATD INC: Raises $2.5 Million in Insider-Led Financing
--------------------------------------------------------
Creatd, Inc. has closed an approximately $2.5 million capital raise
priced above-market. The PIPE (private investment in public
equity) offering was led by Jeremy Frommer, Creatd's newly
appointed executive chairman and founder, who invested $315,000 at
a price of $1.75 per share, purchasing 180,000 shares together with
180,000 warrants. In addition to Mr. Frommer, the raise included
participation from the entire Creatd management team, as well as
numerous employees, board members, insiders, and long-term
shareholders. The financing was placed entirely by the Company,
and as such included no associated banking fees. Additionally, the
financing includes registration rights for the investors, with a
resale registration statement required to be filed in the near
term.
The Company also announced the relocation of its corporate
headquarters to New York City. Commented Executive Chairman Jeremy
Frommer, "It is a very exciting time to have opened Creatd's new
offices at the heart of the creative community in Lower Manhattan.
With the worst of the pandemic seeming to be behind us, our Company
looks forward to contributing actively to the City's economic
recovery, as well as benefiting from close access to one of the
deepest and most diverse talent markets in the world."
About Creatd Inc.
Headquartered in Fort Lee, NJ, Creatd, Inc. -- https://creatd.com
-- is a creator-first technology company and the parent company of
the Vocal platform. Its mission is to empower creators,
entrepreneurs, and brands through technology and partnership. The
Company accomplishes this through Creatd's three main business
pillars: Vocal Ventures, Creatd Partners, and its newest
initiative, Recreatd.
Creatd, Inc reported a net loss of $24.21 million for the year
ended Dec. 31, 2020, compared to a net loss of $8.04 million for
the year ended Dec. 31, 2019. As of Sept. 30, 2021, the Company
had $8.25 million in total assets, $6.13 million in total
liabilities, and $2.13 million in total stockholders' equity.
Somerset, New Jersey-based Rosenberg Rich Baker Berman, P.A., the
Company's auditor since 2018, issued a "going concern"
qualification in its report dated March 30, 2021, citing that the
Company had a significant accumulated deficit, and has incurred
significant net losses and negative operating cash flows. These
factors raise substantial doubt about the Company's ability to
continue as a going concern for a period of one year from the
issuance of the financial statements.
CRECHALE PROPERTIES: $365K Sale of 2 Hattiesburg Parcels Withdrawn
------------------------------------------------------------------
Judge Katharine M. Samson of the U.S. Bankruptcy Court for the
Southern District of Mississippi withdrew without prejudice
Crechale Properties, LLC's sale of two parcels of real property
located at 118 Bounds Road, in Hattiesburg, Lamar County,
Mississippi, and at 24 Oak Hollow, in Hattiesburg, Lamar County,
Mississippi, and more particularly described in the Sale Contract,
to Meador & Wade Investments, LLC, for $365,000.
The Debtor proposed to sell the Property free and clear of all
interests, liens and encumbrances, and that any and all interest,
liens and encumbrances attached to said property are extinguished.
About Crechale Properties
Crechale Properties, LLC is a Hattiesburg, Miss.-based company
engaged in the operation of apartment buildings.
Crechale Properties filed its voluntary petition for Chapter 11
protection (Bankr. S.D. Miss. Case No. 21-50079) on Jan. 21, 2021,
listing up to $10 million in assets and up to $50 million in
liabilities. Elizabeth Crechale, manager of Crechale Properties,
signed the petition.
Judge Katharine M. Samson presides over the case.
W. Jarrett Little, Esq., at Lentz & Little, PA serves as the
Debtor's legal counsel.
CRECHALE PROPERTIES: Meador Buying Hattiesburg Property for $126K
-----------------------------------------------------------------
Crechale Properties, LLC, asks the U.S. Bankruptcy Court for the
Southern District of Mississippi to authorize the sale of the real
property located at 118 Bounds Road, in Hattiesburg, Mississippi,
more particularly described in the Sale Contract, to Meador & Waide
Investments, LLC, for $126,000, free and clear of all liens,
claims, encumbrances and other interests.
On Sept. 7, 2021, the Debtor filed its Plan of Reorganization and
Disclosure Statement in which it stated in intended to market a
number of properties for sale. Since that time, the Debtor has
received an offer from the Buyer to purchase the Property for
135,000, pursuant to their Contract.
The Property is subject to the first position lien of First Bank.
The net proceeds of the sale of approximately $117,250 after a 5%
commission will not be sufficient to satisfy First Bank's lien on
118 Bounds Road in full. However, that loan is secured by multiple
parcels and First Bank will be adequately secured after the sale.
Consideration of the factors weighs in favor of authorizing the
sale. The sale price of the Property is reasonable for comparable
properties in the area. The Debtor's creditors will be given
adequate notice of the sale, and there are no insiders who will
benefit from the sale. The Debtor requests the Court to order the
liens of First Bank attach to the net sales proceeds from the
sale.
The Debtor requests the Court to declare that it be authorized to
execute and deliver to Buyer and all conveyance and transfer
documents, which will be construed and constitute for any and all
purposes a full and complete conveyance marketable title in and to
the Property.
Considering the exigencies, the Debtor requests the Court to find
good cause exists to authorize the consummation of the sale without
subjecting the order to a stay of execution, as permitted under
Rules 7062 and 6004(h) of the Federal Rules of Bankruptcy
Procedure.
A copy of the Contract is available at https://tinyurl.com/yckc34k6
from PacerMonitor.com free of charge.
About Crechale Properties
Crechale Properties, LLC is a Hattiesburg, Miss.-based company
engaged in the operation of apartment buildings.
Crechale Properties filed its voluntary petition for Chapter 11
protection (Bankr. S.D. Miss. Case No. 21-50079) on Jan. 21, 2021,
listing up to $10 million in assets and up to $50 million in
liabilities. Elizabeth Crechale, manager of Crechale Properties,
signed the petition.
Judge Katharine M. Samson presides over the case.
W. Jarrett Little, Esq., at Lentz & Little, PA serves as the
Debtor's legal counsel.
CRITERIA EQUIPMENT: Seeks to Hire Stichter as Bankruptcy Counsel
----------------------------------------------------------------
Criteria Equipment Co., LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Alabama to hire Stichter,
Riedel, Blain & Postler, P.A. to serve as legal counsel in its
Chapter 11 case.
The firm's services include:
a. rendering legal advice with respect to the Debtor's powers
and duties;
b. preparing legal papers;
c. appearing before the court and the U.S. Bankruptcy
Administrator;
d. assisting in negotiations with creditors and other parties
in formulating and preparing a Chapter 11 plan, and taking
necessary legal steps to confirm the plan;
e. representing the Debtor in all adversary proceedings,
contested matters, and matters involving administration of the
case; and
f. performing all other necessary legal services for the
Debtor.
The firm received the aggregate sum of $32,000 from Criteria
Development, LLC on account of pre-bankruptcy services and as a
retainer for post-petition services.
Edward Peterson, III, Esq., a partner at Stichter, disclosed in a
court filing that his firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Edward J. Peterson, III, Esq.
Stichter Riedel Blain & Postler, P.A.
110 East Madison Street, Suite 200
Tampa, FL 33602
Tel: (813) 229-0144
Email: epeterson@srbp.com
About Criteria Equipment Co.
Criteria Equipment Co., LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ala. Case no.
22-10326) on Feb. 22, 2022, listing as much as $10 million in both
assets and liabilities. J. Marion Uter, manager, signed the
petition.
Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain &
Postler, P.A. serves as the Debtor's legal counsel.
DIAMOND SPORTS: Moody's Affirms Caa2 CFR & Alters Outlook to Stable
-------------------------------------------------------------------
Moody's Investors Service affirmed Diamond Sports Group, LLC's Caa2
corporate family rating. Concurrently, Moody's affirmed Diamond's
Caa2-PD probability of default rating and appended a limited
default (LD) designation to reflect the conclusion of Diamond's
exchange offer which Moody's views as a distressed exchange.
Moody's also assigned Caa2 ratings to Diamond's exchanged 2nd lien
senior secured notes, 2nd lien term loan and 2nd lien revolver
(which was downsized to $227.5 million). Moody's affirmed the B2
rating on the new $635 million senior secured first lien term loan
and the Ca rating on the company's unsecured notes; downgraded the
ratings on the remaining stubs of now senior secured notes ($14
million outstanding) and senior secured term loan ($4 million
outstanding) to Caa3. The speculative grade liquidity rating (SGL)
was upgraded to SGL-3 to reflect an improved liquidity profile. The
outlook was changed to stable from negative.
The rating action comes on the back of the company's announcement
on March 1, 2022 that it had successfully completed the previously
proposed exchange transaction with 99.5% of the holders of existing
senior secured debt agreeing to exchange their existing first lien
senior secured debt into new senior secured second-priority debt. A
minority of existing senior secured lenders who did not consent to
the exchange were granted third lien priority security on their
holdings. The company's 12.75% senior secured notes due December
2026 were repaid on March 2, 2022. The exchange transaction is
considered by Moody's to amount to a distressed exchange, which
under Moody's definition is a default, as reflected in the /LD
appended PDR. The LD designation will be removed in several
business days.
Affirmations:
Issuer: Diamond Sports Group, LLC
Corporate Family Rating, Affirmed Caa2
Senior Secured 1st Lien Term Loan, Affirmed B2 (LGD2)
Senior Unsecured Global Notes, Affirmed Ca (LGD6)
Probability of Default Rating, Affirmed Caa2-PD /LD (/LD
appended)
Assignments:
Issuer: Diamond Sports Group, LLC
Gtd Senior Secured 2nd Lien Term Loan, Assigned Caa2 (LGD3)
Gtd Senior Secured 2nd Lien Revolving Credit Facility, Assigned
Caa2 (LGD3)
Gtd Senior Secured 2nd Lien Global Notes, Assigned Caa2 (LGD3)
Upgrades:
Issuer: Diamond Sports Group, LLC
Speculative Grade Liquidity Rating, Upgraded to SGL-3 from SGL-4
Downgrades:
Issuer: Diamond Sports Group, LLC
Senior Secured Term Loan B, Downgraded to Caa3 (LGD5), from Caa1
(LGD3)
Senior Secured Global Notes, Downgraded to Caa3 (LGD5), from Caa1
(LGD3)
Outlook Actions:
Issuer: Diamond Sports Group, LLC
Outlook, Changed To Stable From Negative
Withdrawals:
Issuer: Diamond Sports Group, LLC
Senior Secured 1st Lien Global Notes, Withdrawn, previously rated
Caa1 (LGD3)
RATINGS RATIONALE
Diamond's Caa2 CFR reflects Moody's continued concerns over the
long term sustainability of the capital structure with Diamond's
leverage, post transaction, expected between 15-20x in 2023. The
rating also reflects the uncertainty over the planned direct to
consumer ("DTC") product's success. The stabilization of the
outlook reflects the improvement in liquidity -- from the newly
raised term loan and the deferral of the Sinclair management fee --
which alleviates immediate concerns of a liquidity shortfall.
The credit profile continues to be supported by Diamond's position
as the largest holder of RSNs, with 15 sports networks all carrying
at least one basketball, one hockey and one baseball team. The
company's current plans to launch a DTC product for its RSNs, have
the potential to drive material growth in the long term but
execution risk remains and delays could, again, put the company's
liquidity and its capital structure at risk.
Diamond's liquidity profile is adequate as reflected in the SGL-3
rating. Pro forma for the net proceeds of the new first lien,
Diamond's cash balance stood at around $900 million at year end.
This should be more than sufficient to make up for the expected
cash burn in the coming two years. In addition, the company retains
access to its $227.5 million revolver which has now been stripped
of any covenants and is fully available. Moody's do not expect the
company to require the revolver in the coming 12 months.
The stable outlook reflects Moody's view that the company should
have enough liquidity on hand to sustain the cash burn expected to
occur in the next couple of years while the DTC offering ramps up
and gains critical mass in terms of subscribers.
The B2 (LGD2) rating on the company's new first lien senior secured
term loan reflects its first priority ranking ahead of the
company's second lien, third lien and unsecured debt. The B2 also
reflects the asset light nature of the business. The ratings on the
remaining debt instruments reflect the probability of default of
the company, as reflected in the Caa2-PD/LD PDR, an average family
recovery rate of 50% at default given the mix of secured and
unsecured debt in the capital structure, and the particular
instruments' rankings in the capital structure.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded with a meaningful improvement in
operating performance, liquidity and in Moody's assessment of the
sustainability of the capital structure.
Further downward pressure on the ratings could ensue should
operating performance or liquidity continue to weaken or should
Moody's assessment of the likelihood of a default increase.
The principal methodology used in these ratings was Media published
in June 2021.
EASTSIDE DISTILLING: Cancels Special Meeting of Stockholders
------------------------------------------------------------
Eastside Distilling, Inc. cancelled the Special Meeting of
Stockholders scheduled for March 4, 2022, due to its receipt of
insufficient proxies and a probable lack of the required quorum. A
quorum consists of a majority of the shares entitled to vote.
The proposal will instead be submitted to the Company's
stockholders for approval at the Company's 2022 Annual Meeting of
Stockholders. The Company will announce the date of the Annual
Meeting once it is determined by its Board of Directors.
About Eastside Distilling
Headquartered in Portland, Oregon, Eastside Distilling, Inc. --
www.eastsidedistilling.com -- manufactures, acquires, blends,
bottles, imports, exports, markets, and sells a wide variety of
alcoholic beverages under recognized brands.
Eastside Distilling reported a net loss of $9.86 million for the
year ended Dec. 31, 2020, a net loss of $16.91 million for the year
ended Dec. 31, 2019, and a net loss of $9.05 million for the year
ended Dec. 31, 2018. As of June 30, 2021, the Company had $27.20
million in total assets, $18.52 million in total liabilities, and
$8.68 million in total stockholders' equity.
ELDAN LLC: Taps Law Office of Christopher P. Burke as Legal Counsel
-------------------------------------------------------------------
Eldan, LLC seeks approval from the U.S. Bankruptcy Court for the
District of Nevada to employ The Law Office of Christopher P. Burke
to serve as legal counsel in its Chapter 11 case.
The firm's services include:
(1) advising the Debtor concerning the rights and remedies of
the estate with regards to its assets and the claims of creditors;
(2) representing the Debtor in financial and business matters,
including the sale of its assets;
(3) representing the Debtor in the investigation of potential
causes of action against persons or entities, including, but not
limited to, avoidance actions, and the litigation thereof if
warranted;
(4) representing the Debtor in any proceeding or hearing in
the bankruptcy court or in any other courts where the rights of the
estate may be litigated or affected;
(5) conducting examinations of witnesses, claimants or adverse
parties, and preparing reports, accounts, applications and orders;
(6) representing the Debtor in the negotiation, formulation
and drafting of any plan of reorganization and disclosure
statement;
(7) assisting the Debtor in the performance of its duties and
exercise of its powers under the Bankruptcy Code, Bankruptcy Rules,
Local Rules, and the U.S. Trustee Guidelines; and
(8) providing other necessary services in connection with the
Debtor's case.
The hourly rates charged by the firm's attorneys and
paraprofessionals are as follows:
Attorneys $595 per hour
Paraprofessionals $125 per hour
The firm received a retainer in the amount of $11,738.
As disclosed in court filings, The Law Office of Christopher P.
Burke is a disinterested person within the meaning of Section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Christopher P. Burke, Esq.
The Law Office of Christopher P. Burke
218 S. Maryland Parkway
Las Vegas, NV 89101
Tel: (702) 385-7987
Fax: (702) 385-7986
Email: atty@cburke.lvcoxmail.com
About Eldan LLC
Eldan, LLC is a single asset real estate (as defined in 11 U.S.C.
Section 101(51B)). It is the fee simple owner of a commercial
property located at 5875 S. Rainbow, Las Vegas, having an appraised
value of $7 million.
Eldan filed its voluntary petition for relief under Chapter 11 of
the Bankruptcy Code (Bankr. D. Nev. Case No. 22-10589) on Feb. 21,
2022, listing $7,392,463 in assets and $3,623,919 in liabilities.
Daniel Itzhaki, managing member, signed the petition.
Judge August B. Landis oversees the case.
Christopher P. Burke, Esq., at The Law Office of Christopher P.
Burke serves as the Debtor's legal counsel.
ENDO INTERNATIONAL: Swings to $613.2 Million Net Loss in 2021
-------------------------------------------------------------
Endo International plc filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing a net loss of
$613.24 million on $2.99 billion of total net revenues for the year
ended Dec. 31, 2021, compared to net income of $183.94 million on
$2.90 billion of total net revenue for the year ended Dec. 31,
2020.
As of Dec. 31, 2021, the Company had $8.77 billion in total assets,
$1.63 billion in total current liabilities, $21.63 million in
deferred income taxes, $8.05 billion in long-term debt (less
current portion), $33.73 million in operating lease liabilities
(less current portion), $277.10 million in other liabilities, and a
total shareholders' deficit of $1.24 billion.
Endo International stated: "Cash and cash equivalents, which
primarily consisted of bank deposits and money market accounts,
totaled $1,507.2 million at December 31, 2021 compared to $1,213.4
million at December 31, 2020. While we currently expect our
operating cash flows, together with our cash, cash equivalents,
restricted cash and restricted cash equivalents, to be sufficient
to cover our principal liquidity requirements over the next year,
the extent to which COVID-19 could impact our business, financial
condition, results of operations and cash flows in the short- and
medium-term cannot be predicted with certainty, but such impact
could be material. To the extent COVID-19 has resulted in any
increase to our Cash and cash equivalents, including as a result of
any increase in revenues as described above, such increase could be
temporary. Additionally, on a longer-term basis, we may not be
able to accurately predict the effect of certain developments on
our sales and gross margins, such as the degree of market
acceptance, patent protection and exclusivity of our products,
pricing pressures (including those due to the impact of
competition), the effectiveness of our sales and marketing efforts
and the outcome of our current efforts to develop, receive approval
for and successfully launch our product candidates. We may also
face unexpected costs in connection with our business operations,
our ongoing and future legal proceedings, governmental
investigations and other contingent liabilities, including
potential costs related to settlements and judgments, as well as
legal defense costs, and the implementation of our COVID-19 related
policies and procedures. Furthermore, as a result of the
possibility or occurrence of an unfavorable outcome with respect to
any legal proceeding, we have engaged in and, at any given time,
may further engage in strategic reviews of all or a portion of our
business. Any such review or contingency planning could ultimately
result in our pursuing one or more significant corporate
transactions or other remedial measures, including on a
preventative or proactive basis. Those remedial measures could
include a potential bankruptcy filing which, if it were to occur,
would subject us to additional risks and uncertainties that could
adversely affect our business prospects and 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/1593034/000159303422000012/endp-20211231.htm
About Endo International plc
Endo International plc -- www.endo.com -- is a holding company that
conducts business through its operating subsidiaries. The
Company's focus is on pharmaceutical products and it targets areas
where it believes it can build leading positions.
As of Sept. 30, 2021, the Company had $9.24 billion in total
assets, $1.55 billion in total current liabilities, $22.52 million
in deferred income taxes, $8.05 billion in long-term debt (less
current portion), $35.15 million in operating lease liabilities
(less current portion), $274.06 million in other liabilities, and a
total shareholders' deficit of $690.32 million.
* * *
As reported by the TCR on Sept. 6, 2021, S&P Global Ratings lowered
its long-term issuer credit rating on Endo International PLC to
'CCC+' from 'B-' and removed the rating from CreditWatch, where S&P
placed it with negative implications on Aug. 25, 2021. The outlook
is negative. The negative outlook reflects the potential for an
event of default within the next 12 months stemming from
opioid-related litigation or the possibility of a distressed
exchange.
FORE MACHINE: Unsec. Creditors to Get Nothing in Liquidating Plan
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Fore Machine, LLC, together with its parent company, Fore Aero
Holdings, LLC, and its subsidiary Fore Capital Holding, LLC, (the
"Liquidating Debtors") submitted a Disclosure Statement in support
of Joint Chapter 11 Plan of Liquidation dated March 7, 2022.
Fore Machine, LLC and its co-debtor Aero Components, LLC ("Aero
Components" or the "Reorganizing Debtor") have remained committed
to supporting the national defense and aerospace industry and the
commercial aerospace market in the fixed wing and rotary wing
aerospace market.
As of the Petition Date, the Liquidating Debtors and the
Reorganizing Debtor (together, the "Fore Aero Debtors") have funded
debt consisting of approximately $21,000,000.00 plus prepetition
interest, fees, expenses, and other amounts arising in respect of
such obligations existing immediately prior to the Petition Date
(the "Prepetition Obligations"), and approximately $993,822 in
equipment financing. The Fore Aero Debtors had two primary
components: (i) Machine's operations and (ii) Aero Component's
operations.
After the proposed sale of Machine's assets to the Customer were
rebuffed, the Board and its restructuring-specific advisors
initiated restructuring negotiations with the Fore Aero Debtors'
primary stakeholders. The Board concluded, in consultation with
their legal and financial advisors, that pursuing a reorganization
of the Reorganizing Debtor and a liquidation through chapter 11 of
the Liquidating Debtors was their most appropriate remaining option
and the path that will lead to the greatest recovery for
stakeholders of each of the Fore Aero Debtors.
The Fore Aero Debtors' largest prepetition secured creditors,
Southfield Mezzanine Capital LP ("Southfield") and Newspring
Mezzanine Capital III, L.P. ("Newspring, " together with
Southfield, the "Prepetition Lenders"), are supportive of the path.
To that end, prior to the Petition Date, the Fore Aero Debtors and
the Prepetition Lenders entered into a restructuring supporting
agreement (together with all exhibits thereto the "RSA") to ensure
a reorganization of the Reorganizing Debtor and an orderly and
efficient liquidation of the Liquidating Debtors' assets.
Among other things, the Plan and RSA contemplate the following:
* the liquidation and wind-down of the Liquidating Debtors
will be funded with a new debtor in possession financing facility
(the "DIP Facility") provided by Newspring and Southfield, in their
capacities as DIP lenders (in such capacities, the "DIP Lenders")
that will have a principal amount of up to $2.5 million;
* all Allowed Secured Claims, Allowed Priority Claims,
Professional Claims, Administrative Claims, and DIP Facility Claims
will be paid in full in Cash or receive such other treatment that
renders such Claims unimpaired under the Bankruptcy Code.
* the Prepetition Secured Lender Claims shall be Allowed in
the aggregate principal amount of $19,500,000.00, plus all accrued
and unpaid reasonable and documented fees and expenses of the
Prepetition Lenders and the Prepetition Agent (the "Prepetition
Obligations"). On the Effective Date, pursuant to the RSA and the
Plan, in full and final satisfaction, compromise, settlement,
release, and discharge of, and in exchange for, its Allowed
Prepetition Secured Lender Claims, the Prepetition Secured Lenders
shall be entitled to receive payment of all Available Cash, up to
the total amount of the Prepetition Obligations.
* each Allowed General Unsecured Claim, Intercompany Claim,
and Equity Interest shall be canceled, released, and extinguished
as of the Effective Date, and will be of no further force or
effect, and holders of such Claims will not receive any
distribution on account of such Allowed Claims; and
* on the Effective Date: (i) all of the Debtor Affiliates
shall be merged into Holdings and the Plan Administrator may
dissolve such Debtor Affiliates and complete the winding up of such
Debtor Affiliates without the necessity for any other or further
actions to be taken by or on behalf of such dissolving Liquidating
Debtor or its members or manager or any payments to be made in
connection therewith, other than the filing of a certificate of
dissolution with the appropriate governmental authorities; (ii) all
assets of the Debtor Affiliates shall be transferred to Holdings,
and all claims filed or scheduled in the Affiliated Debtors' cases
shall be deemed to have been filed in the Chapter 11 Case of
Holdings; and (iii) the Chapter 11 Cases of the Debtor Affiliates
shall be closed.
The Plan is designed to accomplish the orderly liquidation of the
Debtors' Estates and Distribution of the proceeds of such
liquidation to the beneficiaries of the Estates.
Classes 4A, 4B, and 4C consist of any General Unsecured Claims
against the Liquidating Debtors. Each Allowed Claim in Classes 4A,
4B, and 4C will be canceled, released, and extinguished as of the
Effective Date, and will be of no further force or effect, and
holders of Allowed Claims in Classes 4A, 4B, and 4C will not
receive any distribution on account of such Allowed Claims in
Classes 4A, 4B, and 4C. Classes 4A, 4B, and 4C are Impaired under
the Liquidating Plan.
The Liquidating Plan provides for the distribution of all Cash held
by or for the benefit of the Liquidating Debtors on and after the
Effective Date. In addition to Cash on hand, the Liquidating
Debtors' property consists primarily of the Debtors' rights with
respect to the Insurance Policies, including the D&O Policies.
A full-text copy of the Disclosure Statement dated March 7, 2022,
is available at https://bit.ly/3sSnA6B from PacerMonitor.com at no
charge.
Debtor's Counsel:
Katherine A. Preston, Esq.
WINSTON & STRAWN LLP
800 Capitol St., Suite 2400
Houston, TX 77002
Tel: (713) 651-2699
Fax: (713) 651-2700
E-mail: KPreston@winston.com
Timothy W. Walsh
James T. Bentley
Emma Fleming
WINSTON & STRAWN LLP
200 Park Avenue
New York, NY 10166-4193
Tel: (212) 294-6700
Fax: (212) 294-4700
E-mail: twalsh@winston.com
jbentley@winston.com
efleming@winston.com
About Fore Machine
Fore Machine manufactures aircraft engines and engine parts.
Aero Components, LLC, Fore Machine, LLC, Fore Aero Holdings, LLC
and Fore Capital Holding, LLC, sought Chapter 11 protection
(Bankr. N.D. Tex.) on March 7, 2022. The lead case is In re Fore
Machine, LLC (Bankr. N.D. Tex. Case No. 22 40487).
Fore Aero Holdings estimated assets of $10 million to $50 million
and liabilities of $1 million to $10 million.
The Debtors tapped WINSTON & STRAWN, LLP, as counsel; and ALVAREZ
AND MARSAL NORTH AMERICA, LLC, as financial advisor. BANKRUPTCY
MANAGEMENT SOLUTIONS, INC., d/b/a STRETTO is the claims agent.
FORTRESS TRNSP: Proposed Spin-off No Impact on Moody's Ba3 Ratings
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Moody's Investors Service said that Fortress Trnsp & Infrastructure
Investors LLC's (FTAI, Ba3 stable) proposed spin-off of
infrastructure assets would improve its creditworthiness as it
would allow the firm to have greater focus on its more profitable
aviation segment and would improve its debt-to-EBITDA leverage
(based on FTAI's public comments on the transactional terms of the
proposed spin-off). However, FTAI's outlook remains stable, despite
the likelihood that the credit-positive spin-off will occur in
April, because of the current heightened level of operating
environment uncertainty that faces all aircraft lessors that have
assets affected by Russia's military conflict with Ukraine.
Moody's believes that FTAI will benefit from the spin-off of
infrastructure assets due to their high capital investments
requirements, even though these assets are expected to become
increasingly profitable in the next twelve to eighteen months. The
infrastructure assets consist of Jefferson Terminal, Long Ridge
Energy Terminal and Repauno Delaware Port. Out of the three
infrastructure assets in this segment, only Jefferson Terminal
currently is moderately profitable ($10.6 million EBITDA in 2021)
with Long Ridge Terminal and Repauno expected to bring contractual
revenues and earnings next year. Transtar, a recently acquired a
wholly-owned subsidiary of United States Steel Corporation (Ba3
stable), is also intended to be spun-off and, according to FTAI, is
on track to generate approximately $70 million of annual EBITDA.
Moody's said that, absent the recent shock to the operating
environment caused by the military conflict, FTAI's proposed
infrastructure asset spin-off would have driven upward pressure on
its ratings. However, for the time being, FTAI's ratings remain at
Ba3 with stable outlook, pending a clearer picture of the magnitude
and duration of the adverse effects that international sanctions on
Russia will have on the airline leasing sector. In a report
published on March 4, Moody's said that lessors have the financial
capacity to absorb moderate, temporary disruptions to operations
and cash flow, however credit, asset and operating risk will rise
in the sector if the military conflict is prolonged. Moody's
currently anticipates that any decline in air travel demand will
most likely be limited to the immediate region of the military
conflict, but developments related to the military conflict are
highly fluid and uncertain.
Moody's believes that FTAI's exposure to Russia and Ukraine is
limited. As such, if FTAI's airline customers in Russia choose to
terminate leases, Moody's anticipates that it will have a moderate
impact on FTAI's earnings and cash flow. Moody's also anticipates
that some of these cash flow declines, including due to increased
costs for repossession, maintenance and storage of the aircraft,
will be offset by income and maintenance reserve payments held by
FTAI from airline lessees per the lease contracts.
Should FTAI's revenues and costs be adversely affected by the
military conflict, Moody's said it has good absorption capacity in
its capital cushion (19% tangible common equity / tangible total
assets at December 31, 2021) and good liquidity, consisting of $188
million of cash and approximately $60 million availability on its
$250 million revolving facility due 2024, with no near-term debt
maturities.
More broadly, Moody's believes that FTAI is well positioned to
benefit from the air travel recovery, supported by improving demand
for the current generation of narrow-body aircraft, such as the
Boeing 737 and Airbus A320 family of aircraft, which is a focus of
FTAI's investment strategy in the sector. Additionally, the
company's most recent investments and partnerships with Lockheed
Martin Corporation (Lockheed Martin, A3 stable) and with AAR (NYSE:
AIR), a global aerospace and defense aftermarket solutions company,
also contribute to earnings expansion.
FTAI's ratings also reflect the credit risks associated with FTAI's
strategy of opportunistic growth through debt-funded asset
purchases as well as at times debt-funded high dividend payouts.
Moody's anticipates that FTAI's debt / EBITDA leverage (10.1x based
on last twelve months EBITDA ended December 31, 2021) following the
proposed spin-off of infrastructure assets and Transtar would
improve to approximately 7x, but will still remain above pre
COVID-19 levels. The company anticipates that all of the recourse
debt will remain with the infrastructure assets (comprising
approximately 20% of total debt on FTAI's balance sheet at December
31, 2021) and that the $400 million notes, associated with the
purchase of Transtar, will also be paid off.
The stable outlook reflects Moody's expectation that FTAI will
continue to benefit from the recovery of global air travel and that
the financial and operational impact from the military conflict
between Russia and Ukraine will be relatively contained. The stable
outlook also incorporates Moody's expectation that the spin-off of
the infrastructure assets and Transtar remains on track.
The ratings could be upgraded if it becomes more clear that there
will be only limited impact on FTAI's earnings and capital
associated with Russia's military conflict with Ukraine, and the
plans for the spin-off proceed. In the absence of the spin-off,
FTAI's ratings could be upgraded if the company reaches greater
scale while maintaining good margins and reduces its debt to EBITDA
leverage to less than 4.5x on a sustained basis while maintaining
strong liquidity. The rating could also be upgraded if FTAI retains
its infrastructure assets and the assets sustain positive EBITDA
adequate to service project financing, thereby reducing their
contingent reliance on FTAI's leasing businesses.
The ratings could be downgraded if the company's profitability
prospects deteriorate materially, if its capital or liquidity
profile weaken as a result of debt-financed acquisitions or
shareholder dividends, or if the company loses a material customer
or suffers a business disruption, that weakens its financial
prospects. These factors include a substantially higher than
expected impact on earnings and capital from the military conflict
between Russia and Ukraine. The ratings could also be downgraded if
debt to EBITDA leverage is sustained above 5.5x as a result of any
of the aforementioned factors.
Fortress Trnsp & Infrastructure Investors LLC (FTAI) is an investor
in infrastructure and equipment in the transportation sector with
total assets of $4.9 billion as of December 31, 2021. FTAI was
formed in 2011 and launched an IPO in 2015, resulting in
approximately 99% public ownership with remaining ownership
interests held by affiliates of Fortress Investment Group LLC
(Fortress). FTAI is externally managed by FIG LLC, also a Fortress
affiliate.
GALVIN'S RIDGE: Seeks Approval to Hire Stichter as Legal Counsel
----------------------------------------------------------------
Galvin's Ridge Landco, LLC and Thomasboro Landco, LLC seek approval
from the U.S. Bankruptcy Court for the Southern District of Alabama
to hire Stichter, Riedel, Blain & Postler, P.A. to serve as legal
counsel in their Chapter 11 cases.
The firm's services include:
a. rendering legal advice with respect to the Debtors' powers
and duties;
b. preparing legal papers;
c. appearing before the court and the U.S. Bankruptcy
Administrator;
d. assisting in negotiations with creditors and other parties
in formulating and drafting a Chapter 11 plan, and taking necessary
legal steps to confirm the plan;
e. representing the Debtors in all adversary proceedings,
contested matters, and matters involving administration of the
cases; and
f. performing all other necessary legal services for the
Debtors.
The firm received the aggregate sum of $32,000 from Criteria
Development, LLC on account of pre-bankruptcy services and as a
retainer for post-petition services.
Edward Peterson, III, Esq., a partner at Stichter, disclosed in a
court filing that his firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Edward J Peterson, III, Esq.
Stichter Riedel Blain & Postler, P.A.
110 East Madison Street, Suite 200
Tampa, FL 33602
Tel: (813) 229-0144
Email: epeterson@srbp.com
About Galvin's Ridge Landco
and Thomasboro Landco
Galvin's Ridge Landco, LLC, a company in Spanish Fort, Ala., and
its affiliate, Thomasboro Landco, LLC, filed voluntary petitions
for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Ala. Lead Case No. 22-10258) on Feb. 11, 2022, listing as much as
$50 million in both assets and liabilities. J. Marion Uter,
manager, signed the petition.
Judge Henry A. Callaway oversees the cases.
Edward J. Peterson, Esq., at Stichter Riedel Blain & Postler, P.A.
serves as the Debtor's legal counsel.
GAUCHO GROUP: Signs Exchange Agreement With Noteholders
-------------------------------------------------------
Gaucho Group Holdings, Inc. entered into an exchange agreement with
certain investors (the Holders) in order to amend and waive certain
provisions of the Existing Note Documents and exchange $100 in
aggregate principal amount of each of the Existing Notes, on the
basis and subject to the terms and conditions set forth in the
Exchange Agreement, for warrants to purchase up to 700,000 shares
of the Company's Common Stock at an exercise price of $1.75
(subject to customary adjustment upon subdivision or combination of
the common stock).
As previously reported, pursuant to that Securities Purchase
Agreement, dated as of Nov. 3, 2021, by and between Gaucho Group
and the investors, the Company issued to the Holders certain senior
secured convertible notes in the aggregate original principal
amount of $6,480,000.
The Exchange Agreement amends and waives the original terms of
payment of the Existing Notes, and provides for payment of interest
only beginning Feb. 7, 2022 and on each of March 7, 2022 and April
7, 2022. Beginning on May 7, 2022, the Company will begin paying
both principal and interest on a monthly basis.
The Warrants are immediately exercisable and may be exercised at
any time, and from time to time, on or before the third anniversary
of the date of issuance. The Warrant includes a "blocker"
provision that, subject to certain exceptions described in the
Warrant, prevents the Investors from exercising the Warrant to the
extent such exercise would result in the Investors together with
certain affiliates beneficially owning in excess of 4.99% of the
Common Stock outstanding immediately after giving effect to such
exercise.
About Gaucho Group
Headquartered in New York, NY, Gaucho Group Holdings, Inc. --
http://www.algodongroup.com-- was incorporated on April 5, 1999.
Effective Oct. 1, 2018, the Company changed its name from Algodon
Wines & Luxury Development, Inc. to Algodon Group, Inc., and
effective March 11, 2019, the Company changed its name from Algodon
Group, Inc. to Gaucho Group Holdings, Inc. Through its
wholly-owned subsidiaries, GGH invests in, develops and operates
real estate projects in Argentina. GGH operates a hotel, golf and
tennis resort, vineyard and producing winery in addition to
developing residential lots located near the resort. In 2016, GGH
formed a new subsidiary and in 2018, established an e-commerce
platform for the manufacture and sale of high-end fashion and
accessories. The activities in Argentina are conducted through its
operating entities: InvestProperty Group, LLC, Algodon Global
Properties, LLC, The Algodon - Recoleta S.R.L, Algodon Properties
II S.R.L., and Algodon Wine Estates S.R.L. Algodon distributes its
wines in Europe through its United Kingdom entity, Algodon Europe,
LTD.
Gaucho Group reported a net loss of $5.78 million for the year
ended Dec. 31, 2020, compared to a net loss of $6.95 million for
the year ended Dec. 31, 2019, a net loss of $5.68 million for the
year ended Dec. 31, 2018, and a net loss of $7.91 million for the
year ended Dec. 31, 2017. As of Sept. 30, 2021, the Company had
$17.61 million in total assets, $4.03 million in total liabilities,
and $13.58 million in total stockholders' equity.
GERALD E. BRAZIE, JR: Seeks to Sell Buick and Various Vehicles
--------------------------------------------------------------
Gerald E. Brazie, Jr., asks the U.S. Bankruptcy Court for the
District of Oregon to authorize him to sell the following
vehicles.
a. 1965 Buick Gran Sport, VIN 444375Z129675, (approx. value -
$125,000);
b. 1972 Buick GS Stage 1 Convertible, VIN 4G67V2H100091,
(approx. value - $50,000;
c. 2001 Triumph Sprint 955, VIN SMT600FM91J129971, (approx.
value - $5,000);
d. 2003 Harley Davidson, VIN 1HD1BXB453Y029537, (approx. value
- $8,000);
e. 2003 Triumph Sprint ST, VIN SMT805GF93J161876, (approx.
value - $5,000);
f. 2006 Mercedes C55, VIN WDDDJ76X46A025567, (approx. value -
$35,000);
g. 2006 Triumph Speed Four, VIN SMT600PK06J249324, (approx.
value - $6,000);
h. 2007 Harley Davidson, VIN 1HD1HHZ137K811196, (approx. value
- $10,000);
i. 2008 Honda Motorcycle, VIN 1HFSC52N98A500031, (approx.
value - $5,000);
j. 2010 Ford Super Snake, VIN 1ZVBP8JS1A5151207, (approx.
value - $48,500);
k. 2013 Ford F150 Raptor, VIN 1FTFW1R69DFC50703, (approx.
value - $20,000); and
l. 2015 Mercedes S Class, VIN WDDXJ7KB3FA004717, (approx.
value - $90,000).
Objections, if any, must be file no later than 21 days after the
date listed in the certificate of service.
The following entities ("Lien Creditors") may claim a lien on
certain Saleable Vehicles. The Lien Creditors will be paid to
extent of payoff quote(s) at the time of sale. On information and
belief, the following Lien Creditors have security interests in the
following collateral:
a. 1965 Buick Gran Sport, SBF Holding, LLC (approx. lien -
$6,038,585);
b 2010 Ford Super Snake, Point West Credit Union (approx. lien
- $2,980);
c. 2013 Ford F150 Raptor, Point West Credit Union (approx.
lien - $14,592);
d. 2015 Mercedes S Class, Umpqua Bank (approx. lien -
$57,854);
e. 1972 Buick GS Stage 1 Convertible, Umpqua Bank (approx.
lien - $497,390);
f. 2001 Triumph Sprint 955, Umpqua Bank (same lien as above);
g. 2002 Ford F150 Lightning, Umpqua Bank (same lien as above);
h. 2003 Harley Davidson, Umpqua Bank (same lien as above);
i. 2003 Triumph Sprint ST, Umpqua Bank (ssame lien as above);
j. 2006 Mercedes, Umpqua Bank (ssame lien as above);
k. 2006 Triumph Speed Four, Umpqua Bank (ssame lien as above);
l. 2007 Harley Davidson, Umpqua Bank (ssame lien as above);
and
m. 2008 Honda Motorcycle, Umpqua Bank (ssame lien as above).
Approximate lien amounts are estimates and are not binding on the
Debtor, the creditor, or any party. The Debtor reserves the right
to review for reasonableness any secured creditor's attorney fees
or costs.
Simply stated, the Debtor owns too many motor vehicles. While
valuable assets, the Debtor's collection of motor vehicles
necessitates actual, necessary costs and expenses to preserve the
value of the motor vehicles, including maintenance, operation,
preservation, storage, and insurance. While the Debtor has
legitimate transportation requirements, the entirety of the
Debtor's present collection of motor vehicles is not required to
meet those requirements.
By the Motion and in order to obtain the optimal value for the
vehicles, the Debtor is seeking authority to sell Saleable
Vehicles; such authority, if granted, would not obligate it to sell
one or more of the Saleable Vehicles. It is in the best interest
of the estate to reduce the costs and expenses of preservation of
the estate by liquidating a portion of the Saleable Vehicles.
All proceeds from sale, after payment of expenses of sale and
payment(s) to Lien Creditors, will be deposited into a segregated
debtor-in-possession account; aside from payment of "ordinary
course" expenses permitted under 11 U.S.C. Section 363(c), such
proceeds will not be used with further order from the Court.
The Saleable Vehicles will be sold at private sale. Sales of
Saleable Vehicles will be conducted by the Debtor (or the Debtor's
agents, including one or more brokers) to unrelated third-party
buyers located through online, print, or in-person means.
The terms and conditions of any private sale will be consistent
with customary terms of sale for private sales of vehicles,
including, but not limited to, "as-is" and cash-on-delivery. In
addition, Saleable Vehicles may not be sold to Insiders (as that
term is defined in Section 101(31)) or to an entity in which an
Insider holds or has a right to acquire an equity or other
ownership interest.
The sales of the Saleable Vehicles do not constitute a sale of all
or substantially all property of the estate.
The sales of the Saleable Vehicles do not include the sale of
personally identifiable information.
Consistent with Rule 6004(f), on completion of each sale of one or
more Saleable Vehicles, the Debtor will file an itemized statement
of the property sold, the name(s) of each purchaser, the price
received, the expenses of sale, and any payment(s) to Lien
Creditors.
Gerald Edward Brazie, Jr. sought Chapter 11 protection (Bankr. D.
Ore. Case No. 22-30180) on Feb. 4, 2022. The Debtor tapped Ann
Chapman, Esq., at Vanden Bos & Chapman, LLP as counsel.
GEX MANAGEMENT: Sells $333K Convertible Note to Leonite Fund 1
--------------------------------------------------------------
The Board of Directors of GEX Management, Inc. resolved to file
additional disclosures related to a convertible note transaction
executed in Q3 2021, in order to satisfy certain covenant
requirements related to the note.
On Aug. 9, 2021, GEX, in the ordinary course of its business and
pursuant to its ongoing plan of operations to fund its business by
the use of convertible note transactions, entered into a securities
purchase agreement with Leonite Fund 1, LP, an institutional
investor and the lead investor dated Aug. 9, 2021.
Pursuant to the terms of the SPA, the company issued and sold to
LF1 a 12% convertible note dated Aug. 9, 2021 in the principal
amount of $333,333.33, due and payable on Aug. 9, 2022.
About GEX Management
GEX Management -- http://www.gexmanagement.com-- is a management
consulting company providing Strategy and Enterprise Technology
Consulting solutions to public and private companies across a
variety of industry sectors.
GEX Management reported a net loss of $224,947 in 2020, a net loss
of $100,200 in 2019, and a net loss of $5.10 million in 2018. As
of Sept. 30, 2021, the Company had $3.25 million in total assets,
$4.99 million in total liabilities, and a total shareholders'
deficit of $1.74 million.
GOGO INC: Swings to $152.7 Million Net Income in 2021
-----------------------------------------------------
Gogo Inc. filed with the Securities and Exchange Commission its
Annual Report on Form 10-K disclosing net income of $152.74 million
on $335.72 million of total revenue for the year ended Dec. 31,
2021, compared to a net loss of $250.04 million on $269.72 million
of total revenue for the year ended Dec. 31, 2020.
For the three months ended Dec. 31, 2021, the Company reported net
income of $218.71 million on $92.30 million of total revenue
compared to net income of $845,000 on $77.63 million of total
revenue for the three months ended Dec. 31, 2020.
As of Dec. 31, 2021, the Company had $647.69 million in total
assets, $967.84 million in total liabilities, and a total
stockholders' deficit of $320.15 million.
"Demand for connectivity in business aviation, combined with the
excellent performance of our AVANCE platform, are driving record
sales of equipment and high-margin service plans for Gogo," said
Oakleigh Thorne, chairman and CEO of Gogo. "We remain on track for
commercial deployment of our 5G ATG network in the second half of
2022 which we expect to further accelerate our growth."
"Record 2021 results and a positive 2022 outlook set the stage for
significant Free Cash Flow growth in 2023 following the deployment
of Gogo 5G," said Barry Rowan, Gogo's executive vice president and
CFO. "Our operating performance and continued de-leveraging create
the flexibility for strategic investments to further enhance our
growth and return of capital to shareholders over time."
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1537054/000095017022002778/gogo-20211231.htm
About Gogo Inc.
Gogo Inc. -- http://www.gogoair.com-- is a provider of broadband
connectivity services for the business aviation market. The
Company offers a customizable suite of smart cabin systems for
highly integrated connectivity, inflight entertainment and voice
solutions. Gogo's products and services are installed on thousands
of business aircraft of all sizes and mission types from turboprops
to the largest global jets, and are utilized by the largest
fractional ownership operators, charter operators, corporate flight
departments and individuals. As of Dec. 31, 2021, Gogo reported
2,504 business aircraft flying with Gogo's AVANCE L5 or L3 system
installed, 6,400 aircraft flying with its ATG systems onboard, and
4,567 aircraft with narrowband satellite connectivity installed.
Gogo Inc. reported a net loss of $250.04 million for the year ended
Dec. 31, 2020, a net loss of $146 million for the year ended Dec.
31, 2019, a net loss of $162.03 million for the year ended Dec. 31,
2018, and a net loss of $171.99 million for the year ended Dec. 31,
2017.
GREENE TECHNOLOGIES: Seeks to Hire Orville & McDonald as Counsel
----------------------------------------------------------------
Greene Technologies Incorporated seeks authority from the U.S.
Bankruptcy Court for the Northern District of New York to employ
Orville & McDonald Law, P.C. as its counsel.
The firm's services include:
a. advising the Debtor regarding its powers and duties in the
continued operation of its business and in the management of its
property;
b. taking necessary action to avoid liens against the Debtor's
property, remove restraints against the property or remove any
encumbrances and liens, which are avoidable;
c. taking necessary action to enjoin and stay until final
decree any attempts by secured creditors to enforce liens upon
property of the Debtor in which the Debtor has substantial equity;
d. representing the Debtor in any proceedings, which may be
instituted in the court by creditors or other parties during the
course of its Chapter 11 proceeding;
e. preparing legal papers; and
f. other legal services necessary to administer the Debtor's
Chapter 11 case.
Orville & McDonald Law will charge $350 per hour for Peter Orville,
Esq., $250 per hour for Zachary McDonald, Esq., and $125 per hour
for non-lawyer staff.
The firm will be paid a retainer in the amount of $8,262 and
reimbursed for out-of-pocket expenses incurred.
Peter Orville, Esq., a partner at Orville & McDonald Law, disclosed
in a court filing that his firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Peter A. Orville, Esq.
Orville & McDonald Law, P.C.
30 Riverside Drive
Binghamton, NY 13905
Tel: (607) 770-1007
Email: peteropc@gmail.com
About Greene Technologies Incorporated
Greene Technologies is a metal fabricator and manufacturer based in
Greene, New York.
Greene Technologies Incorporated filed a Chapter 11 bankruptcy
petition (Bankr. N.D.N.Y.. Case No. 22-60118) on Feb. 8, 2022. The
petition was signed by Carol M. Rosenkrantz, president. The Debtor
disclosed total assets of $617,665 and total liabilities of
$1,492,823.
Peter A. Orville, Esq. at Orville & McDonald Law, P.C., serves as
the Debtor's attorney.
GROM SOCIAL: Rosenberg Replaces BF Borgers as Accountant
--------------------------------------------------------
The Board of Directors of Grom Social Enterprises, Inc. dismissed
BF Borgers CPA PC as the Company's independent registered public
accounting firm, effective as of Feb. 17, 2022.
The audit reports of BFB on the consolidated financial statements
of the Company for each of the two most recent fiscal years ended
Dec. 31, 2020 and Dec. 31, 2019 did not contain an adverse opinion
or a disclaimer of opinion and were not qualified or modified as to
uncertainty, audit scope or accounting principles. The audit
reports for the years ended Dec. 31, 2020 and Dec. 31, 2019
contained an explanatory paragraph disclosing the uncertainty
regarding the Company's ability to continue as a going concern.
During the Company's two most recent fiscal years ended Dec. 31,
2020 and Dec. 31, 2019 and during the subsequent interim period
from Jan. 1, 2021 through Feb. 17, 2022, (i) there were no
disagreements with BFB on any matter of accounting principles or
practices, financial statement disclosure or auditing scope or
procedures that, if not resolved to BFB's satisfaction, would have
caused BFB to make reference to the subject matter of the
disagreement in connection with its reports and (ii) there were no
"reportable events" as defined in Item 304(a)(1)(v) of Regulation
S-K.
On Feb. 17, 2022, the Board of Directors engaged Rosenberg Rich
Baker Berman P.A. as the Company's independent registered public
accounting firm for the year ending Dec. 31, 2021.
During the two most recent fiscal years ended Dec. 31, 2020 and
Dec. 31, 2019 and during the subsequent interim period from Jan. 1,
2021 through Feb. 17, 2022, neither the Company nor anyone on its
behalf consulted RRBB regarding either (i) the application of
accounting principles to a specified transaction, either completed
or proposed, or the type of audit opinion that might be rendered on
the Company's financial statements, and neither a written report
nor oral advice was provided to the Company that RRBB concluded was
an important factor considered by the Company in reaching a
decision as to any accounting, auditing or financial reporting
issue, or (ii) any matter that was either the subject of a
"disagreement" or a "reportable event", each as defined in
Regulation S-K Item 304(a)(1)(iv) and 304(a)(1)(v), respectively.
About Grom Social
Boca Raton, Florida-based Grom Social Enterprises, Inc. --
www.gromsocial.com -- is a media, technology and entertainment
company focused on delivering content to children under the age of
13 years in a safe secure Children's Online Privacy Protection Act
("COPPA") compliant platform that can be monitored by parents or
guardians. The Company operates its business through the following
four wholly-owned subsidiaries: Grom Social, Inc., TD Holdings
Limited, Grom Educational Services, Inc., and Grom Nutritional
Services, Inc.
Grom Social reported a net loss of $5.74 million for the year ended
Dec. 31, 2020, compared to a net loss of $4.59 million for the year
ended Dec. 31, 2019. As of Sept. 30, 2021, the Company had $31.19
million in total assets, $5.71 million in total liabilities, and
$25.48 million in total stockholders' equity.
BF Borgers CPA PC, in Lakewood, Colorado, the Company's auditor
since 2015, issued a "going concern" qualification in its report
dated April 13, 2021, citing that the Company has incurred
significant operating losses since inception and has a working
capital deficit which raises substantial doubt about its ability to
continue as a going concern.
HEALTHE INC: Trustee Selling Certain Lab Equipment for $12K to GVL
------------------------------------------------------------------
David W. Carickhoff, the Chapter 7 trustee of the estate of
Healthe, Inc., asks the U.S. Bankruptcy Court for the District of
Delaware to authorize the private sale of lab equipment as more
fully described on Exhibit A to Global Value Lighting ("GVL") for
$12,000, free and clear of all Liens, subject to higher and better
offers.
A hearing on the Motion is set for March 23, 2022, at 2:00 p.m.
(ET). The Objection Deadline is March 16, 2022, at 4:00 p.m.
(ET).
In 2019, the Debtor was spun-off from Lighting Science Group, a
provider of LED technology ("LSG"). The Debtor developed and sold
lighting and UVC solutions to create safer, more productive, and
healthier indoor environments.
There remains at its headquarters certain of the Lab Equipment.
Certain of the Lab Equipment indisputably is owned by the Debtor.
However, LSG asserts that it owns certain of the Lab Equipment.
The Trustee has disputed this assertion.
The Trustee is attempting to vacate the Debtor's Orlando, Florida
headquarters (the "Headquarters") and reject the lease by the end
of March to avoid ongoing administrative rent obligations.
Accordingly, he, with the assistance of a former employee
independent contractor, has been exploring options for disposition
of the Lab Equipment. In connection with these efforts, the
Trustee has sought bids for purchase of the Lab Equipment.
To date, the Trustee has received only one offer from GVL. The
Trustee has been informed that the Debtor and GVL share common
ownership.
LSG owns approximately 90% of the Debtor's common stock and, upon
information and belief, also owns all or substantially all of
equity of GVL.
GVL has offered to purchase the Lab Equipment for $12,000. In
addition, GVL (i) will be responsible for removal and all costs of
removing the Lab Equipment and (ii) will commit to removing the Lab
Equipment from the Headquarters prior to the end of March.
Given (i) that there has only been one offer for the Lab Equipment
to date and (ii) the need to vacate the Headquarters to avoid
ongoing administrative rent obligations, the Trustee has
determined, in his business judgment, that it is in the best
interest of the Debtor’s estate to consummate a private sale of
the Lab Equipment to GVL immediately upon Bankruptcy Court
approval. Notwithstanding the foregoing, the Trustee will accept
competing bids for the Lab Equipment up until the objection
deadline for the Motion.
To resolve the ownership dispute with LSG, the Trustee has agreed
to provide LSG with a $2,000 credit against amounts that the
Trustee asserts are owed by LSG to the Debtor under a certain
pre-petition promissory note. For the avoidance of doubt, the
Debtor's estate will receive the entire Purchase Price and no part
thereof will be paid to LSG.
The relevant terms of the Sale are as follows:
a. Assets to be Purchased: The Trustee seeks to sell the Lab
Equipment described on Exhibit A. GVL will be responsible for the
removal of, and any and all costs of removing, the Lab Equipment
and will remove the Lab Equipment from the Headquarters prior to
the end of March.
b. Purchase Price: The Purchase Price for the Lab Equipment is
$12,000. The Trustee is not seeking to release any sale proceeds
without further order of the Court. The entire $12,000 will be
paid to the Debtor’s estate and LSG will not receive any sale
proceeds.
c. Terms of Conveyance: The Trustee, subject to Order of the
Bankruptcy Court, will convey all of the bankruptcy estate's right,
title and interest in the Lab Equipment in "as is/where is"
condition free and clear of all Liens.
d. Private Sale/Fiduciary Out: The Trustee, in his business
judgment, has determined to move forward with the sale of the Lab
Equipment as a private sale. Notwithstanding the foregoing, the
Trustee will accept competing offers for the Lab Equipment until
the objection deadline for this Motion.
e. Sale to Insider: The Debtor and GVL share common ownership.
However, to date, no party, other than GVL, has offered to
purchase the Lab Equipment. The Trustee has negotiated with GVL at
arm's length. GVL will not receive any release as part of the
proposed transaction.
f. Closing/Waiver of Stay: In an effort to vacate the
Headquarters before the end of March, the Trustee seeks to
consummate the sale immediately upon Bankruptcy Court approval.
Accordingly, he is seeking relief from the 14-day stay imposed by
Bankruptcy Rule 6004(h).
A copy of the Exhibit A is available at
https://tinyurl.com/5fdhjwnv from PacerMonitor.com free of charge.
About Healthe Inc.
Healthe, Inc., UVC technology company Healthe, Inc., filed a
chapter 7 petition (Bankr. D. Del. Case No. 21-11567) on Dec. 10,
2021. David W. Carickhoff serves as the Chapter 7 Trustee and is
represented by Bryan J. Hall and Alan M. Root at ARCHER & GREINER,
P.C., in Wilmington. The Debtor disclosed $12.2 million in assets
(including nearly 100 UV technology patents) and $15 million in
unsecured claims, of which more than half is owed to an insider.
HUMANIGEN INC: Incurs $236.6 Million Net Loss in 2021
-----------------------------------------------------
Humanigen, Inc. filed with the Securities and Exchange Commission
its Annual Report on Form 10-K disclosing a net loss of $236.64
million on $3.60 million of total revenue for the 12 months ended
Dec. 31, 2021, compared to a net loss of $89.54 million on $312,000
of total revenue for the 12 months ended Dec. 31, 2020.
As of Dec. 31, 2021, the Company had $71.06 million in total
assets, $94.75 million in total liabilities, and a total
stockholders' deficit of $23.69 million.
Humanigen stated: "During 2021, we incurred significant costs
associated with our development program for lenzilumab in COVID-19
without attaining a regulatory authorization or approval to
commercialize it. Our liquidity position is highly constrained as
a result. We need to obtain additional financing to pursue the
development of lenzilumab and our other product candidates pending
our ability to commence commercialization and begin generating
revenues from product sales if lenzilumab were to be authorized or
approved by a regulatory agency.
"Until we can generate a sufficient amount of revenue, we intend to
attempt to finance future cash needs through our at-the-market
offering program or other public or private equity offerings,
license agreements, grant financing and support from governmental
agencies, convertible debt, other debt financings, collaborations,
strategic alliances, extending and managing amounts owed to vendors
and marketing, supply, distribution or licensing arrangements.
Additional funds may not be available when we need them on terms
that are acceptable to us, or at all. We expect that the results
of the ACTIV-5/BET-B trial will be important to potential investors
in evaluating an investment in our company. Accordingly, our
ability to raise capital on favorable terms in the future is linked
closely to the success of that trial, which we cannot assure.
Unfavorable results likely would have a material and adverse impact
on our stock price and ability to obtain future financing.
"If we are unsuccessful in efforts to raise additional capital,
based on our current levels of operating expenses, our current
capital is not expected to be sufficient to fund our operations for
the next twelve months. These conditions raise substantial doubt
about our 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/1293310/000121465922003416/hgen10k1221.htm
About Humanigen Inc.
Based in Brisbane, California, Humanigen, Inc. (OTCQB: HGEN),
formerly known as KaloBios Pharmaceuticals, Inc.
--http://www.humanigen.com-- is a clinical stage biopharmaceutical
company developing its clinical stage immuno-oncology and
immunology portfolio of monoclonal antibodies. The Company is
focusing its efforts on the development of its lead product
candidate, lenzilumab, its proprietary Humaneered anti-human GM-CSF
immunotherapy, through a clinical research agreement with Kite
Pharmaceuticals, Inc., a Gilead company to study the effect of
lenzilumab on the safety of Yescarta, axicabtagene ciloleucel
including cytokine release syndrome, which is sometimes also
referred to as cytokine storm, and neurotoxicity, with a secondary
endpoint of increased efficacy in a multicenter Phase Ib/IIclinical
trial in adults with relapsed or refractory large B-cell lymphoma.
Humanigen reported a net loss of $89.53 million for the 12 months
ended Dec. 31, 2020, compared to a net loss of $10.29 million for
the 12 months ended Dec. 31, 2019. As of Sept. 30, 2021, the
Company had $77.94 million in total assets, $95.58 million in total
liabilities, and a total stockholders' deficit of $17.64 million.
INTEGRITY CONSTRUCTION: Case Summary & 20 Top Unsecured Creditors
-----------------------------------------------------------------
Debtor: Integrity Construction Solutions, LLC
1102 SW 142nd Street
Burien, WA 98166
Business Description: Integrity Construction is a full-service
general contractor specializing in
exterior renovations and repairs for
multifamily properties.
Chapter 11 Petition Date: March 7, 2022
Court: United States Bankruptcy Court
Western District of Washington
Case No.: 22-10353
Judge: Hon. Christopher M. Alston
Debtor's Counsel: Kathryn P. Scordato, Esq.
VORTMAN AND FEINSTEIN
2033 6th Ave Suite 251
Seattle, WA 98121
Tel: (206) 223-9595
E-mail: kpscordato@gmail.com
Total Assets: $393,101
Total Liabilities: $1,518,138
The petition was signed by Richard J. Creamer as managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/YRIRTLY/Integrity_Construction_Solutions__wawbke-22-10353__0001.0.pdf?mcid=tGE4TAMA
JEFFERIES FINANCE: Fitch Affirms BB+ LongTerm IDR, Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Ratings
(IDRs) of Jefferies Finance LLC (JFIN) and its debt co-issuing
subsidiary JFIN Co-Issuer Corporation (JFIN Co-Issuer) at 'BB+'.
Fitch has also affirmed JFIN's and JFIN Co-Issuer's secured debt
rating at 'BBB-' and unsecured debt rating at 'BB+'. The Rating
Outlook is Stable.
Following a realignment to JFIN's corporate structure in August
2021, JFIN is wholly-owned by JFIN Parent LLC (JFIN Parent). As
part of the realignment, Jefferies Group LLC (Jefferies;
BBB/Positive) and Massachusetts Mutual Life Insurance Company
(MassMutual; AA/Stable) contributed their interests in JFIN to JFIN
Parent. JFIN also transferred its equity interests in certain
collateralized loan obligations (CLOs) to JFIN parent, resulting in
a reduction in JFIN's balance sheet assets and liabilities.
KEY RATING DRIVERS
IDRs AND SENIOR DEBT
The rating affirmations reflect the benefits of JFIN's relationship
with Jefferies, including access to deal flow, JFIN's experienced
management team, supportive ownership from Jefferies and MassMutual
(now via JFIN Parent), focus on senior lending relationships in the
remaining funded portfolio, solid asset quality performance, recent
decline in leverage, improved funding flexibility and sufficient
liquidity.
Rating constraints include earnings sensitivity to market
conditions, potential liquidity and leverage impacts of draws on
revolver commitments and expected fluctuations in total leverage
driven by draws on the corporate revolver and other facilities used
to front underwriting commitments. The ratings also contemplate the
aggressive underwriting conditions in the broadly syndicated market
in recent years, including higher underlying leverage, meaningful
EBITDA adjustments, and in many cases, the absence of covenants.
JFIN's funded loan portfolio amounted to $2.4 billion at Nov. 30,
2021 (fiscal YE21), which was down from $5.1 billion at fiscal YE20
following the transfer of JFIN's ownership interests in certain
CLOs to JFIN Parent as part of the firm's strategy of transforming
to an asset light business model. JFIN's remaining funded portfolio
continues to consist largely of first lien loans.
Asset quality on JFIN's funded portfolio has been relatively
strong. Net charge-offs amounted to 0.9% of average loans in fiscal
2021 and averaged 1.2% from fiscal 2018 through 2021. Impaired
loans were 0.2% of loans receivable at fiscal YE21 and averaged
2.0% from fiscal YE18 through YE21, which is within Fitch's 'bbb'
benchmark range of 0.5%-4.0% for finance and leasing companies with
a 'bbb' category operating environment score.
JFIN's portfolio concentrations have increased as demonstrated by
the top 10 borrowers representing 37% of the funded portfolio at
fiscal YE21, which is up from 18% at YE20 and 9% at fiscal YE19.
The increase was driven by JFIN holding a relatively large position
that it previously intended to syndicate in 2020 combined with the
decline in the funded portfolio size in 2021. Fitch believes
elevated portfolio concentrations increase portfolio risk, but
expects JFIN's credit performance to continue to benefit from its
focus on first lien loans within the funded portfolio.
JFIN's earnings are heavily dependent on market conditions, which
were favorable during 2021. JFIN arranged $45.3 billion of volume
in fiscal 2021 across 199 transactions, which was a record level
and up from $26.8 billion across 96 transactions in fiscal 2020.
JFIN's net income of $247.2 million in fiscal 2021, adjusted for
$56 million of one-time charges resulting from refinancing
activity, also represented a record.
JFIN's leverage, measured as total debt-to-tangible equity, was
4.1x at fiscal YE21, which was at the low end of Fitch's 'bb'
rating category leverage benchmark range of 4.0x-7.0x for finance
and leasing companies with a 'bbb' category operating environment
score. If borrowings under fronting facilities and the corporate
revolver were excluded, leverage would have been significantly
lower, at 1.9x at fiscal YE21, which was down from 4.2x at fiscal
YE20 driven by the realignment transaction.
Fitch expects JFIN to manage corporate leverage (excluding
temporary borrowings for fronting purposes) within a range of
1.5x-2.0x, but total leverage levels could continue to be
meaningfully higher at points in time. While Fitch views fronting
facility draws as temporary in normal course, the borrowings are
considered in complementary leverage ratios, as JFIN can get hung
with an underwriting commitment during a market dislocation if it
is unable to syndicate the transaction.
At Nov. 30, 2021, 27% of JFIN's total debt was unsecured, or 59.3%
of debt excluding borrowings utilized for fronting deals, compared
with a fully secured funding profile at fiscal YE20. This unsecured
funding mix is within Fitch's 'bb' category benchmark range of
20%-75% for finance and leasing companies with an operating
environment score in the 'bbb' category. Fitch believes the
issuance of unsecured notes in 2021 enhanced JFIN's funding
flexibility.
JFIN's liquidity resources at fiscal YE21 included $622.2 million
of unrestricted cash, $85.2 million of undrawn capital commitments
from JFIN Parent, $1.2 billion of availability under fronting
facilities and $1.9 billion of availability under warehouse
facilities. The third-party fronting facility was increased by
around $300 million in February 2022. JFIN's liquidity position
improved following the addition of a $1.65 billion revolver (fully
drawn at fiscal YE21) from Sumitomo Mitsui Banking Corporation in
August 2021. Fitch believes JFIN has sufficient liquidity to meet
its potential obligations, including funding draws on revolver
commitments, which have returned to normalized levels.
The Stable Rating Outlook reflects Fitch's expectation that JFIN
will manage corporate leverage at or below 2.0x, maintain the
proportion of unsecured debt around current levels, maintain
sufficient liquidity and continue to demonstrate solid asset
quality metrics.
The secured debt rating is one notch above the IDR, reflecting
Fitch's expectation for good recovery prospects under a stress
scenario given available asset coverage and JFIN's funding mix.
The unsecured debt rating is equalized with the IDR, reflecting
Fitch's expectation for average recovery prospects under a stress
scenario given the meaningful proportion of unsecured debt.
SUBSIDIAIRES AND AFFILIATED COMPANIES
The Long-Term IDR and debt ratings of JFIN Co-Issuer are equalized
with those of its parent JFIN. JFIN Co-Issuer is essentially a
shell finance subsidiary with no material operations, and is a
co-issuer on the secured corporate revolver and unsecured notes.
RATING SENSITIVITIES
IDRs AND SENIOR DEBT
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Increased revenue diversity, as evidenced by growth in third
party assets under management, which generates more stable
management fees and enhanced consistency of operating results
could drive positive rating momentum.
-- Positive rating momentum would also be contingent upon strong
asset quality performance of the funded loan portfolio;
demonstrated management of corporate leverage at 2.0x or
below; conservative management of fronting exposures, as
evidenced by portfolio diversity and strong syndication
performance through market cycles such that total leverage was
not sustained meaningfully above the corporate leverage level;
and the maintenance of a sound liquidity profile.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- A sustained increase in total debt to tangible equity above
2.0x; a material weakening in liquidity; reduction in funding
flexibility, as evidenced by a material decline in unsecured
funding; meaningful deterioration in asset quality; an
extended inability to syndicate transactions that results in
material operating losses and/or weakens the firm's reputation
and market position; or a change in the firm's relationships
with Jefferies and/or MassMutual could lead to negative rating
momentum.
-- The secured debt and unsecured debt ratings are sensitive to
changes in JFIN's Long-Term IDR and to the relative recovery
prospects of the instruments. The debt ratings are expected to
move in tandem with JFIN's Long-Term IDR, although the
notching could change if there is a significant shift in the
funding mix.
SUBSIDIARIES AND AFFILIATED COMPANIES
JFIN Co-Issuer's ratings are expected to move in tandem with JFIN's
ratings.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Financial Institutions and
Covered Bond issuers have a best-case rating upgrade scenario
(defined as the 99th percentile of rating transitions, measured in
a positive direction) of three notches over a three-year rating
horizon; and a worst-case rating downgrade scenario (defined as the
99th percentile of rating transitions, measured in a negative
direction) of four notches over three years. The complete span of
best- and worst-case scenario credit ratings for all rating
categories ranges from 'AAA' to 'D'. Best- and worst-case scenario
credit ratings are based on historical performance.
ESG CONSIDERATIONS
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.
JENS LIESER: $1.5MM Sale of Cape Coral Property to J2Z Approved
---------------------------------------------------------------
Judge Caryl E. Delano of the U.S. Bankruptcy Court for the Middle
District of Florida authorized Jens Lieser, the duly authorized
foreign representative and insolvency administrator over the estate
of Adrian Guenter Lenz, a debtor in a foreign proceeding pending in
Germany, to sell the real property located at 2606 SW 48th Terrace,
in Cape Coral, Florida 33914, to J2Z Properties 1, LLC, for $1.5
million on an "as is" basis, free and clear of all liens, claims,
and encumbrances in accordance with the terms of their Sale
Contract.
A hearing on the Motion was held on Feb. 28, 2022.
The Foreign Representative is authorized, but not directed, to take
all actions necessary to ensure the conveyance of the Property to
the Buyer under the Sale Contract.
Upon the closing of the sale of the Property, the Property will be
conveyed to the Buyer free and clear of all liens, claims, and
encumbrances and neither the Foreign Debtor nor the Foreign
Representative will have any liability with respect to the Property
after Closing.
The proceeds from the sale of the Property, net of customary
closing costs, broker fees, satisfaction of the Mortgage in favor
of First Horizon Bank, and any withholding amount required under
the Foreign Investment in Real Property Tax Act of 1980, will be
paid to the Foreign Representative under and in accordance with the
Agreement for Sale Coordination and Distribution of Proceeds,
attached as Exhibit F to the Motion, and any escrow agent or other
responsible party responsible for remitting such proceeds is
authorized to remit the Net Proceeds to the Foreign Representative
for use or distribution in the German Proceeding under and in
accordance with German law. Such escrow agent will have no
liability to the Trust, its Settlors, or the Trustees, for paying
those proceeds to the Foreign Representative in accordance with the
Order.
The Lease Agreement and the Management Agreement will be rejected
as of the date and time of the Closing.
The Post-Closing Rental contract will be assumed and assigned to
the Buyer as of the Closing, and neither the Foreign Debtor nor the
Foreign Representative will have any liability with respect to the
Post-Closing Rental, thereafter, including, but not limited to, for
any commissions owed as a result thereof. The Buyer will be
responsible for any cure with respect thereto and for all
performance thereunder.
The transfer of the Property is an arm's-length transaction, and
the Buyer has acted in good faith with respect to the sale thereof
and will be entitled to the protection of section 363(m) of the
Bankruptcy Code.
Notwithstanding any provision in the Federal Rules of Bankruptcy
Procedure, including, but not limited to, Rule 6004(h) of the
Federal Rules of Bankruptcy Procedure, (a) the Order will be
effective immediately and enforceable upon its entry; (b) the
Foreign Representative is not subject to any stay in the
implementation, enforcement, or realization of the relief granted
in the Order; and (c) the Foreign Representative or the Foreign
Debtor is authorized and empowered, and may in his discretion and
without further delay, take any action and perform any act
necessary to implement and effectuate the terms of the Order.
The requirement of section 1514(c) of the Bankruptcy Code regarding
notification of foreign creditors is waived.
The bankruptcy case is In re: Adrian Guenter Lenz, Case No.
2:20-bk-05217-CED (Bankr. M.D. Fla.).
JOSEPH MEZZINA: Sale of Galloway Township Property to NCP Approved
------------------------------------------------------------------
Judge Christine M. Gravelle of the U.S. Bankruptcy Court for the
District of New Jersey authorized Joseph Mezzina's sale of the real
property commonly known as 533 Brook Lane, in Galloway Township,
New Jersey 08205, to NCP Sigma, LLC, for the amount due under NCP's
mortgage, on the terms and conditions of the contract of sale.
The payoff to satisfy the lien as of Feb. 1, 2022 is $2548,137.96.
A hearing on the Motion was held on March 12, 2022.
The proceeds of sale must be used to satisfy the liens on the real
property unless the liens are otherwise avoided by Court order.
Until such satisfaction the real property is not free and clear of
liens.
Sufficient funds may be held in escrow by the Debtor's attorney to
pay real estate broker's commissions and attorney's fees for the
Debtor's attorneys on further order of the Court.
Other closing fees payable by the Debtor may be satisfied from the
proceeds of sale and adjustments to the price as provided for in
the contract of sale may be made at closing.
The balance of proceeds or the balance due on the Debtor's Chapter
13 Plan must be paid to the Chapter 13 Trustee in the Debtor's
case.
A copy of the HUD settlement statement must be forwarded to the
Chapter 13 Trustee 7 days after closing.
The debtor must file a modified Chapter 13 Plan not later than 21
days after the date of the Order.
Joseph Mezzina sought Chapter 11 protection (Bankr. D.N.J. Case No.
21-14458) on May 27, 2021. The Debtor tapped Andrew L. Miller,
Esq., as counsel.
JOSEPH N. VANDERVOORT: Selling Boynton Beach Property for $925K
---------------------------------------------------------------
Joseph N. Vandervoort asks the U.S. Bankruptcy Court for the
Southern District of Florida to authorize the sale of the real
property located at 10611 100th St. S, in Boynton Beach, Florida
33472, and more particularly described as The South 70 Feet of the
East 80 Feet of Tract 42, The South 70 Feet of the West 290 Feet of
Tract 41, The East 80 Feet of Tract 43 and the West 290 Fee of
Tract 44, all of which being also known as Lot 10 of Eatmon's
Unrecorded Subdivision, all in Block 52 of Palm Beach Farms
Company, Plat No. 3, according to the plat thereof, Recorded in
Plat Book 2, at Pages 45 to 54, inclusive, of the Public Records of
Palm Beach County, Florida, to Baker Landscape Corp. and/or assigns
for $925,000, free and clear of liens.
The Debtor owns Property.
The Property secures liens held by:
a. Deutsche Bank National Trust - $519,057.83;
b. Internal Revenue Service - $135,471.30; and
c. Jill Vandervoort1 - $75,000.
The Debtor has a contract for the purchase of the Property for
$925,000. The sale of the Property is scheduled to close on March
30, 2022.
The proceeds from the sale will result in satisfying all claims
secured by the Property and provide enough funds to pay off all
other creditors of the estate.
A copy of the Contract is available at https://tinyurl.com/bde82w24
from PacerMonitor.com free of charge.
Joseph N. Vandervoort sought Chapter 11 protection (Bankr. S.D.
Fla. Case No. 21-21515) on Dec. 7, 2021. The Debtor tapped Brian
McMahon, Esq., as counsel.
KARTES LEASING: Gets OK to Hire Guidant Law as Bankruptcy Counsel
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Kartes Leasing, LLC received approval from the U.S. Bankruptcy
Court for the District of Arizona to hire Guidant Law, PLC to
handle its Chapter 11 case.
Guidant Law will be paid based upon its normal and usual hourly
billing rates and will be reimbursed for out-of-pocket expenses
incurred.
The firm received a retainer in the amount of $20,000. A total of
$3,595.50 was offset against the retainer prior to the Debtor's
bankruptcy filing, which included the $1,738 filing fee.
D. Lamar Hawkins, Esq., a partner at Guidant Law, 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.
Guidant Law can be reached at:
D. Lamar Hawkins, Esq.
Guidant Law, PLC
402 E. Southern Ave.
Tempe, AZ 85282
Telephone: (602) 888-9229
Facsimile: (480) 725-0087
Email: lamar@guidant.law
About Kartes Leasing
Kartes Leasing, LLC sought protection for relief under Chapter 11
of the Bankruptcy Code (Bankr. D. Ariz. Case No. 22-00997) on Feb.
18, 2022, listing up to $1 million in assets and up to $500,000 in
liabilities. D. Lamar Hawkins, Esq., at Guidant Law, PLC serves as
the Debtor's legal counsel.
KC PANORAMA: Filing of Proposed Order on Property Sale Extended
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Judge Frank J. Bailey of U.S. Bankruptcy Court for the District of
Massachusetts granted the request of KC Panorama, LLC, and its
affiliates of a one-day extension of their deadline 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, subject to overbid.
A telephonic hearing on the Motion was held on March 2, 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.
KC PANORAMA: Hearing on $14M Boston Property Sale Set for March 24
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Judge Frank J. Bailey of U.S. Bankruptcy Court for the District of
Massachusetts authorized the bidding procedures proposed by KC
Panorama, LLC, and its affiliates in connection with the 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, subject to overbid.
A telephonic hearing on the Motion was held on Feb. 23, 2022.
The Preliminary Relief requested in the Motion is granted.
The Sale Hearing will be conducted on March 24, 2022, at 2:00 p.m.
and will be held telephonically. The Court will issue dial-in
instructions for the Sale Hearing in the ordinary course. A
separate Notice of Hearing will issue setting forth the deadline
for objections to the Motion and overbids.
The $140,000 Break-Up Fee, to be paid to Harbinger if it is not the
successful bidder at the Sale Hearing, is approved.
The "topping bid" of $14.19 million is approved.
The Debtor's proposed Form of Notice of Sale, which includes (i)
the date and time of the Sale Hearing and (ii) the $14.19 million
"topping bid" amount, in addition to the other information
contained on the previously filed Notice, is approved as modified.
In the event that the successful bidder is: (i) a party other than
Harbinger; and (ii) represented by a broker, then the 1.5%
commission due to the Debtors' Broker, Commonwealth Commercial
Associates, Inc., will be evenly split between the Debtors' Broker
and the Buyer's Broker as envisioned in the Debtors' Listing
Agreement with Commonwealth Commercial Associates, Inc. In no
event will the total commission or commissions paid by the Debtors
and the Buyer be greater than 1.5%.
The deposit(s) of any unsuccessful bidder(s) will be held in escrow
by Commonwealth Commercial Advisors, Inc., through the later of the
closing date or April 11, 2022, after which the deposit(s) will be
returned to their respective bidder(s) as soon as practicable,
subject to the terms of the Motion and the Sale Order.
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.
LANAI LAND: Case Summary & 20 Largest Unsecured Creditors
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Debtor: Lanai Land Corporation
2732 S Padre Island Dr
Corpus Christi, TX 78415
Chapter 11 Petition Date: March 8, 2022
Court: United States Bankruptcy Court
Southern District of Texas
Case No.: 22-20057
Debtor's Counsel: Susan Tran Adams, Esq.
TRAN SINGH, LLP
2502 La Branch St.
Houston, TX 77004
Email: stran@ts-llp.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Michael Cornish 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/UK6F7CA/Lanai_Land_Corporation__txsbke-22-20057__0001.0.pdf?mcid=tGE4TAMA
LANDMARK 99: Seeks to Hire Michael Jay Berger as Legal Counsel
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Landmark 99 Enterprises, Inc. seeks approval from the U.S.
Bankruptcy Court for the Central District of California to hire the
Law Offices of Michael Jay Berger as its legal counsel.
The firm will render these legal services:
(a) communicate with creditors of the Debtor;
(b) review the Debtor's Chapter 11 bankruptcy petition and all
supporting schedules;
(c) advise the Debtor of its legal rights and obligations in a
bankruptcy proceeding;
(d) work to bring the Debtor into full compliance with
reporting requirements of the Office of the U.S. Trustee;
(e) prepare status reports as required by the court; and
(f) respond to any motions filed in the Debtor's bankruptcy
proceeding.
The hourly rates of the firm's attorneys and staff are as follows:
Michael Jay Berger, Esq. $595
Stephen Biegenzahn, Esq. $595
Sofya Davtyan, Senior Associate Attorney $545
Debra Reed, Mid-level Associate Attorney $435
Carolyn M. Afari, Mid-level Associate Attorney $435
Samuel Boyamian, Associate Attorney $395
Gary Baddin, Bankruptcy Analyst/Field Agent $275
Senior Paralegals and Law Clerks $225
Bankruptcy Paralegals $200
The Debtor paid the firm $20,000 retainer plus Chapter 11 filing
fee of $1,738.
Michael Jay Berger, Esq., the sole owner of the Law Offices of
Michael Jay Berger, disclosed in a court filing that the firm is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The firm can be reached through:
Michael Jay Berger, Esq.
Law Offices of Michael Jay Berger
9454 Wilshire Blvd., 6th Floor
Beverly Hills, CA 90212-2929
Telephone: (310) 271-6223
Facsimile: (310) 271-9805
Email: michael.berger@bankruptcypower.com
About Landmark 99
Landmark 99 is part of the restaurants industry.
Landmark 99 Enterprises, Inc. filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal.
Case No. 22-10148) on Feb. 9, 2022. The petition was signed by
Kelly McFall as owner/CEO. At the time of filing, The Debtor
estimated $50,000 to $100,000 in assets and $1 million to $10
million in liabilities. Michael Jay Berger, Esq. at the LAW OFFICES
OF MICHAEL JAY BERGER serves as the Debtor's counsel.
LARISA IVANOVNA MARKUS: Foreign Rep Selling NYC Property for $2.35M
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Yuri Vladimirovich Rozhkov, the trustee and foreign representative
of foreign Debtor Larisa Ivanovna Markus, asks the U.S. Bankruptcy
Court for the Southern District of New York to authorize the sale
of LM Realty 31B LLC's apartment 31B located at 10 West End Avenue,
New York, New York 10023, to Laura Amalia Marbez Nacif and Jose
Eduardo Jacobo Kanan for $2.35 million.
In 2016, a Russian insolvency proceeding was commenced for Foreign
Industrial Economic Bank, Ltd., Vneshprombank, Ltd. The State
Corporation "Deposit Insurance Agency" (the "DIA") was appointed as
the Bank's trustee.
Ms. Markus was previously a founder and shareholder of the Bank.
After the Bank failed in 2015, Ms. Markus was arrested, pled guilty
to embezzling funds from the Bank, and is now serving her sentence
in Russia.
In 2016, Ms. Markus was placed into insolvency proceedings in
Russia. The Markus FR was appointed as her trustee and financial
administrator.
On Jan. 10, 2019, the Markus FR filed a Chapter 15 petition in the
Court for recognition of the Russian insolvency proceedings of Ms.
Markus. On April 1, 2019, the Court recognized Ms. Markus' Russian
insolvency proceeding.
On Feb. 19, 2021, Ms. Markus, the Markus FR, and other parties
entered into the U.S. Settlement Agreement, which resolved all
claims other than the Unreleased Claims and provided for the Markus
FR to take control of the sale of various real property assets
owned by the respective LM Entities. The U.S. Settlement Agreement
specifically contemplates sale of the Condominium. Among other
things, the U.S. Settlement Agreement (i) specifically contemplates
payment to the Broker in connection with the sale of the
Condominium and (ii) provides for the transfer of the Included LM
Entities (which includes the Seller, LM Realty 31B LLC), which puts
the Seller's property and the proposed sale squarely within the
jurisdiction of the Court.
On April 27, 2021, the Russian bankruptcy court approved the Markus
FR's request to retain Avenir to assist in managing and liquidating
Markus’s assets in the United States and to pay Avenir, and
Elliot Bogod, as the exclusive broker, for six months to advertise
and sell real properties, for up to $2.9 million, with the broker
commission not to exceed 6%.
On Aug. 24, 2021, the Markus FR filed a motion seeking approval of
the U.S. Settlement Agreement. On Sept. 28, 2021, the Bankruptcy
Court approved the Markus FR's motion to approve the U.S.
Settlement Agreement, entering an order to that effect on Oct. 7,
2021.
By this Motion, the Markus FR seeks the Court's approval of the
Condominium. The Condominium is subject to a lien by HSBC Bank USA,
N.A.
Ms. Markus purchased the Condominium in her name in around August
2010, and then later assigned it to LM Realty 31B LLC (the
"Seller").
On Sept. 22, 2021, the Seller entered into an agreement to sell the
condominium owned by the Seller to the Buyers for a purchase price
of $2.35 million. It is expected that the sale will generate net
proceeds of approximately $961,588.86 after deduction of the New
York City and state taxes, real estate broker commissions,
outstanding common charges, the HSBC Settlement, and legal fees
(collectively, the "Closing Costs"). The Sale Agreement provides
that "the Seller's obligations are contingent upon the procurement
of an order from the Bankruptcy Court or other acceptable consents
and/or approval that removes any restrictions to the sale of the
Condominium to the Buyers." The Sale Agreement further provides
that "in the event that the Seller is unable to procure the
Approval by within 6 months from the date of this Agreement, either
party will have the right to cancel the Contract."
Under the HSBC Settlement reached with HSBC, $1,144,023.64 of the
proceeds will be paid to HSBC at closing, so that the Condominium
can be sold free of HSBC's lien. The Markus FR will receive the
remaining net sale proceeds in the amount of approximately
$961,588.86.
On Deb. 28, 2022, (a) counsel to the Markus FR, (b) counsel for the
LM Entities, the Protax Entities, and Ilya Bykov, (c) counsel for
the LM Entities, (d) counsel for the Buyers, and (e) counsel for
Larisa Markus (the “Parties”) signed the Stipulation wherein
the Parties agreed to the sale of the Condominium and memorialized
the HSBC Settlement. HSBC's counsel signed onto the Stipulation,
specifying that HSBC will agree to accept the sum of $1,144,023.64
at closing in satisfaction of HSBC's mortgage on Apartment 31B.
Absent approval of the Stipulation and the HSBC Settlement, the
Condominium cannot be sold free of HSBC's lien, which will result
in the Sale Agreement falling apart. Accordingly, the Markus FR
respectfully submits that the Stipulation, which includes the HSBC
Settlement, is fair and equitable, in the best interests of Ms.
Markus' creditors, falls well above the lowest point in the range
of reasonableness, and should be approved.
The Markus FR requests that the Court waives the 10-day stay under
Bankruptcy Rule 6004(h) to allow the parties time to close on the
Sale Agreement before the expiration of the deadline set forth in
the Sale Agreement.
A copy of the Agreement is available at
https://tinyurl.com/yr65fnzc from PacerMonitor.com free of charge.
Counsel for the Foreign Representative:
Stephen B. Selbst, Esq.
Rachel H. Ginzburg, Esq.
HERRICK, FEINSTEIN LLP
2 Park Avenue
New York, NY 10016
Telephone: (212) 592-1400
Facsimile: (212) 592-1500
E-mail: sselbst@herrick.com
rginzburg@herrick.com
The bankruptcy case is Larisa Ivanovna Markus, Case No. 19-10096
(MG) (Bankr. S.D.N.Y.). Yuri Vladimirovich Rozhkov serves as
Foreign Representative.
LUCKIN COFFEE: Says Provisional Liquidation Concluded Successfully
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ckin Coffee Inc. (OTC: LKNCY) on March 7, 2022, announced that
pursuant to an order of the Grand Court of the Cayman Islands dated
February 25, 2022 (the "Discharge Order"), the winding up petition
(as amended) in respect of the Company has been dismissed and the
"light-touch" joint provisional liquidators ("Joint Provisional
Liquidators") of the Company have been discharged from their duties
effective on March 4, 2022, bringing the Company's provisional
liquidation to a successful close.
"Today's announcement is the result of the remarkable work from the
Luckin Coffee team and the outstanding support we have received
from our creditors and stakeholders throughout this process," said
Dr. Jinyi Guo, Chairman and Chief Executive Officer of Luckin
Coffee. "The successful completion of the provisional liquidation
is yet another positive step for Luckin Coffee, and has allowed us
to significantly reduce our debt burden and improve the Company's
capital structure. Operating from a position of financial strength,
we are focused on executing our growth strategy and continuing to
deliver industry-leading services and products to our customers and
long-term value for our shareholders."
The Discharge Order was made following a consensual application by
the relevant parties, and after the Company's previously announced
successful restructuring of its US$460 million 0.75% Convertible
Senior Notes due 2025 by way of a scheme of arrangement (the
"Scheme") in the Cayman Islands. As previously announced, the
United States Bankruptcy Court for the Southern District of New
York (the "Bankruptcy Court") recognized and enforced the Scheme in
the United States pursuant to chapter 15 ("Chapter 15") of title 11
of the United States Code (the "Bankruptcy Code").
On March 4, 2022, the Joint Provisional Liquidators filed a final
report with the Bankruptcy Court and requested the entry of an
order to close the Chapter 15 Case. The Chapter 15 Case will be
closed following entry of this order in accordance with applicable
bankruptcy procedures.
Additional Information
Mr. Alexander Lawson of Alvarez & Marsal Cayman Islands Limited and
Ms. Wing Sze Tiffany Wong of Alvarez & Marsal Asia Limited have
served as the Company's Joint Provisional Liquidators since July
15, 2020. In connection with the Company's debt restructuring and
the Scheme, Luckin Coffee is advised by Davis Polk & Wardwell LLP
as legal counsel, Harney Westwood & Riegels as Cayman Islands legal
counsel and Houlihan Lokey as financial advisor. The Joint
Provisional Liquidators are represented by DLA Piper LLP (US) in
the United States and Campbells LLP in the Cayman Islands. Holders
of Existing Notes may contact Houlihan Lokey at HL_Lake@HL.com or
the Joint Provisional Liquidators at luckin@alvarezandmarsal.com
with any questions regarding the Scheme and related proceedings.
About Luckin Coffee
Luckin Coffee Inc., was a Xiamen, Fujian-based coffee chain.
In July 2020, Luckin Coffee called in liquidators to oversee a
corporate restructuring and negotiate with creditors to salvage its
business, less than four months after shocking the market with a
US$300 million accounting fraud, South China Morning Post says.
The Company hired Houlihan Lokey as financial advisers to implement
a workout with creditors. The start-up company also named Alexander
Lawson of Alvarez & Marsal Cayman Islands and Tiffany Wong Wing Sze
of Alvarez & Marsal Asia to act as "light-touch" joint provisional
liquidators (JPLs) under a Cayman Islands court order, it said in a
regulatory filing in New York.
The move was in response to a winding-up petition by an undisclosed
creditor.
The Joint Provisional Liquidators of Luckin Coffee, Alexander
Lawson of Alvarez & Marsal Cayman Islands Limited and Wing Sze
Tiffany Wong of Alvarez & Marsal Asia Limited, on Feb. 5, 2021,
filed a verified petition under chapter 15 of title 11 of the
United States Code with the United States Bankruptcy Court for the
Southern District of New York. The Chapter 15 Petition seeks, among
other things, recognition in the United States of the Company's
provisional liquidation pending before the Grand Court of the
Cayman Islands, Financial Services Division, Cause No. 157 of 2020
(ASCJ) and related relief.
M2 SYSTEMS: Seeks Approval to Hire Latham as Bankruptcy Counsel
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M2 Systems Corporation seeks approval from the U.S. Bankruptcy
Court for the Middle District of Florida to hire Latham, Luna, Eden
& Beaudine, LLP to serve as legal counsel in its Chapter 11 case.
The firm's services include:
(a) advising the Debtor regarding its rights and duties in
this case;
(b) preparing pleadings, including a disclosure statement and
plan of reorganization; and
(c) taking all other necessary actions incident to the proper
preservation and administration of the Debtor's estate.
The firm's hourly rates range from $475 for its most experienced
attorneys to $105 for its most junior paraprofessionals.
Latham received a retainer in the amount of $21,738.
As disclosed in court filings, Latham is a "disinterested person"
within the meaning of Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Daniel A. Velasquez, Esq.
Latham, Luna, Eden & Beaudine, LLP
201 S. Orange Ave., Suite 1400
Orlando, FL 32801
Telephone: 407-481-5800
Fax: 407-481-5801
Email: jluna@lathamluna.com
About M2 Systems Corporation
M2 Systems Corporation -- https://www.m2-corp.com/ -- provides
computer automated solutions for practical business problems
utilizing technology serving the financial, healthcare, retail,
security, transportation, logistics and telecommunications
industries.
M2 Systems sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Fla. Case No. 22-00666) on Feb. 23, 2022, listing
up to $1 million in assets and up to $10 million in liabilities.
Joseph W. Adams, chief executive officer and director, signed the
petition.
Judge Grace E. Robson oversees the case.
Daniel A. Velasquez, Esq. at Latham, Shuker, Eden & Beaudine, LLP
is the Debtor's bankruptcy counsel.
MACHINE TECH: April 14 Disclosure Statement Hearing Set
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Judge John T. Laney, III, has entered an order within which April
14, 2022 at 10:00 a.m. is the hearing to consider the approval of
the disclosure statement of Debtor Machine Tech, Inc.
In addition, April 7, 2022, is fixed as the last day for filing and
serving written objections to the disclosure statement.
A full-text copy of the order dated March 3, 2022, is available at
https://bit.ly/3HNNSLn from PacerMonitor.com at no charge.
Attorney for Debtor:
Wesley J. Boyer, Esq.
BOYER TERRY LLC
348 Cotton Avenue, Suite 200
Macon, Georgia 31201
Tel: (478) 742-6481
E-mail: Wes@BoyerTerry.com
About Machine Tech
Machine Tech, Inc., based in Adel, GA, filed a Chapter 11 petition
(Bankr. M.D. Ga. Case No. 19-71340) on Nov. 1, 2019. In the
petition signed by Joseph A. Bell, president, the Debtor was
estimated to have $100,000 to $500,000 in assets and $1 million to
$10 million in liabilities. Wesley J. Boyer, Esq., at Boyer Terry
LLC, serves as bankruptcy counsel.
MCK USA: $1M Sale of Miami Apartment No. 1903 to Freibert Approved
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Judge Robert A. Mark of the U.S. Bankruptcy Court for the Southern
District of Florida authorized MCK USA 1, LLC's sale of Apartment
1903, identified as 601 NE 27th Street, # 1903, in Miami, Florida
33137, which legal description is The Crimson Condo Unit 1903 Undiv
1.475% Int in Common Elements Off Rec 29900-4291, to Bartholomew
Freibert for $1 million.
A hearing on the Motion was held on Feb. 22, 2022, at 11:00 a.m.
remotely via CourtSolutions.
The "AS IS" Residential Contract for Sale and Purchase, and the
transaction contemplated therein, is approved and MCK is authorized
to enter into the Contract and any amendments thereto in accordance
with the Order, and to execute and perform such agreements or
customary documents and take such other actions as are necessary to
effectuate the terms of the Contract.
MCK is authorized to sell Apartment 1903 to the Buyer upon delivery
of the consideration in accordance with the Contract and completing
all other deliveries required under the Contract.
The Buyer will not be subject to any liabilities of MCK, except for
any ongoing liabilities to the HOA.
Except as otherwise set forth in the Contract, the sale of
Apartment 1903 will be free and clear of any and all Liens and
Encumbrances, with the Liens and Encumbrances attaching to the
proceeds from the sale, except as specifically set forth in the
Order.
In particular, the sale of Apartment 1903 will be free and clear of
the following Liens and Encumbrances pursuant to section 363(f)(3)
because the Purchase Price will pay the following Liens and
Encumbrances in full: (i) TLGFY, LLC (claim no. 3 filed in the
case), tax certificate number 3028, property account #
01-3230-100-0870, for unpaid 2020 real estate taxes; and (ii)
Miami-Dade County Tax Collector (claim no. 1-1 filed in this case),
property account # 01-3230-100-0870, in respect of its statutory
lien against Apartment 1903 for unpaid 2021 real estate taxes.
The sale of Apartment 1903 will be free and clear of any
outstanding fees owed to the HOA. MCK will pay from the sale
proceeds at closing the amount of $11,240.32.
The sale of Apartment 1903 will be free and clear of the claim of
ATTA (claim no. 5 filed in the case), in respect of its "3RD
AMENDED DEFAULT FINAL JUDGMENT AGAINST MCK USA 1, LLC" entered June
8, 2021, and recorded in Official Records Book 32564, Page 600, of
the Public Records of Miami-Dade County, Florida (the "ATTA Lien"),
pursuant to section 363(f)(2), except to the extent that such lien
will attach to the proceeds of the sale of Apartment 1903, as there
will be a shortfall of net sale proceeds to fully pay its secured
claim. The remaining portion of the ATTA Lien will remain attached
to Apartment 1901. Specifically, the ATTA Lien will remain
attached to the property identified as 601 NE 27th Street, # 1901,
Miami, FL 33137.
MCK and/or the closing agent is authorized and directed to pay all
Liens and Encumbrances identified above, at closing, in addition to
all brokerage commissions (total 6% of Purchase Price as authorized
by ECF 52, in the amount of $30,000 to broker Bruno Baiao, and
$30,000 to broker Stephanie Peñaherrera, payable only upon the
successful closing of the ale of Apartment 1903, which MCK is
authorized to pay such commission at closing) and other ordinary
closing costs and HOA and tax prorations payable by MCK from the
sale proceeds.
MCK and/or the closing agent is further authorized and directed to
pay the Sub-Chapter V Trustee the amount of $7,863.85, which
represents the fees and expenses incurred and approved by the Court
at the hearing on the interim fee application filed.
MCK and/or the closing agent is further authorized and directed to
pay $50,000 to the trust account of MCK's attorney (the "Admin
Carveout"), specifically, the ALP Law Firm, P.A. Trust Account.
Such amount will be held in trust by MCK's counsel, and will be
used to pay for any reasonable fees awarded to MCK's counsel
pursuant to the interim fee application filed (ECF 75), and any
final fee applications filed by the Sub-Chapter V Trustee and MCK's
counsel. Any remaining and unused portion of the Admin Carveout
will be subject to and without waiver of ATTA's Lien. The ATTA
Lien will remain on the Admin Carveout, with its judgment status
intact. The Admin Carveout will not be disbursed without further
court order.
All closing disbursements paid by or on behalf of MCK pursuant to
the Order will properly be reported and included in MCK's monthly
operating report for the month in which the closing occurs, and the
counsel for MCK will file a Notice of Closing with the Court upon
successful closing of the sale of Apartment 1903.
Notwithstanding the provisions of Federal Rule of Bankruptcy
Procedure 6004(h), the Order will be effective and enforceable
immediately upon entry and its provisions will be self-executing.
The Buyer will be acting in good faith in consummating the sale of
Apartment 1903 at any time following entry of this Order on the
Court's docket, and cause has been shown as to why the Order should
not be subject to the stay provided by Rule 6004(h).
About MCK USA 1 LLC
MCK USA 1, LLC, a Miami, Fla.-based company engaged in renting and
leasing real estate properties, filed its voluntary petition for
Chapter 11 protection (Bankr. S.D. Fla. Case No. 21-18197) on Aug.
24, 2021. The petition was signed by Mario Peixoto as owner. At
the time of the filing, the Debtor disclosed $2 million in assets
and $2.29 million in liabilities. Judge Robert A. Mark presides
over the case. Adina Pollan, Esq., at Pollan Legal, serves as the
Debtor's legal counsel.
MICROVISION INC: Incurs $43.2 Million Net Loss in 2021
------------------------------------------------------
MicroVision, Inc. filed with the Securities and Exchange Commission
its Annual Report on Form 10-K disclosing a net loss of $43.20
million on $2.50 million of total revenue for the year ended Dec.
31, 2021, compared to a net loss of $13.63 million on $3.09 million
of total revenue for the year ended Dec. 31, 2020.
As of Dec. 31, 2021, the Company had $130.23 million in total
assets, $17.47 million in total liabilities, and $112.75 million in
total shareholders' equity.
The Company has incurred significant losses since inception. The
Company has funded operations to date primarily through the sale of
common stock, convertible preferred stock, warrants, the issuance
of convertible debt and, to a lesser extent, from development
contract revenues, product sales, and licensing activities. At
Dec. 31, 2021, the Company had $82.6 million in cash and cash
equivalents and $32.7 million in investment securities.
Based on the Company's current operating plan, the Company
anticipates that it has sufficient cash and cash equivalents to
fund its operations for at least the next 12 months.
Cash used in operating activities totaled $29.4 million during
2021, compared to $16.1 million in 2020. Cash used in operating
activities resulted primarily from cash used to fund its net loss,
after adjusting for non-cash charges such as share-based
compensation, depreciation and amortization charges and changes in
operating assets and liabilities. The changes in cash used in
operating activities were primarily attributed to increased
operating expenses to support the development of its lidar sensor.
Cash used in investing activities totaled $35.3 million in 2021,
compared to cash provided by investing activities of $123,000 in
2020. During the year ended Dec. 31, 2021, the Company purchased
short-term investment securities totaling $32.8 million. During
the year ended Dec. 31, 2020, the Company sold fixed assets to its
customer for $525,000 as part of its agreement with them to take
over production of the components the Company had been producing.
Purchases of property and equipment during the twelve months ended
Dec. 31, 2021 and 2020 were $2.5 million and $402,000,
respectively.
Cash provided by financing activities totaled $131.2 million in
2021, compared to $27.0 million in 2020. Principal payments under
finance leases were $28,000 in 2021 and $29,000 in 2020.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/65770/000113626122000126/form10-k.htm
About MicroVision
MicroVision -- http://www.microvision.com-- is a pioneering
company in MEMS based laser beam scanning technology that
integrates MEMS, lasers, optics, hardware, algorithms and machine
learning software into its proprietary technology to address
existing and emerging markets. The Company's integrated approach
uses its proprietary technology to provide solutions for automotive
lidar sensors, augmented reality micro-display engines, interactive
display modules and consumer lidar modules.
MicroVision reported a net loss of $13.63 million for the year
ended Dec. 31, 2020, a net loss of $26.48 million for the year
ended Dec. 31, 2019, and a net loss of $27.25 million for the year
ended Dec. 31, 2018. As of Sept. 30, 2021, the Company had $134.07
million in total assets, $11.72 million in total liabilities, and
$122.35 million in total shareholders' equity.
MOUNTAIN PROVINCE: Signs Supply Agreement With Chow Tai Fook
------------------------------------------------------------
Mountain Province Diamonds Inc. has entered into a supply agreement
with one of the world's largest and most respected jewellery
retailers, Chow Tai Fook Jewellery Group Limited (Chow Tai Fook).
Under the terms of the supply agreement with Chow Tai Fook,
Mountain Province will provide a select range of diamonds over a
one-year, renewable term.
The Company also announced the results of its most recent diamond
sale which closed on Feb. 25, 2022 in Antwerp, Belgium. Total
sales of 322,547 carats were achieved for total proceeds of $52.7
million (US$41.4 million) resulting in an average value of $163 per
carat (US$128 per carat). Adjusting for mix of goods sold, this
result represents a run-of-mine price of $160 per carat (US$126 per
carat), a new high-water mark for the Company since the inception
of sales of Gahcho Kue goods, and which incorporates a 13%
indicative market price increase relative to the Company's first
sale of the year which closed on Jan. 21, 2022.
Reid Mackie, the Company's vice president & head of Diamond Sales
and Marketing, commented:
"We are extremely proud to announce the formalisation of a supply
agreement with Chow Tai Fook. This is an exciting opportunity for
us to partner with a recognised industry leader, known for its
discerning approach to diamond sourcing, unwavering focus on
production excellence, and extensive retail network across Asia and
the United States. Mountain Province looks forward to building a
strong and successful relationship with Chow Tai Fook."
"We are also pleased with the results from our February diamond
sale. We achieved a new price milestone and saw strong demand in
the market for our unique profile of Canadian origin diamonds."
About Mountain Province
Mountain Province Diamonds Inc. is a 49% participant with De Beers
Canada in the Gahcho Kue diamond mine located in Canada's Northwest
Territories. The Gahcho Kue Joint Venture property consists of
several kimberlites that are actively being mined, developed, and
explored for future development. The Company also controls 106,202
hectares of highly prospective mineral claims and leases that
surround the Gahcho Kue Joint Venture property that include an
indicated mineral resource for the Kelvin kimberlite and inferred
mineral resources for the Faraday kimberlites.
Mountain Province reported a net loss of C$263.43 million for the
year ended Dec. 31, 2020, compared to a net loss of C$128.76
million for the year ended Dec. 31, 2019. As of Dec. 31, 2020, the
Company had C$595.33 million in total assets, C$75.73 million in
current liabilities, C$374.71 million in secured notes payable,
C$750,000 in lease liabilities, C$70.44 million in decommissioning
and restoration liability, and C$73.70 million in total
shareholders' equity.
Toronto, Canada-based KPMG LLP, the Company's auditor since 1999,
issued a "going concern" qualification in its report dated March
29, 2021, citing that the Company has suffered recurring losses
from operations that raises substantial doubt about its ability to
continue as a going concern.
NATIONAL CINEMEDIA: Reports $48.7 Million Net Loss for 2021
-----------------------------------------------------------
National Cinemedia, Inc. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing a net loss
attributable to the company of $48.7 million on $114.6 million of
revenue for the year ended Dec. 30, 2021, compared to a net loss
attributable to the company of $65.4 million on $90.4 million of
revenue for the year ended Dec. 31, 2020.
For the three months ended Dec. 31, 2021, the Company reported net
income attributable to the company of $8.6 million on $63.5 million
of revenue compared to a net loss attributable to the company of
$35.2 million on $15.7 million of revenue for the year ended Dec.
31, 2020.
As of Dec. 30, 2021, the Company had $817.4 million in total
assets, $1.20 billion in total liabilities, and a total deficit of
$383.5 million.
COVID-19 Pandemic and Related Liquidity Measures
The Company stated, "By the third quarter of 2021, all of the
theaters within the NCM LLC's network were open and multiple
successful major motion pictures were released during the second
half of 2021 resulting in the highest theater attendance since the
start of the COVID-19 pandemic. The movie slate for 2022 remains
packed due to the addition of major motion pictures that have been
delayed; however, variants of the COVID-19 virus, including Delta
and Omicron, continue to circulate through the United States, and
may lead to increased health and safety regulations and
restrictions or impact consumer behavior.
"Despite the increase in network attendance, in-theater advertising
revenue for 2021 remained below historical levels. Given these
lower revenue levels and future market uncertainties, the Company
continued to manage its liquidity position through various
cost-control measures. Since the beginning of the COVID-19
pandemic, NCM LLC has significantly reduced payroll related costs
through a combination of temporary furloughs, permanent layoffs and
salary reductions. In total, as of March 3, 2022, NCM LLC's
headcount has been reduced by over 40% as compared to headcount
levels prior to the COVID-19 pandemic.
"While the COVID-19 pandemic makes it challenging for management to
estimate the future performance of our business, particularly over
the near to medium term, NCM LLC began to ramp up its business
during the second half of 2021 and expects to continue to increase
advertising revenues in 2022."
Dividend
The Company announced that its Board of Directors has authorized
the Company's quarterly cash dividend of $0.05 per share of common
stock. The dividend will be paid on March 31, 2022 to stockholders
of record on March 17, 2022. The Company intends to pay a regular
quarterly dividend for the foreseeable future at the discretion of
the Board of Directors consistent with the Company's intention to
distribute substantially all its cash flow to stockholders through
its quarterly dividend. The declaration, payment, timing and
amount of any future dividends payable will be at the sole
discretion of the Board of Directors who will take into account
general economic and advertising market business conditions, the
Company’s financial condition, available cash, current and
anticipated cash needs, and any other factors that the Board of
Directors considers relevant which includes short-term and
long-term impacts to the Company related to the COVID-19 pandemic
and restrictions under the NCM LLC Credit Agreement.
From the CEO
Commenting on the Company's 2021 operating results, response to
COVID-19, and future outlook, NCM CEO Tom Lesinski said, "NCM
finished the year strongly by strengthening our liquidity position
and generating positive Adjusted OIBDA in the fourth quarter for
the first time in the last six quarters. Given the ongoing
recovery in cinema attendance, we are very optimistic about 2022.
For the first time since the start of the pandemic, we are starting
the year with meaningful upfront bookings, a very strong
high-quality film slate for the year and growing consumer demand to
return to the theaters as COVID-19 infection levels decrease and
mask mandates loosen."
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1377630/000137763022000032/ncmi-20211230.htm
About National CineMedia Inc.
National CineMedia (NCM) is a cinema advertising network in the
U.S., the Company unites brands with the power of movies and engage
movie fans anytime and anywhere. NCM's Noovie pre-show is presented
exclusively in 50 leading national and regional theater circuits
including AMC Entertainment Inc. (NYSE:AMC), Cinemark Holdings,
Inc. (NYSE:CNK) and Regal Entertainment Group (a
subsidiary of Cineworld Group PLC, LON: CINE). NCM's cinema
advertising network offers broad reach and audience engagement
with over 20,700 screens in over 1,600 theaters in 195 Designated
Market Areas (all of the top 50). NCM Digital and
Digital-Out-Of-Home (DOOH) go beyond the big screen, extending
in-theater campaigns into online, mobile, and place-based marketing
programs to reach entertainment audiences. National CineMedia,
Inc. (NASDAQ:NCMI) owns a 48.3% interest in, and is the managing
member of, National CineMedia, LLC. For more information, visit
www.ncm.com and www.noovie.com.
* * *
As reported by the TCR on July 27, 2021, S&P Global Ratings placed
its ratings on U.S. theater advertiser National CineMedia Inc.
(NCM), including its 'CCC+' issuer credit rating, on CreditWatch
with positive implications. S&P plans to resolve the CreditWatch
over the next few months depending on the pace of recovery in
theater advertising, which relies on theater attendance.
NEET DREAMS: $345K Sale of Decatur Property to Thorpe Approved
--------------------------------------------------------------
Judge Paul Baisier of the U.S. Bankruptcy Court for the Northern
District of Georgia, Atlanta Division, authorized Neet Dreams LLC's
sale of the real property located at 3176 Sandusky Drive, Dekalb
County, in Decatur, Georgia 30032, to Brian Thorpe for $345,000,
cash.
A hearing on the Motion was held on March 3, 2022.
The Purchase Agreement, including any amendments, supplements, and
modifications thereto, and all of the terms and conditions therein,
is approved.
The sale is free and clear of all liens, claims and encumbrances,
with all liens, claims, and encumbrances on the Property will
attach to the proceeds of the Sale to the same extent, validity,
and priority as they existed on the Petition Date.
The Debtor is authorized to take all actions necessary to close the
Sale and to comply with the Purchase Agreement and all usual and
customary costs of closing will be paid at closing including the
buyers and sellers real estate brokerage fees and commissions.
The Court notes that Johanna Sullivan's engagement was approved by
the Court on Feb. 22, 2022 via an Order Approving Application of
Professional Subject to Objection with a deadline to object of
March 15, 2022. If Johanna Sullivan's engagement is not approved by
Final Order, any fees paid to Johanna Sullivan are subject to
disgorgement. Finally, the Court orders that the remaining sales
proceeds will be delivered to Joseph Chad Brannen, attorney for
Debtor, and deposited into said attorney's IOLTA account pending
further order of the Court.
The 14-day stays applicable under Rule 6004(h) of the Bankruptcy
Rules is waived and the provisions of the Order will be immediately
effective and enforceable upon its entry.
About Neet Dreams
Neet Dreams, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 21-50047) on January 4,
2021. At the time of the filing, the Debtor had estimated assets
of
less than $50,000 and liabilities of between $100,001 and
$500,000.
Judge Paul Baisier oversees the case. Perrie & Associates, LLC is
the Debtor's counsel.
NORTH RICHLAND: Gets Interim OK to Hire Omni as Noticing Agent
--------------------------------------------------------------
North Richland Hills Alamo, LLC received interim approval from the
U.S. Bankruptcy Court for the Northern District of Texas to hire
Omni Agent Solutions as its noticing and solicitation agent.
The firm's services include:
(a) assisting the Debtor in mailing notices to creditors,
equity security holders and other parties;
(b) providing manual and computerized solicitation and
balloting-related services;
(c) providing expertise, consultation, and assistance in
ballot processing and tabulation; and
(d) providing other necessary administrative services.
The firm will be paid as follows:
Solicitation $205 per hour
Senior Consultants $165 to $200 per hour
Technology/Programming $85 to $135 per hour
Consultants $65 to $160 per hour
Analysts $35 to $50 per hour
In addition, the firm will be paid a retainer in the amount of
$5,000 and reimbursed for out-of-pocket expenses incurred.
Paul Deutch, a partner at Omni Agent Solutions, disclosed in a
court filing that his firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Paul H. Deutch
Omni Agent Solutions
5955 De Soto Avenue, Suite 100
Woodland Hills, CA 91367
Tel: (818) 906-8300
Fax: (818) 783-2737
About North Richland Hills Alamo
North Richland Hills Alamo, LLC 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.
North Richland sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Texas Case No. 22-40384) on Feb. 25, 2022. In the
petition signed by William C. DiGaetano, chief executive officer,
the Debtor listed as much as $10 million in both assets and
liabilities.
Judge Edward L. Morris oversees the case.
Polsinelli PC represents the Debtor as legal counsel. Omni Agent
Solutions serves as the noticing and solicitation agent.
NUZEE INC: Expands Brand Portfolio With Dripkit Acquisition
-----------------------------------------------------------
NuZee, Inc. has completed its acquisition of substantially all of
the assets of Dripkit, Inc. The acquisition broadens NuZee's
product portfolio and provides a new type of pour over to deliver a
variety of single serve pour over coffee experiences to roasters
and consumers. Dripkit's customers are also anticipated to have
access to new resources and capabilities, including NuZee's current
single serve pour over and eco-friendly tea bag style coffee brew
bag formats.
Dripkit will now operate as a new Dripkit Coffee business division
of NuZee, which NuZee believes will permit it to scale operations,
reach more consumers and accelerate growth. Dripkit offers a
large-size single serve pour over format that delivers what it
believes to be a barista-quality coffee experience to coffee
drinkers in the United States. The brand has combined its focus on
convenience and quality, as well as a goal of using first-rate,
ethically sourced coffee beans, to become a leader in the single
serve coffee category.
Transaction Highlights:
* Brand awareness: Dripkit is highly recognized in the single
serve pour over coffee category based in Brooklyn, New York. The
acquisition immediately provides NuZee with access to Dripkit's
loyal customer base and is expected to heighten NuZee's brand
profile.
* Product portfolio leadership: The Dripkit pack sits on top of
the cup and projects to command a premium price point in the
market. Each Dripkit pack produces a 10oz cup, using 17g of
coffee.
* Shared purpose-driven values: Dripkit shares NuZee's
commitment to sustainability by aiming for responsible and
ethically sourced products that can enable mindful, responsible
consumption for the consumers by brewing one cup at a time.
* Leadership addition: Ilana Kruger, Dripkit's Founder and CEO,
will join the NuZee team to facilitate a smooth integration and
help to further grow the business.
"We couldn't be more thrilled to welcome Dripkit to our brand
portfolio. Ilana has done a great job building Dripkit into a
brand loved by many coffee drinkers as well as many coffee industry
experts. We believe she has successfully cultivated a loyal and
diverse customer base," said Masa Higashida, president and CEO of
NuZee. "This acquisition is expected to benefit both NuZee and
Dripkit's customers, as well as our partners giving all of us an
opportunity to scale operations and grow together. We look forward
to expanding this growth and broadening our capabilities through
our resources."
Serving as a private label and co-packer for a variety of roasters,
Dripkit's large-size pour over format will be an addition to
NuZee's portfolio of innovative single serve pour over and tea bag
style coffee brew bags.
"NuZee's resources, capabilities, and continued commitment to
sustainability are exactly what the Dripkit brand needs to further
catapult its growth and success," said Ilana Kruger, Founder and
CEO of Dripkit. "Part of our process has always been to pack and
seal our products by hand, as this led to a standard that we knew
would make us proud. However, after seeing NuZee's facilities and
witnessing the team's attention to detail and individual product
care, we were immediately impressed with the overall quality and
are excited to see our Dripkit brand thrive amid this transition."
NuZee has acquired substantially all of the assets and assumed
certain specified liabilities of Dripkit for total consideration of
approximately $860,000 in cash and stock. The signing of the asset
purchase agreement was previously disclosed on Feb. 22, 2022.
About NuZee
NuZee, Inc. (d/b/a Coffee Blenders) is a specialty coffee company
and a single-serve pour-over coffee pouch producer and co-packer.
The Company owns packing equipment developed in Asia for single
serve pour over production. It co-packs single-serve pour-over
coffee and tea bag style coffees for customers in the U.S. market
and also co-packs for the South Korean market.
NuZee reported a net loss of $18.55 million for the year ended
Sept. 30, 2021, a net loss of $9.52 million for the year ended
Sept. 30, 2020, and a net loss of $12.21 million for the year ended
Sept. 30, 2019. Nuzee reported a net loss of $2.80 million for the
three months ended Dec. 31, 2021. As of Dec. 31, 2021, the Company
had $14.26 million in total assets, $1.97 million in total
liabilities, and $12.29 million in total stockholders' equity.
OASIS PETROLEUM: Moody's Alters Outlook on 'B1' CFR to Positive
---------------------------------------------------------------
Moody's Investors Service affirmed Oasis Petroleum Inc.'s (Oasis or
OAS) B1 Corporate Family Rating, B1-PD Probability of Default
Rating and B3 senior unsecured notes rating. The SGL-2 Speculative
Grade Liquidity Rating remains unchanged. The rating outlook was
changed to positive from stable.
The rating action follows the announcement by Oasis and Whiting
Petroleum Corporation (Whiting, unrated) that they will merge[1].
The transaction, which is expected close in the second half of
2022, has been unanimously approved by the boards of directors of
both companies. The closing of the transaction is subject to
customary closing conditions, including, among others, approval by
Oasis and Whiting shareholders, and regulatory approval.
"Oasis' announced merger with Whiting is credit positive and should
benefit Oasis' credit metrics, supported by increased scale and
cash flow potential of the combined company," commented Amol Joshi,
Moody's Vice President and Senior Credit Officer.
Affirmations:
Issuer: Oasis Petroleum Inc.
Corporate Family Rating, Affirmed B1
Probability of Default Rating, Affirmed B1-PD
Senior Unsecured Regular Bond/Debenture, Affirmed B3 (LGD5)
Outlook Actions:
Issuer: Oasis Petroleum Inc.
Outlook, Changed To Positive From Stable
RATINGS RATIONALE
The positive outlook reflects Moody's expectation that the merger
of Oasis and Whiting will enhance the combined company's resiliency
and cash flow generating ability, even at less robust oil prices
than current conditions. The merger's strategic rationale is sound,
consolidating the two companies' Williston Basin operations and
increasing scale. Whiting shareholders are to receive 0.5774 shares
of Oasis common stock and $6.25 in cash for each share of Whiting
common stock owned. In connection with the closing of the
transaction, Oasis shareholders will receive a special dividend of
$15 per share. Upon completion of the merger, Whiting shareholders
should own approximately 53% and Oasis shareholders should own
approximately 47% of the combined company on a fully diluted
basis.
Oasis' B1 CFR is supported by low leverage metrics following the
restructuring of its debt and emergence from bankruptcy in November
2020. Oasis will significantly enhance its Williston Basin asset
base upon completing the merger with Whiting. Pro forma for the
merger, the combined company produced 167.8 thousand barrels of oil
equivalent per day in the fourth quarter of 2021, about 58% of
which was crude oil. Oasis has limited operating history
post-emergence, as does Whiting, and the combined company lacks
portfolio diversification with a single-basin asset portfolio.
Oasis' assets are oil-weighted with improved cash margins at higher
oil prices, and the company should generate significant free cash
flow in 2022 supported by modest capital spending. However, the
combined company is expected to return a sizeable portion of its
free cash flow to shareholders through equity dividends and share
buybacks, and its overall capital allocation framework, financial
policy and operating track record will need to be established post
the merger.
Oasis' senior unsecured notes should remain outstanding after the
transaction closes. The combined company's revolver borrowing base
should increase, and it is expected to initially have minimal
borrowings under the revolver. The notes are rated B3, two notches
below the B1 CFR, reflecting the size and priority claim of Oasis'
existing secured revolving credit facility over the notes.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be upgraded if the company generates consistent
free cash flow after sufficiently reinvesting in the business and
distributing to shareholders, retained cash flow (RCF) to debt
exceeds 40% and its leveraged full-cycle ratio (LFCR) exceeds 1.5x,
while following conservative financial policies. The ratings could
be downgraded if the company generates meaningful negative free
cash flow, RCF to debt falls below 20%, or its liquidity
deteriorates considerably.
Oasis Petroleum Inc., headquartered in Houston, Texas, is an
independent exploration & production company with operations
focused in the Williston Basin.
The principal methodology used in these ratings was Independent
Exploration and Production published in August 2021.
OASIS PETROLEUM: S&P Places 'B' Issuer Credit Rating on Watch Pos.
------------------------------------------------------------------
S&P Global Ratings placed all of its ratings on Oasis Petroleum
Inc. and its debt, including its 'B' issuer credit rating and 'B+'
issue-level rating, on CreditWatch with positive implications.
The CreditWatch placement reflects the likelihood that that S&P
will raise its rating on Oasis after the deal closes, assuming the
transaction is completed as proposed and there are no substantial
changes to our operating assumptions.
S&P said, "We expect that if the transaction is completed as
proposed, the combined company's scale will include more than 160
Mboe/d of production and over 600 MMBoe of proved reserves
concentrated in the Williston Basin. We also anticipate its
relatively strong financial metrics would continue to improve along
with cash flow, which may fuel additional shareholder returns."
The merger transaction structure includes contributions of 0.5774
Oasis shares and $6.25 of cash per Whiting share, along with a $15
per share special dividend paid to Oasis shareholders at expected
closing in the second half of 2022. As a result, 53% of the pro
forma company will be held by former Whiting shareholders and the
other 47% by Oasis shareholders. The combined company will be
renamed prior to closing, which is dependent on shareholder
approval from both companies.
The CreditWatch positive placement reflects the likelihood that S&P
will raise its rating on Oasis by at least one notch after the deal
closes, assuming the transaction is completed as proposed and there
are no substantial changes to our operating assumptions.
OCCIDENTAL PETROLEUM: Moody's Ups CFR to Ba1, Outlook Remains Pos.
------------------------------------------------------------------
Moody's Investors Service upgraded Occidental Petroleum
Corporation's (OXY) Corporate Family Rating to Ba1 from Ba2,
Probability of Default Rating to Ba1-PD from Ba2-PD, senior
unsecured notes rating to Ba1 from Ba2 and senior unsecured shelf
rating to (P)Ba1 from (P)Ba2. The Not Prime commercial paper
program rating was affirmed. The Speculative Grade Liquidity rating
remains SGL-1. The outlook remains positive.
"Occidental Petroleum generated increasingly higher earnings in
2021 as oil and gas prices rose, and significantly reduced its
leverage by applying free cash flow and asset sale proceeds towards
debt reduction," stated James Wilkins, Moody's Vice President. "If
oil and gas prices remain elevated in 2022, the company will
generate significant free cash flow, allowing it to achieve its net
debt target of mid-$20 billion during the year. Occidental's tender
offer announced this week is expected to reduce debt by $2.5
billion in the first quarter."
The following summarizes the rating activity.
Upgrades:
Issuer: Occidental Petroleum Corporation
Corporate Family Rating, Upgraded to Ba1 from Ba2
Probability of Default Rating, Upgraded to Ba1-PD from Ba2-PD
Senior Unsecured Shelf, Upgraded to (P)Ba1 from (P)Ba2
Senior Unsecured Medium-Term Note Program, Upgraded to (P)Ba1 from
(P)Ba2
Senior Unsecured Regular Bond/Debenture, Upgraded to Ba1 (LGD4)
from Ba2 (LGD4)
Issuer: Maryland Industrial Development Financ. Auth.
Senior Unsecured Revenue Bonds, Upgraded to Ba1 from Ba2
Affirmations:
Issuer: Occidental Petroleum Corporation
Commercial Paper, Affirmed NP
Issuer: Maryland Industrial Development Financ. Auth.
Senior Unsecured Revenue Bonds, Affirmed S.G.
Outlook Actions:
Issuer: Occidental Petroleum Corporation
Outlook, Remains Positive
RATINGS RATIONALE
The Ba1 CFR reflects OXY's strong business profile, improved
governance and better credit metrics in line with the significant
increase in earnings and debt reduction in 2021. Strengthening
OXY's financial profile will bolster its resilience to withstand
the negative credit impacts from carbon transition risks. While
financial performance of OXY will continue to be influenced by
industry cycles, compared to historical experience Moody's expects
future profitability and cash flow in this sector to be less robust
at the cycle peak and worse at the cycle trough because global
initiatives to limit adverse impacts of climate change will
constrain the use of hydrocarbons and accelerate the shift to less
environmentally damaging energy sources. The company is developing
low carbon ventures and has ESG goals that will enable it to
transition as the world moves to a lower carbon intensity energy
supply. Additionally, its chemical business has less exposure to
carbon transition risks than the E&P business.
At year-end 2021, balance sheet debt remained elevated at $29.6
billion, retained cash flow to debt was 37% and debt on production
was -$23,700. In addition, the company continues to have $9.8
billion of preferred equity. De-levering has been a top priority
for OXY's cash flow since the largely debt-financed acquisition of
Anadarko that left it with $38.6 billion of balance sheet debt at
year-end 2019. It reduced balance sheet debt by $6.7 billion in
2021, funded by an asset sales program (which yielded $10 billion
of gross proceeds and is completed) and free cash flow. The company
generated $1.9 billion of free cash flow in the fourth quarter
2021, and expects to reduce net debt to below $25 billion by the
end of the first quarter 2022. It has announced a near-term goal to
reduce net debt to $20 billion, even as it increased the dividend
and established a $3 billion share repurchase program. The company
is not currently hedged on its oil or gas production, giving it
full exposure to potentially continuing high oil prices in 2022,
but also exposure to the risk of prices falling. Moody's expects it
to continue to reduce debt after achieving the $20 billon net debt
milestone, but is also likely to allocate increasing cash flow to
other priorities such as investments and shareholder returns. In
the first half 2020, OXY sharply cut its capital spending (over 50%
reduction), operating expenditures and the dividend, which was
virtually eliminated (reduction to $0.01 per share quarterly from
$0.79). The company will have the flexibility to increase spending
in these areas and continue repaying debt before achieving the
mid-$20 billion net debt target.
OXY has a resilient asset base that benefits from large reserves
across multiple geographically diverse regions and meaningful
production with average daily production of more than one million
barrels per day. The Permian Basin, its largest asset, which
accounts for over 40% of production volumes is relatively low cost
competitive asset. Overall, the resilient asset base and large
production volumes (almost 1.2 MMBPD) has allowed OXY to generate
robust cash flow in the current commodity price environment, that
will support reinvestment in the assets, development of low carbon
ventures as well as further debt reduction. The company's chemical
and midstream businesses provide additional diversification of
earnings. The chemical business, which enjoyed strong demand for
its products, elevated margins and record earnings in 2021, should
continue to generate significant profits in 2022.
The positive outlook reflects Moody's expectation that OXY will
remain focused on debt reduction (targeting balance sheet net debt
of $20 billion) and its credit metrics will continue to improve in
2022 supported by the attractive oil and gas commodity price
environment. Moody's expects OXY to remain focused on debt
reduction, even after achieving its near-term net debt reduction
target.
OXY has very good liquidity supported by positive free cash flow
generation ($1.9 billion in the fourth quarter 2021), unrestricted
cash balances ($2.8 billion as of year-end 2021) and an undrawn $4
billion revolving credit facility due June 30, 2025. OXY also has a
$400 million securitization facility due in December 2024, which is
unused. The revolving credit facility has one financial covenant --
a maximum debt to total capitalization of 0.65:1.00.
OXY has repaid much of its near-term maturities and has less than
$0.5 billion due before 2024 (before the first quarter 2022 tender
offer), which can be repaid with free cash flow or other liquidity
sources.
OXY's ESG Credit Impact Score improved to CIS-3 (negative) from
CIS-4 (highly negative) driven by improvement in its governance
risk that moved to G-3 (negative) from G-4 (highly negative). The
leveraging of its balance sheet to fund the Anadarko acquisition in
2019 had a large negative impact on OXY's rating, but the financial
policy supporting efforts over the past two and one-half years to
delever and ongoing milestone targets for net debt reduction have
somewhat mitigated this risk. In addition, it has high
environmental risk exposure and high social risk exposure, although
these are better than many of its E&P peers because of its
chemicals business. The regulatory and social pressures to
safeguard the environment will negatively impact oil producers as
the world moves to lower the carbon intensity of its energy
supply.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
OXY's CFR could be upgraded if the firm continues to focus on debt
reduction, debt on production approaches $20,000 per Boe and
RCF/debt remains above 40%. Moody's expects the company to meet its
near-term debt reduction targets prior to materially increasing
shareholder remuneration and to continue reducing debt even after
meeting near-term debt reduction targets. The preferred equity is
treated as a hybrid instrument, receiving 100% equity treatment
while OXY has a non-investment grade rating and 50% equity
treatment when it has an investment grade long-term rating. An
inability to maintain RCF/debt above 25% or a failure to achieve
expected debt reduction could lead to a rating downgrade.
The principal methodology used in these ratings was Independent
Exploration and Production published in August 2021.
Occidental Petroleum Corporation, headquartered in Houston, Texas,
is a large, publicly traded independent exploration and production
(E&P) company with major operations in the Permian Basin, the
Rockies, the US Gulf of Mexico, the Middle East and Latin America.
It also has significant midstream and chemical businesses.
OMEROS CORP: Swings to $194.2 Million Net Income in 2021
--------------------------------------------------------
Omeros Corporation filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing net income of
$194.24 million on zero product sales for the year ended Dec. 31,
2021, compared to a net loss of $138.06 million on zero product
sales for the year ended Dec. 31, 2020.
Net income in the fourth quarter was $280.6 million, or $4.48 per
share. This includes a non-cash gain of $184.6 million, or $2.95
per share, related to recognizing the after-tax minimum discounted
future royalty stream, discounted to net-present value and absent
any milestone payment, for OMIDRIA upon closing. Excluding the
sale of OMIDRIA, net loss for the fourth quarter of 2021 would have
been $23.0 million or $0.37 cents per share. Fourth quarter
non-cash expenses were $6.3 million, or $0.10 per share. On a
similar basis, this compares to a net loss in the previous quarter
of $22.7 million, or $0.36 per share, which included non-cash
expenses of $6.4 million, or $0.10 per share.
As of Dec. 31, 2021, the Company had $419.27 million in total
assets, $51.79 million in total current liabilities, $29.13 million
in lease liabilities (non-current), $313.46 million in unsecured
convertible senior notes, $1.12 million in other accrued
liabilities, and $23.78 million in total shareholders' equity.
At Dec. 31, 2021, Omeros had $157.3 million of cash, cash
equivalents and short-term investments available for operations and
$38.2 million in accounts receivable, all of which is expected to
be collected this quarter.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1285819/000155837022002582/omer-20211231x10k.htm
About Omeros Corporation
Seattle, Washington-based Omeros -- www.omeros.com -- is a
commercial-stage biopharmaceutical company committed to
discovering, developing and commercializing small-molecule and
protein therapeutics for large-market and orphan indications
targeting inflammation, complement-mediated diseases, disorders of
the central nervous system and immune-related diseases, including
cancers.
* * *
This concludes the Troubled Company Reporter's coverage of Omeros
Corp until facts and circumstances, if any, emerge that
demonstrate financial or operational strain or difficulty at a
level sufficient to warrant renewed coverage.
PARK INTERMEDIATE: Moody's Alters Outlook on 'B1' CFR to Stable
---------------------------------------------------------------
Moody's Investors Service revised the outlook of Park Intermediate
Holdings LLC to stable from negative. At the same time, Moody's
affirmed the REIT's B1 Corporate Family Rating and its B1 senior
secured ratings and the speculative grade liquidity rating was
changed to SGL-3 from SGL-4.
The stable outlook reflects Moody's expectation that Park's
improving operating income and reduced debt balance will enable the
REIT to achieve Net Debt/EBITDA of below 6.5x in the next four to
six quarters. The stable outlook also considers Park's improved
liquidity profile, proven access to debt markets and a credit
policy that reflects management's commitment to reduce balance
sheet leverage, as evidence through the use of net proceeds from
asset sales in 2021 to reduce its Moody's adjusted debt balance by
approximately $451 million. Park reported pro-forma revenue per
available room ("RevPAR") improvement of about 72% for 2021 when
compared to 2020 and pro-forma occupancy of 43%, which increased
from 27% in 2020.
Affirmations:
Issuer: Park Intermediate Holdings LLC
Corporate Family Rating at B1
Senior Secured Rating at B1
Ratings changed:
Issuer: Park Intermediate Holdings LLC
Speculative grade liquidity rating to SGL-3 from SGL-4
Outlook Action:
Issuer: Park Intermediate Holdings LLC
Changed To Stable From Negative
RATINGS RATIONALE
The B1 senior secured rating for Park reflects the REIT's dominant
size and scale as the second largest publicly traded lodging REIT
in the U.S. and good asset diversification with fifty four
premium-branded hotels and resorts located in prime U.S. markets
with high barriers to entry. Moreover, the rating reflects an
experienced and stable management team with a long track record and
strong knowledge of the hospitality sector whose bench strength
will help the REIT to navigate through unprecedented times. These
positive factors are offset by the cyclicality of the lodging
sector, Park's concentration to Hilton with approximately 88% of
total rooms and Park's high leverage and secured debt to gross
assets ratio. A significant portion of Park's portfolio of assets
is encumbered either under a CMBS structure and mortgaged or
pledged to the senior secured credit facility and its senior
secured notes.
Park's credit profile is constrained by the delay in the return of
the large enterprise business travel which is an important piece of
Park's revenue. While Park and the lodging industry in general has
benefited from the surge in leisure travel this past year, a strong
recovery in business travel is important for Park to be able to
sustain the improvements it has achieved. If the return of business
travel is delayed beyond Moody's current expectations of late first
quarter/early second quarter 2022 due to new variants or travel
restrictions, Park's leverage will remain weaker than its leverage
target, and outside of Moody's downgrade factor of 6.5x on a
sustained basis.
Positively, the REIT has proven market access, adequate liquidity
and capital recycling opportunities to address its debt maturities
and to reduce debt. The market access allowed Park to successfully
refinance its large 2021 debt maturity tower in 2020, well in
advance of its maturity. Moreover, it executed $685 million in
asset sales of seven hotels in 2020 and 2021 and raised
approximately $2.1 billion of corporate bonds through three
issuances in one year. The proceeds were used to repay over $2.3
billion of bank revolver and term loan debt, providing Park
considerable optionality.
The stable outlook reflects Park's good liquidity and Moody's
forecast that its operations will continue to recover such that net
debt/EBITDA will improve to below 6.5x in the next four to six
quarters.
Park's speculative grade liquidity of SGL-3 reflects its $1.6
billion in liquidity with over $688 million of unrestricted cash
and cash equivalents plus $901 million of undrawn revolver
availability at December 31, 2021, which will mature in December
2023. The liquidity position is more than sufficient to cover its
cash needs over the next four quarters and to fund other short-term
liquidity obligations. Park continues to maintain higher than
historical cash levels due to the continued uncertainty surrounding
COVID-19, and Moody's expects the REIT to do so until markets
stabilize and demand in the lodging industry significantly
recovers. Park's debt maturities are modest over the next 12
months, including just $88 million of mortgage loans. However, Park
has an additional $725 million CMBS debt due by November 2023.
Park's waiver period for the testing of the financial covenants is
effective through the date the financial statements are delivered
for the quarter ended September 30, 2022.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be upgraded if the REIT is able to achieve and
maintain net debt/EBITDA near 5.0x and fixed charge coverage is in
excess of 3.5x. The rating upgrade would also require that Park has
a well-laddered debt maturity schedule, secured debt is under 30%
of gross assets and liquidity remains strong throughout an industry
and economic cycle.
Ratings could be downgraded should the EBITDA decline meaningfully,
resulting from a reversal in the current improving trend or there
are any indications that the recovery in travel demand will not
return to historic levels with net debt/EBITDA remaining above 6.5x
on a sustained basis, fixed charge coverage falling below 3.0x or
secured debt increases significantly. Material deterioration in
Park's liquidity profile or signs of sustained deteriorating
operating performance could also lead to downward rating pressure.
The principal methodology used in these ratings was REITs and Other
Commercial Real Estate Firms Methodology published in July 2021.
Park Intermediate Holdings LLC is a direct subsidiary of Park
Hotels & Resorts Inc. (NYSE: PK), which is a publicly traded
lodging REIT. Park's portfolio currently consists of 54
premium-branded hotels and resorts with over 32,000 rooms primarily
located in prime city center and resort locations.
PELICAN REAL ESTATE: Trustee Taps Lessne Law as New Counsel
-----------------------------------------------------------
Maria Yip, the official appointed to oversee the Smart Money
Liquidating Trust, received approval from the U.S. Bankruptcy Court
for the Middle District of Florida to employ Lessne Law as her new
legal counsel.
Lessne Law will assist the trustee with all remaining obligations
before the liquidating trust is dissolved by the July 29 deadline.
The firm has agreed to accept a flat fee of $1,500.
As disclosed in court filings, Lessne Law is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Michael D. Lessne, Esq.
Lessne Law
100 SE 3rd Avenue, 10th Floor
Fort Lauderdale, FL 33394
Tel: 954-372-5759
Email: michael@lessne.law
About Pelican Real Estate
Pelican Real Estate, LLC, and its eight affiliates sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D.Fla.
Lead Case No. 16-03817) on June 8, 2016. The petition was signed by
Jared Crapson, president of SMFG, Inc., manager of Pelican
Management Company, LLC. At the time of the filing, Pelican Real
Estate listed as much as $50,000 in both assets and debt.
The Debtors tapped Elizabeth A. Green, Esq., at Baker & Hostetler
LLP as bankruptcy counsel, and Pino Nicholson, PLLC and Seese, P.A.
as special counsels. Bill Maloney Consulting and Hammer Herzog and
Associates P.A. serve as the Debtor's financial advisor and
accountant, respectively.
On July 27, 2016, Guy Gebhardt, acting U.S. trustee for Region 21,
formed an official committee of unsecured creditors for Pelican
Real Estate's affiliates, Smart Money Secured Income Fund, LLC and
Accelerated Asset Group, LLC.
Maria Yip was appointed examiner in the case. She hired
GrayRobinson, P.A. as bankruptcy counsel, and Fikso Kretschmer
Smith Dixon Ormseth, PS and Schweet Linde & Coulson, PLLC as
special counsels.
* * *
On Feb. 15, 2017, the court entered an order confirming the
Debtors' second amended plan of liquidation. The plan became
effective on March 2, 2017, at which time the Smart Money
Liquidating Trust came into existence and Ms. Yip was named the
liquidating trustee. The liquidating trustee is represented by
Michael D. Lessne, Esq., at Lessne Law.
PETNESS WORLD: Seeks to Hire Julio E. Portilla as Legal Counsel
---------------------------------------------------------------
Petness World LLC seeks approval from the U.S. Bankruptcy Court for
the Southern District of New York to hire the Law Office of Julio
E. Portilla, P.C. as its bankruptcy counsel.
The firm will render these services:
a. give advice to the Debtor with respect to its powers and
duties as a debtor-in-possession in the continued management of its
properties;
b. negotiate with creditors of the Debtor in working out a
plan and to take necessary legal steps in order to confirm said
plan;
c. prepare, on behalf of the Debtor, all necessary
applications, answers, order, reports, and other legal papers;
d. appear at judicial proceedings to protect the interest of
the debtor-in-possession and to represent the debtor in all matters
pending in the Chapter 11 proceeding: and
e. assist the Debtor in protecting and preserving the estate
during the pendency of its chapter 11 case, including the
prosecution and defense of actions and claims arising from or
related to the estate and/or the Debtor; and
f. perform all other legal services for the Debtor, as
debtor-in-possession, which may be necessary.
The firm received a retainer in the amount of $7,500.00 from
Meldrin Montano Loren.
The firm will charge $400 per hour for its professional services.
Julio E. Portilla is a "disinterested person" as that term is
defined in Sec. 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached through:
Julio E. Portilla, Esq.
LAW OFFICE OF JULIO E. PORTILLA, P.C.
555 Fifth Avenue, 17th Floor
New York, NY 10017
Tel: (212) 365-0292
Fax: (212) 365-4417
About Petness World
Petness World LLC dba Petness World sought protection for relief
under CHapter 11 of the Bankruptcy Court (Bankr. S.D.N.Y. Case No.
22-10118) on Jan. 31, 2022, listing under $1 million in both assets
and liabilities. Julio E. Portilla, Esq. at the LAW OFFICE OF JULIO
E. PORTILLA, P.C. represents the Debtor as counsel.
PINNACLE CONSTRUCTORS: Files Emergency Bid to Use Cash Collateral
-----------------------------------------------------------------
Pinnacle Constructors, Inc. asks the U.S. Bankruptcy Court for the
Middle District of Tennessee, Nashville Division, for authority to
use cash collateral.
The Debtor requires the use of cash collateral to continue
operations during the course of the Chapter 11 case.
As of the Petition Date, Southeast Community Capital Corporation
d/b/a/ Pathway Lending and Renasant Bank are the only entities the
Debtor is aware of that may rightfully claim a security interest in
cash collateral.
Pathway is owed $190,000 as of the Petition Date and Renasant Bank
is owed $218,000.
In addition to the expenses set forth in the Budget, the Debtor
requests a carveout and authority to use cash collateral for
payment of: (i) allowed professional fees and disbursements to
professionals whose employment has been approved by the Court; (ii)
allowed fees and disbursements, including monies to be escrowed, to
the Subchapter V Trustee appointed in the case; and (iii) any fees
payable to the Clerk of the Bankruptcy Court.
As for adequate protection for the limited use of cash collateral,
the Debtor intends to provide to Pathway and Renasant replacement
liens in accordance with 11 U.S.C. sections 361(2) and 552(b) to
the extent of cash collateral actually expended, and on the same
assets and in the same order of priority as currently exists. Any
such replacement lien will be to the same extent and with the same
validity and priority as Pathway's and Renasant's pre-petition
liens, without the need to file or execute any document as may
otherwise be required under applicable nonbankruptcy law.
A copy of the motion is available at https://bit.ly/3hJkCed from
PacerMonitor.com.
About Pinnacle Constructors, Inc.
Pinnacle Constructors, Inc. is a Tennessee corporation that
provides underground utility work specializing in large diameter
water, sewer, and storm drainage projects. The company also
performs site grading with a focus on land development in new
subdivisions, and heavy equipment hauling and relocation.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Tenn. Case No. 22-00670) on March 4,
2022. In the petition signed by Kevin Webb, president, the Debtor
disclosed up to $10 million in both assets and liabilities.
Nancy King, Esq., at EmergeLaw, PLC is the Debtor's counsel.
PINNACLE MULTI-ACQUISITIONS: Case Summary & 8 Unsecured Creditors
-----------------------------------------------------------------
Debtor: Pinnacle Multi-Acquisitions Holdings LLC
9501 W 144th Pl, Suite 304
Attn: Gregory Perkins, Manager
Orland Park, IL 60462-2564
Chapter 11 Petition Date: March 8, 2022
Court: United States Bankruptcy Court
Northern District of Illinois
Case No.: 22-02669
Judge: Hon. Lashonda A. Hunt
Debtor's Counsel: J. Kevin Benjamin, Esq.
BENJAMIN LEGAL SERVICES
1016 W. Jackson Blvd
Chicago, IL 60607-2914
Tel: (773) 425-5755
E-mail: jkb@benjaminlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by G. Estevein Perkins, independent
manager.
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/WVN73OQ/Pinnacle_Multi-Acquisitions_Holdings__ilnbke-22-02669__0001.0.pdf?mcid=tGE4TAMA
PRECIPIO INC: Releases Year-End 2021 Preliminary Unaudited Results
------------------------------------------------------------------
Precipio, Inc. announced its unaudited and preliminary results for
2021. The Company anticipates posting revenues of $8.9 million, an
increase of $2.8 million from 2020, representing a 45%
year-over-year increase. Additionally, preliminary Q4-2021
revenues of $2.4 million represent a 25% increase from revenues of
$1.9 million in Q4-2020.
The Company shows positive revenues for 2021 even with the
challenge of access to physician offices and patients deferring
non-emergency office visits related to COVID protocols. The main
increase in revenue growth in 2021 came from Pathology Diagnostic
Testing. The Company anticipates continued growth in 2022 as
lifting of COVID related restrictions allow the practice of
medicine to return to normal.
Diagnostic Product Sales - HemeScreen (IP)
Current HemeScreen revenues are driven from its flagship MPN panel.
This is the strongest panel from a clinical perspective, and has
been the easiest to use in penetrating the market. During Q4-2021
unaudited revenues were $0.4 million up from less than $0.1 for all
of fiscal 2020.
The Company entered 2022 with annualized product contracts totaling
in excess of $1.6 million and anticipates meaningful growth with
these same customers as additional HemeScreen panels are released
throughout the year. The Company has already begun promoting other
panels (such as the Anemia panel), and several customers are in
various stages of onboarding them in their lab.
Once other panels such as CLL (delayed due to changes in
guidelines) and BCR-ABL (expected in Q2-2022) become available, the
Company expects to see not only growth due to additional customers,
but also an increase in revenue per customer due to expanded
utilization of multiple panels. In anticipation of both increases
in market acceptance and new customer contracts, the Company
recently completed building out its product production and
technical support capabilities. For 2022, the Company anticipates
significant and meaningful growth with HemeScreen.
IV-Cell progress
While HemeScreen market penetration was impacted by COVID, the
Company's teams were still able to visit certain customers and
educate them on the technology, product, and value proposition.
IV-Cell requires a lengthy on-site presence of its technical team
thus translating into a longer onboarding time period. As a result
of limited access at its customer's labs due to COVID restrictions,
its market penetration for this product has been and continues to
be negatively impacted. While the Company continues to remain in
contact with interested customers, the Company does not anticipate
any significant revenues from this product until face-to-face
meetings can be scheduled. Internally, the Company continues to
run IV-Cell in its CLIA laboratory as ordered on its oncology
diagnostic cases.
Financial Outlook for 2022
Precipio stated: "Our forecast for 2022 projects meaningful growth
in both pathology services and HemeScreen products when compared to
fiscal 2021. With our 2022 revenue forecast, we are optimistic
that we can materially reduce our cash burn as we move through the
year. We anticipate significant increases in gross profits from
revenue growth, leveraging expenses from increased volume and from
product revenue that has demonstrated significant above industry
average gross profits. Entering the second half of 2022, we
project that the Company will continue to improve its financial
strength from the results of current HemeScreen customer
satisfaction levels in providing MPN tests. In addition, the
Company should see continued period over period growth in same
customer testing volumes and the planned addition of new panels to
be offered to both existing and new commercial customers."
"While the challenges of COVID remained in 2021, especially within
the HemeScreen market, we are proud of the Company's continued
robust growth over this past year," stated Ilan Danieli, Precipio's
CEO. "As we strive for continued success within our business
segments to not only grow revenues, build strong customer and
shareholder relations, our team is committed to create and market
innovative technologies within our platform that will allow
physicians to diagnose promptly and accurately and improve overall
patient care."
About Precipio
Omaha, Nebraska-based Precipio, formerly known as Transgenomic,
Inc. -- http://www.precipiodx.com-- is a cancer diagnostics
company providing diagnostic products and services to the oncology
market. The Company has developed a platform designed to eradicate
misdiagnoses by harnessing the intellect, expertise and technology
developed within academic institutions and delivering quality
diagnostic information to physicians and their patients worldwide.
Precipio operates a cancer diagnostic laboratory located in New
Haven, Connecticut and has partnered with the Yale School of
Medicine.
Precipio reported a net loss of $10.6 million for the year ended
Dec. 31, 2020, compared to a net loss of $13.24 million for the
year ended Dec. 31, 2019. As of June 30, 2021, the Company had
$33.54 million in total assets, $6.28 million in total liabilities,
and $27.26 million in total stockholders' equity.
Hartford, CT-based Marcum LLP issued a "going concern"
qualification in its report dated March 29, 2021, 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.
PROFRAC HOLDINGS: S&P Assigns 'B' ICR, Outlook Stable
-----------------------------------------------------
S&P Global Ratings assigned a 'B' issuer credit rating to ProFrac
Holdings LLC, and a 'BB-' senior secured debt rating to the
subsidiary's $450 million term loan ('1' recovery rating).
S&P said, "At the same time, we raised our issuer credit and senior
secured ratings on subsidiary ProFrac Services LLC to 'B' from
'CCC+' and removed them from CreditWatch positive, where they were
placed on Oct 27, 2021; we subsequently withdrew the ratings, as
the company's term loan was repaid in full with the proceeds of the
new term loan.
"The outlook on ProFrac Holdings LLC is stable, reflecting our
expectation that favorable market conditions supporting strong
demand for completion services will persist under our base-case
assumptions, particularly those for West Texas Intermediate crude
oil (WTI) and Henry Hub natural gas."
ProFrac's acquisition of FTS will meaningfully strengthen its
position within the completions segment of the oilfield services
industry.
Pro forma for the FTS acquisition, ProFrac's active fleets will
nearly double to about 30, about half of which have dual-fuel
capability. S&P said, "We expect that its scale will increase
further through upgrades and reactivations of inactive rigs as well
as construction of electric frack (efrac) fleets. In addition, the
acquisition of FTS improves ProFrac's geographic diversity, adding
the Eagle Ford, Mid-Continent, and Rockies areas to its markets and
doubling its presence in the Permian Basin to 12 fleets. Moreover,
ProFrac has made several smaller acquisitions in the second half of
2021, including Permian frac sand providers Alpine Silica and West
Munger as well as equipment manufacturers Best and a preferred
equity investment in FHE. We believe this integrated model should
help with operating efficiency and the company's ability to meet
the forecasted high demand for frack fleets and related products."
Pressure pumping fleet utilization has increased significantly,
suggesting a much-improved outlook for the sector.
S&P said, "We believe the oversupply of equipment in the pressure
pumping sector, which has weighed heavily on pricing and margins
over the past two years, is now more in balance with demand;
sector-wide utilization is estimated at about 90%. This improvement
has stemmed from a combination of more supportive oil and gas
prices, which have encouraged higher activity and spending among
the North American exploration and production (E&P) companies, and
material equipment rationalization. Part of this effort is the
consolidation of fleets to upgrade engines and other components,
with the goal of increasing per fleet hydraulic horsepower (HHP).
The company is also retiring older equipment. Based on discussions
with industry participants, we estimate that about 6 million HHP-7
million HHP capacity has been permanently removed from the market,
with current capacity at about 13.5 million HHP.
"We expect that the company's financial measures will significantly
improve, driven by strong market conditions."
The well-timed acquisition of FTS--combined with strong market
fundamentals--should lead to much stronger earnings and cash flow
than in recent years, with FFO to debt exceeding 30% in 2022 and
50% in 2023 under our base-case assumptions. Likewise, debt to
EBITDA should be about 2x in 2022 and 1.5x in 2023. S&P said, "We
expect cash flow capital spending and mandatory debt amortization
will be used to repay any outstanding borrowings on ProFrac's asset
backed credit facility (ABL) as well as the term loan above
required amortization. We also believe that the Wilks family,
ProFrac's owner, will continue to provide financial support if
needed, such as the bridge loan and liquidity support it arranged
prior to the planned ProFrac IPO. We do not anticipate any
shareholder distributions at this time, with organic growth and
fleet upgrades as well as debt repayment being the primary uses of
cash."
S&P said, "The stable outlook reflects our expectation the ProFrac
will successfully integrate FTS and other smaller recent
acquisitions while maintaining FFO to debt above 30% and adequate
liquidity. We expect that the Wilks family will continue to provide
liquidity support, including a contemplated IPO for later in 2022,
with proceeds used to repay ABL borrowing and other loans. Given
the high volatility of the U.S. completions industry, if industry
conditions weaken, we expect ProFrac to maintain low debt leverage
and quickly adjust capital spending to preserve liquidity.
"We could lower the ratings if we expect ProFrac's FFO to debt to
average less than 20% for a sustained period without a clear path
to improvement or if liquidity meaningfully decreases. This would
most likely occur if oil and gas prices declined below our current
expectations, leading to reductions in E&P company spending and
completions activity and thereby reducing demand for ProFrac's
services. This could also occur if the integration of FTS becomes
problematic and expected fleet utilization and revenues are less
than expected, driving higher debt leverage and weaker liquidity.
"We could raise the rating if ProFrac's credit measures
significantly improve, including FFO to debt of over 60%, and it
demonstrated its ability to generate sustained positive free
operating cash flow. This would most likely result from continued
supportive commodity prices driving higher activity and spending by
E&P companies, leading to improved demand and pricing for ProFrac's
services. We could also consider raising the rating if ProFrac can
continue to diversify its product offerings to be more in line with
those of higher-rated oilfield services peers."
ESG credit indicators: E4, S2, G2
S&P said, "Environmental factors are a negative consideration in
our credit rating analysis on ProFrac Holdings LLC. This is because
we expect that the energy transition will result in lower demand
for services and equipment as accelerating adoption of renewable
energy sources lowers demand for fossil fuels. In addition, the
industry faces an increasingly challenging regulatory environment,
both in the U.S. and elsewhere, that has included limits on
fracking activity and well permits. As the E&P industry seeks to
lower emissions, recent investments in Efrack technologies should
allow Profrac to better compete with peers."
PURDUE PHARMA: New Jersey, NY Towns Fight $277M 'Side Deal'
-----------------------------------------------------------
Hailey Konnath of Law360 reports that a slew of towns in New York
and New Jersey on Monday objected to bankrupt drugmaker Purdue
Pharma's new $5.5 billion Chapter 11 settlement, arguing that the
deal contains nearly $277 million in "hush money" that will go to
eight states and the District of Columbia for dropping their
appeals.
The objectors said the settlement contains a "side deal" in which
the district and those states -- which were led by Maryland -- are
getting extra money simply because they held out and fought the
initial Chapter 11 plan.
"This settlement contains a "side deal," where affiliates of the
Debtors are going to pay substantial monies to the eight dissenting
states and the District of Columbia to essentially drop their
appeals. There is no difference between the $276,888,888.87 side
payment proposed to be paid to the eight states and the District of
Columbia and the other over $4 billion paid by the Sacklers in this
deal. It is all money paid by the Sacklers to obtain a release, and
the monies paid
by the Sacklers are the vast majority of monies likely to be
distributed. Claimants certainly do not object to the Sacklers
paying more money to abate the opioid crisis. Claimants object to
the eight states and the District of Columbia being paid additional
"hush money" in violation of 11 U.S.C. Sec. 1123(a)(4)," the
objectors said in court filings.
"Whatever proceeds are obtained from this settlement should be
distributed to compensate these Claimants. The eight states and the
District of Columbia (the "Nine") believe that they are entitled to
extra money because they held out, not because they are classified
incorrectly. But for, likely, a far more limited payment under
Section 503 for substantial contribution, the Bankruptcy Code does
not allow for such a side payment. Utilizing or characterizing
payments from an affiliated third-party to circumvent Section
1123(a)(4), without
obtaining creditor approval, invites abuse and, frankly, threatens
the core of the bankruptcy system and the priority of payments of
claims and interests under the Bankruptcy Code. Allowing for
premiums or side payments in this deal undermines the ability of
Plaintiffs to
resolve litigation against other opioid defendants. If approved,
this deal could undermine the ability to receive future value in
other cases well in excess of the amounts at issue here by
disrupting allocations in other cases that may be payable now
versus ten years or more from
now, as provided in this settlement. These claimants object only
to the manner of distribution of these additional monies."
About Purdue Pharma LP
Purdue Pharma L.P. and its subsidiaries --
http://www.purduepharma.com/-- develop and provide prescription
medicines and consumer products that meet the evolving needs of
healthcare professionals, patients, consumers and caregivers.
Purdue's subsidiaries include Adlon Therapeutics L.P., focused on
treatment for Attention-Deficit/Hyperactivity Disorder (ADHD) and
related disorders; Avrio Health L.P., a consumer health products
company that champions an improved quality of life for people in
the United States through the reimagining of innovative product
solutions; Imbrium Therapeutics L.P., established to further
advance the emerging portfolio and develop the pipeline in the
areas of CNS, non-opioid pain medicines, and select oncology
through internal research, strategic collaborations and
partnerships; and Greenfield Bioventures L.P., an investment
vehicle focused on value-inflection in early stages of clinical
development.
Opioid makers in the U.S. are facing pressure from a crackdown on
the addictive drug in the wake of the opioid crisis and as state
attorneys general file lawsuits against manufacturers. More than
2,000 states, counties, municipalities and Native American
governments have sued Purdue Pharma and other pharmaceutical
companies for their role in the opioid crisis in the U.S., which
has contributed to the more than 700,000 drug overdose deaths in
the U.S. since 1999.
OxyContin, Purdue Pharma's most prominent pain medication, has been
the target of over 2,600 civil actions pending in various state and
federal courts and other fora across the United States and its
territories.
On Sept. 15 and 16, 2019, Purdue Pharma L.P. and 23 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
19-23649), after reaching terms of a preliminary agreement for
settling the massive opioid litigation. The Debtors' consolidated
balance sheet as of Aug. 31, 2019, showed $1.972 billion in assets
and $562 million in liabilities.
U.S. Bankruptcy Judge Robert Drain oversees the cases.
The Debtors tapped Davis Polk & Wardwell, LLP and Dechert, LLP as
legal counsel; PJT Partners as investment banker; AlixPartners as
financial advisor; and Grant Thornton, LLP as tax structuring
consultant. Prime Clerk LLC is the claims agent.
Akin Gump Strauss Hauer & Feld LLP and Bayard, P.A., represent the
official committee of unsecured creditors appointed in the Debtors'
bankruptcy cases.
David M. Klauder, Esq., is the fee examiner appointed in the
Debtors' cases. The fee examiner is represented by Bielli &
Klauder, LLC.
* * *
U.S. Bankruptcy Judge Robert Drain in early September 2021 approved
a plan to turn Purdue into a new company (Knoa Pharma LLC) no
longer owned by members of the Sackler family, with its profits
going to fight the opioid epidemic. The Sackler family agreed to
pay $4.3 billion over nine years to the states and private
plaintiffs and in exchange for a lifetime legal immunity. The deal
resolves some 3,000 lawsuits filed by state and local governments,
Native American tribes, unions, hospitals and others who claimed
the company's marketing of prescription opioids helped spark and
continue an overdose epidemic.
Separate appeals to approval of the Plan have already been filed by
the U.S. Bankruptcy Trustee, California, Connecticut, the District
of Columbia, Maryland, Rhode Island and Washington state, plus some
Canadian local governments and other Canadian entities.
Purdue filed its Chapter 11 Plan on March 15, 2021. A 12th amended
Chapter 11 plan was filed on Sept. 2, 2021, which was confirmed on
Sept. 17. Purdue divides the claims against it into several
categories, one of which it calls "PI Claims," consisting of claims
"for alleged opioid-related personal injury." The plan provides for
the creation of the "PI Trust," which will administer all PI
Claims. The trust will be funded with an initial distribution of
300 illion on the effective date of the Chapter 11 plan, followed
by a distribution of $200 million in 2024, and distributions of
$100 million in 2025 and 2026. In sum, "[t]he PI Trust will
receive
at least $700 million in value, and may receive an additional $50
million depending on the amount of proceeds received on account of
certain of Purdue's insurance policies."
The Plan further provides that Purdue's ability to recover from its
insurers will be vested in a "Master Disbursement Trust." To the
extent any proceeds are recovered from Purdue's insurers with
respect to the PI Claims, up to $450 million of those proceeds will
be channeled from the MDT to the PI Trust. However, the PI Trust
will be funded regardless of whether anything is recovered from
Purdue's insurers. Instead, "[d]istributions to the PI Trust are
subject to prepayment on a rolling basis as insurance proceeds from
certain of Purdue's insurance policies are received by the MDT and
paid forward to the PI Trust."
R & R TRUCKING: $1.2M Sale of Franklin County Lots for $1.2M Okayed
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Judge Frederick L. Corbit of the U.S. Bankruptcy Court for the
Eastern District of Washington authorized Ricardo and Rosa Cantu,
affiliates of R&R Trucking, Inc., to sell their real property
legally described as Lots 9, 10 11 and 12, Block 2, Columbia East
III, according to the plat thereof, recorded in Volume D of Plats,
Page 102 and 104, records of Franklin County, Washington, Tax
Parcel ID Numbers: 113-281-271 (Lot 9); 113-281-280 (Lot 10);
113-281-299 (Lot 11) and 113-281-306 (Lot 12), to Jesus Higareda
Diaz for $1.2 million, cash at closing, in accordance with the
terms of the Real Estate Purchase and Sale Agreement with
addendums.
The sale is free and clear of the interests and any liens of the
secured creditors will attach to the sale proceeds.
The sale proceeds, the closing agent will pay the following:
1. Listing Agent Commission to Professional Realty
Services/Maria Valdez & Teresa Reents - a sum equal to 4% of the
sale price, which commission may be split with two percent (2%)
going to the Selling Agent John L. Scott Tri-Cities-Pasco, which
computes to $24,000, to Professional Realty Services, and 24,000 to
John L. Scott Tri-Cities-Pasco.
2. Normal and customary closing costs attributable to Seller.
3. Parcel 113-2813271 (Lot 9): Delinquent general taxes due
and owing to Franklin County for 2019, 2020 and 2021 in the
approximate amount of $2,750.51 plus penalties and interest, if
any.
4. Parcel 113-281-280 (Lot 10): Delinquent general taxes due
and owing to Franklin County for 2019, 2020 and 2021 in the
approximate amount of $5,452.06 plus penalties and interest, if
any.
5. Parcel 113-281-299 (Lot 11): Delinquent general taxes due
and owing to Franklin County for 2019, 2020 and 2021 in the
approximate amount of $6,197.98 plus penalties and interest, if
any.
6. Parcel 113-281-306 (Lot 12): Delinquent general taxes due
and owing to Franklin County for 2019, 2020 and 2021 in the
approximate amount of $3,913.04 plus penalties and interest, if
any.
7. Utilities to the City of Pasco in the amount of $500.
8. Bank of Eastern Washington for the two Deeds of Trust dated
Dec. 29, 2016, and recorded Dec. 20, 2016, under Franklin County
Auditor's recording numbers 1856159 and 1856161. The balance as of
the date of filing of Debtors Cantus' bankruptcy was $1,306,285.28.
The payoff for both Deeds of Trust through March 15, 2022, date of
closing, is $1,014,595.53 (payoff through Feb. 22, 2022, of
$1,014,595.53 plus $2,871,97 as penalties and/or interest to date
of closing accruing at $136.76034 per diem).
The remainder of the sale proceeds in the approximate amount of
$112,115.75, will be paid to the trust account of Gravis Law, PLLC,
attorneys for the Debtor.
There are no federal income tax consequences expected from the sale
of the Property.
Any disputes concerning the amount of the payoff to any creditor,
which will include attorney's fees, costs or disbursement of any
kind, will be resolved by the Court.
About R & R Trucking
R & R Trucking, Inc., based in Pasco, WA, filed a Chapter 11
petition (Bankr. E.D. Wash. Case No. 19-00473) on March 1, 2019.
In the petition signed by Ricardo Cantu, president, the Debtor
estimated $1 million to $10 million in both assets and
liabilities.
On April 26, 2019, Ricardo and Rosa Cantu, owners of R&R Trucking,
and personal guarantors on many of R&R Trucking's obligations,
filed a Chapter 11 bankruptcy proceeding (Bankr. E.D. Wash. Case
No. 19-01089).
The two cases are administratively consolidated.
The Hon. Frederick P. Corbit oversees the case.
William L. Hames, Esq., at Hames Anderson Whitlow & O'Leary,
serves
as bankruptcy counsel to the Debtors.
R.R. DONNELLEY: Moody's Cuts CFR to B3 & Alters Outlook to Stable
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Moody's Investors Service downgraded R.R. Donnelley & Sons
Company's (RRD) corporate family rating to B3 from B2, probability
of default rating to B3-PD from B2-PD, and senior unsecured notes
rating to Caa1 from B3. At the same time, Moody's confirmed the
senior secured term loan B and senior secured notes at B1. Moody's
has withdrawn the company's speculative grade liquidity rating. The
outlook has changed to stable from rating under review.
This action concludes the review for downgrade initiated on
November 4th, 2021 following the company's definitive agreement
with Atlas Holdings LLC (Atlas) to be acquired for a total
enterprise value of $2.1 billion. On December 14th, 2021, RRD
entered into a new definitive agreement with Chatham Asset
Management, LLC (Chatham) to be acquired for a total enterprise
value of $2.3 billion. At the same time, the company's definitive
agreement with Atlas was terminated. Chatham's acquisition of RRD
closed on February 25th, 2022.
"The downgrade reflects our expectation that RRD's leverage will
remain elevated at around 6.5x in the 12-18 months following the
transaction close" said Aziz Al Sammarai, Moody's analyst.
Downgrades:
Issuer: R.R. Donnelley & Sons Company
Corporate Family Rating, Downgraded to B3 from B2
Probability of Default Rating, Downgraded to B3-PD from B2-PD
Senior Unsecured Regular Bond/Debenture, Downgraded to Caa1 (LGD4)
from B3 (LGD5)
Confirmations:
Issuer: R.R. Donnelley & Sons Company
Senior Secured Bank Credit Facility, Confirmed at B1 (LGD2) from
(LGD3)
Senior Secured Regular Bond/Debenture, Confirmed at B1 (LGD2) from
(LGD3)
Withdrawals:
Issuer: R.R. Donnelley & Sons Company
Speculative Grade Liquidity Rating, Withdrawn , previously rated
SGL-2
Outlook Actions:
Issuer: R.R. Donnelley & Sons Company
Outlook, Changed To Stable From Rating Under Review
RATINGS RATIONALE
RRD (B3 stable) is constrained by: (1) high leverage (adjusted
Debt/EBITDA including the company's new HoldCo Payment-In-Kind
(PIK) notes and Moody's standard adjustments for pension and
operating leases) of about 7.1x at close; (2) high exposure to the
secular decline in commercial printing due to digital substitution
pressuring its revenue and profitability; (3) execution risks as it
transforms itself from a commercial printer focused on manuals,
publications, brochures, and business cards to innovative
businesses such as packaging, labels, direct marketing and digital
print; (4) lack of operating track record under the new private
equity ownership and the potential for more aggressive financial
policies such as shareholder friendly transactions.
However, the company benefits from: (1) good position in the
commercial printing market, large scale and client diversity; (2)
continued cost reduction, which partially mitigates the pressure on
EBITDA; and (3) good liquidity, including its ability to generate
positive free cash flow despite ongoing pressures.
Governance risks are high. The privatization of RRD is likely to
result in less market transparency compared to publicly traded
peers. Chatham has stated that majority of the management will be
maintained as well as the company's current strategic goals and
financial policies will pursued. However, Chatham's lack of
operating track record as owner of RRD constrains the rating; a
consistent history of operations and financial policy as RRD
transforms away from declining business segments will need to be
established.
RRD has good liquidity. Sources approximate $720 million while it
has $8 million of debt maturities over the next 12 months.
Liquidity is supported by $280 million of cash at YE 2021, Moody's
expected free cash flow of about $70 million over the next 12
months and about $368 million of availability under its amended
$650 million ABL facility due April 2026 (subject to a borrowing
base, pro forma for Chatham acquisition and after $67 million of
letters of credit). RRD's facility is subject to a springing fixed
interest charge coverage covenant and cushion is expected to exceed
25% if it becomes applicable. The company has limited ability to
generate liquidity from asset sales.
The stable outlook reflects Moody's expectation that RRD will
deleverage to around 6.5x in the next 12-18 months mainly using
positive free cash flow and asset sales to reduce its outstanding
debt. The outlook also reflects Moody's expectation that the
company will manage its cost structure to offset the secular
decline in its commercial printing segment and sustain good
liquidity.
RRD has four classes of debt: (1) unrated $650 million ABL facility
due April 2026; (2) B1-rated $450 million secured notes due
November 2026 and $750 million (face value) secured term loan B due
November 2026; (3) Caa1-rated senior unsecured notes and debentures
due 2023 through 2031; and (4) unrated HoldCo PIK subordinated
notes due in October 2031. RRD's ABL facility benefits from a first
priority lien on accounts receivable, inventory, and equipment and
a second priority lien on principal properties. The term loan and
secured notes benefit from first priority liens on principal
properties and second priority liens on accounts receivable,
inventory, and equipment. This drives their B1 rating, which is two
notches above the corporate family rating (CFR). The Caa1 rating on
the unsecured notes and debentures is one notch below the CFR to
reflect their junior ranking behind the ABL facility, term loan and
secured notes but ahead of the HoldCo PIK notes and its capitalized
accrued interest.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Factors that could lead to a downgrade
If the company is not able to successfully execute its
transformation into innovative businesses to minimize pressure from
commercial printing. Quantitatively this would reflect Moody's
expectations of ongoing revenue and EBITDA declines
Sustaining leverage above 7x (7.1x estimated at close)
Weak liquidity, possibly from consistent negative free cash flow
Factors that could lead to an upgrade
Generating sustainable positive organic growth in revenue and
EBITDA
Sustaining leverage below 5x (7.1x estimated at close)
The principal methodology used in these ratings was Media published
in June 2021.
Headquartered in Chicago, Illinois, R.R. Donnelley & Sons Company
is the leader in the North American commercial printing industry.
Revenue for the year ended December 31, 2021 was about $5 billion.
REGIONAL HEALTH: Signs Exchange Deal With Royalty Interest Holder
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Jaguar Health, Inc. entered into a privately negotiated exchange
agreement with a holder of royalty interest in the Company.
Pursuant to the Exchange Agreement, the Company issued 2,425,000
shares of common stock to such holder in exchange for a
$1,130,292.50 reduction in the outstanding balance of the royalty
interest held by such holder.
The shares of common stock that were issued in the exchange
transaction described above were issued in reliance on the
exemption from registration provided under Section 3(a)(9) of the
Securities Act of 1933, as amended.
About Jaguar Health
Jaguar Health, Inc. -- http://www.jaguar.health-- is a commercial
stage pharmaceuticals company focused on developing novel,
sustainably derived gastrointestinal products on a global basis.
The Company's wholly owned subsidiary, Napo Pharmaceuticals, Inc.,
focuses on developing and commercializing proprietary human
gastrointestinal pharmaceuticals for the global marketplace from
plants used traditionally in rainforest areas. Its Mytesi
(crofelemer) product is approved by the U.S. FDA for the
symptomatic relief of noninfectious diarrhea in adults with
HIV/AIDS on antiretroviral therapy.
Jaguar Health reported a net loss and comprehensive loss of $33.81
million for the year ended Dec. 31, 2020, a net loss and
comprehensive loss of $38.54 million for the year ended Dec. 31,
2019, and a net loss of $32.15 million for the year ended Dec. 31,
2018. As of Sept. 30, 2021, the Company had $59.26 million in
total assets, $37.70 million in total liabilities, and $21.55
million in total stockholders' equity.
RIOT BLOCKCHAIN: Delays Filing of 2021 Annual Report
----------------------------------------------------
Riot Blockchain, Inc. was unable to timely file its Annual Report
on Form 10-K for the fiscal year ended Dec. 31, 2021 without
unreasonable effort or expense.
During the fiscal year ended Dec. 31, 2021, the Company completed
the acquisition of two significant subsidiaries, Whinstone US,
Inc., and ESS Metron, LLC, as reported on the Company's Current
Reports on Form 8-K filed May 26, 2021 and Dec. 1, 2021,
respectively. Whinstone and ESS Metron conduct separate businesses
from the Company's core Bitcoin mining business and the Company's
management, accounting, and financial reporting teams have devoted
significant time and effort to completing the complex process of
integrating and consolidating their business and financial
reporting with the Company's own as of Dec. 31, 2021, thus delaying
the completion of the audited consolidated financial statements to
be included in the Annual Report. In addition, the Company is
entering large accelerated filer status after previously qualifying
as a smaller reporting company and, as a result, the filing
deadline for the Annual Report has been accelerated to March 1,
2022, giving the Registrant 30 less days to complete these
processes and finalize the audited consolidated financial
statements for inclusion in the Annual Report.
For the foregoing reasons, the Company requires additional time to
complete the procedures relating to its year-end reporting
processes, and, as a result, is unable to file the 2021 Annual
Report by the prescribed filing deadline. The Company is working
diligently to complete the necessary year-end processes, and it
expects to file the Annual Report within the fifteen-day filing
extension provided by Rule 12b-25 under the Securities Exchange Act
of 1934, as amended.
About Riot Blockchain
Headquartered in Castle Rock, Colorado, Riot Blockchain --
http://www.RiotBlockchain.com-- specializes in cryptocurrency
mining with a focus on bitcoin. The Company is expanding and
upgrading its mining operations by securing the most energy
efficient miners currently available. Riot is headquartered in
Castle Rock, Colorado, and the Company's mining facility operates
out of upstate New York, under a co-location hosting agreement with
Coinmint.
Riot Blockchain reported a net loss of $12.67 million for the year
ended Dec. 31, 2020, a net loss of $20.30 million for the year
ended Dec. 31, 2019, and a net loss of $60.21 million for the year
ended Dec. 31, 2018. As of Sept. 30, 2021, the Company had $954.41
million in total assets, $184.09 million in total liabilities, and
$770.32 million in total stockholders' equity.
RIVER SPRINGS: S&P Assigns 'BB' Rating on 2022A/B Revenue Bonds
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S&P Global Ratings revised the outlook to positive from stable and
affirmed its 'BB' rating on California School Finance Authority's
debt outstanding issued for River Springs Charter Schools, Calif.
(RSCS). At the same time, S&P Global Ratings assigned its 'BB'
rating with a positive outlook to the authority's series 2022A and
series 2022B charter school revenue bonds issued for RSCS.
"The outlook revision reflects improvements to the school's cash
position in 2021 and the current 2022 fiscal year. We believe this
trend, if sustained along with improved debt coverage metrics and
enrollment stability, could lead to a rating upgrade to 'BB+',"
said S&P Global Ratings credit analyst Peter Murphy.
The rating reflects S&P's opinion of RSCS':
-- History of modest liquidity, although fiscal 2021 (June 30),
balances reflect significant improvement to 148 days' cash on hand,
which S&P expects will be maintained for fiscal 2022;
-- Risk associated with high exposure to lease renewals, which
will be reduced somewhat by the facility acquisitions related to
the 2022 bond transaction; and
-- Inherent uncertainty associated with the school's charter,
which could be revoked, or not renewed due to nonperformance of its
terms, and because the bonds' final maturity is well beyond the
existing charter period.
S&P believes somewhat offsetting factors are, what it considers,
RSCS':
-- Historically positive full-accrual operations with good
lease-adjusted maximum annual debt service (MADS) coverage for the
rating;
-- Overall trend of enrollment growth, despite the fluctuations of
the past two school years, with a diversity of program offerings
that accommodate classroom and independent studies; and
-- Manageable pro forma debt burden at 8.9% of expenditures in
fiscal 2021.
S&P said, "We view the risks posed by COVID-19 and any emerging
coronavirus variants to public health and safety as an elevated
social risk for the sector under our environmental, social, and
governance factors, given the potential impact on modes of
instruction and state funding, on which charter schools depend to
support operations. For River Springs, the recent increase in per
pupil funding and ongoing enrollment growth have helped to mitigate
some near-term risk, although we will continue to monitor the
impact of the pandemic on the budgets of the State of California
and the network. Environmental risks in California are typically
elevated given the state's exposure to extreme weather conditions
like drought and wildfires, in addition to elevated seismic risk;
however, this is mitigated, in our view, by the network's suburban
location, and the ability to operate its schools remotely. We
believe the school's environmental and governance risk are in line
with our view of the sector as a whole.
"We could raise the rating to 'BB+' if, in our view, RSCS is able
to sustain liquidity at levels meaningfully higher than historical
norms, and if lease-adjusted MADS coverage improves to levels we
consider consistently in line with a higher rating. In addition, we
would expect enrollment-based state funding to continue to rise to
support operations.
"We could revise the outlook to stable during the outlook period if
financial performance were to deteriorate significantly, such that
liquidity declined below target levels, or lease-adjusted MADS
coverage were to fall out of line with that of RSCS' peers and
rating medians. In addition, if enrollment trends continue to
exhibit volatility, and do not increase as forecast by management,
we could take a negative rating action."
RIVERVIEW APARTMENTS: Files Emergency Bid to Use Cash Collateral
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Riverview Apartments, LLC asks the U.S. Bankruptcy Court for the
Eastern District of Louisiana for authority to, among other things,
use cash collateral in accordance with the budget for a three-week
period and provide adequate protection to Federal National Mortgage
Association d/b/a Fannie Mae, the prepetition secured lender.
The Debtor requires immediate use of cash collateral to operate the
property located in Kenner, Louisiana, which the Debtor submits,
will preserve value and increase value and assist in pursuit of
their restructuring goals; or alternatively, selling the Property
as a fully operating concern should have the effect of a higher
sale value if reorganization and refinancing through a plan cannot
be achieved.
Fannie Mae holds a first mortgage on the Property. Due to a lack of
rental income, the Debtor entered into a Forbearance Agreement with
Fannie Mae on April 27, 2020. When the Forbearance Agreement
expired on September 30, 2020, the Debtor was unable to make the
required payments due to Fannie Mae. In April 2021, Fannie Mae
filed a Verified Petition for Executory Process in the 24th
Judicial District Court for the Parish of Jefferson, Case #816-400,
seeking to appoint a keeper and ultimately foreclose on the
Property. As a result of the Debtor and Fannie Mae's inability to
resolve the issues raised in the Foreclosure and the damage caused
by Hurricane Ida, the Debtor was forced to seek chapter 11 relief.
Fannie, as Prepetition Secured Lender, is the holder of a
multifamily promissory note dated December 23, 2014, in the face
amount of $2,031,250. The Prepetition Liens upon personal property
were properly perfected by the filing of UCC-1 financing statements
at Instrument No. 26-343518 on January 6, 2015 and continued via
Instrument No. 26-387913 filed on September 27, 2019 with the clerk
of court for the Parish of Jefferson, Louisiana, and evidenced of
record with the office of the Louisiana Secretary of State.
In exchange for the cash collateral access, the Debtor proposes to
grant the Prepetition Secured Lender adequate protection liens on
postpetition property to the extent necessary to protect against
the diminution of value of the Prepetition Liens. The Debtors
anticipate that these postpetition liens and security interests
will adequately protect the Prepetition Secured Lender from any
diminution in the value of its interest in the collateral resulting
from the use of the cash collateral.
A copy of the motion is available at https://bit.ly/3INnv9S from
PacerMonitor.com.
About Riverview Apartments, LLC
Riverview Apartments, LLC is the owner and operator of Riverview
Apartments, located in Kenner, Louisiana. The Debtor sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
E.D. La. Case No. 22-10176) on February 23, 2022. In the petition
filed by Joshua L. Bruno, authorized member, the Debtor disclosed
up to $50,000 in assets and up to $10 million in liabilities.
Frederick L. Bunol, Esq., at the Derbes Law Firm, LLC, is the
Debtor's counsel.
RIVERVIEW APARTMENTS: Taps Derbes Law Firm as Bankruptcy Counsel
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Riverview Apartments, LLC received interim approval from the U.S.
Bankruptcy Court for the Eastern District of Louisiana to hire The
Derbes Law Firm, LLC as its bankruptcy counsel.
The firm's services include:
(a) providing legal advice with respect to its powers and
duties in the continued management of its business and property;
(b) attending meetings with representatives of its creditors
and other parties;
(c) taking all necessary action to protect and preserve the
Debtor's estate, including the prosecution of actions on the
Debtor's behalf, the defense of any action commenced against the
Debtor, negotiations concerning litigation in which the Debtor is
or may become involved, and objections to claims against the
estate;
(d) preparing legal papers;
(e) negotiating and preparing a plan of reorganization,
disclosure statement and all related documents, and taking any
necessary action to obtain confirmation of the plan;
(f) appearing before the court;
(g) advising the Debtor concerning executory contract and
unexpired lease assumption, assignment, rejection, restructuring or
recharacterization;
(h) commencing and conducting litigation to assert rights held
by the Debtor, protect assets of the estate or otherwise further
the goal of completing the Debtor's successful reorganization; and
(g) performing all other necessary legal services for the
Debtor.
The hourly rates charged by the firm for its services are as
follows:
Attorneys $250 to $425
Paralegals $80
Legal Assistant $60
The firm will also seek reimbursement for out-of-pocket expenses.
Derbes Law Firm received from the Debtor a retainer in the amount
of $50,842.50.
Frederick Bunol, Esq., a partner at Derbes Law Firm, disclosed in a
court filing that his firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Frederick L. Bunol, Esq.
The Derbes Law Firm, LLC
3027 Ridgelake Drive
Metairie, LA 70002
Tel: (504) 837-1230
Fax: (504) 832-0327
Email: fbunol@derbeslaw.com
About Riverview Apartments
Riverview Apartments, LLC, an apartment building operator in
Kenner, La., filed voluntary petition for relief under Chapter 11
of the Bankruptcy Code (Bankr. E.D. La. Case No. 22-10176) on Feb.
23, 2022. In its petition, the Debtor listed up to $50,000 in
assets and up to $10 million in liabilities. Joshua L. Bruno,
authorized member, signed the petition.
Judge Meredith S. Grabill oversees the case.
Frederick L. Bunol, Esq., at The Derbes Law Firm, LLC serves as the
Debtor's legal counsel.
ROSCOE GUITARS: Wins Access to Cash Collateral Thru April 7
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of North Carolina
has authorized Roscoe Guitars, Inc. to use cash collateral on an
interim basis in the ordinary course of business in accordance with
the budget.
The Debtor requires cash collateral access to pay its operational
needs, including the cost of maintaining the business, payment of
adequate protection payments, and other normal expenses incurred in
the ordinary course of the Debtor's business, and as a result of
the Chapter 11 filing.
The Debtor is permitted to use the cash collateral through the
earliest of:
(i) the entry of a final order authorizing the use of cash
collateral;
(ii) the entry of a further interim order authorizing the use
of cash collateral;
(iii) April 7, 2022;
(iv) the entry of an order denying or modifying the use of cash
collateral; or
(v) the occurrence of a Termination Event.
The Debtor is only authorized to use cash collateral for the actual
and necessary expenses of operating the Debtor's business and
maintaining the cash collateral pursuant to the Budget.
First National Bank (FNB), successor-in-interest to Yadkin Bank,
asserts an interest in the cash collateral under certain
prepetition loans, secured by a lien on co-borrower Wolftone, LLC's
buildings; the house and equipment of the Debtor's principal, Keith
Roscoe; and the Debtor's inventory and accounts.
As adequate protection for the Debtor's use of cash collateral, the
Secured Party is granted a post-petition replacement lien in the
Debtor's post-petition property of the same type which secured the
indebtedness of the Secured Party pre-petition, with such liens
having the same validity, priority, and enforceability as the
Secured Party had against the same type of such collateral as of
the Petition Date.
The security interests and liens granted to the Secured Party: (i)
are and will be in addition to all security interests, liens and
rights of set-off existing in favor of the Secured Party on the
Petition Date, if any; and (ii) will secure the payment of the
indebtedness owing to the Secured Party in an amount equal to the
aggregate cash collateral used or consumed by the Debtor.
During the Usage Period, the Debtor will make an adequate
protection payment to the Secured Party in the amount of $1,500 on
or before March 15 and by the 15th of each month thereafter. The
Debtor will also preserve, protect, maintain and adequately insure
the cash collateral.
As additional adequate protection, the Debtor will keep all of its
personal property insured for no less than the amounts of the
pre-petition insurance.
As further adequate protection, the Secured Party is allowed
super-priority administrative expense claim pursuant to Sections
503(b) and 507(a)(2) of the Bankruptcy Code.
A further hearing on the matter is scheduled for April 7 at 9:30
a.m.
A copy of the order and the Debtor's budget for March and April
2022 is available at https://bit.ly/3vK079m from PacerMonitor.com.
The Debtor projects $30,000 in total income and $23,721 in total
expenses for March 2022.
About Roscoe Guitars, Inc.
Roscoe Guitars, Inc., established in 2003, is in the business of
manufacturing and selling guitars, with emphasis on bass guitars.
The company sought protection under Subchapter V of Chapter 11 of
the Bankruptcy Code (Bankr. M.D.N.C. Case No. 21-10520) on
September 27, 2021, listing $100,000 to $500,000 in assets and
$500,000 to $1,000,000 in liabilities. Keith B. Roscoe, its
president, signed the petition.
Judge Lena M. James is assigned to the case.
Ivey, McClellan, Siegmund, Brumbaugh & McDonough, LLP is tapped as
the Debtor's counsel.
ROYAL ALICE: Trustee's Sale of New Orleans Assets for $5.4MM OK'd
-----------------------------------------------------------------
Judge Meredith S. Grabill of the U.S. Bankruptcy Court for the
Eastern District of Louisiana authorized Dwayne Murray, the Chapter
11 Trustee for Royal Alice Properties, LLC, to sell the following
immovable properties located in New Orleans, Louisiana:
A. 900-02 Royal Street to AMAG Inc. for $3,294,593.51;
B. 906 Royal Street, Unit E to Ann Tilton for $200,800.61;
and
c. 910-12C Royal Street, Unit C to Courtyard Monaco, LLC, for
$1,915,414.77.
The sale of Unit E to Ann Tilton, the Successful Bidder pursuant to
the terms of the Purchase Agreement. Currently there is no Back-Up
Bidder for Unit E, as AMAG is not required to be a Back-Up Bidder.
However, should AMAG agree to purchase Unit E for its highest bid
price of $198,812.48, the Trustee is authorized to sell Unit E to
AMAG for the price of $198,812.48 without further Order of the
Court.
The sale of 910-12 Royal Street, Unit C, New Orleans, Louisiana to
Courtyard Monaco, LLC, the Successful Bidder pursuant to the terms
of the Purchase Agreement. In the event that Courtyard Monaco, LLC
does not Close by March 14, 2022, the Trustee is permitted to sell
910-12 Royal Street, Unit C to the Back-Up Bidder, The Ralph
Brennan Restaurant Group, LLC, for the purchase price of
$1,896,450.26, without further Order of the Court.
The sale of 900-02 Royal Street, New Orleans, Louisiana to AMAG,
Inc., the Successful Bidder pursuant to the terms of the Purchase
Agreement attached to the Order. In the event that AMAG, Inc. does
not Close by March 14, 2022, the Trustee is permitted to sell
900-02 Royal Street to the Back-Up Bidder, The Ralph Brennan
Restaurant Group, for the purchase price of $3,261,973.77, without
further order of the Court.
Leo Duvernay turn over all keys to the Trustee or his designated
representative and vacate 906 Royal Street, Unit E no later than
March 10, 2022 at 7:00 p.m., (CT), or such later time and date
agreed in writing between Anne Tilton and Leo Duvernay. In the
event of such timely written agreement for a Later Vacate Deadline,
counsel for the Trustee will file a notice of such agreement with
the Court, by 12:00 noon, the day following receipt. In the event
that Leo Duvernay does not turn over all keys to the Trustee or his
designated representative and vacate 906 Royal Street, Unit E by
the Vacate Deadline, or, if applicable, the Later Vacate Deadline,
the Trustee may empty the unit, change the locks and take
possession of the Real Property at any time after 7:00 p.m. (CT) on
March 10, 2022, or such timely agreed Later Vacate Deadline.
Royal Street Bistro, LLC turn over all keys to the Trustee or his
designated representative and vacate 910-12 Royal Street, Unit C no
later than March 10, 2022 at 7:00 p.m., (CT), or such later time
and date agreed in writing between Purchaser and Royal Street
Bistro, LLC. In the event of such timely written agreement for a
Later Vacate Deadline, counsel for the Trustee will file a notice
of such agreement with the Court, by 12:00 noon, the day following
receipt. In the event that Royal Street Bistro, LLC does not turn
over all keys to the Trustee or his designated representative and
vacate 910-12 Royal Street, Unit C by the Vacate Deadline, or, if
applicable the Later Vacate Deadline, the Trustee may empty the
unit, change the locks and take possession of the Real Property at
any time after the Vacate Deadline, or, if applicable, the Later
Vacate Deadline.
Royal Street Bistro, LLC, Picture Pro, LLC, and Susan Hoffman turn
over all keys to the Trustee or his designated representative and
vacate 900-02 Royal Street no later than March 14, 2022 at 7:00
p.m., (CT), or such later time and date agreed in writing between
Purchaser and Royal Street Bistro, LLC, Picture Pro, LLC, and Susan
Hoffman. In the event of such timely written agreement for a Later
Vacate Deadline, counsel for the Trustee will file a notice of such
agreement with the Court, by 12:00 noon, the day following receipt.
In the event that Royal Street Bistro, LLC, Picture Pro, LLC, and
Susan Hoffman do not turn over all keys to the Trustee or his
designated representative and vacate 900-02 Royal Street by the
Vacate Deadline, or, if applicable the Later Vacate Deadline, the
Trustee may empty the unit, change the locks and take possession of
the Real Property at any time after the Vacate Deadline, or, if
applicable, the Later Vacate Deadline.
The Trustee will confirm with the Purchasers whether Royal Street
Bistro, LLC, Susan Hoffman, Picture Pro, LLC, Leo Duvernay, and/or
any assignee thereof or successor thereto have vacated the
Properties by the Vacate Deadlines or, if applicable, the Later
Vacate Deadlines, and will within 24 hours after such confirmation,
file a notice with the Court confirming as to whether the
Properties have been timely vacated. The Court reserves all
authority to enforce the Order if the Properties are not vacated by
the Vacate Deadlines or, if applicable, Later Vacate Deadlines.
The Order will upon entry be immediately executory, and it is
ordered that the stay of effectiveness under Federal Rule of
Bankruptcy Procedure 6004(h) is waived and abrogated.
The Movant will serve the Order on the required parties who will
not receive a copy through the ECF system pursuant to the FRBP and
the LBRs and file a certificate of service to that effect within
three days.
A copy of the Agreements is available at
https://tinyurl.com/3vpvkcaf from PacerMonitor.com free of charge.
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 has been appointed as Chapter 11 Trustee. He
retained Louis M. Phillips, Esq., at Kelly Hart & Pitre as
counsel.
RUSSELL CLARK: Bailey Buying 3 Remaining Kerr Lake Lots for $60K
----------------------------------------------------------------
Russell Scott Clark and Cheryn Blair Clark ask the U.S. Bankruptcy
Court for the Eastern District of Oklahoma to authorize the sale of
the remaining Kerr Lake Lots 11, 12, and 13 (each being
approximately 0.6 acres) located on East 1146 Rd., in Sallisaw,
Oklahoma 74955, in the Kerr Lake Estates, with all appurtenances
and improvements located thereon, to John Bailey for $60,000.
The real property is collateral/security for a promissory note and
mortgage executed by the Debtors and owned by First National Bank
of Heavner. This is a negotiated sale which the Debtors propose to
close as soon as Court approval is obtained.
Proceeds from the sale, after the payment of associated closing
costs, will be paid to the lien holder at closing.
A closing statement of the sale will be provided by the debtors to
the Chapter 11 Trustee, Charles Greenough, within 15 of the sale of
the subject real estate.
Russell Scott Clark and Cheryn Blair Clark sought Chapter 11
protection (Bankr. E.D. Okla. Case No. 18-81371) on Dec. 13, 2018.
On May 1, 2019, Charles Greenough was appointed Chapter 11
Trustee.
RUSTHOVEN ENTERPRISES: Taps Lehman & Associates as Accountant
-------------------------------------------------------------
Rusthoven Enterprises, LLC and its affiliates seek approval from
the U.S. Bankruptcy Court for the Northern District of Illinois to
hire Lehman & Associates CPA, Ltd. as their accountant.
The Debtors require the assistance of an accountant to prepare
their prior year tax returns.
Lehman's rates range from $300 per hour for its most senior
partners and $125 per hour for new accountants. The
firm will receive reimbursement for out-of-pocket expenses
incurred.
Mark Lehman, officer of Lehman, 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.
Lehman & Associates can be reached at:
Mark Lehman
Lehman & Associates CPA, Ltd.
805 State St.
Lemont, IL 60439
Tel: (630) 243-8100
About Rusthoven Enterprises
Rusthoven Enterprises, LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Ill. Case No. 21-03863) on March
25, 2021, listing as much as $1 million in both assets and
liabilities. Judge Timothy A. Barnes oversees the case.
Harold D. Israel, Esq., at Levenfeld Pearlstein, LLC and Lehman &
Associates CPA, Ltd. serve as the Debtor's legal counsel and
accountant, respectively.
SANTA CLARITA LLC: Trustee Sets Bidding Procedures for All Assets
-----------------------------------------------------------------
Michael W. Carmel, the Chapter 11 Trustee for Santa Clarita, LLC,
asks the U.S. Bankruptcy Court for the District of Arizona the
bidding procedures in connection with the sale of substantially all
of the Debtor's assets to Blue Ox Holdings, LLC for $130.5 million,
pursuant to their Purchase and Sale Agreement, subject to overbid.
The Debtor has been seeking to sell its real property, consisting
of approximately 972 acres of land in Santa Clarita, California,
since before the Petition Date. The Trustee is informed the
Debtor's principals have been actively marketing the Property for
more than three years.
During the course of the case, the Debtor entered into a Purchase
Contract with Prologis, Inc., which Prologis terminated. The
Debtor has been unable to secure a new purchaser.
Blue Ox is a secured creditor holding allowed claims against the
estate in the amount of $232.5 million (the "Blue Ox Allowed
Claim") as follows: (1) $202.7 million based on a loan made by
Porta Bella Lender, LLC which constitutes a third priority lien on
the Property (the "PBL Lien"), (2) $29 million based on a loan made
by Kennedy Funding, Inc. which constitutes a second lien on the
Property (the "KFI Lien"), and (3) $2.8 million based on a
mechanics lien filed by Knight Piesold which constitutes a first
lien on the Property (the "KP Lien").
On Dec. 13, 2021, the Bankruptcy Court entered the Order Directing
Debtor to Make Adequate Protection Payments to Blue Ox Holdings,
LLC as Condition for Maintaining the Automatic Stay (the "AP
Order") which order the Debtor failed to comply with, resulting in
the Court granting stay relief to Blue Ox to proceed with its state
law remedies, including foreclosure.
As a result of negotiations between the Trustee and Blue Ox, the
parties have entered into the Blue Ox APA, subject to Court
approval and subject to higher and better bids. On Feb. 22, 2022,
the Trustee, Blue Ox, and Remediation Financial, Inc. ("RFI")
advised the Court of a settlement reached between those parties
(the "RFI Settlement"), which RFI Settlement was read into the
record and, while binding on the parties as of Feb. 22, 2022,
remains subject to Court approval. Relevant to the Motion, the RFI
Settlement provides that RFI may pay $225 million to Blue Ox (the
"Payoff Amount") by April 12, 2022 which will cause the scheduled
Auction, to the extent there are Qualified Bidders other than Blue
Ox, to be cancelled.
Subject to the terms of the RFI Settlement, the Trustee believes
the Sale of the Debtor's assets, and specifically the Property and
Debtor's third party-claims (collectively, the "Assets") to Blue Ox
pursuant to the Blue Ox APA, subject to higher and better bids, is
the most expedient and efficient course of action at this stage of
the case and provides the best likelihood of maximizing value and
providing recovery to the estate under the circumstances. Any
potential buyer will have the opportunity to bid at the auction.
The Trustee believes it is in the best interests of the estate to
enter into the Blue Ox APA. The terms of the proposed Blue Ox APA
are as follows:
a. Purchase Price: The Initial Purchase Price will be $107
million with Blue Ox taking the Property subject to KFI Lien and KP
Lien, for a total opening bid of $130.5 million, subject to higher
bids.
b. Acquired Assets: (i) approximately 972 acres of real
property located in Santa Clarita, California, and (ii) various
causes of action held by the estate.
c. Assumed Liabilities: Blue Ox will either assume or pay real
estate taxes, and will take the Property subject to the KFI Lien
and KP Lien.
d. Closing: The Closing is scheduled to occur no later than 15
days after entry of a Bankruptcy Court Order.
The Trustee believes that the Sale, subject to the terms of the RFI
Settlement, will provide the best means to maximize value for the
bankruptcy estate, especially in light of the failure of Debtor to
comply with the AP Order and granting of stay relief to Blue Ox to
foreclose.
By the Motion, the Trustee seeks the entry of two orders of the
Court: (i) the Bid Procedures Order and (ii) an order approving the
sale of the Assets to the Successful Bidder. As to the Bid
Procedures Order, the Trustee requests the Court (a) approves the
Bid Procedures, (b) sets objection and bidding deadlines with
respect to the Sale and schedule the Sale Hearing (c) approve the
form and manner of notice of the Auction, and (d) grants related
relief. He requests relief on an expedited basis pursuant to the
concurrently filed motion for expedited hearing.
With respect to an order approving the Sale, the Trustee requests
the Court (a) authorizes and approve the Blue Ox APA, if Blue Ox is
the Successful Bidder, or approve the Qualified APA, if another
Successful Bidder is the Successful Bidder, (b) authorizes the Sale
free and clear of all liens, claims, encumbrances, and interests,
pursuant to the Blue Ox APA or Qualified APA, as the case may be,
and (c) grants related relief. To the extent that no Qualified
Bidder other than Blue Ox submits a Qualified Bid on e March 28,
2022, the Trustee will seek approval of the sale to Blue Ox
pursuant to the Blue Ox APA at the hearing scheduled on March 29,
2022 at 2:00 p.m. To the extent that Qualified Bidders other than
Blue Ox submit Qualified Bids and RFI does not pay the Payoff
Amount, and the Auction occurs on April 14, 2022, the Trustee will
seek approval of the sale to the Successful Bidder at a hearing on,
or as soon as reasonably practical after, April 14, 2022 at 2:00
p.m.
The Trustee respectfully submits that the Sale, pursuant to the Bid
Procedures and by public auction, will ensure that the bidding
process with respect to the Assets is fair, reasonable, and will
return the maximum value for the Debtor's estate and creditors.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: March 28, 2022, at 5:00 p.m. Arizona Time
b. Initial Bid: A Qualified Bidder wishing to submit a Bid at
the Auction must submit a Bid containing aggregate consideration of
at least $9.5 million more than the total consideration contained
in the Baseline Bid, for a total of $140 million.
c. Deposit: $10 million
d. Auction: Within three business days after the Bid Deadline
has expired, the Trustee will determine and identify all Qualified
Bidders and provide electronic notice thereof to them and to any
notice parties. If he determines there is more than one Qualified
Bidder (inclusive of Blue Ox) and RFI has not provided the Payoff
Amount, then an Auction will be conducted by the Bankruptcy Court
on or about April 14, 2022 at 9:00 a.m., or as scheduled by the
Bankruptcy Court.
e. Bid Increments: $5 million
f. Sale Hearing: In the event that no Qualified Bids, other
than the Blue Ox APA, are received by the Trustee on March 28,
2022, then the Trustee will seek approval of the sale to Blue Ox at
the hearing scheduled on March 29, 2022 at 2:00 p.m. In the event
that Qualified Bids other than the Blue Ox APA are received on
March 28, 2022 and RFI has not made paid the Payoff Amount, the
Trustee requests a hearing to consider approval of the Sale of all
or substantially all of the Assets to the Successful Bidder(s) be
scheduled to take place on April 14, 2022 at 2:00 p.m. (Arizona
Time), or as soon thereafter as counsel may be heared.
g. Credit Bid: Blue Ox, or its designee, will be entitled to
credit bid a portion or all of the Blue Ox Allowed Claim.
The Trustee will cause the Sale Notice.
Time is clearly of the essence. Accordingly, the Trustee requests
the Court waives the 14-day stay period under Bankruptcy Rules
6004(h) and 6006(d) or, in the alternative, if an objection to the
proposed sale of the Assets is filed, reduce the stay period to the
minimum amount of time needed by the objecting party to file its
appeal. Given the nature of the relief requested, the Trustee
respectfully requests a waiver of the 14-day stay under Bankruptcy
Rules 6006(d) and 6004(h), to the extent that any of these rules
are applicable.
A copy of the APA & Bidding Procedures is available at
https://tinyurl.com/4747enhd from PacerMonitor.com free of charge.
About Santa Clarita LLC
Santa Clarita, LLC was formed in 1998 by Remediation Financial,
Inc. for the sole purpose of acquiring a real property consisting
of approximately 972 acres of undeveloped land generally located
at
22116 Soledad Canyon Road, Santa Clarita, Calif. The Debtor
purchased the property from Whittaker Corporation, which used the
property to manufacture munitions and related items for the U.S.
Department of Defense. The soil and groundwater on the property
suffered environmental contamination thus the property required
remediation before it could be developed.
In January 2019, the controlling interest in RFI was acquired by
Glask Development, LLC. Glask Development has two members, K&D
Real
Estate Consulting, LLC and Gracie Gold Development, LLC. The
Debtor's sole member and manager is RFI.
Santa Clarita filed a voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 20-12402) on
Nov. 12, 2020. At the time of filing, the Debtor disclosed $100
million to $500 million in assets and $500 million to $1 billion
in
liabilities. Judge Madeleine C. Wanslee oversees the case.
Thomas H. Allen, Esq., at Allen Barnes & Jones, PLC, is the
Debtor's legal counsel. The Debtor also tapped the services of
financial and accounting expert, J.S. Held LLC.
SAVVA'S RESTAURANT: In Chapter 11 Almost 2 Years After Fire
-----------------------------------------------------------
Savva's Restaurant Inc., doing business as Harvest Diner, in
Westbury, New York, has filed for bankruptcy protection.
The large section of the 40-year-old Harvest Diner in Nassau County
was partially destroyed by fire in September 2019.
The Company disclosed $5.625 million in assets against $2.486
million in liabilities. It says its 35,000 square-feet property is
worth $2.625 million. Its other assets include a $3 million claim
against KB Insurance Co., Ltd., d/b/a Kookmin Best Insurance Co.,
Ltd, for, among other things, a declaratory judgment compelling
KBIC to pay the full benefits under the Debtor's insurance policy
in effect on the date of the fire on September 26, 2019 ($2.3
million plus other and further damages)
Secured creditor T.D. Bank N.A. is owed $2.273 million.
Savva's court filings indicate it has 7 unsecured creditors,
including Bayshore Paper Inc., Cipco Boarding Co., and KB Insurance
Co., and 1 secured creditor, T.D. Bank NA. According to its
petition, funds are available to its unsecured creditors.
The Chapter 11 filing by Savva's in early March 2022 is its second
time. It previously sought bankruptcy in 2013 (Bankr. E.D.N.Y.
Case No. 13-74774).
A meeting of creditors under 11 U.S.C. Sec. 341(a) is slated for
April 5, 2022.
About Savva's Restaurant
Savva's Restaurant Inc., doing business as Harvest Diner, is
located in 841 Old Country Road, in Westbury, New York.
Savva's Restaurant sought Chapter 11 bankruptcy protection (Bankr.
E.D.N.Y. Case No. 22-70382) on March 4, 2022. In the petition
filed by Kyriacos Savva, as vice president, Savva's Restaurant
listed estimated total assets of $5,625,000 and estimated total
liabilities of $2,485,720. The case is handled by Honorable Judge
Louis A. Scarcella. Neil Ackerman, Esq., of PRYOR & MANDELUP, LLP,
is the Debtor's counsel.
SCIENTIFIC GAMES: Swings to $390 Million Net Income in 2021
-----------------------------------------------------------
Scientific Games Corporation filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing net income of
$390 million on $2.15 billion of total revenue for the year ended
Dec. 31, 2021, compared to a net loss of $548 million on $1.70
billion of total revenue for the year ended Dec. 31, 2020.
As of Dec. 31, 2021, the Company had $7.88 billion in total assets,
$9.99 billion in total liabilities, and a total stockholders'
deficit of $2.11 billion.
Scientific Games stated, "Unfavorable economic conditions have also
impacted, and could continue to impact, the ability of our Gaming
customers to make timely payments to us. These conditions, and the
concentration of certain outstanding Gaming segment receivables,
may increase our collection risks and materially impact our
estimate of receivables allowance for credit losses. We increased
our allowance for credit losses by $56 million for the year ended
December 31, 2020. In addition, unfavorable economic conditions
have caused, and may cause in the future, some of our Gaming
customers to temporarily close gaming venues or ultimately declare
bankruptcy, which adversely affects our business. Consistent with
other suppliers in the gaming industry, our Gaming business has
recently expanded the use of extended payment term financing for
gaming machine purchases, and we expect to continue to provide a
higher level of extended payment term financing in this business
until demand from our customers for such financings abates or our
business model changes. These financing arrangements may increase
our collection risk, and if customers are not able to pay us,
whether as a result of financial difficulties, bankruptcy or
otherwise, we may incur provisions for bad debt related to our
inability to collect certain receivables. In addition, both
extended payment term financing and operating leases result in a
delay in our receipt of cash, which reduces our cash balance,
liquidity and financial flexibility to respond to changing economic
events. Unfavorable economic conditions may also result in
volatility in the credit and equity markets. The difficulty or
inability of our customers to generate or obtain adequate levels of
capital to finance their ongoing operations may reduce their
ability to purchase our products and services."
Management Commentary
Jamie Odell, executive chair, stated, "from the outset we
recognized the enormous opportunity to drive increased shareholder
value through re-structuring the balance sheet, redefining the
portfolio and becoming a sustainable growth company. We are
already seeing the early stages of the strategy successfully
executed and with the announced divestitures, the Company will
immediately shift from a debt to an equity story and achieve
gearing significantly below the levels we underwrote in our
investment thesis. We couldn't be happier with the way the entire
team have executed on the transformation strategy, and our initial
expectations are already being exceeded."
Barry Cottle, president and chief executive officer of Scientific
Games, said, "I want to thank our teams for a tremendously
successful 2021. We would not be where we are today without their
hard work and dedication that has enabled our transformative
journey. We executed on a number of significant initiatives this
past year including the announced sales of our Lottery and Sports
Betting businesses, as we delivered on our promises. We want to be
really clear on our capital priorities. First, debt reduction to a
target net debt leverage ratio range of 2.5x to 3.5x. We expect to
dedicate more than 90% of the Lottery proceeds to pay down debt,
which combined with the expected Sports Betting proceeds will put
us within our target range. Second, the Board has authorized a
three-year, $750 million share repurchase program. We see
buy-backs at current share price levels as highly accretive to
shareholder value. And, third, we will always prefer using our
capital for buy-backs, debt reduction and organic investments
unless we are convinced that M&A will deliver greater long-term
shareholder value than other uses of our capital."
"Operationally, we are very pleased with the strong performance we
achieved in the quarter which capped what was an outstanding year,
as we grew double-digits on both top and bottom line and generated
substantial cash flow while laying the foundation for future
growth. As we begin this new chapter we have chosen a new name,
Light & Wonder. A name that evokes the kind of feelings we want to
capture in the work we do every day, excitement, inspiration,
imagination and maybe even a little bit of magic and certainly a
lot of fun. As we embark on this next phase, we're grateful to be
able to focus our energy on creating those experiences for our
players."
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/750004/000075000422000007/sgms-20211231.htm
About Scientific Games
Based in Las Vegas, Nevada, Scientific Games Corporation
(NASDAQ:SGMS) -- http://www.scientificgames.com-- is a developer
of technology-based products and services and associated content
for the worldwide gaming, lottery, social and digital gaming
industries. Its portfolio of revenue-generating activities
primarily includes supplying gaming machines and game content,
casino-management systems and table game products and services to
licensed gaming entities; providing instant and draw-based lottery
products, lottery systems and lottery content and services to
lottery operators; providing social casino solutions to retail
consumers and regulated gaming entities, as applicable; and
providing a comprehensive suite of digital RMG and sports wagering
solutions, distribution platforms, content, products and services.
Scientific Games reported a net loss of $548 million for the year
ended Dec. 31, 2020, a net loss of $118 million for the year ended
Dec. 31, 2019, and a net loss of $352 million for the year ended
Dec. 31, 2018. As of Sept. 30, 2021, the Company had $7.85 billion
in total assets, $10.04 billion in total liabilities, and a total
stockholders' deficit of $2.19 billion.
SCIENTIFIC GAMES: To Transform Into Light & Wonder
--------------------------------------------------
Scientific Games Corporation will now do business as Light &
Wonder, Inc., a game company singularly focused on creating great
games and leveraging technology to enable a seamless player
experience across all platforms.
Light & Wonder takes a deliberate cross-platform approach to bring
great game franchises to players anywhere, at any time including
games in land-based casinos, online and mobile and in both real
money and free-to-play social gaming markets.
"We are thrilled to introduce the world to Light & Wonder, a
company that will build great games and franchises that offer
players a seamless experience across platforms," said Light &
Wonder Chief Executive Officer Barry Cottle. "Our powerful new
strategy required a powerful new identity to distinguish us and our
unique offerings and capabilities. Our new name and identity are
born from our winning strategy to be the leading cross platform
game company and will inspire our people to make great products for
our players."
Over the last several months, the Company made a series of bold
strategic moves to transform itself into the leading cross-platform
global game company, including planned divestitures of its Lottery
and Sports Betting Businesses. The new identity, Light & Wonder,
is born out of the Company's strategic vision and input from key
stakeholders. It also reflects the Company's focus on creating
great content, hardware and systems that connect iconic titles
across any place or channel.
"We already have a world-class team powered by the brightest game
creators in the business and in transforming into a growth company
who invests in our people and products, we will serve our players
even better wherever and whenever they play," added Cottle.
As part of this transformation, the Company's new website featuring
iGaming and land-based casino products, technology and services
will now be lnw.com. This new portal to the Company offers an
exciting look at player favorite games, as well as platforms,
systems, player account management and hardware.
Light & Wonder will operate under an assumed name until a legal
name change is complete in Spring 2022. At that time, the Company
intends to start trading under a new stock ticker it has reserved,
LNW.
About Scientific Games
Based in Las Vegas, Nevada, Scientific Games Corporation
(NASDAQ:SGMS) -- http://www.scientificgames.com-- is a developer
of technology-based products and services and associated content
for the worldwide gaming, lottery, social and digital gaming
industries. Its portfolio of revenue-generating activities
primarily includes supplying gaming machines and game content,
casino-management systems and table game products and services to
licensed gaming entities; providing instant and draw-based lottery
products, lottery systems and lottery content and services to
lottery operators; providing social casino solutions to retail
consumers and regulated gaming entities, as applicable; and
providing a comprehensive suite of digital RMG and sports wagering
solutions, distribution platforms, content, products and services.
Scientific Games reported a net loss of $548 million for the year
ended Dec. 31, 2020, a net loss of $118 million for the year ended
Dec. 31, 2019, and a net loss of $352 million for the year ended
Dec. 31, 2018. As of Sept. 30, 2021, the Company had $7.85 billion
in total assets, $10.04 billion in total liabilities, and a total
stockholders' deficit of $2.19 billion.
SEANERGY MARITIME: Announces New $21.3M Refinancing Facility
------------------------------------------------------------
Seanergy Maritime Holdings Corp. has entered into a definitive
agreement with a reputable Japanese lender to refinance the loan
facilities secured by the 2012-built Capesize M/V Partnership
through a sale and leaseback structure.
Pursuant to the terms of the new facility, the Vessel will be sold
and chartered back on a bareboat basis for an eight-year period
starting at the time of the closing, which is anticipated promptly,
within March 2022.
The financing amount is $21.3 million and the applicable interest
rate is SOFR + 2.90% per annum. The new interest rate is
approximately 210 bps lower as compared to the blended rate of the
existing senior and junior loan facilities secured currently by the
Vessel. Moreover, $4.3 million of additional liquidity will be
released to the Company through the refinancing.
The facility will amortize through quarterly instalments averaging
at approximately $590,000. Following the second anniversary of the
bareboat charter, the Company has continuous options to repurchase
the Vessel. At the end of the 8-year bareboat period, Seanergy has
an option to repurchase the Vessel for $2.39 million, which the
Company expects to exercise.
Following the consummation of the refinancing, the Company will
have no further junior debt outstanding.
Fearnley Securities AS have acted as the Company's exclusive
financial advisor for this financing offering valuable support in
the origination, structuring and execution of the transaction.
Stamatis Tsantanis, the Company's chairman and chief executive
officer, stated:
"I am pleased to announce another successful refinancing for our
Company, consistent with our commitment to optimize the capital
structure and further reduce our financing expense. The
transaction marks an important milestone for our Company, since,
following consummation, there will be no legacy junior debt
outstanding."
"The transaction has another strategic element for Seanergy, as we
have initiated a valuable relationship with a prominent lender in
the Japanese market. In the last 12 months, we have strengthened
our footing in the Asian ship-financing market through similar
transactions in China, Taiwan and Japan."
About Seanergy Maritime
Greece-based Seanergy Maritime Holdings Corp. --
http://www.seanergymaritime.com-- is the only pure-play Capesize
ship-owner publicly listed in the US. Seanergy provides marine dry
bulk transportation services through a modern fleet of Capesize
vessels. The Company's operating fleet consists of 17 Capesize
vessels with an average age of 11.7 years and aggregate cargo
carrying capacity of approximately 3,011,083 dwt.
Seanergy Maritime reported a net loss of $18.35 million for the
year ended Dec. 31, 2020, a net loss of $11.70 million for the
year ended Dec. 31, 2019, and a net loss of $21.06 million for the
year ended Dec. 31, 2018. As of Dec. 31, 2020, the Company had
$295.24 million in total assets, $199.55 million in total
liabilities, and $95.69 million in total stockholders' equity.
SOPHIA LP: S&P Rates $325MM Sr. Secured First-Lien Term Loan 'B-'
-----------------------------------------------------------------
S&P Global Ratings assigned its 'B-' issue-level rating and '3'
recovery rating to Reston, Va.-based Sophia L.P.'s (doing business
as Ellucian) proposed $325 million non-fungible senior secured
first-lien term loan due 2027. The '3' recovery rating indicates
its expectation for meaningful (50%-70%; rounded estimate: 65%)
recovery in the event of a default. The company's existing $540
million senior secured second-lien term loan due 2028 is privately
placed and not rated.
S&P said, "At the same time, we lowered our issue-level rating on
Ellucian's existing senior secured first-lien debt to 'B-' from 'B'
and revised our recovery rating to '3' from '2'.
"Our 'B-' issuer credit rating and stable outlook on the company
are unchanged. Ellucian intends to use the proceeds from the
incremental debt to fund its $450 million purchase of CampusLogic,
which offers products to simplify the financial aid application
process and provide more transparency into scholarship
opportunities.
"In addition to the incremental debt, we expect the company's new
sponsors will make additional investments in the business over the
next few years to further optimize its operations, which will
contribute to a higher level of leverage than we previously
forecast. We view the transaction as slightly leveraging and expect
it will increase Ellucian's leverage by about 1.5x to the mid-9x
area in fiscal year 2022 before it improves to the mid-8x area in
2023 on reduced business optimization spending and the realization
of cost savings from management's planned synergies."
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors
-- S&P's simulated default scenario assumes a default occurring in
2024 due to a combination of execution missteps and increased
industry competition from larger software companies already
operating in this market that lead to customer losses.
-- A combination of these events would pressure the company's
liquidity and eventually trigger a default. S&P believes Ellucian
would be an attractive acquisition target in default given its
long-term contracts and strong brand in higher-education enterprise
resource planning.
-- S&P values the company on a going-concern basis by applying a
7x enterprise value multiple to its projected $214 million of
emergence EBITDA.
Simulated default assumptions
-- Simulated year of default: 2024
-- EBITDA at emergence: $214 million
-- EBITDA multiple: 7x
-- LIBOR at default: 2.5%
Simplified waterfall
-- Net enterprise value (after 5% administrative costs): $1.42
billion
-- Valuation split (obligors/nonobligors): 90%/10%
-- Value available to first-lien debt claims: $1.4 billion
-- Secured first-lien debt claims: $2.09 billion
--Secured first-lien recovery expectations: 50%-70% (rounded
estimate: 65%)
-- Secured second-lien debt claims: $568 million
--Secured second-lien recovery expectations: Not applicable
Note: All debt amounts include six months of prepetition interest.
Collateral value equals the asset pledge from obligors after
priority claims plus the equity pledge from nonobligors after
nonobligor debt.
Ratings List
SOPHIA L.P.
Issuer Credit Rating B-/Stable B-/Stable
ISSUE-LEVEL RATINGS LOWERED; RECOVERY RATINGS REVISED
TO FROM
SOPHIA L.P.
Senior Secured B- B
Recovery Rating 3(65%) 2(70%)
NEW RATING
SOPHIA L.P.
Senior Secured
US$325 mil 1st lien term bank ln due 10/07/2027 B-
Recovery Rating 3(65%)
TEGNA INC: Moody's Puts 'Ba3' CFR Under Review for Downgrade
------------------------------------------------------------
Moody's Investors Service placed TEGNA Inc.'s Ba3 corporate family
rating, Ba2-PD probability of default rating and the Ba3 ratings on
the company's senior unsecured bank credit facility and senior
unsecured notes on review for downgrade. The SGL-1 speculative
grade liquidity rating remains unchanged.
The rating actions follow the company's announcement [1] that it is
being acquired by Standard General L.P. for approximately $8.6
billion, including the assumption of debt. The transaction is
expected to complete in the second half of 2022, subject to receipt
of regulatory approvals and customary closing conditions.
While details relating to the financing of this transaction have
not been disclosed, TEGNA's debt burden stands to rise meaningfully
as a result of the buyout. The potential for a more aggressive
financial policy is a key governance risk. If all the rated debt is
repaid, all of TEGNA's ratings may be withdrawn at closing.
On Review for Downgrade:
Issuer: TEGNA Inc.
Corporate Family Rating, Placed on Review for Downgrade, currently
Ba3
Probability of Default Rating, Placed on Review for Downgrade,
currently Ba2-PD
Senior Unsecured Revolving Credit Facility, Placed on Review for
Downgrade, currently Ba3 (LGD4)
Senior Unsecured Notes, Placed on Review for Downgrade, currently
Ba3 (LGD4)
Issuer: Belo Corp.
Senior Unsecured Debenture, Placed on Review for Downgrade,
currently Ba3 (LGD4)
Outlook Actions:
Issuer: Belo Corp.
Outlook, Changed To Rating Under Review From No Outlook
Issuer: TEGNA Inc.
Outlook, Changed To Rating Under Review From Stable
RATINGS RATIONALE / FACTORS THAT COULD LEAD TO AN UPGRADE OR
DOWNGRADE OF THE RATINGS
Moody's review will focus on TEGNA's post-acquisition financial
strategy, pro forma capital structure, liquidity profile, and
future operating and growth strategy. While the company has not
announced capitalization plans associated with the pending
privatization or disclosed how much equity funding will be
contributed in conjunction with the transaction, the rating review
reflects Moody's expectation for a meaningfully more levered pro
forma capital structure.
TEGNA's Ba3 CFR now on review for downgrade reflects the strength
of the company's operations, its material scale in the local
broadcast sector, and its growth prospects given the strong market
areas it operates in. The rating also reflects the good
deleveraging the company has achieved with Moody's adjusted
leverage around 3.6x. The rating also reflects the continued
structural pressures the broadcast sector is facing, in particular
on core TV advertising demand which was highly disrupted by
COVID-19 related shutdowns and is expected to continue to decline
by a single digit percentage annually to the benefit of digital
media and new video on demand services. The rating also takes into
account the current cord cutting trends, which have been
accelerated by COVID-19, and concerns that retransmission fee
growth may slow down in the medium term.
TEGNA Inc. is a leading U.S. broadcaster with operations consisting
of 64 stations in 51 markets reaching about 39% of US television
households. The company, headquartered in McLean, VA, is publicly
traded and reported net revenue of $3 billion and EBITDA
(management's adjusted) of approximately $948 million in 2021.
The principal methodology used in these ratings was Media published
in June 2021.
TITAN INTERNATIONAL: Swings to $50 Million Net Income in 2021
-------------------------------------------------------------
Titan International, Inc. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing net income of
$49.89 million on $1.78 billion of net sales for the year ended
Dec. 31, 2021, compared to a net loss of $65.08 million on $1.26
billion of net sales for the year ended Dec. 31, 2020.
For the three months ended Dec. 31, 2021, the Company reported net
income of $28.29 million on $487.67 million of net sales compared
to a net loss of $19.48 million on $326.91 million of net sales
for the same period during the prior year.
As of Dec. 31, 2021, the Company had $1.18 billion in total assets,
$955.51 million in total liabilities, and $227.17 million in total
equity.
The Company ended 2021 with total cash and cash equivalents of
$98.1 million, compared to $117.4 million at Dec. 31, 2020.
Long-term debt at Dec. 31, 2021, was $452.5 million, compared to
$433.6 million at Dec. 31, 2020. Short-term debt was $32.5 million
at Dec. 31, 2021, compared to $31.1 million at Dec. 31, 2020. Net
debt (total debt less cash and cash equivalents) was $386.8 million
at Dec. 31, 2021, compared to $347.3 million at Dec. 31, 2020. The
increase in net debt during 2021 was primarily due to approximately
$19 million paid in connection with the refinancing of the senior
notes and $9.2 million paid for a legal settlement, and managed
investments in working capital to support the business growth in
2021.
Net cash provided by operating activities for the year ended Dec.
31, 2021, was $10.7 million, compared to net cash provided by
operations of $57.2 million for 2020. This decrease resulted from
the need for working capital investments from significant sales
growth which occurred during 2021. Working capital management has
been a strategic initiative for the Company. Notwithstanding the
increase in working capital investments made during the year, there
were significant improvements in working capital as measured in
terms of percent of sales (calculated using the most recent
quarter's sales annualized). Net working capital (accounts
receivable plus inventory less accounts payable) as a percent of
sales at Dec. 31, 2021 was 19%, as compared to 24% at Dec. 31,
2020.
Capital expenditures were $38.8 million for the year ended Dec. 31,
2021, compared to $21.7 million for 2020. Capital expenditures
during 2021 and 2020 represent equipment replacement and
improvements, along with new tools, dies and molds related to new
product development. The overall capital outlay for 2021 increased
as the Company continues to enhance the existing facilities and
manufacturing capabilities, and drive productivity gains.
Management Commentary
"Our fourth quarter was a continuation of our strong performance
throughout the year and adds up to an excellent 2021 as we
increased sales by an astounding $521 million," commented Paul
Reitz, president and chief executive officer. "Our success this
year was driven by the efforts and resilience of our Titan team and
I want to thank all of our 7,500 global employees from our hourly,
union and non-union teams, from the front-line and support staff
all the way up to our CFO, David Martin, who all showed tremendous
dedication to drive the results that were achieved. I could not be
more pleased with what our Company has accomplished to position
Titan well heading into 2022. Our strong sales growth also
translated into dramatic profitability improvements in Q4 and full
year 2021. Our fourth quarter adjusted EBITDA of $36 million was
the third straight quarter in which we exceeded $35 million
bringing our full year 2021 adjusted EBITDA to $135 million -
nearly two and a half times that of 2020.
"You may have seen our recent public comments on the positive
market dynamics, and I want to share some additional information on
Titan continuing to ride the tidal wave into 2022 and, even more
importantly, beyond. We see the market forces surrounding
Agriculture continuing to create momentum on a global scale to
drive a multi-year strong demand cycle. Farm commodities are as
high as we have seen in the last decade, which along with
government programs, has put farmers in a good financial position.
On top of that, there is a strong need for new equipment in the
market, which remains in short supply, as OEMs are challenged to
produce enough to meet demand, much less build inventory. Used
equipment inventories are also at record low levels coming into the
year. With all of this in place, farmers will do well and that's
the bottom line for our industry Let's not forget, Titan's wheel
and tire products are more focused on the Ag market, while our
undercarriage business is a major player in the global construction
and mining markets. Those both are shaping up as stronger in 2022
and beyond, as infrastructure spending ramps up over time, and
minerals continue to see strong demand on a global scale. Titan
was able to be there for its customers in big way in 2021, as the
demand increased significantly, with our global production
footprint that is the best and largest in the off-road wheel, tire
and undercarriage industry. With our unparalleled production
capabilities and quality, along with our innovative products, we
are well prepared to serve our global customer base now and into
the future.
"We get there are questions surrounding global volatility and
uncertainty, with all of the headlines, from raw material pricing,
supply chain and labor challenges, and the logistics chaos. This
includes the most recent crisis in the Ukraine. Titan is
accustomed to solving problems and overcoming challenges, and our
financial results and growth demonstrate that. I have confidence
that we will continue to manage any challenges ahead. We have
strong focus within our management teams to manage customer
expectations, along with pricing and cost discipline to drive
further margin and profitability improvements.
"Titan's business performance and our financial position improved
dramatically in 2021, and as I have stated before, we expect the
positive trends to continue during 2022 with our Q1 performance
coming out of the gate strong to start the year. Our operating
plan, which our Board supports, calls for our revenue to grow to
more than $2 billion with our goal of reaching adjusted EBITDA of
$175 million, which demonstrates strong gains over 2021 levels.
Capital expenditures should be in a range between $45 million to
$50 million with flexibility on timing of these commitments in
order to match up with our cash flow. With continued working
capital focus and inventory levels in a position to support our
higher production and sales, we expect to drive meaningful free
cash flow in 2022."
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/899751/000089975122000010/twi-20211231.htm
About Titan
Titan International, Inc. -- http://www.titan-intl.com-- is a
global manufacturer of off-highway wheels, tires, assemblies, and
undercarriage products. Headquartered in Quincy, Illinois, the
Company globally produces a broad range of products to meet the
specifications of original equipment manufacturers (OEMs) and
aftermarket customers in the agricultural, earthmoving or
construction, and consumer markets.
* * *
This concludes the Troubled Company Reporter's coverage of Titan
International until facts and circumstances, if any, emerge that
demonstrate financial or operational strain or difficulty at a
level sufficient to warrant renewed coverage.
TMK HAWK: Moody's Affirms 'Caa2' CFR, Outlook Remains Negative
--------------------------------------------------------------
Moody's Investors Service affirmed TMK Hawk Parent, Corp.'s (dba
"TriMark") ratings including its Corporate Family Rating at Caa2,
its Probability of Default Rating at Caa2-PD, and its senior
secured second lien term loan due August 2025 at C. Moody's also
withdrew the Ca rating on the first lien senior secured term loan
following the debt exchange completed in early 2022. The outlook
remains negative.
The ratings affirmation reflects that TriMark's revenue and
earnings are recovering due to improving demand from foodservice
customers as consumers continue to resume more away-from-home
activities. Nevertheless, Moody's views that the company's risk of
a debt restructuring remains very high with debt-to EBITDA expected
at around 12x in 2022 even with a meaningful earnings rebound, and
over $100 million negative free cash flow in 2022 as a result of
higher capital spending, elevated working capital to support
business growth, and an approximate $48 million litigation
settlement on government contracts. As a result, Moody's expects
TriMark will have weak liquidity, and debt will increase with the
company heavily reliant on revolver borrowings in the next 12-18
months. TriMark does not have significant maturities until the
revolver expires in April 2024, which provides the company with
some runway to improve operating results and cash flow generation.
Moody's withdrew the Ca rating on the company's existing $258
million senior secured first term loan due August 2024 because the
loan was exchanged into a $258 million super priority term loan B
due August 2024 as part of a recent settlement related to the
company's 2020 recapitalization. Moody's affirmed the C rating on
the second lien term loan because Moody's believes the company's
unsustainably high leverage creates low recovery prospects for the
second lien debt.
Affirmations:
Issuer: TMK Hawk Parent, Corp.
Corporate Family Rating, Affirmed Caa2
Probability of Default Rating, Affirmed Caa2-PD
Senior Secured Second Lien Term Loan, Affirmed C (LGD6)
Withdrawals:
Issuer: TMK Hawk Parent, Corp.
Senior Secured 1st Lien Term Loan, Withdrawn, previously rated Ca
(LGD5)
Outlook Actions:
Issuer: TMK Hawk Parent, Corp.
Outlook, Remains Negative
RATINGS RATIONALE
TriMark's Caa2 CFR reflects the company's improving revenue and
earnings from recovering demand from foodservice customers as
consumers continue to resume more away-from-home activities.
However, Moody's believes that TriMark's capital structure remains
unsustainable given its very high financial leverage with
debt/EBITDA expected to be around 12x and over $100 million
negative free cash flow in 2022 despite a meaningful projected
earnings rebound. The negative free cash flow is in part due to
higher capital spending, elevated working capital to support
business growth, and an approximate $48 million litigation
settlement on government contracts and these cash needs will likely
be much smaller in 2023. Moody's believes a further significant
earnings rebound will be necessary in 2023 to reduce leverage and
address the 2024 maturity of the bulk of the debt structure,
creating elevated risk of a distressed exchange or other default.
TriMark has end market concentration in the foodservice/restaurant
sector and the majority of its revenue relates to cyclical
equipment sales. However, the credit profile also reflects the
company's strong market position in the foodservice equipment and
supplies distribution industry, its relatively recurring revenue
stream from supply replenishment and equipment replacement, and
modest capital expenditure requirement. Moody's expects TriMark
will have weak liquidity and burn over $100 million free cash flow
in the next 12 to 18 months due to high interest expense,
litigation payments and higher capex and working capital to support
business growth. TriMark has a moderate cash balance of $20 million
and about $130 million availability on its $250 million ABL
revolver as of October 1, 2021. Moody's expects the borrowing base
on the ABL to improve amid higher accounts receivable and
inventory.
The coronavirus outbreak and the government measures put in place
to contain it continue to disrupt economies and credit markets
across sectors and regions. Although an economic recovery is
underway, the recovery is tenuous, and continuation will be closely
tied to containment of the virus. As a result, a degree of
uncertainty around Moody's forecasts remains. The foodservice
equipment and supply distribution sector has been one of the
sectors most significantly affected by the shock given its
sensitivity the effect of consumer demand and sentiment on
out-of-home activity. Moody's regards the coronavirus outbreak as a
social risk under Moody's ESG framework, given the substantial
implications for public health and safety.
Environmental risks include emissions from delivery trucks and
factors such as responsible sourcing. Effectively managing such
risks would help protect the company's market position. The company
leases the bulk of its delivery trucks, but must manage the
environmental impact of truck emissions and would indirectly bear
the cost of converting to lower-emission delivery trucks through
adjustments to lease payments over time.
Governance risk factors include the company's aggressive financial
policies under majority ownership by private equity sponsors,
including the 2020 recapitalization transaction that effectively
subordinated existing senior secured term loan lenders, the very
high financial leverage, and its debt-financed growth through
acquisition strategy.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The negative outlook reflects Moody's view that TriMark's capital
structure remains unsustainable owing to high leverage and
significant negative free cash flow, and the likelihood of a
restructuring remains high in the next two years.
The ratings could be upgraded if leverage materially declines
driven by improved operating results and less reliance on external
sources of liquidity. The company would also need to improve
liquidity including cash generation and the maturity profile to be
upgraded.
The ratings could be downgraded if there is a deterioration in
liquidity, highlighted by increasing revolver reliance, the
probability of a debt restructuring or event of default increases
for any reason, or recovery prospects decline.
The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in June 2018.
TMK Hawk Parent, Corp. (TriMark) is a distributor of foodservice
equipment and supplies in North America, providing all non-food
products used by restaurants and other foodservice operators. In
addition, the company offers value-added services, which include
design, procurement, and installation of commercial kitchens for
foodservice operations. TriMark was acquired by Centerbridge
Partners, L.P. in 2017. The company is private and does not
publicly disclose its financials. The company generated
approximately $1.6 billion of revenue for the twelve months ended
October 1, 2021.
TRANSBRASIL SA: Justices Pass on Ch15 Discovery Orders Dispute
--------------------------------------------------------------
James Nani of Bloomberg Law reports that the U.S. Supreme Court
declined Monday to examine whether a Brazilian airline founder's
estate can immediately appeal a Florida bankruptcy court's
discovery order in the airline's Chapter 15 case.
The estate of the late Omar Fontana and others affiliated with
Transbrasil SA Linhas Aéreas petitioned the high court after the
U.S. Court of Appeals for the Eleventh Circuit ruled that the group
couldn't appeal the broad discovery order.
Transbrasil's bankruptcy originated in Brazil. A trustee in the
airline's bankruptcy case issued subpoenas to obtain information
related to the Fontana group's assets, according to court
documents.
ABOUT TRANSBRASIL S.A.
Transbrasil S.A. Linheas Areas filed a Chapter 15 petition (Bankr.
S.D. Fla. Case No. 11-19484) in Miami, Florida, on April 7, 2011.
Gustavo Henrique Sauer de Arruda Pinto, acting as co-judicial
administrator or trustee for the bankruptcy estate of Transbrasil,
signed the Chapter 15 petition.
The trustee is asking the Miami court for entry of an order
recognizing as a foreign main proceeding a bankruptcy action
pending before the 19th Civil Court of Sao Paulo, Brazil.
Prior to its bankruptcy, Transbrasil was one of the three largest
airlines in Brazil during the 1980s and 1990s. It was incorporated
on Jan. 5, 1955, under the name "Sadia S.A. Transportes Aereos,"
by Omar Fontana. Omar was a member of the Fontana family, owners of
one of Brazil's largest business conglomerates, including its main
company Sadia, a leading producer of frozen food and poultry in
Brazil. While in operation, Transbrasil provided passenger jet air
travel service to numerous airports within Brazil and to various
international destinations, such as New York, Miami, Orlando,
Buenos Aires, Washington, Amsterdam and London.
On Oct. 20, 1981, Transbrasil formed a wholly-owned subsidiary,
Transbrasil Airlines, Inc., which was incorporated and based in
Florida. TAI was a major part of Transbrasil's business, as it
handled U.S.-based operations and through it the airplane
accessories and parts for Transbrasil's planes were acquired. In
1998, Omar Fontana became ill. As a result, control of Transbrasil
was transferred to others. Omar, once one of the wealthiest men in
Brazil, died on Dec. 8, 2000, at the age of 73.
The Transbrasil Trustee said in a court filing that since the
transfer of control in 1998, the airline experienced financial
difficulties that became increasingly more dire. "By December 2001,
the Company had run out of cash and credit, it had no fuel with
which to fly its airplanes, was several months behind in payment of
employees' salaries, and had unpaid bills dating to mid-2000.
Transbrasil continued to operate until it stopped flying and ceased
trading activities on Dec. 3, 2001," the Trustee said.
"As a result of the financial collapse, the companies that had
leased aircraft to Transbrasil terminated the leases and took back
the leased aircraft, leaving the company with only 3 outdated
Boeing 767 planes. Due to the ceasing of its operations, many
thousands of customers were left with pre-paid tickets that could
not be used. As well, thousands of employees were laid off or
stopped receiving salaries, and creditors were left being owed
millions of dollars in unpaid debts."
The Transbrasil Trustee said that to date, he has been able to
procure only limited information as to what happened to
Transbrasil's assets after the collapse. The assets identified to
date consist mainly of a few airplanes that have been stripped of
parts, some spare parts and some real estate property, some of
which has being seized by Brazilian Labor Courts, the combined
value of which is some US$8 million. In comparison, the estimated
value of Transbrasil's liabilities is in excess of US$500 million.
TROY CLEANERS: Gets OK to Hire Robert Stork CPA as Accountant
-------------------------------------------------------------
Troy Cleaners Company received approval from the U.S. Bankruptcy
Court for the Eastern District of Michigan to hire Robert Stork,
CPA, a tax preparer in Grand Blanc, Michigan, as its accountant.
Mr. Stork will render these services:
a. give the Corporation accounting advice with respect to its
rights and duties in connection with this Chapter 11 proceeding;
and
b. perform all other accounting services which may be
necessary including the preparation of federal and state tax
returns and required monthly operating reports.
Mr. Stork's hourly rate is $150.
Mr. Stork assured the court that he is a "disinterested person"
pursuant to Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Robert A. Stork, CPA
Stork & Co CPA PC
8455 S. Saginaw St
Grand Blanc, MI 48439
Phone: 810-603-9048
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.
UGI ENERGY: Fitch Affirms 'BB' LongTerm IDR, Outlook Stable
-----------------------------------------------------------
Fitch Ratings has affirmed UGI Energy Services, LLC's (ES)
Long-Term Issuer Default Rating (IDR) at 'BB'. Fitch has also
affirmed the senior secured rating at 'BB+'/'RR2' for the term loan
B. The Rating Outlook is Stable.
The rating reflects the favorable long-term counterparty risk with
affiliate, UGI Utilities, Inc. (UGIU; A-/Stable) through long-term
take-or-pay contracts, low leverage, and an integrated model using
the company's long-life assets to support an energy marketing
business. Concerns include volume risk in the gathering and
processing segment, smaller scale with single basin concentration,
and assets that are exposed to market demand, including gas
storage, electric power plants and contract rights on third-party
pipelines.
KEY RATING DRIVERS
Segment Diversity Supports Stable Leverage: As of Dec. 31, 2021,
Fitch calculated ES's LTM leverage (Total debt with equity credit/
Operating EBITDA) to be 2.4x. The midstream segment recovered in
FY21 driven by stronger producer activities in the Marcellus and
Utica. Other segments such as LNG/ Peak Shaving, Power and
commodity posted solid but slightly weaker margins than Fitch's
prior expectations. Fitch forecasts ES to maintain leverage of
3.2x-3.4x through FY24 and that parent UGI Corp (NR) will continue
to maintain a supportive dividend policy.
Stonehenge Acquisition: Stonehenge will be immediately accretive to
FY22 earnings, providing long-term contracts with minimum volume
commitments (MVCs). Pro forma the acquisition approximately 88% of
ES's margin is from fee-based activities.
Improving Midstream Production: Midstream volumes in FY21 were
stronger than Fitch's expectations due to increased producer
activity driven by higher commodity prices. Production is returning
on the Appalachia system as commodity prices recover. The Legacy
UGI ES footprint is not seeing volumes come back, but they are also
not being scaled back. The trend of larger public producers
maintaining disciplined growth as commodity prices increase
compared to more accelerated growth from private producers is
occurring across ES's systems.
ES continued to receive deficiency payments during FY21 and 1Q22
from some oil and gas producers within the Marcellus and Utica
basins in the Appalachia region. The counterparty credit risk
includes a variety of Appalachia basin-focused producers and one
electric power plant customer. Fitch expects volumes to grow
modestly in the near term as producers ramp up activities under the
current Fitch price deck and commodity price environment.
Capital Spending Expected to Increase: Fitch believes management
will continue to look for incremental midstream investments, such
as the recent acquisition of Stonehenge in January 2022 to
supplement organic growth. Future growth capex may be directed
towards renewables to support UGI Corp's (NR) stated goal of 55%
reduction in corporate wide Scope 1 carbon emissions by 2025 and
plan to spend more than $1 billion on renewable energy solutions.
While spending is likely to increase in 2022 from recent levels,
Fitch does not expect leverage to be outside of the range of a 'BB'
category midstream company.
Affiliate UGIU Provides Highly Assured Revenue: UGIU contributes a
material amount to ES's gross margin. Most of the services provided
by ES to UGIU, which are subject to regulatory review and approval,
have been provided for many years. Almost all the gross margin from
UGIU is under take-or-pay contracts. Fitch expects these
take-or-pay contracts to be renewed on expiry, though the price may
change, given past renewals. The contracts are subject to a least
cost procurement review by UGIU's regulator. Fitch believes the
take-or-pay payments from UGIU create a strong cash flow for ES to,
among other things, withstand sector pressure and pursue
opportunities.
Marketing Segment Has Higher Risk: Fitch believes the energy
marketing platform has a strong foundation. However, a group of
marketing businesses have occasionally caused severe shocks at
other companies, demonstrating the higher business risk. The
segment requires tight execution and risk monitoring. Should
execution fall short of past standards, the businesses may be
vulnerable to a loss of market confidence, resulting in a fall in
customers and collateral calls. In the absence of such problems,
the marketing segment is complementary and provides ES with a
competitive advantage.
ES's commercial and industrial customers have more predictable load
profiles than retail customers. ES procures two energy types for
these customers and has contracts for delivery services. Energy
purchases and sales are well-matched as to payment types, variable
or fixed price, and contract duration.
Parent Subsidiary Linkage: Fitch assesses UGI Corp and ES to be in
a 'Strong Parent/Weak Subsidiary' relationship under its Parent
Subsidiary Rating Linkage methodology. Fitch rates ES on a
standalone basis. Legal incentives are weak as there are no
guarantees or cross default provisions. Strategic and Operational
factors are also weak as ES has its own finance team and liquidity
access.
DERIVATION SUMMARY
ES's scale is an important indicator of credit quality, with EBITDA
well below the $500 million Fitch commonly uses as a boundary for
IDRs of 'BBB-' and above for midstream producers. NuStar Energy LP
(BB-/Stable) is comparable with ES, as both companies have diverse
business lines. NuStar is involved in the transportation,
terminalling, storage, and marketing of petroleum products, and is
geographically more diversified with operations throughout the U.S.
In terms of size, NuStar is larger and consistently generates
EBITDA of over $500 million, compared with ES's below $300 million.
Leverage is a key driver to the difference in the ratings. For
NuStar, Fitch expects leverage between 5.4x-5.6x in 2022, two full
turns higher than ES.
Blue Racer Midstream, LLC (B+/Stable) is comparable with ES on the
basis of a similar geographical position in the Appalachia basin,
as well as having gathering and processing assets. However, ES has
greater business-line diversity due to its marketing, storage and
power-generation assets. Fitch expects ES's leverage to be
3.2x-3.4x through fiscal year 2024, considerably lower than that of
Blue Racer at around 4.5x in 2022. The leverage accounts partially
for Fitch's higher IDR for ES in comparison to Blue Racer. Blue
Racer's weaker counterparty exposure further differences it and
informs ES's stronger credit profile.
KEY ASSUMPTIONS
Fitch's key assumptions within its rating case for the issuer
include:
-- A Fitch price deck of Henry Hub natural gas prices of $3.25
per thousand cubic feet (mcf) in 2022, $2.75 in 2023, $2.50 in
2024 and over the long term and West Texas Intermediate (WTI)
oil prices of $67 per barrel (bbl) in 2022, $57/bbl in 2023,
and $50/bbl in 2024 and over the long term;
-- Contract counterparties with minimum volume commitments or
take-or-pay commitments perform under their obligations;
-- Modest growth in gross margin from the Midstream and RNG
segments with expected incremental investment projects;
-- Dividend growth in FY22.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- Annual EBITDA above $400 million and the sanctioning of growth
plans that Fitch expects will lead to EBITDA exceeding $500
million a year.
-- Diversification outside of the Marcellus/Utica basins.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- A decline in the credit quality of UGIU or sector-wide
weakening in the credit quality for an array of non-affiliated
shippers that provide long-term minimum volume commitments (or
take-or-pay commitments).
-- Total debt/adjusted EBITDA expected to be above 4.5x for a
sustained period.
-- ES's energy marketing segment becoming unprofitable due to a
failure to adhere to risk management policies.
-- Higher business risk due to increased gathering and
processing; for example, ES begins taking title to commodities
(receives a percentage of proceeds from natural gas
processing) or if there is a significant increase in contracts
without revenue assurance features, such as contracts that
lack acreage dedication or minimum volume commitments.
-- A significant reduction in the demand for natural gas and its
products driven by ESG concerns and policy.
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: ES had approximately $109 million in cash and
cash equivalents on hand and no borrowings and no letters of credit
on its $260 million revolving credit facility (RCF) as of Dec. 31,
2021. ES has the option to utilize an accordion feature to upsize
the RCF up to $325 million, which may be used for acquisitions,
investments and general corporate purposes. The facility matures in
March 2025. ES utilizes its $75 million-$150 million (amount varies
seasonally) accounts receivable securitization facility for working
capital needs. There were no outstanding trade receivables as of
Dec. 31, 2021.
Maturities are manageable. Its senior secured term loan has $683
million outstanding and matures in 2026.
ISSUER PROFILE
UGI Energy Services, LLC (ES) is a diversified energy services
company, involved in midstream transmission, LNG, storage, natural
gas gathering and production, electricity (wholesale and retail),
and renewable natural gas. The company is wholly owned by UGI
Corporation.
SUMMARY OF FINANCIAL ADJUSTMENTS
Fitch typically adjusts midstream energy companies' EBITDA to
exclude equity in earnings of unconsolidated affiliates and
includes cash distributions from unconsolidated affiliates. Fitch
removes distributions to non-controlling interests from ES's
EBITDA.
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.
VOYAGER AVIATION: Fitch Withdraws 'B' LongTerm IDR
--------------------------------------------------
Fitch Ratings has withdrawn the 'B' Long-Term Issuer Default
Ratings (IDRs) of Voyager Aviation Holdings, LLC (Voyager) and its
wholly owned subsidiary, Voyager Finance Co. Voyager is a privately
owned Ireland-based aircraft lessor with a fleet of 18 aircraft and
$1.8 billion in assets as of Sept. 30, 2021.
Fitch has withdrawn the ratings as Voyager has chosen to stop
participating in the rating process. Therefore, Fitch will no
longer have sufficient information to maintain the ratings.
KEY RATING DRIVERS
Key rating drivers do not apply as the ratings have been
withdrawn.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
Rating sensitivities do not apply as the ratings have been
withdrawn.
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
Rating sensitivities do not apply the ratings have been withdrawn.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Financial Institutions and
Covered Bond issuers have a best-case rating upgrade scenario
(defined as the 99th percentile of rating transitions, measured in
a positive direction) of three notches over a three-year rating
horizon; and a worst-case rating downgrade scenario (defined as the
99th percentile of rating transitions, measured in a negative
direction) of four notches over three years. The complete span of
best- and worst-case scenario credit ratings for all rating
categories ranges from 'AAA' to 'D'. Best- and worst-case scenario
credit ratings are based on historical performance.
ESG CONSIDERATIONS
Following the withdrawal of ratings for Voyager Fitch will no
longer be providing the associated ESG Relevance Scores.
WESTERN MIDSTREAM: Moody's Hikes CFR to Ba1, Outlook Remains Pos.
-----------------------------------------------------------------
Moody's Investors Service upgraded the ratings of Western Midstream
Operating, LP (WES Operating), including the Corporate Family
Rating to Ba1 from Ba2, the Probability of Default Rating to Ba1-PD
from Ba2-PD and the senior unsecured notes rating to Ba1 from Ba2.
Its Speculative Grade Liquidity Rating is unchanged at SGL-1. The
outlook remains positive.
"The upgrade for WES Operating reflects a similar change to the
Corporate Family Rating for Occidental Petroleum, WES Operating's
primary customer and owner of Western Midstream Holdings, LLC,
which owns the general partner interest in WES Operating's parent,"
stated James Wilkins, Moody's Vice President. "WES Operating's
financial metrics improved in 2021, but the rating is effectively
capped by OXY's Ba1 rating."
The following summaries the ratings activity
Upgrades:
Issuer: Western Midstream Operating, LP
Probability of Default Rating, Upgraded to Ba1-PD from Ba2-PD
Corporate Family Rating, Upgraded to Ba1 from Ba2
Senior Unsecured Regular Bond/Debenture, Upgraded to Ba1 (LGD4)
from Ba2 (LGD4)
Outlook Actions:
Issuer: Western Midstream Operating, LP
Outlook, Remains Positive
RATINGS RATIONALE
The upgrade of WES Operating's CFR follows the upgrade to
Occidental Petroleum Corporation's (OXY) CFR to Ba1 as well as WES
Operating's supportive business profile and credit metrics, which
by strengthening WES Operating's financial profile will bolster its
capacity to withstand negative credit impacts from carbon
transition risks. While financial performance of WES Operating will
continue to be influenced by industry cycles, compared to
historical experience Moody's expects future profitability and cash
flow in this sector to be less robust at the cycle peak and worse
at the cycle trough because global initiatives to limit adverse
impacts of climate change will constrain the use of hydrocarbons
and accelerate the shift to less environmentally damaging energy
sources.
WES Operating's CFR is effectively capped by OXY's Ba1 CFR,
reflecting the significant majority of WES Operating's throughput
volumes and EBITDA that is generated by OXY as its primary
customer, and the control OXY exerts as the owner of the general
partner of WES Operating's parent. Moody's recently upgraded OXY's
CFR to Ba1 to reflect the improvement in OXY's credit profile
resulting from the surge in its earnings and cash flow, as well as
the material repayment of OXY debt during 2021 and Moody's
expectation that OXY will continue to reduce its debt. OXY
continues to have elevated debt balances resulting from the 2019
acquisition of Anadarko.
WES Operating benefits from a high proportion of fee-based revenue
that provides cash flow stability, and commodity and basin
diversification. Its direct commodity price exposure is limited as
a result of having long-term fee-based natural gas and crude oil
gathering and processing, and water handling contracts, with a
portion of natural gas and liquids contracts backed by either
minimum volume commitments (MVCs) or cost-of service contract
constructs. However, it does have exposure to fluctuations in
production volumes, particularly in its large gathering business.
The partnership continues to have good growth visibility from
organic projects tied to its operations in the Permian's Delaware
Basin and the DJ Basin. Many of WES Operating's credit attributes
could support a Baa3 rating, but the rating is capped by OXY's Ba1
rating. WES Operating's high customer concentration risk with OXY
combined with OXY's controlling ownership of Western Midstream
Holdings, LLC limits WES Operating's rating to that of OXY.
Financial leverage decreased in 2021 as EBITDA rebounded on higher
volumes and free cash flow was applied towards reducing debt.
The positive outlook for WES Operating reflects its credit metrics
that are supportive of a higher rating and the positive rating
outlook for OXY. OXY's positive outlook reflects Moody's
expectation that OXY's credit metrics will continue to improve in
2022 as it remains focused on debt reduction. Current high oil and
gas commodity prices will allow OXY to generate significant
positive free cash flow and reduce its leverage.
The SGL-1 Speculative Grade Liquidity rating reflects Moody's
expectation that WES Operating will have very good liquidity
through mid-2023, supported by cash flow from operations, existing
cash balances and available borrowing capacity under its $2 billion
unsecured bank revolving credit facility. The company has generated
positive free cash flow since cutting its distribution rate for the
second quarter 2020. As of December 31, 2021, there were no
borrowings outstanding under the revolving credit facility and
available capacity of $2 billion, after accounting for $5.1 million
of outstanding letters of credit. The revolver, which has a
scheduled February 2025 maturity date ($100 million will mature in
February 2024), is unsecured and has a financial maintenance
covenant limiting debt to EBITDA to 5x. Moody's expects WES
Operating to remain in compliance with the covenant through
mid-2023. WES Operating's next scheduled debt maturity is its $502
million of senior notes due in July 2022.
WES Operating's ESG Credit Impact Score is neutral-to-low (CIS-2).
This reflects the company's dependence on OXY, its high
environmental risk exposure and high social risk exposure, as well
as moderately negative governance risks. The company is exposed to
the risk of increasingly restrictive regulations in Colorado.
Sizeable natural gas gathering & processing assets as well as
natural gas pipelines will have less exposure to carbon transition
risk.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
WES Operating's ratings could be upgraded if OXY's CFR were
upgraded and WES Operating's leverage (Debt / EBITDA) remained
below 4x (3.6x as of December 31, 2021) and distribution coverage
was above 1.3x. WES Operating's CFR could be downgraded if OXY's
CFR is downgraded or if WES Operating's debt to EBITDA rises above
5x or if distribution coverage approaches 1x. Significant earnings
declines from lower throughput volumes could also lead to a
downgrade in the CFR.
The principal methodology used in these ratings was Midstream
Energy published in February 2022.
WES Operating, headquartered in The Woodlands, Texas, provides
midstream energy services primarily to Occidental Petroleum
Corporation (OXY, Ba1 positive), as well as other third-party oil
and gas producers and customers. Western Midstream Partners, LP
(WES), a publicly traded MLP, owns a 98% limited partner interest
in WES Operating and a 100% equity interest in Western Midstream
Operating GP, LLC, which holds the non-economic general partner
interest in WES Operating. OXY owns Western Midstream Holdings,
LLC, WES's general partner.
WILMA F. GRISSOM: $105K Sale of Jonesboro Property to Chavers OK'd
------------------------------------------------------------------
Judge Phyllis M. Jones of the U.S. Bankruptcy Court for the Eastern
District of Arkansas authorized Wilma F. Grissom's sale of the real
property located at 404 CR 414, in Jonesboro, Arkansas, together
with all appurtenances and improvements located thereon, to Hayden
Chavers and Maddie Walker Chavers for $105,000, with the Buyer to
pay the Sellers' closing costs to include: closing fee of $250,
Exam of $300, Title Insurance of $377, and Revenue Stamps of $174,
subject to the following conditions:
A. The of the equity from the sale will be remitted directly
to the Chapter 13 Trustee subject to a Motion for Refund;
B. A closing statement of the sale of the subject real
property will be provided by the Debtor to the Standing Chapter 13
Trustee, Mark T. McCarty, within 15 days of the sale of the subject
real property; and
C. Any requirement of a 14-day waiting period pursuant to
Federal Rule of Bankruptcy Procedure 4001(a)(3), as interpreted by
the title/closing company are waived.
The bankruptcy case is Wilma F. Grissom, Case No. 3:21-bk-12769
(Bankr. E.D. Ark.).
WW INTERNATIONAL: S&P Downgrades ICR to 'B', Outlook Stable
-----------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on New
York-based WW International Inc. to 'B' from 'B+'.
At the same time, S&P lowered its rating on the company's senior
secured debt to 'B+' from 'BB-'. The recovery rating remains '2',
reflecting its expectation for substantial (70%-90%; rounded
estimate: 70%) recovery in the event of a payment default.
S&P said, "The stable outlook reflects our expectation that
leverage will be elevated at about 6x as the company navigates a
turnaround strategy to stem revenue losses and return to growth. It
also reflects our expectation that despite the challenging industry
dynamics, the company will continue to generate healthy levels of
free operating cash flow (FOCF) to support its operations and
investment needs."
WW's digital channel subscription growth is not enough to offset
the anticipated declines in its studio businesses. Revenue in the
company's studio business contracted by 38% in 2021 compared to
2020 and 26% in 2020 over 2019, while its digital business revenue
grew approximately 6% in 2021 over 2020 compared to 21% growth in
2020 over 2019. Over the last two years, the company's studio
business declined by approximately 46% while its digital business
grew 30% in total. S&P said, "We believe the company's digital
subscription growth is struggling from generally weaker industry
demand for weight management programs. Online search traffic for
digital weight loss began to decline in the second quarter of 2021
and accelerated throughout the year. We believe this is
attributable to consumers navigating a second year of the pandemic
and shifting their focus to mental health well-being instead of
weight management. While WW's new food program launched in November
2021 generated some renewed interest, it was weaker than expected
(and prior program launches) and was not enough to offset the
declines in its studio business that accelerated due to COVID-19.
The company's revenue guidance of $300 million in the first quarter
of 2022 is approximately a 10% decline from the first quarter of
2021, and we expect full-year revenue decline to be similar. We
believe the consumer behavior could change permanently as we emerge
from the pandemic, as increased focus on a healthier lifestyle and
mental health could make the traditional high-stress seasonal
weight management programs less appealing. However, we acknowledge
that as we wade into the third year of the global pandemic,
consumer behaviors continue to be unpredictable and long-term
effects are difficult to forecast at this point."
S&P said, "We believe the company's anticipated turnaround strategy
will take some time, and leverage will remain above 5x. We expect
leverage to increase to 6x in 2022 and remain elevated at that
level through 2023 as the company likely embarks on a turnaround
strategy. The company will need to reinvest in product, technology,
and marketing innovations to rejuvenate interest in the sector and
in its own product offerings. We believe the company's increasing
mix shift toward digital will help margins as its digital
businesses are more accretive -- but program investments will
offset any margin benefits. Despite expected elevated investments
and a lower demand environment, we continue to expect the company
will be a good cash flow generator and project that it should
generate approximately $70 million-$80 million of FOCF a year for
the next two years. The company could use this cash to accelerate
infrastructure investments or pay down debt. The company repaid
approximately $50 million of its term loan at year-end 2021 and
ended the year with S&P Global Ratings-adjusted leverage of 5x,
slightly lower than the 5.2x at the end of September 2021. Although
the company has a record of managing expenses to preserve margins,
we believe it is crucial for the company to make the right
investments in its product and service offering to attract new
customers in an increasingly competitive environment.
"There is increased uncertainty regarding the company's strategy as
its newly appointed CEO, Sima Sistani, starts March 21. Its new CEO
will be joining WW at an uncertain time for the company, and
possibly for the industry as well. We believe increased digitally
savvy competition could hamper WW's ability to stabilize its
performance and revert back to growth. We view Sistani's previous
experience in gaming and digital ecosystems to be beneficial in
assisting the company to navigate its next steps to remain
competitive as an increasingly digital company, however, in our
view, investment requirements and strategic directions will remain
unclear for some time. Additionally, we believe there are further
uncertainties over the role the studio business will play for the
company going forward and what that will mean for the overall
direction, scale, and cash generation.
"The stable outlook reflects our expectation that leverage will be
elevated at about 6x as the company navigates its turnaround to
stem revenue losses and return to growth. It also reflects our
expectation that despite the challenging industry dynamics, the
company will continue to generate free operating cash flow of at
least $50 million to support its operations and investment needs."
S&P could lower its ratings if leverage increases to above 7x, or
if liquidity deteriorates materially. This could occur if:
-- The company's anticipated turnaround initiatives are not
successful, and its subscriber base continues to decline in the
double-digit-percent area.
-- If the company announces turnaround initiatives that cost more
than expected, leading to weaker margins and cash flow than S&P's
current expectations.
While unlikely in the next 12 months, S&P could raise its ratings
if the company's subscriber volume returns to growth and can be
sustained for two seasons, and it sustains leverage well below 5x.
This could occur if:
-- The company drives sustainable revenue growth from effective
product innovations and marketing campaigns, while improving EBITDA
margins to pre-pandemic levels in the low- to mid-4x range.
-- In addition, S&P would continue to expect that the company
commits to its financial policy and operate with leverage below
5x.
ESG credit indicators: E-2 S-2 G-2
ZINC-POLYMER PARENT: S&P Alters Outlook to Stable, Affirms B- ICR
-----------------------------------------------------------------
S&P Global Ratings revised its outlook on U.S.-based packaging
company Zinc-Polymer Parent Holdings LLC (Jadex) to stable from
positive and affirmed the 'B-' issuer credit rating on the
company.
S&P said, "At the same time, we affirmed our 'B-' issue-level
rating on the company's $470 million first-lien term loan and $60
million revolving line of credit. The recovery rating remains '3'
and indicates our expectation for meaningful (50%-70%; rounded
estimate: 50%) recovery in the event of a default.
"The stable outlook reflects favorable demand trends within its
medical and consumer end-markets. We believe this momentum, along
with our expectation for improved profitability in 2022 compared
with 2021, could result in debt to EBITDA declining to about 6x and
positive free operating cash flow (FOCF) in 2022."
Despite weaker-than-expected credit metrics in 2021, demand from
non-discretionary end-markets and anticipated cost pass-throughs in
2022 should improve leverage this year. An inflationary environment
in 2021 resulted in higher raw materials, labor, and freight costs.
Jadex faced a lag in passing higher costs onto its customers,
particularly in the LifeMade segment, which resulted in
weaker-than-expected debt to EBITDA at the end of 2021. While Jadex
has some exposure to cyclical end-markets, such as automotive
(within its Artazn segment), overall demand from non-discretionary
end-markets should sustain top-line growth and profitability in
2022. S&P said, "We also expect demand to continue in 2022 for the
company's sustainable and disposable products, an alternative to
single-use plastics in both the medical and consumer end-markets.
In addition, the company's contract with the U.S. Mint in its
Artazn segment should enable Jadex to sustain EBITDA margins in
this segment despite potential coinage volume fluctuations. As
moderate growth in its polymer business continues and more cost
pass-throughs take hold, we anticipate EBITDA margins will improve
to the low-teens percent area in 2022, from the high-single-digit
percent area in 2021. We expect debt to EBITDA about 6x by year
end."
S&P said, "We anticipate Jadex will generate positive free cash
flow and maintain adequate liquidity over the next 12 months.
Growth capital expenditure (capex) as a percentage of revenue was
higher in 2021 than previously expected at about 6%, to support new
business wins. However, we assume that growth capex needs will
decline in 2022 as the company focuses on supporting existing
programs and managing its cash position. Maintenance capex is
relatively minimal, at about 1.5% of revenue. In all, we assume
total capex of about 4.5% of revenue in 2022. In addition, the
company has modest working capital needs, in our view. Further,
despite limited borrowing capacity on the company's revolving
credit facility as of Dec. 31, 2021, we anticipate that cash on
hand and cash generation over the next 12 months will be sufficient
to meet its financial obligations in the near term. The company had
no headroom on its springing net leverage financial covenant as of
Dec. 31, 2021, although borrowings on its revolver were below the
threshold for the covenant to spring. We also expect that as
margins improve, the company will maintain at least 15% headroom on
its covenant in 2022, if it were to spring. We do not anticipate
further borrowings on its revolver in our base case scenario and
note the company has no significant debt maturities until 2026,
when its revolving credit facility matures.
"The stable outlook on Jadex reflects our expectation that it will
be able to generate positive FOCF over the next 12 months and will
reduce its debt leverage to the 6x area given its relatively
supportive end-market performance, specifically in its medical and
consumer end-markets.
"We could lower our rating on Jadex if its end-markets performed
worse than we expected or if it were unable to pass through higher
costs in a timely manner, such that the company were unable to
generate modest FOCF over the next 12 months or if, for example,
working capital outflows resulted in a meaningful reduction in its
liquidity position, including a potential covenant breach. We could
also lower the rating if its debt leverage rose to levels we viewed
as unsustainable.
"We could raise our rating on Jadex in the next 12 months if the
company's profitability were better than expected, resulting in
debt to EBITDA trending below 6x and if the company were able to
maintain adequate liquidity in addition to generating positive
FOCF, resulting in FOCF to debt in the low- to mid-single-digit
percent area on a sustained basis. We would also need to believe
the company's financial sponsors would support these levels of
credit metrics."
*********
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S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
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.
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