/raid1/www/Hosts/bankrupt/TCR_Public/220324.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, March 24, 2022, Vol. 26, No. 82
Headlines
100 ORCHARD ST: Case Summary & 14 Unsecured Creditors
1501 WEST REALTY: Case Summary & Four Unsecured Creditors
544 YORK PARTNERS: Taps Ciardi Ciardi as Bankruptcy Counsel
96 WYTHE ACQUISITIONS: Lender Sued Over Bushwick Hotel Site
ADTALEM GLOBAL: S&P Alters Outlook to Positive, Affirms 'BB-' ICR
ALPHIA INC: Moody's Lowers CFR to Caa1, Under Review for Downgrade
ALTO MAIPO: Unsecured Creditors Object to Ch. 11 Support Blueprint
ANGEL'S SQUARE: Hearing on Amended Disclosures on March 30
AQUA SHIELD: Time to Confirm Plan Extended to June 9
ART VAN FURNITURE: COVID-19 Justified Short-Notice Layoffs
BETTER 4 YOU: Bank Leumi Deal on Cash Collateral Access OK'd
BFCD PROPERTIES: Mid Penn Bank Says Plan Not Confirmable
BLINK CHARGING: Incurs $55.1 Million Net Loss in 2021
BLT RESTAURANT GROUP: Seeks Chapter 11 Bankruptcy
BLT RESTAURANT: Unsecured Creditors to Split $100K in Plan
BOY SCOUTS: Expert Support $250-Mil. Ch. 11 Deal With Mormons
BRAZOS SANDY CREEK: Seeks Chapter 7 Bankruptcy
BRIGHT MOUNTAIN: Amends Credit Agreement to Get Additional $300K
BRISTOW GROUP: S&P Affirms 'B' ICR on Gradual Recovery
CASINO REINVESTMENT: S&P Affirms 'BB+' Rating on 2005B Rev. Bonds
CHICK LUMBER: Gets Court Nod to Use Cash Collateral Thru June 30
CORPORATE COLOCATION: Wins Cash Collateral Access Thru May 4
CUSTOM TRUCK: Incurs $181.5 Million Net Loss in 2021
DARIAN L HAMPTON: Wins Cash Collateral Access Thru March 31
DEACON BRODY: Case Summary & Two Unsecured Creditors
DISH DBS: S&P Raises Unsecured Debt Rating to 'B'
DUPONT STREET: Amends Dupont & Unsecureds Claims Pay Details
EL JEBOWL: Court OKs Deal on Cash Collateral Access
ENDEAVOR ENERGY: Moody's Ups CFR to Ba1 & Alters Outlook to Stable
ENERGY 11: Swings to $28.1 Million Net Income in 2021
EYEPOINT PHARMACEUTICALS: Incurs $58.4 Million Net Loss in 2021
GALA SERVICE: Taps Law Offices of Alla Kachan as Bankruptcy Counsel
GROVEHAUS LLC: Seeks to Hire Adam I. Skolnik as Litigation Counsel
GUILDWORKS LLC: Seeks Cash Collateral Access
HHCS PHARMACY: Wins Cash Collateral Access Thru April 12
HO WAN KWOK: U.S. Trustee Appoints Creditors' Committee
HOOD LANDSCAPING: Taps Joey Schramm of Southern Classic as Realtor
HOUGHTON MIFFLIN: Moody's Assigns B3 CFR Amid Veritas Transaction
INGROS FAMILY: Enterprise Bank Seeks Changes to Plan
INGROS FAMILY: Sharbonno Files Objections to Disclosures
INNOVATIVE DESIGNS: Incurs $132K Net Loss in First Quarter
IRONWOOD FINANCIAL: Exclusivity Period Extended to April 26
JAB OF ROCKLAND: Has Until May 20 to File Plan and Disclosures
JAKKS PACIFIC: Incurs $5.9 Million Net Loss in 2021
JOANN INC: S&P Alters Outlook to Negative, Affirms 'B' ICR
JOHNSON & JOHNSON: U.S. Trustee Says Bankruptcy Fees Need Oversight
KISMET ROCK: Court Approves Disclosure Statement
KLX ENERGY: Incurs $94M Net Loss for 11-Month Period Ended Dec. 31
KOPIN CORP: Incurs $13.5 Million Net Loss in 2021
LT MANAGEMENT: J&J Unit's Case Proceeds in NJ Bankruptcy Court
MALIBU'S BURGERS: Seeks Chapter 11 Bankruptcy Protection
METROPOLITAN WATER: Seeks to Tap Atchley & Associates as Accountant
MLK BRYANT: Unsecureds Will Receive 100% With Interest in Plan
MTM BROS: Gets OK to Hire James S. Wilkins as Bankruptcy Counsel
MTPC LLC: Exclusivity Period Extended to May 21
NEWMARK GROUP: S&P Alters Outlook to Positive, Affirms 'BB+' ICR
NORDIC AVIATION: Court Approves Disclosure Statement
NS8 INC: Court Confirms Plan Signed by Debtor, Sponsors
OCEAN POWER: Incurs $5.5 Million Net Loss in Third Quarter
ORGANICELL REGENERATIVE: Incurs $1.7M Net Loss in First Quarter
PACIFIC THEATRES: Theater Demand Drives Strong Auction Results
PARK-OHIO INDUSTRIES: Moody's Alters Outlook on B2 CFR to Negative
PLAYPOWER HOLDINGS: S&P Lowers ICR to 'CCC+', On Watch Negative
PUERTO RICO: Board Loses Appeal to Limit Adviser Disclosures Scope
PUERTO RICO: Judge Approves $130 Mil. Deal on Whitefish Contract
PURDUE PHARMA: New Plan Helps Vermonters, Says AG Donovan
PURE BIOSCIENCE: Incurs $702K Net Loss in Second Quarter
RESTORNATIONS: Responds to Helvey Objection to Disclosures
RETROTOPE INC: Ends Up in Chapter 11 Bankruptcy
RM NEWMAN: Case Summary & Five Unsecured Creditors
RUBY PIPELINE: Moody's Lowers CFR to Ca, Outlook Remains Negative
SALAD & CO: Bid to Prohibit Cash Collateral Use Denied as Moot
SOUTHGATE & TERRACE HOMES: Files for Chapter 11 Bankruptcy
TCP INVESTMENT: Amends Whitaker Bank Secured Claim Pay Details
TELKONET INC: Chief Sales and Operations Officer Resigns
TELKONET INC: Extends Maturity of Heritage Bank Loan Until 2023
TENDER TENDERS: Seeks Approval to Tap Arlo Hale Smith as Attorney
TEXOMA AUTO: Files Emergency Bid to Use Cash Collateral
TG TURNKEY: Seeks Cash Collateral Access
TON REAL ESTATE: Lender Seeks to Prohibit Cash Collateral Use
TRANSUNION: Moody's Affirms 'Ba2' CFR & Alters Outlook to Stable
TRINITY GUARDION: Case Summary & 20 Largest Unsecured Creditors
U.S. TOBACCO: Gets Court Okay for Bankruptcy Plan Vote
VERTEX ENERGY: Incurs $7.7 Million Net Loss in 2021
VIVAKOR INC: Secures Supply & Lease Agreement for Utah Facility
W&T OFFSHORE: Promotes William Williford to Chief Operating Officer
WESTBANK HOLDINGS: Files Emergency Bid to Use Cash Collateral
WILMA & FRIEDA'S: Wins Cash Collateral Access on Final Basis
WINDSTREAM HOLDINGS: Asks FCC OK to Waive Foreign Ownership Limit
WING DINGERS: Unsecureds Will Get 20% of Claims in 60 Months
WIRELESS SYSTEMS: Taps Stevens Martin Vaughn & Tadych as Counsel
ZOHAR FUNDS: Anticipates Huge Losses in Amended Chapter 11 Docs
ZOHAR III: Amends Plan to Include Patriarch Disputed Claims Pay
[*] Nevada Bankruptcies Lower During Pandemic Than Great Recession
[^] Recent Small-Dollar & Individual Chapter 11 Filings
*********
100 ORCHARD ST: Case Summary & 14 Unsecured Creditors
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Debtor: 100 Orchard St. LLC
d/b/a Blue Moon Hotel
100 Orchard Street
New York, NY 10002
Business Description: The Debtor operates in the rooming and
boarding Houses industry.
Chapter 11 Petition Date: March 23, 2022
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 22-10358
Judge: Hon. David S. Jones
Debtor's Counsel: Scott S. Markowitz, Esq.
TARTER KRINSKY & DROGIN LLP
1350 Broadway
11th Floor
New York, NY 10018
Tel: (212) 216-8000
Email: smarkowitz@tarterkrinsky.com
Total Assets: $25,341,713
Total Liabilities: $11,166,747
The petition was signed by Randy Settenbrino, president/managing
member.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/LKSXEAI/100_Orchard_St_LLC_dba_Blue_Moon__nysbke-22-10358__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 14 Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Jurny Inc. Furniture, $108,130
5161 Lankershim Blvd. Supplies, &
Suite 250 Equipment
North Hollywood,
CA 91601
2. NYC Department of Buildings Administrative $51,000
280 Broadway
New York, NY 10007
3. Nouveau Elevator $44,770
Industries In
47-55 37th Street
Long Island City, NY 11101
4. NYC Water Board Water Charges $27,388
P.O. Box 11863 (from prior tenant)
Newark, NJ 07101
5. Historic Hotels of America Enrollment Fee $8,500
Preferred Hotel Group
23 Corporate Plaza,
Ste. 190
Newport Beach, CA 92660
6. Con Edison Electricity & $5,000
P.O. Box 1702 Gas
New York, NY 10116
7. Sergey Drabkin Engineer $4,000
P. O. Box 240229
Brooklyn, NY 11224
8. Precision Elevator Monthly $1,416
257 51 Street Maintenance &
Brooklyn, NY 11220 Annual Elevator
Test
9. Safety Fire Sprinkler Sprinkler $1,034
1070 38th Street Inspection
Brooklyn, NY 11219 Balance
10. Kane Calderon Unpaid Wages $1,000
18 Rosemawr Place
Clifton, NJ 07012
11. DNA Mechanical HVAC Repair $1,000
107 Edgewood Ave
Clifton, NJ 07012
12. Verizon Fire Alarm & $157
P.O. Box 15124 Elevator Lines
Brooklyn, NY 11212
13. Bil-Man Asset Unknown
Management LLC
12 East 37th Street
New York, NY 10016
14. Eliyahu Idi Litigation Claim $0
341 Broadway
Brooklyn, NY 11211
1501 WEST REALTY: Case Summary & Four Unsecured Creditors
---------------------------------------------------------
Debtor: 1501 West Realty, LLC
1501 W 450 S
Huntington, IN 46750
Business Description: 1501 West Realty is the fee simple owner of
the real property located at 1470 Etna
Avenue, Huntington Indiana, having an
appraised value of $645,000.
Chapter 11 Petition Date: March 23, 2022
Court: United States Bankruptcy Court
Northern District of Indiana
Case No.: 22-10280
Debtor's Counsel: Scot T. Skekloff, Esq.
HALLERCOLVIN PC
444 East Main Street
Fort Wayne, IN 46802
Tel: (260) 426-0444
Fax: (260) 422-0274
Total Assets: $664,329
Total Liabilities: $1,532,515
The petition was signed by Mandy Reber as manager/member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's four unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/FWAOKBA/1501_West_Realty_LLC__innbke-22-10280__0001.0.pdf?mcid=tGE4TAMA
544 YORK PARTNERS: Taps Ciardi Ciardi as Bankruptcy Counsel
-----------------------------------------------------------
544 York Partners, LLC cs approval from the U.S. Bankruptcy Court
for the Eastern District of Pennsylvania to hire Ciardi Ciardi &
Astin to serve as legal counsel in its Chapter 11 case.
The hourly rates charged by the firm's attorneys and paralegals are
as follows:
Albert A. Ciardi, III $575
Daniel S. Siedman $375
Paralegal $160
Ciardi Ciardi will also seek reimbursement for out-of-pocket
expenses incurred.
Albert Ciardi, III, Esq., a partner at Ciardi Ciardi & Astin,
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.
Ciardi Ciardi can be reached at:
Albert A. Ciardi, III, Esq.
Ciardi Ciardi & Astin
2005 Market Street, Suite 3500
Philadelphia, PA 19103
Tel: (215) 557-3550
Email: aciardi@ciardilaw.com
jcranston@ciardilaw.com
About 544 York Partners
Philadelphia-based 544 York Partners, LLC filed its voluntary
petition for relief under Chapter 11 of the Bankruptcy Code (Bankr.
E.D. Penn. Case No. 22-10603) on March 10, 2022, listing as much as
$10 million in both assets and liabilities. Eric S. Kretschman,
member, signed the petition.
Judge Ashely M. Chan presides over the case.
Albert A. Ciardi III, Esq., at Ciardi Ciardi & Astin represents the
Debtor as legal counsel.
96 WYTHE ACQUISITIONS: Lender Sued Over Bushwick Hotel Site
-----------------------------------------------------------
Natalie Sachmechi of NYC & Associates reports that the beleaguered
owner of several bankrupt properties, 96 Wythe Acquisitions,
including the Williamsburg Hotel and a vacant lot in the Bronx, is
going after its lender, alleging predatory practices that it says
killed its chances of building another Brooklyn inn, this time in
Bushwick.
Toby Moskovits and Michael Lichtenstein of Heritage Equity Partners
had planned to construct the Bushwick Hotel, a 10-story, 155-room
inn at 232 Seigel St., in 2019. But they were unable to secure
construction financing with the company's original mortgage lender,
Bridge City Capital, to complete the building before the
agreed-upon deadline.
They claim that Bridge City colluded with Fortress Investment
Group, the lender named in the suit, to deny the construction loan
and force Heritage into default so Fortress could take over the
development site, according to the complaint.
Mark Hotel seeks refinancing after thwarting latest foreclosure
attempt
When Heritage tried to sell off the site to satisfy its mortgage,
Bridge City Capital sabotaged the sale, sold the loans to Fortress
Investment Group and encouraged potential buyers to purchase the
site from Fortress instead at a lower price, the lawsuit alleges.
Fortress already owned the loan behind 215 Moore St., an adjacent
development site also owned by Heritage, on which the company
planned to construct an office building. Knowing the two sites were
more valuable as one assemblage, the developers claim in the suit,
Fortress was on the hunt for the 232 Seigel St. loan too.
After buying the hotel site loan in December 2019, Fortress held
Heritage in default for failing to complete construction, and the
company filed for bankruptcy protection for the property in June
2020.
In March 2021 a bankruptcy judge allowed Fortress to move forward
with foreclosure proceedings on the Bushwick Hotel loan, and by May
the lender had filed suit to take over the project.
An auction was scheduled for February 2022.
By the time the foreclosure was filed, the pandemic had pushed
Heritage into financial trouble at its iconic Williamsburg Hotel.
The company filed for bankruptcy protection for the property in
February 2021, under 96 Wythe Acquisitions.
Earlier this month, a case investigator concluded that Moskovits
and Lichtenstein had used a complex banking scheme to siphon more
than $12 million from the hotel to other companies they own, which
they denied.
The investigator's report was riddled with false statements, they
claimed in court papers, and that the investigator himself was "in
cahoots" with the lender on that building, resulting in a
conflicted report.
The business partners are also facing litigation and bankruptcy
proceedings over a vacant development site at 286 Rider Ave. in the
Bronx that they planned to put a rental building on.
In January a bankruptcy judge put the property's impending auction
on hold after Heritage paid back its lender, Be-Aviv, $12 million
in debt, giving the real estate development firm time to find a
buyer, though property records do not indicate the property has
been sold.
An attorney for the developers did not respond to a request for
comment by press time. An attorney for Fortress also did not
respond to a request for comment by press time. Bridge City Capital
did not respond to an email seeking comment by press time.
About 96 Wythe Acquisition LLC
96 Wythe Acquisition LLC is a privately held company whose
principal property is located at 96 Wythe Ave, Brooklyn, NY 11249.
96 Wythe Acquisition sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 1-22108) on February 23,
2021. In the petition signed by CRO David Goldwasser, the Debtor
disclosed $79,990,206 in liabilities.
Judge Robert D. Drain oversees the case.
Backenroth Frankel & Krinsky, LLP, led by Mark Frankel, is the
Debtor's counsel.
ADTALEM GLOBAL: S&P Alters Outlook to Positive, Affirms 'BB-' ICR
-----------------------------------------------------------------
S&P Global Ratings revised its outlook to positive from stable and
affirmed its 'BB-' issuer credit rating on U.S.-based for-profit
education provider Adtalem Global Education Inc. S&P also affirmed
its 'BB-' ratings on its $400 million revolver, $850 million term
loan B, and $800 million secured notes.
S&P said, "The positive outlook reflects our expectation that the
divestiture of the company's financial services segment and
announced debt repayment could result in leverage below our 3x
upgrade threshold in fiscal 2023.
"The 'BB-' rating and positive outlook reflect our expectation that
despite meaningful deleveraging from Adtalem's divestiture and
subsequent paydown of $770 million of debt, leverage will be about
3.3x in fiscal 2022.But we expect leverage could be in the mid- to
high-2x area in fiscal 2023 despite the announced share buybacks.
Under our base-case forecast, we believe Adtalem's pro forma
leverage could be in the 2.7x-3x area following the $770 million
paydown of debt and including a full year of Walden University
EBITDA. Although this leverage target is good compared to our 3x
upgrade threshold, we affirmed the rating because we believe the
company has very little cushion. Potential integration issues, a
more aggressive share buyback plan than our base-case forecast, or
continued enrollment weakness could weaken leverage more than
expected in fiscal 2022 and 2023. Adtalem expects to realize $60
million of annual synergies by next year. The timing of these
synergies or higher than expected integration costs could limit
leverage improvement.
"Despite the announced ASR and share buyback plan, we expect
Adtalem to maintain leverage within its target of under 2x, which
translates to S&P Global Ratings' lease-adjusted leverage below 3x.
We believe the company has a history of pursuing relatively
conservative financial policy. Its willingness to repay debt with
the proceeds of the sale of its financial services segment could
indicate the company has no acquisition targets or large-scale
investments for which it would be willing to exceed its leverage
target. Additionally, we expect the company will fund its ASR
program with balance sheet cash and its share buyback from free
operating cash flow.
"Recent enrollment declines in the company's post-licensure medical
programs could create downward pressure on revenue, EBITDA margin,
and cash flow if they persist longer than we expect. Adtalem
reported that, because of the surge of the omicron variant of
COVID-19 at the end of calendar 2021 and in 2022, enrollment trends
are down across all of Adtalem's business segments but most acutely
affected on post-licensure nursing revenue. While we believe this
is likely temporary and reflects a delay in post-licensure
enrollment because of health care worker fatigue, the timing as to
where this trend could reverse is significantly uncertain. We
believe that if this trend at the company's Walden University
segment continued into the fourth quarter of fiscal 2022 and
beyond, revenue, EBITDA, and cash flow could underperform our
base-case forecast and leverage metrics could be meaningfully worse
in fiscal 2022.
"The positive outlook reflects our expectation that the divestiture
of Adtalem's financial services segment and announced debt
repayment could result in leverage below our 3x upgrade threshold
in the company's fiscal 2023."
S&P could raise its rating if it became confident that Adtalem
could sustain leverage below 3x with adequate cushion to
accommodate share buybacks. This could occur if:
-- The company's enrollment trends in its post-licensure nursing
segment reverses and begins improving; or
-- The company integrates Walden University in a manner that
expands its EBITDA margin and allows it to leverage synergies
across business units.
S&P could revise its outlook or lower its rating if it believed
Adtalem could sustain S&P Global Ratings' lease-adjusted leverage
above 4x. This could occur if:
-- The company completed additional debt-funded acquisitions; or
-- Negative enrollment trends accelerated and integration issues
with Walden occurred in a manner that resulted in significant
decreases in revenue and EBITDA.
ESG credit indicators: E-2, S-2, G-2
ESG factors have no material influence on S&P's credit rating
analysis of Adtalem.
ALPHIA INC: Moody's Lowers CFR to Caa1, Under Review for Downgrade
------------------------------------------------------------------
Moody's Investors Service downgraded Alphia, Inc.'s ratings
including its Corporate Family Rating to Caa1 from B2, its
Probability of Default Rating to Caa1-PD from B2-PD, and the rating
on the company's first lien credit facility to Caa1 from B2. The
first lien credit facility consists of a $40 million first lien
revolver due 2025 and a $285 million original principal amount
first lien term loan due 2027. At the same time, Moody's also
placed the ratings under review for downgrade. This follows
Alphia's announcement that it is restating its fiscal 2021
financial statements due to inaccurate accounting of certain
expenses due to issues following its new enterprise resource
planning (ERP) system implementation, and that it's looking to
amend its credit facility to waive covenants and allow for a
preferred equity contribution and sale leaseback transactions to
improve its liquidity.
The ratings downgrade and review for downgrade reflects Alphia's
significant deterioration in profitability and constrained
liquidity due to disruptions resulting from its new ERP
implementation that began during the second quarter of 2021. The
company's ERP implementation resulted in inaccurate accounting of
certain expenses and improper tracking of inventory during a period
of rising cost inflation and supply chain challenges. As a result,
the company's pricing initiatives did not fully offset cost
pressures in 2021, significantly and negatively impacting
profitability. The company announced that it is restating its
financial statements for 2021 and expects to report negative EBITDA
for the fiscal year end period ending December 31, 2021. In
addition, the negative profitability and lack of accurate inventory
and purchasing visibility contributed to the company's liquidity
meaningfully weakening in 2021. The company had a large revolver
borrowings of around $35 million on its $40 million revolving
facility and cash balance of around $6 million as of fiscal year
end December 31, 2021. In addition, given the negative
profitability, Moody's expects the company will not be in
compliance with the first lien credit facility's financial
maintenance covenant. Governance considerations factors high
compliance and reporting risks related to the company's inaccurate
financial reporting and weak internal controls as a result of the
weak implementation of its ERP system.
To address the lower profitability Alphia recently executed price
increases that will become effective April 1st and that it believes
will help to offset current cost pressures. Demand for the
company's super premium pet food products remains healthy, with the
company experiencing customer volume demand that exceeds capacity.
Moody's expects Alphia's profitability will gradually improve over
the next 12-18 months, as the EBITDA margin benefits from recent
price increases, improvement in operating efficiencies and costs
savings initiatives. However, the company's weak liquidity provides
very limited financial flexibility to fund operations and raises
the risk of a potential default over the next 12 months if planned
liquidity-enhancing measures are not completed quickly.
To address its constrained liquidity, Alphia announced that it
expects to receive a $50 million preferred equity contribution from
its financial sponsor's limited partner, and is pursuing a proposed
amendment to its existing first lien credit facility with both
planned to be completed within the next week. The company is also
pursuing a sizable sale leaseback transaction that should improve
its liquidity and reduce funded debt. The company expects to use
the proceeds from the new $50 million preferred equity to reduce
accounts payable and repay $10 million of borrowings outstanding on
its revolving facility. The company expects the new redeemable
preferred equity will have paid-in-kind dividends and a redemption
date no earlier than six months after the maturity of the first
lien credit facility in March 2025. The proposed amendment to the
first lien credit facility will permit a sale leaseback transaction
and waive the existing financial maintenance covenant until the
fourth quarter of fiscal 2022. The amendment will also introduce a
monthly minimum liquidity covenant of $5 million starting the month
ending April 30, 2022, and a minimum EBITDA covenant set at various
levels for the third and fourth quarter periods of fiscal 2022.
Alphia also expects to extend the financial reporting requirement
for its 2021 audit with the amendment. Because the issues relate to
the ERP system implementation in 2021, Alphia does not expect to
restate its 2020 audited financial statements. The company also
announced that it is in the process of executing a sale leaseback
of its manufacturing facilities and anticipates it will receive net
proceeds of about $120 million. Alphia expects to use the net
proceeds from the sale leaseback transaction to repay approximately
$80 million of its first lien term loan, repay $10 million of
revolver borrowings, and the remainder to increase cash on balance
sheet.
Given Alphia's current weak liquidity and very limited financial
flexibility to fund operations over the next 12 months, risk of
default has increased. Moody's believes that the proposed equity
contribution, amendment and sale leaseback transactions will
alleviate Alphia's immediate liquidity needs and provide some
financial flexibility. The ratings review will focus on the
company's ability to successfully execute the liquidity enhancing
transactions as proposed, the ultimate impact of the company's
restatement of its financial statements and completion of the
fiscal 2021 financial audit. As part of the review, Moody's will
evaluate the company's vendor relationships and ability to maintain
normal trade terms. Moody's will also assess the company's
prospective operating performance including the ability to mitigate
the increase in cost associated with the ERP implementation and
related operational challenges, and the potential effect on volume
from planned price increases. Moody's expects to conclude the
ratings review after the completion of the proposed transactions
and the fiscal 2021 financial audit.
Downgrades:
Issuer: Alphia, Inc.
Corporate Family Rating, Downgraded to Caa1 from B2; Placed Under
Review for further Downgrade
Probability of Default Rating, Downgraded to Caa1-PD from B2-PD;
Placed Under Review for Downgrade
Senior Secured Bank Credit Facility (Revolver and Term Loan),
Downgraded to Caa1 (LGD4) from B2 (LGD4); Placed Under Review for
further Downgrade
Outlook Actions:
Issuer: Alphia, Inc.
Outlook, Changed To Rating Under Review From Stable
RATINGS RATIONALE
Notwithstanding the ratings review, Alphia's Caa1 CFR broadly
reflects the meaningful deterioration in profitability following
its ERP implementation with the company reporting negative EBITDA
in fiscal 2021. The company also generated negative free cash flows
that were covered with revolver borrowings. As a result, Alphia's
liquidity is weak highlighted by its limited revolver availability
with borrowings of $35 million on its $40 million revolving
facility due 2025 and cash balance of around $6 million as of
fiscal year end December 31, 2021. The company has geographic and
customer concentration, and the industry's competitive bidding
process adds revenue and earnings volatility risks. The credit
profile is supported by the non-cyclical nature and positive
underlying trends of the pet food industry, Alphia's solid market
position in the fast growing premium pet food category, and its
well established customer relationships. The company's vertically
integrated operations that includes its ingredients segment is a
competitive advantage.
Environmental considerations primarily relate to the company's
exposure to natural capital risk as it relies on agricultural
commodities and its moderate exposure to waste and pollution risks
related to food manufacturing.
Alphia is exposed to social risks related to customer relations,
responsible production, and health and safety as it is exposed to
food contamination risks and related reputational risk. However,
the company has numerous safety and quality control checks, and
maintains its health and safety certifications from regulatory
bodies including the USDA and FDA. Social consideration also
include evolving consumer trends. Consumer preferences have been
shifting in the US pet food sector with the growing trend of pet
humanization. This benefits Alphia due to its focus on super
premium pet food.
Governance considerations factors high compliance and reporting
risks related to the company's restatement of its financial
statement in 2021 due to inaccurate accounting of expenses and weak
internal controls. Governance considerations also factors the
company's aggressive financial policies under ownership by a
private equity sponsor, including operating with high leverage and
debt-financed acquisitions.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The ratings could be downgraded if the company is unable to
complete the proposed preferred equity, credit facility amendment
and sale leaseback transactions, or if the company is unable to
complete is fiscal 2021 financial audit in a timely basis. The
ratings could also be downgraded if the risk of default increases,
including if the company does not resolve its operational, systems
and internal control challenges, profitability does not improve or
if liquidity deteriorates for any reason.
The ratings could be confirmed if the company completes the
liquidity enhancing transactions as proposed and is able to provide
its fiscal 2021 financial audit. The ratings could be upgraded if
the company resolves the operational, systems and internal control
issues, meaningfully improves its profitability and demonstrates
consistent EBITDA growth and margin expansion towards historical
levels, while debt/EBITDA is sustained below 6.5x and
EBITA/interest is sustained above 1.0x. A ratings upgrade will also
require the company to maintain at least adequate liquidity
highlighted by consistent positive free cash flows and lower
reliance on revolver borrowings.
Headquartered in Denver, Colorado, Alphia is a leading contract
manufacturer of super premium pet food and supplier of ingredients
that are sold to pet food companies and retailers. Annual revenue
is under $800 million. The company has been majority owned by
private equity firm J.H. Whitney since 2014.
The principal methodology used in these ratings was Consumer
Packaged Goods Methodology published in February 2020.
ALTO MAIPO: Unsecured Creditors Object to Ch. 11 Support Blueprint
------------------------------------------------------------------
Leslie A. Pappas of Law360 reports that the unsecured creditors of
bankrupt Chilean hydroelectric power project Alto Maipo have
objected to the debtors' Chapter 11 amended restructuring support
agreement, saying that its terms unfairly benefit insiders and
skirt regular bankruptcy creditor recovery rules.
In an objection filed late Friday, March18, 2022, in Delaware, the
official committee of unsecured creditors of Alto Maipo SpA and
Alto Maipo Delaware LLC called the agreement "improper, ill-timed,
and unnecessary" and urged the bankruptcy court to reject the
"impermissible attempted end-run around the Chapter 11 plan
process.
About Alto Maipo
Alto Maipo owns the Alto Maipo Hydroelectric Project, outside
Santiago, Chile, which is currently under construction. The project
comprises two run-of-the-river plants with a combined installed
capacity of 531 megawatts. The run-of-the-river project is a joint
venture between U.S. utility subsidiary AES Gener and Chilean
mining company Antofagasta Minerals (AMSA).
Alto Maipo Delaware LLC and Alto Maipo SpA sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 21-11507) on Nov. 17,
2021. Javier Dib, board president and chief restructuring officer,
signed the petitions. At the time of the filing, Alto Maipo
Delaware LLC estimated between $1 billion and $10 billion in both
assets and liabilities.
The cases are handled by Judge Karen B. Owens.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP and Cleary
Gottlieb Steen & Hamilton LLP as legal counsel; Nelson Contador
Abogados & Consultores SpA as local Chilean counsel; AlixPartners,
LLP as financial advisor; and Lazard Freres & Co. LLC and Lazard
Chile SpA as investment banker. Prime Clerk, LLC is the claims,
noticing and administrative agent.
ANGEL'S SQUARE: Hearing on Amended Disclosures on March 30
----------------------------------------------------------
Judge Peter D. Russin has entered an order that the hearing to
consider approval of the Amended Disclosure Statement to be filed
by Angel's Square, Inc. is continued to March 30, 2022 at 2:00
p.m., and will be held via Zoom Meeting only. The hearing will be
conducted by video conference using the services of Zoom Video
Communications, Inc.
Prior to the Hearing, and by no later than March 28, 2022, the
Debtor must file an amended disclosure statement and related
exhibits, that reflects any changes or amendments from any
previously filed disclosure statement(s) filed by the Debtor.
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.
AQUA SHIELD: Time to Confirm Plan Extended to June 9
----------------------------------------------------
Judge Jil Mazer-Marino has entered an order that the Aqua Shield,
Inc.'s time to obtain approval of a Disclosure Statement and to
confirm a Chapter 11 Plan is (JMM) extended through and including
June 9, 2022. This is the second extension granted by the Court.
In seeking the latest 90-day extension of the deadline, the Debtor
explained that it needed additional time to resolve an issue with
Krol & O'Conor regarding the vacating of the judgment and to amend
the plan and disclosure statement.
The Debtor noted that throughout the bankruptcy case, it has worked
diligently and has complied with all administrative obligations and
has timely filed all operating reports and paid quarterly fees.
The Debtor filed the original iteration of its Chapter 11 Small
Business Disclosure Statement and Plan on Nov. 12, 2021.
About Aqua Shield
Aqua Shield, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 20-73191) on Oct. 16,
2020. The case was eventually transferred to the appropriate
office under Case No. 20-43635. Judge Nancy Lord oversees the
case.
At the time of the filing, the Debtor had estimated assets of
between $100,001 and $500,000 and liabilities of between $500,001
and $1 million.
The Debtor is represented by the Law Offices of Alla Kachan, P.C.
Bruce Arthur Lean, CPA serves as the Debtor's accountant.
ART VAN FURNITURE: COVID-19 Justified Short-Notice Layoffs
----------------------------------------------------------
Rick Archer of Law360 reports that a Delaware bankruptcy judge on
Monday, March 21, 2022, dismissed claims that bankrupt home
furnishing retailer Art Van Furniture broke federal law when it
laid off 700 workers with nearly no notice, saying the business had
been struck with an unforeseeable setback in the form of COVID-19.
U.S. Bankruptcy Judge Christopher Sontchi issued a summary judgment
for the defense, saying in his opinion that the layoffs did not
violate the federal Worker Adjustment and Retraining Notification
Act because they were a response to the "unforeseen business
circumstance" of nationwide orders shutting down nonessential
businesses amid the "natural disaster" of the pandemic.
About Art Van Furniture
Art Van is a brick-and-mortar furniture and mattress retailer
headquartered in Warren, Michigan. The Company operates 169
locations, including 92 furniture and mattress showrooms and 77
freestanding mattress and specialty locations. The Company does
business under brand names, including Art Van Furniture, Pure
Sleep, Scott Shuptrine Interiors, Levin Furniture, Levin Mattress,
and Wolf Furniture.
The Company was founded in 1959 and was owned by its founder, Art
Van Elslander, until it was sold to funds affiliated with Thomas H.
Lee Partners, L.P. in March 2017. As part of this transaction, THL
acquired the operating assets of the Company and certain real
estate investment trusts, who closed the transaction alongside THL,
acquired the owned real estate portfolio of the Company, and
entered into long-term leases with Art Van. The proceeds from the
sale-leaseback transaction were used to fund the purchase price
paid to the selling shareholders.
Art Van Furniture, LLC, and 12 affiliates sought Chapter 11
protection (Bankr. D. Del. Lead Case No. 20-10553) on March 8,
2020.
Art Van was estimated to have $100 million to $500 million in
assets and liabilities as of the bankruptcy filing.
The Hon. Laurie Selber Silverstein is the case judge.
The Debtors tapped Benesch, Friedlander, Coplan & Aronoff LLP as
counsel. Kurtzman Carson Consultants LLC is the claims agent.
BETTER 4 YOU: Bank Leumi Deal on Cash Collateral Access OK'd
------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
Los Angeles, has entered an order approving the stipulation filed
by Better 4 You Breakfast and Bank Leumi USA authorizing the Debtor
to use cash collateral on an interim basis.
The use of cash collateral is authorized on an interim basis to pay
those expenses for operations as set forth on the Revised Budget,
plus a 10% variance for the period commencing on March 21, 2022 and
concluding on March 30, 2022, without prejudice to further requests
or stipulations for extensions, in accordance with the terms of the
Interim Order. The 'necessary/absolutely necessary' limitation
contained in the Interim Order is deleted, based on the Debtor's
compliance with the Revised Budget.
Representatives of the Debtor and Bank Leumi will meet and confer
concerning Debtor's further revised cash collateral budget on or
before March 25, 2022.
The final hearing on the matter is scheduled for March 30 at 10
am.
A copy of the stipulation and the budget is available at
https://bit.ly/3unlhb0 from PacerMonitor.com.
The Debtor projects $2,185 in total receipts and $2,150 in total
disbursements through March 30, 2022.
A copy of the order is available at https://bit.ly/36p6uEN from
PacerMonitor.com.
About Better 4 You Breakfast, Inc.
Better 4 You Breakfast, Inc. manufactures, packages and distributes
pre-packaged meals on a contract basis for specified periods of
time to approximately 400 clients including schools, residential
care facilities, senior care facilities, rehabilitation facilities
and others in California and Nevada. Those clients distribute the
meals to thousands of low income people including school children,
those in senior care facilities, medical facilities and in other
settings. The meals provided include breakfast, lunch, dinner and
snacks. The meals are manufactured and assembled in Los Angeles
County, California, at the Company's primary headquarters in the
City of Commerce, and distributed through leased warehouses in
several "regions".
Better 4 You Breakfast sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-10994) on
February 24, 2022. In the petition signed by Fernando Castillo,
president, the Debtor disclosed up to $50 million in both assets
and liabilities.
Judge Barry Russell oversees the case.
Daniel A. Tilem, Esq., at Law Offices of David A. Tilem is the
Debtor's counsel.
Bank Leumi USA, as creditor, is represented by:
Keith C. Owens, Esq.
Nicholas A. Koffroth, Esq.
Fox Rothschild LLP
10250 Constellation Blvd., Suite 900
Los Angeles CA 90067
BFCD PROPERTIES: Mid Penn Bank Says Plan Not Confirmable
--------------------------------------------------------
Mid Penn Bank, a creditor of Debtor BFCD Properties, LLC, objects
to the Second Amended Disclosure Statement of the Debtor, setting
forth the following in support thereof:
* As to Mid Penn's Claim No. 6, BFCD proposes amortizing the
claim amount owed over 30 years at 4.95% fixed annual interest.
This will extend the loan from its original maturity date of August
28, 2034, to the year 2052. Mid Penn objects to (1) the 30 year
repayment and (2) using the proposed interest rate.
* As to Mid Penn's Claim No. 7, BFCD proposes valuing the
secured portion of Mid Penn’s Claim at $52,125.65 and amortizing
this amount over 30 years at 5.50% fixed annual interest. Mid Penn
objects to (1) the valuation of 2100 Bellevue (which it asserts is
$239,000 as opposed to $230,0003 ), (2) the 30-year repayment, (3)
using the proposed interest rate, and (4) the treatment of the
unsecured portion of its Claim.
* Based on the objections of Mid Penn, the Plan is not
confirmable pursuant to 11 U.S.C. § 1129(a)(8), unless 11 U.S.C.
§ 1129(b) is met.
* In support of its objection pursuant to 11 U.S.C. §§
1129(a)(3) and (b), Mid Penn avers that BFCD has gerrymandered
classes and labeled claims as impaired when they are not.
* The Plan is not able to be confirmed under 11 U.S.C. §
1129(a)(10) because (1) not one of the classes that might accept
the plan is truly impaired, and (2) the creditors with claims
secured by 2100 Bellevue have been gerrymandered to thwart
application of 11 U.S.C. 1126(c).
* The Plan is not able to be confirmed under 11 U.S.C. §
1129(a)(11) because it runs the risk of liquidation or further
financial reorganization, as the sole source of income to BFCD is
the Deimlers, whose Chapter 13 currently faces a motion to dismiss
for failure to make plan payments and whose income and expenses
have not been reported consistently, as set forth in Mid Penn's
Motion to Dismiss at ECF No. 50, leaving doubt as to plan
feasibility.
* Feasibility is further in doubt, as the Deimlers' Chapter 13
Plan (Doc. 183-1) increases from monthly payments of $1,500 to
$2,000 in May 2022 and then to $4,008.00 in May 2023 through March
2027. Meanwhile, pursuant to Article IV of BFCD's Second Amended
Plan, the Deimlers are responsible for any portion of the estimated
$50,000.00 in BFCD's attorney fees for which BFCD's retainer is
inadequate and taxes due on the vehicle leases between BFCD and the
Deimlers (See Second Amended Plan, Footnote 1).
A full-text copy of Mid Penn's objection dated March 20, 2022, is
available at https://bit.ly/36lUrYX from PacerMonitor.com at no
charge.
Attorney for Mid Penn Bank:
Schiffman, Sheridan & Brown, P.C.
Bret P. Shaffer, Esquire PA#309180
2080 Linglestown Road, Suite 201
Harrisburg PA 17110
717-540-9170 Telephone
bshaffer@ssbc-law.com
About BFCD Properties
BFCD Properties, LLC, sought protection for relief under Chapter 11
of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 21-01127) on May
18, 2021, listing $100,001 to $500,000 in both assets and
liabilities. Judge Henry W. Van Eck oversees the case. The Weiss
Law Group, LLC, and Mott & Gendron Law serve as the Debtor's legal
counsel.
BLINK CHARGING: Incurs $55.1 Million Net Loss in 2021
-----------------------------------------------------
Blink Charging Co. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing a net loss of
$55.12 million on $20.94 million of total revenues for the year
ended Dec. 31, 2021, compared to a net loss of $17.85 million on
$6.23 million of total revenues for the year ended Dec. 31, 2020.
As of Dec. 31, 2021, the Company had $231.91 million in total
assets, $18.08 million in total liabilities, and $213.83 million in
total stockholders' equity.
As of Dec. 31, 2021, the Company had cash, working capital and an
accumulated deficit of $174,795,000 $176,303,000 and $242,470,000
respectively.
Blink Charging stated, "Since inception, our operations have
primarily been funded through proceeds received in equity and debt
financings. We believe we have access to capital resources and
continue to evaluate additional financing opportunities. There is
no assurance that we will be able to obtain funds on commercially
acceptable terms, if at all. There is also no assurance that the
amount of funds we might raise will enable us to complete our EV
development initiatives or attain profitable operations.
"Our operating needs include the planned costs to operate our
business, including amounts required to fund working capital and
capital expenditures. Our future capital requirements and the
adequacy of our available funds will depend on many factors,
including our ability to successfully commercialize our products
and services, competing technological and market developments, and
the need to enter into collaborations with other companies or
acquire other companies or technologies to enhance or complement
our product and service offerings."
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001429764/000149315222007015/form10-k.htm
About Blink Charging
Based in Miami Beach, Florida, Blink Charging Co. (OTC: CCGID)
f/k/a Car Charging Group Inc. -- http://www.CarCharging.com-- is
an owner and operator of electric vehicle charging stations in the
United States and a growing presence in Europe, Asia, Israel, the
Caribbean, and South America. The Blink Network utilizes
proprietary cloud-based software that operates, maintains, and
tracks the EV charging stations connected to the network, along
with the associated charging data. The Company has established key
strategic partnerships to roll out adoption across numerous
location types, including parking facilities, multifamily
residences and condos, workplace locations, health care/medical
facilities, schools and universities, airports, auto dealers,
hotels, mixed-use municipal locations, parks and recreation areas,
religious institutions, restaurants, retailers, stadiums,
supermarkets, and transportation hubs.
Blink Charging reported a net loss of $17.85 million for the year
ended Dec. 31, 2020, a net loss of $9.65 million for the year ended
Dec. 31, 2019, and a net loss of $3.42 million for the year ended
Dec. 31, 2018. As of Sept. 30, 2021, the Company had $238.77
million in total assets, $14.41 million in total liabilities, and
$224.37 million in total stockholders' equity.
BLT RESTAURANT GROUP: Seeks Chapter 11 Bankruptcy
-------------------------------------------------
Norah Mulinda of Bloomberg News reports that when a chain of
steakhouses fell on hard times during the pandemic, it turned to
the Paycheck Protection Program loans for help. Two years later,
that debt helped bankrupt the company.
According to the report, BLT Restaurant Group filed for Chapter 11
bankruptcy on Friday, March 19, 2022, after it was left with
unforgiven PPP loans and failed to qualify for additional relief
funds. The 16-year-old company, which operates BLT Prime on New
York's Upper East Side, BLT Steak in Midtown East, and additional
restaurants from Charlotte to Seoul, halted most operations during
the pandemic, and turned one of its New York locations into a
relief kitchen.
About BLT Restaurant Group
BLT Restaurant Group owns and manages a chain of steakhouses.
BLT Restaurant Group sought Chapter 11 bankruptcy protection
(Bankr. S.D.N.Y. Case No. 22-10335) on March 18, 2022. In the
petition filed by James Haber, CEO, BLT Restaurant listed estimated
assets between $1 million and $10 million and estimated liabilities
between $1 million and $10 million. The case is handled by
Honorable Judge Lisa G. Beckerman. Jennifer C. McEntee, Esq., of
CIARDI CIARDI & ASTIN, is the Debtor's counsel.
BLT RESTAURANT: Unsecured Creditors to Split $100K in Plan
----------------------------------------------------------
BLT Restaurant Group LLC filed with the U.S. Bankruptcy Court for
the Southern District of New York a Disclosure Statement describing
Plan of Reorganization dated March 21, 2022.
Since 2004, the debtor represented the best in hospitality, through
extraordinary food and unparalleled service. The Debtor owns 100%
of BLT Steak LLC, BLT Steak Waikiki LLC, BLT Prime Lexington LLC,
and owns 75% of BLT Steak DC LLC.
The chapter 11 bankruptcy filing is meant to restructure existing
secured debt and address the unsecured debt, including the PPP
Loans, over two years.
The Debtor will continue operations under pre-petition management
and work with its secured lender to restructure existing debt.
Class 1 consists of Allowed Unsecured Claims. Class 1 Claims are
estimated at $2,300,000. The Debtor proposes to pay $100,000 to the
holders of Allowed General Unsecured Claims, by distributing
$50,000 annually on a pro rata basis. The Debtor will make the
first such payment on the effective date. The remaining payment
will be made on the first anniversary of the effective date. The
treatment and consideration to be received by holders of Class 1
Allowed Claims shall be in full settlement, satisfaction, release
and discharge of their respective Claims and Liens. Class 1 is
impaired.
Class 2 consists of the holders of interests in the Debtor. All
existing membership interests shall be retained by existing members
but receive no distribution until all plan payments are made.
Class 3 consists of the secured claim of the JL Holdings 2002 LLC.
The Class 3 Claim is impaired under the Plan. The Class 3 Claim in
the amount of $7,831,000 is secured by the Debtor's right, title
and interest in the Subsidiary Entities, all other assets and
rights, of Debtor, whether located, whether owned or hereafter
acquired or arising, and all proceeds and products thereof. The
Class 3 Secured Claim will be paid out based upon a 10 year
principal amortization with interest accruing at the contract rate.
Class 3 shall retain its lien position until the Class 3 secured
claim is paid.
The Debtor's Plan shall be funded by the Debtor's operations and
the Debtor's successful restructuring of debt as well as
Debtor-in-Possession Loan from JL Holdings 2002 LLC.
A full-text copy of the Disclosure Statement dated March 21, 2022,
is available at https://bit.ly/3L2QXsU from PacerMonitor.com at no
charge.
Attorneys for the Debtor:
CIARDI CIARDI & ASTIN
Albert A. Ciardi, III, Esquire
Jennifer C. McEntee, Esquire
1905 Spruce Street
Philadelphia, PA 19103
About BLT Restaurant
BLT Restaurant Group LLC f/k/a BLT Management LLC owns and manages
the following restaurants: (a) BLT Steak LLC, (b) BLT Steak Waikiki
LLC, (c) BLT Prime Lexington LLC, and (d) BLT Steak DC LLC. The
Debtor filed Chapter 11 Petition (Bankr. S.D.N.Y. Case No.
22-10335) on March 18, 2022.
Hon. Lisa G. Beckerman oversees the case. Jennifer C. McEntee,
Esq. of CIARDI CIARDI & ASTIN is the Debtor's Counsel.
In the petition signed by James Haber, CEO, the Debtor disclosed $1
million to $10 million in assets and $1 million to $10 million in
liabilities.
BOY SCOUTS: Expert Support $250-Mil. Ch. 11 Deal With Mormons
-------------------------------------------------------------
Vince Sullivan of Law360 reports that a sex abuse claim valuation
expert testified Monday in the ongoing Chapter 11 confirmation
trial of the Boy Scouts of America, supporting a $250 million
settlement the organization reached last year with entities
associated with The Church of Jesus Christ of Latter-day Saints,
once the largest bloc of Scouting groups in the country.
During the sixth day of the trial, Charles E. Bates of economic
consulting firm Bates White LLC testified that he had conducted
extensive mathematical analyses of the more than 82,000 sex abuse
claims lodged against the Boy Scouts over the last several decades
and came to various conclusions.
About Boy Scouts of America
The Boy Scouts of America -- https://www.scouting.org/ -- is a
federally chartered non-profit corporation under title 36 of the
United States Code. Founded in 1910 and chartered by an act of
Congress in 1916, the BSA's mission is to train youth in
responsible citizenship, character development, and self-reliance
through participation in a wide range of outdoor activities,
educational programs, and, at older age levels, career-oriented
programs in partnership with community organizations. Its national
headquarters is located in Irving, Texas.
The Boy Scouts of America and affiliate Delaware BSA, LLC, sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on
Feb. 18, 2020, to deal with sexual abuse claims.
Boy Scouts of America was estimated to have $1 billion to $10
billion in assets and at least $500 million in liabilities as of
the bankruptcy filing.
The Debtors have tapped Sidley Austin LLP as their bankruptcy
counsel, Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel,
and Alvarez & Marsal North America, LLC, as financial advisor. Omni
Agent Solutions is the claims agent.
The U.S. Trustee for Region 3 appointed a tort claimants' committee
and an unsecured creditors' committee on March 5, 2020. The tort
claimants' committee is represented by Pachulski Stang Ziehl &
Jones, LLP, while the unsecured creditors' committee is represented
by Kramer Levin Naftalis & Frankel, LLP.
BRAZOS SANDY CREEK: Seeks Chapter 7 Bankruptcy
----------------------------------------------
Akiko Matsuda of The Wall Street Journal reports that Brazos Sandy
Creek Cooperative, a subsidiary of Texas's biggest electric
cooperative, filed for chapter 7 on Friday, March 18, 2022,
following the bankrupt parent company's decision to reject a power
purchase agreement with the coal-fired Sandy Creek Energy Station.
According to the petition, Brazos Sandy Creek Electric Cooperative
Inc. estimates its number of creditors as between 1 to 49, and its
assets and liabilities between $100 million and $500 million each.
The subsidiary was established in 2007 to acquire a 25% stake in
the Sandy Creek power plant in Riesel, Texas. To finance the
acquisition, the subsidiary issued $540 million in debt.
The chapter 7 case is assigned to Judge David Jones in the U.S.
Bankruptcy Court in Houston, who has been handling the parent
company's chapter 11 filing prompted by the spike in bills in the
extreme winter weather in February 2021.
About Brazos Sandy Creek Cooperative
Brazos Sandy Creek Cooperative is a subsidiary of Texas' biggest
electric cooperative, Brazos Electric Cooperative.
Brazos Sandy Creek Cooperative sought Chapter 7 bankruptcy
protection (Bankr. S.D. Tex. Case No. 22-30682) on March 18, 2022
after its parent company's decision to reject a power purchase
agreement with the coal-fired Sandy Creek Energy Station. In its
petition, Brazos Sandry Creek listed estimated assets and
liabilities between $100 million and $500 million each. The case
is assigned to Judge David Jones in the U.S. Bankruptcy Court in
Houston, who has been handling the parent company's chapter 11
filing.
David S Gragg, of Langley & Banack Inc, is the Debtor's counsel.
Janet S Casciato-Northrup is the court appointed Trustee.
About Brazos Electric Power Cooperative
Brazos Electric Power Cooperative Inc. is a 3,994-megawatt
transmission and generation cooperative which members' service
territory covers 68 counties from the Texas Panhandle to Houston.
It was organized in 1941 and the first cooperative formed in the
Lone Star state with the primary intent of generating and supplying
electrical power. At present, Brazos Electric is the largest
generation and transmission cooperative in the state and is the
wholesale power supplier for its 16 member-owner distribution
cooperatives and one municipal system.
Brazos Electric filed a voluntary petition for relief under Chapter
11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 21-30725)
on March 1, 2021. At the time of the filing, the Debtor disclosed
assets of between $1 billion and $10 billion and liabilities of the
same range.
Judge David R. Jones oversees the case.
The Debtor tapped Norton Rose Fulbright US, LLP as bankruptcy
counsel, Foley & Lardner LLP and Eversheds Sutherland US LLP as
special counsel, Collet & Associates LLC as investment banker, and
Berkeley Research Group, LLC as financial advisor. Ted B. Lyon &
Associates, The Gallagher Law Firm, West & Associates LLP, Butch
Boyd Law Firm and Boyd Smith Law Firm, PLLC serve as special
litigation counsel. Stretto is the claims and noticing agent.
The U.S. Trustee for Region 7 appointed an official committee of
unsecured creditors in the Debtor's case on March 15, 2021. The
committee is represented by the law firms of Porter Hedges, LLP and
Kramer, Levin, Naftalis & Frankel, LLP. FTI Consulting, Inc., and
Lazard Freres & Co. LLC serve as the committee's financial advisor
and investment banker, respectively.
BRIGHT MOUNTAIN: Amends Credit Agreement to Get Additional $300K
-----------------------------------------------------------------
Bright Mountain Media, Inc. and its subsidiaries, CL Media Holdings
LLC, Bright Mountain Media, Inc., Bright Mountain LLC, and
MediaHouse, Inc., entered into a tenth amendment to their credit
agreement dated June 5, 2020, with Centre Lane Partners Master
Credit Fund II, L.P., as administrative agent and collateral agent.
The credit agreement was amended to provide for an additional loan
amount of $300,000. This term loan matures on June 30, 2023.
About Bright Mountain
Based in Boca Raton, Fla., Bright Mountain Media, Inc. --
www.brightmountainmedia.com -- is an end-to-end digital media and
advertising services platform, efficiently connecting brands with
targeted consumer demographics. In addition to its corporate
website, the Company owns and/or manages 24 websites which are
customized to provide its niche users, including active, reserve
and retired military, law enforcement, first responders and other
public safety employees with products, information and news that
the Company believes may be of interest to them. The Company also
owns an ad network which was acquired in September 2017.
Bright Mountain reported a net loss of $72.71 million for the year
ended Dec. 31, 2020, a net loss of $4.17 million for the year ended
Dec. 31, 2019, and a net loss of $5.22 million for the year ended
Dec. 31, 2018. As of June 30, 2021, the Company had $31.58 million
in total assets, $31.26 million in total liabilities, and $315,466
in total shareholders' equity.
East Brunswick, New Jersey-based WithumSmith+Brown, PC, the
Company's auditor since 2021, issued a "going concern"
qualification in its report dated Dec. 23, 2021, citing that the
Company has suffered recurring losses from operations and has a net
capital deficiency that raise substantial doubt about its ability
to continue as a going concern.
BRISTOW GROUP: S&P Affirms 'B' ICR on Gradual Recovery
------------------------------------------------------
S&P Global Ratings affirmed its 'B' issuer credit rating on
Houston-based helicopter service provider Bristow Group Inc., as
well as its 'BB-' issue-level rating on Bristow's $392 million of
senior secured notes due 2028. The notes have a recovery rating of
'1', which indicates its expectation of very high (90%-100%;
rounded estimate: 95%) recovery in the event of payment default.
S&P said, "The stable outlook reflects our view that Bristow will
continue to optimize its fleet while managing cost pressures
against a much improved commodity backdrop that should lead to
improving offshore drilling levels and demand for its services. We
forecast funds from operations (FFO) to debt of approximately 25%
over the next 12 months with debt to EBITDA of approximately 3.5x.
"We expect the company's financial results to be in line with our
expectations. Bristow continues to manage its fleet operating costs
as offshore drilling activity remains muted, especially deep water.
We expect repair and maintenance cost pressures to fade as the
timing of repairs smooths out over the next couple quarters and the
pace of leased aircraft returns eases in fiscal year 2023
(Bristow's fiscal year ends March 31). In addition, we expect
strengthening crude oil and natural gas prices, as well as
underinvestment over the past few years to support a gradual
improvement in offshore drilling activity. As a result, we expect
FFO/debt between 25%-30% in fiscal 2023 and 2024. Additionally, we
expect debt/EBITDA of 3x-3.5x over the same period."
The company's oil and gas segment continues to be a key driver at
approximately 70% of revenues. The company has benefited from a
strong increase in flight hours from the Americas, which was offset
by a decline in Europe and Africa. There is still some uncertainty
about the timing and degree of an offshore recovery, but Bristow's
market leading position in Guyana/Surname continues to be a bright
spot. S&P expects a more measured and deliberate offshore recovery
relative to onshore activity. The government search and rescue
(SAR) segment continues to provide cash flow stability with more
predictable margins. Bristow announced two more, smaller government
SAR contract wins over the past 12 months. Looking ahead, an
announcement of the U.K. SAR 2G contract in October 2022 will
provide further indication of Bristow's longer-term cash flow
stability.
S&P said, "Bristow generated consistent positive free operating
cash flow (FOCF) over the past four quarters, which we expect to
continue. We anticipate the company will generate more than $100
million of free cash over the next 12 months, supported by its more
stable SAR work and low capital spending requirements. We expect
the company to use cash for scheduled debt amortization, with any
excess held on the balance sheet to provide liquidity to better
compete for future SAR contracts, or for consolidating acquisitions
or additional shareholder returns via repurchases.
"The stable outlook reflects our view that Bristow will continue to
optimize its fleet while managing cost pressures against a much
improved commodity backdrop, which should be a topline tailwind to
its oil and gas segment. We forecast FFO to debt of approximately
25% over the next 12 months with leverage approximately 3.5x.
"We could lower the rating if Bristow's leverage deteriorates, such
that FFO to debt approaches 12% for a sustained period. This would
most likely occur if crude oil and natural gas prices weaken
causing demand for offshore helicopter services in the oil and gas
industry to decline substantially, or if the company pursed an
aggressive acquisition strategy or a shareholder return policy that
resulted in higher leverage.
"We could raise the rating if Bristow's leverage improves, such
that FFO to debt moves above 30% and remains there for a sustained
period. This would most likely result from improved demand for
Bristow's services on increased offshore oil and gas activity,
margin improvement through better expense management, or material
debt reduction beyond current expectations."
S&P said, "Environmental factors are a negative consideration in
our credit rating analysis on Bristow Group Inc. due to our
expectation 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. Additionally, the
industry faces an increasingly challenging regulatory environment,
both domestically and internationally, that has included limits on
offshore drilling and the pace of new and existing well permits.
Although Bristow primarily serves the offshore oil and gas sector,
we assess social factors as less material than pure offshore oil
field service providers, given Bristow's greater optionality to
serve other sectors; oil and gas end markets comprise about
two-thirds of Bristow's revenues, with government services
accounting for the bulk of the remainder."
CASINO REINVESTMENT: S&P Affirms 'BB+' Rating on 2005B Rev. Bonds
-----------------------------------------------------------------
S&P Global Ratings revised the outlook to stable from negative and
affirmed its 'BB' rating on the Casino Reinvestment Development
Authority (CRDA), N.J.'s series 2005B (taxable) parking fee revenue
bonds. At the same time, S&P Global Ratings revised the outlook to
positive from stable and affirmed its 'BBB-' rating on the CRDA's
series 2014 luxury tax bonds. Lastly, S&P Global Ratings affirmed
its 'BB+' rating with a stable outlook on the authority's series
2004 hotel room fee revenue bonds.
"The rating actions reflect an improving revenue environment due to
the recovery in Atlantic City tourism that we believe is spurred by
abating health and safety risks posed by the COVID-19 pandemic
following vaccine rollout and other developments, which we capture
as a social risk in our environmental, social, and governance
factors," said S&P Global Ratings credit analyst Tiffany Tribbitt.
The actions incorporate S&P's expectation that pledged revenues
should be sufficient to meet annual debt service for all but the
parking fee bonds, following the CRDA's reliance on funds on
deposit with the trustee to make up shortfalls in 2020 and 2021.
Funds on deposit with the trustee, combined with the debt service
reserve should provide coverage through maturity for the parking
fee bonds as long as coverage does not fall below 2020 levels.
The ratings reflect S&P's view of the following factors:
-- S&P's expectation that although revenues collected during the
calendar year for the parking bonds might be less than debt service
costs in the near term, the flow of funds and funds on deposit with
the trustee combined with current collections should result in debt
service being met through maturity;
-- Although S&P believes revenues from luxury, parking, and hotel
taxes in Atlantic City will continue to improve as consumers move
toward treating COVID-19 as an endemic threat, S&P anticipates that
continued pressure from competition will likely prevent recovery to
pre-pandemic levels; and
-- The fixed nature of the pledged tax rates, which the authority
cannot raise.
S&P said, "We continue to view social risks as elevated compared
with those of peers due to the sensitivity of revenues to the
health and safety risks posed by the COVID-19 pandemic, which led
to restrictions on Atlantic City gaming activity and likely
continues to affect tourism activity, despite improving from last
year when the restrictions closed the city's casinos for more than
three months. We also consider environmental risks as elevated,
given coastal exposure and the proximity of several of the casino
hotels to the ocean and marina, resulting in a risk that severe
weather events could lead to significant revenue disruption. We
view governance risks as in line with those of other hotel-,
parking-, and luxury tax-secured bonds."
STABLE OUTLOOK FOR THE PARKING AND HOTEL FEE BONDS
Should debt service coverage (DSC) fail to continue improving or
decline because of negative macroeconomic trends, S&P could lower
the rating.
Should pledged revenue increase to levels sufficient to support
maximum annual debt service (MADS), S&P could raise the rating.
POSITIVE OUTLOOK FOR THE LUXURY TAX BONDS
Should pledged revenues stabilize at levels at least in line with
2021 collections, resulting in maintenance of adequate MADS
coverage during the outlook horizon, S&P could raise its rating.
Should DSC decline to below 2021 levels or require additional draws
from reserves on hand, S&P could revise the outlook to stable.
CHICK LUMBER: Gets Court Nod to Use Cash Collateral Thru June 30
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Hampshire has
authorized Chick Lumber, Inc. to use cash collateral on an interim
basis in accordance with the budget through June 30, 2022.
The Debtor may use and expend cash collateral to pay the costs and
expenses incurred by the Debtor in the ordinary course of business
to the extent provided for in the Budget up to $1,829,350 during
the period between April 1, 2022 and June 30, 2022.
The Debtor will make these Adequate Protection Payments on the last
day of each month: (i) $481.70 to Jeldwen, Inc.; (ii) $24.66 to BFG
Corporation (H2H NC Paint Tinter); (iii) $37.83 to GreatAmerica
Financial Services Corp.; (iv) $0.00 to Citizens One Auto Finance;
(v) $226.60 to Citizens One Auto Finance; (vi) $211.94 to Citizens
One Auto Finance; (vii) $39.52 to Wells Fargo Equipment Finance,
Inc. - Forklift; (viii) $100.00 to Ford Motor Credit in January
2022 only which is the last payment and final amount due on this
loan, no payments to Ford Motor Credit in February 2022 and March
2022; (viii) $63.25 to Wells Fargo Equipment Finance, Inc. –
Moffett Machine; (ix) $82.22 to Hitachi Capital Financial; and (x)
$1,197.93 to Citizens Financial Group, Inc., as the assignee of the
claim of American Express Bank, FSB.
If any payment due will not be timely made, the creditor entitled
to the payment will have the right to move the Court for an order
terminating the use of Cash Collateral by filing an affidavit of
default with the Court certifying (a) the amount of the payment
due, (b) the date such payment was due, and (c) the Debtor's
failure to make such payment, with service on the Debtor's counsel
and the United States Trustee.
Each Record Lienholder (including RBS Citizens on its own behalf
and as assignee of Amex FSB) is granted a replacement lien in, to
and on the Debtor's post-petition property of the same kinds and
types as the collateral in, to and on which it held or claims to
have held valid and enforceable, perfected liens on the Petition
Date as security for any loss or diminution in the value of the
collateral held by any such Record Lienholder on the Petition Date
which will have and enjoy the same priority as it had on the
Petition Date under applicable state law.
The replacement liens will be deemed valid and perfected
notwithstanding any requirements of non-bankruptcy law with respect
to perfection.
A further hearing on the matter is scheduled for June 22 at 11 am.
A copy of the order is available at https://bit.ly/3ttQ4DQ from
PacerMonitor.com.
About Chick Lumber
Chick Lumber, Inc. -- https://www.chicklumber.com/ -- is a dealer
of lumber, plywood, steel beams, engineered wood, trusses, steel
and asphalt roofing, windows, doors, siding, trim, stair parts, and
finish materials. It also offers drafting and design, installation,
delivery, outside sales, and plan reading and estimating services.
The Debtor sought Chapter 11 protection (Bankr. D.N.H. Case No.
19-11252) on Sept. 9, 2019, in Concord. In the petition signed by
Salvatore Massa, president, the Debtor disclosed between $1 million
and $10 million in both assets and liabilities.
Judge Bruce A. Harwood oversees the case.
William S. Gannon PLLC is the Debtor's legal counsel.
The Office of the U.S. Trustee appointed a committee of unsecured
creditors on Oct. 3, 2019. The Committee is represented by
Goldstein & McClintock, LLLP as its legal counsel.
CORPORATE COLOCATION: Wins Cash Collateral Access Thru May 4
------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
has authorized Corporate Colocation, Inc. to use cash collateral in
accordance with the budget through and including May 4, 2022.
The Debtor operates its business from a leased space located at 530
West Sixth Street, Los Angeles, CA 90014. Victor Goodman is the
Debtor's Chief Executive Officer and holds a 90% interest in the
Debtor. Jonathan Goodman is the Debtor's president and holds a 10%
interest in the Debtor.
InMotion Hosting, Inc., the Debtor's largest customer, filed a
limited objection to the Cash Collateral Motion. InMotion does not
object to the Debtor's continued use of cash collateral, but
asserts the "Debtor has routinely been paying the personal expenses
of the Goodmans." InMotion objects to the use of estate funds for
non-business expenses.
The Debtor disputes InMotion's assertion.
According to the Court, in the event the case is not dismissed as a
result of the Order to Show Cause, the Court will consider a
further extension of the use of cash collateral.
The Court said it cannot determine whether the Debtor has been
using cash collateral to pay the Goodmans' personal expenses, as
alleged by InMotion. However, the Court noted many of the
expenditures highlighted by InMotion do not appear to be related to
the Debtor's business. The Court cautioned the Debtor that the use
of cash collateral to pay non-business expenses is not authorized.
The hearing on the cash collateral motion set for March 22, 2022 is
vacated.
A hearing on the Court's Order to Show Cause, at which the Debtor
will be required to show why the case should not be dismissed
pursuant to 11 U.S.C. section 1112(b), is set for May 4, 2022 at 10
a.m.
A copy of the order is available at https://bit.ly/36DyZyd from
PacerMonitor.com.
About Corporate Colocation Inc.
Corporate Colocation Inc. -- http//www.corporatecolo.com/ --
operates a large server farm that provides website services to
about 25 subtenants that is located at 530 West Sixth Street, Suite
502 et. seq., Los Angeles, California 90014. Corporate Colocation
sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. C.D. Calif. Case No. 21-12812) on April 7, 2021. In the
petition signed by Jonathan Goodman, president, the Debtor
disclosed $2,284,042 in assets and $5,041,445 in liabilities.
Judge Ernest Robles oversees the case.
Robert M. Yaspan, Esq., at Law Offices of Robert M. Yaspan is the
Debtor's counsel.
530 6th Street, LLC, as landlord, is represented by Jeffrey Lee
Costell, Esq., at Costell & Adelson Law Corporation.
CUSTOM TRUCK: Incurs $181.5 Million Net Loss in 2021
----------------------------------------------------
Custom Truck One Source, Inc. filed with the Securities and
Exchange Commission its Annual Report on Form 10-K disclosing a net
loss of $181.50 million on $1.17 billion of total revenue for the
year ended Dec. 31, 2021, compared to a net loss of $21.28 million
on $302.74 million of total revenue for the year ended Dec. 31,
2020.
As of Dec. 31, 2021, the Company had $2.68 billion in total assets,
$440.58 million in total current liabilities, $1.38 billion in
total long-term liabilities, and $858.51 million in total
stockholders' equity.
Custom Truck stated, "Our principal sources of liquidity include
cash generated by operating activities and borrowings under
revolving credit facilities...We believe that our liquidity sources
and operating cash flows are sufficient to address our operating,
debt service and capital requirements over the next 12 months;
however, we are continuing to monitor the impact of COVID-19 on our
business and the financial markets. As of December 31, 2021, we
had $35.9 million in cash and cash equivalents compared to $3.4
million as of December 31, 2020. As of December 31, 2021, we had
$394.9 million of outstanding borrowings under our ABL Facility
compared to $251.0 million of outstanding borrowing under the 2019
Credit Facility as of December 31, 2020.
"We expect that our principal short-term (over the next 12 months)
and long-term needs for cash relating to our operations will be to
fund operating activities and working capital, the purchase of
rental equipment and inventory items offered for sale, payments due
under leases, debt service, and acquisitions. We plan to fund such
cash requirements from our existing sources of cash. In addition,
we may seek additional financing through the use of additional
operating leases or other financing sources as market conditions
permit."
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001709682/000170968222000036/ctos-20211231.htm
About Custom Truck
Custom Truck One Source, Inc. (formerly known as Nesco Holdings,
Inc.) is a provider of specialty equipment, parts, tools,
accessories and services to the electric utility transmission and
distribution, telecommunications and rail markets in North America.
CTOS offers its specialized equipment to a diverse customer base
for the maintenance, repair, upgrade and installation of critical
infrastructure assets, including electric lines, telecommunications
networks and rail systems. The Company's coast-to-coast rental
fleet of more than 9,600 units includes aerial devices, boom
trucks, cranes, digger derricks, pressure drills, stringing gear,
hi-rail equipment, repair parts, tools and accessories. For more
information, please visit investors.customtruck.com.
The Company reported a net loss of $27.05 million for the year
ended Dec. 31, 2019, a net loss of $15.53 million for the year
ended Dec. 31, 2018, and a net loss of $27.10 million for the year
ended Dec. 31, 2017.
DARIAN L HAMPTON: Wins Cash Collateral Access Thru March 31
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas,
Dallas Division, has authorized Darian L Hampton DDS PA to use cash
collateral on an interim basis through March 31, 2022, in
accordance with the budget.
Hampton says cash collateral access is the only means available to
the Debtor to finance its operation and irreparable harm will
result if the Debtor is not permitted to use the cash collateral in
the amounts set forth in the budget.
As adequate protection for the use of cash collateral, Newtek Small
Business Finance LLC and the U.S. Small Business Administration are
granted replacement liens on all post-petition cash collateral and
post-petition acquired property to the same extent and priority
they possessed a valid, perfected and enforceable security interest
as of the Petition Date.
The Debtor is authorized to collect and receive all cash funds
including accounts receivables. The Debtor will account each month
to Newtek for all funds received – including the proceeds
collected in this interim period.
As adequate protection, Newtek is granted valid, binding,
enforceable, and perfected liens co-extensive with its pre-petition
liens in all currently owned or hereafter acquired property and
assets of the Debtor, of any kind or nature, whether real or
personal, tangible or intangible, wherever located, now owned or
hereafter acquired or arising and all proceeds and products.
As adequate protection for the Debtor's cash collateral use, the
Debtor will pay Newtek Small Business Finance $2,000 within three
days of entry of the order but no later than March 25, 2022. The
Debtor will maintain insurance on Newtek's collateral and pay taxes
when due.
The Debtor will have cash collateral access through the final
hearing on the Motion. The final hearing is scheduled for March 31
at 10 a.m.
A copy of the order is available at https://bit.ly/3irKcVr from
PacerMonitor.com.
About Darian L Hampton DDS PA
Darian L Hampton DDS PA is a family dentistry in Carrollton, Texas.
Hampton sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. N.D. Tex. Case No. 22-30469) on March 16, 2022. In
the petition signed by Darian L. Hampton, president, the Debtor
disclosed $241,406 in assets and $2,004,490 in liabilities.
Judge Harlin DeWayne Hale oversees the case.
Robert C. Lane, Esq., at the Lane Law Firm is the Debtor's
counsel.
DEACON BRODY: Case Summary & Two Unsecured Creditors
----------------------------------------------------
Debtor: Deacon Brody Management, Inc.
d/b/a Jekyll & Hyde
91 7th Avenue South
New York, NY 10014
Chapter 11 Petition Date: March 23, 2022
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 22-10357
Judge: Hon. Lisa G. Beckerman
Debtor's Counsel: Roy J. Lester, Esq.
LESTER KORINMAN KAMRAN & MASINI, P.C.
600 Old Country Road
Suite 330
Garden City, NY 11530
Tel: (516) 357-9191
Fax: (516) 357-9281
Email: rlester@lesterfirm.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Donald Finley, owner & president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's two unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/GJOWYRI/Deacon_Brody_Management_Inc__nysbke-22-10357__0001.0.pdf?mcid=tGE4TAMA
DISH DBS: S&P Raises Unsecured Debt Rating to 'B'
-------------------------------------------------
S&P Global Ratings raised its issue-level rating on DISH DBS
Corp.'s unsecured debt to 'B' from 'B-' based on better recovery
prospects after it upsized the spectrum-backed intercompany loan
from parent DISH Network. S&P revised the recovery rating to '2'
from '3' to indicate its expectation for substantial (70%-90%;
point estimate: 80%) recovery in a default scenario.
DISH DBS recently disclosed that it advanced an additional $1.5
billion to DISH Network in February 2022 to fund spectrum
purchases, bringing the total amount to $6.75 billion. It funded
the incremental amount with internal cash on the heels of a strong
2021, without any incremental claims on asset value. S&P said,
"Given that unsecured lenders have a senior position on this
intercompany loan, we now estimate recovery prospects for DISH DBS'
unsecured debt at around 80%, up from about 65%. We generally cap
unsecured recovery ratings at '2' because we assume, based on
empirical analysis, that the size and ranking of debt and nondebt
claims will change prior to the hypothetical default. Therefore,
there is limited upside in the recovery rating on the unsecured
debt over the next year even if the company repays $2 billion in
2022 maturities with cash, which we believe is possible."
S&P said, "Our 'B-' issuer credit rating (ICR) on DISH DBS is
unaffected because this transaction does not affect our adjusted
credit metrics. We do not net the intercompany loan against debt in
our analysis because the intercompany loan may not provide
protection against default on DISH DBS' obligations given that the
spectrum collateral provided is not cash generative nor very
liquid. Furthermore, our ICR on DISH DBS is constrained by the
parent (B-/Stable/--), which currently carries lease-adjusted
leverage of about 7.5x. We are unlikely to raise the rating until
we gain greater clarity into DISH Network's ability to maintain S&P
Global Ratings'-adjusted leverage below 6.5x, which would likely
require an equity infusion or strategic partnership that provides
increased earnings and funding visibility."
Issue Ratings
Key analytical factors
-- DISH DBS is the issuer of $5.25 billion in secured notes, which
are guaranteed by the principal pay-TV operating subsidiaries, with
a first lien on pay-TV operating assets.
-- DISH DBS is the issuer of the various unsecured notes totaling
about $10 billion, which rank junior to the secured debt of the
guarantors with respect to the value of the pay-TV assets securing
such debt.
-- The $6.75 billion intercompany loan is secured by the cash
proceeds of the loan and an interest in any wireless spectrum
licenses acquired using such proceeds. In certain cases, DISH
Network wireless spectrum licenses (valued based upon a third-party
valuation) may be substituted for the collateral. The intercompany
loan is not included as collateral for the senior secured notes,
and the notes are subordinated to our existing and certain future
unsecured notes with respect to certain realizations under the
intercompany loan and any collateral pledged as security for the
loan.
-- Therefore, DISH DBS' unsecured noteholders have a senior
position on $6.75 billion of cash or spectrum value (either
acquired in Auction 110 or from existing DISH spectrum based upon a
third-party valuation). There is a negative pledge on this cash
and/or spectrum, precluding it from being used to secure any other
debt.
-- There are no downstream guarantees from parent Dish Network, so
DISH DBS creditors do not have rights to the value of any other
spectrum assets that reside at subsidiaries of DISH Network.
-- S&P said, "We use EBITDA multiple approach to estimate
enterprise value for pay-TV assets. Our simulated payment default
scenario contemplates that intense competition from cable TV,
DirecTV, and telephone companies, as well as an accelerated shift
to over-the-top (OTT) viewing, will make satellite direct-to-home
digital TV services less attractive, causing increased churn, lower
ARPU, and declining profitability such that DISH cannot meet fixed
charges, including interest expense, capital spending, and debt
amortization. We apply a 5x multiple to emergence EBITDA, which is
a lower multiple than we use for most pay-TV cable companies, given
DISH's heightened exposure to competition from OTT because of the
lack of a true broadband hedge."
-- S&P uses a discreet asset valuation approach for spectrum
assets used to secure the intercompany loan, using the book value
of acquired spectrum.
Simulated default assumptions
-- Simulated year of default: 2023
-- EBITDA at emergence: $1.5 billion
-- EBITDA multiple: 5x
-- Spectrum value: $6.75 billion
Simplified waterfall
-- Net pay-TV enterprise value (after 5% administrative costs):
$7.1 billion
-- Secured notes: $5.4 billion
--Recovery expectations: 90%-100% (rounded estimate: 95%)
-- Pay-TV collateral value available to unsecured creditors: $1.7
billion
-- Spectrum collateral available to unsecured creditors (after 5%
admin costs): $6.5 billion
-- Senior unsecured notes: $10.3 billion
--Recovery expectation: 50%-70% (rounded estimate: 80%)
DUPONT STREET: Amends Dupont & Unsecureds Claims Pay Details
------------------------------------------------------------
Dupont Street Developers, LLC, submitted a Disclosure Statement for
Second Amended Plan of Liquidation dated March 21, 2022.
This Disclosure Statement for Second Amended Plan of Liquidation of
DuPont Street has been conditionally approved by the Bankruptcy
Court as containing adequate information pursuant to section 1125
of title 11 of the United States Code.
The Plan provides for a transfer of the Property and the Purchased
Assets to the Dupont Lender in satisfaction of the Dupont Lender
Claim and DIP Claim. As part of the Sale, DuPont Lender will
provide sufficient Available Cash to fund distributions under the
Plan and the necessary capital to complete the remediation and
development of the Property.
Class 2 consists of Dupont Lender Claim. The holder of an Allowed
Class 2 Dupont Lender Claim will receive on account of and in full
satisfaction of such Claim on or about the Effective Date the
transfer of the Property and the Purchased Assets free and clear of
all liens, claims and encumbrances (subject to the Dupont Lender's
mortgage, which, at the discretion of the Dupont Lender, may be
assigned to a lender to the Dupont Lender).
Class 5 consists of General Unsecured Claims. Each holder of an
Allowed Class 5 General Unsecured Claim will receive from the
Available Cash on account of such claim payment in full of their
Allowed Class 5 General Unsecured Claim, and simple interest at the
Federal Judgment Rate as to Class 5 per annum from the Petition
Date, with principal being paid in full prior to any payments being
made on account of such interest, within seven days of the
Effective Date.
The Property and Purchased Assets shall be transferred free and
clear of all liens, claims and encumbrances to the Dupont Lender
(subject to subject to the Dupont Lender's mortgage, which, at the
discretion of the Dupont Lender, may be assigned to a lender to the
Dupont Lender), except that the Dupont Lender shall sign any
administrative agreement necessary to become subject an
administrative order on consent with the DEC that governs the
environmental remediation of the Property, as amended by the DEC as
may be necessary to add the Dupont Lender as a party to a Consent
Order with respect to the Property.
Nothing in the Confirmation Order, which shall provide for the
transfer of the Property and the Purchased Assets, shall be free
and clear of the DEC's role, interest, and/or future interests or
claims for (i) any environmental liability to a governmental unit
that is not a Claim; (ii) any environmental Claim of a governmental
unit; (iii) any environmental liability to a governmental unit on
the part of any entity as the owner or operator of the property
after the Sale date; (iv) any matters related to any license,
permit, registration, governmental authorization, administrative
decision, or any consent order involving the State of New York and
the Debtor and its affiliates; or (v) any liability to a
governmental unit on the part of any entity other than the Debtor,
including any purchasers or non debtor operators.
From and after the Effective Date, the Debtor and any entity acting
or purporting to act on its behalf, releases Dupont Lender, the DIP
Lender, and their respective parents, subsidiaries, limited
partners, general partners, affiliates, insurers, present and
former officers, executives, directors, members, agents,
contractors, subcontractors, investors or employees, predecessors
and/or successors, from any and all claims, demands, damages,
debts, liabilities, accounts, reckonings, obligations, costs,
expenses, liens, attorneys' fees, and causes of action of any kind
or nature whatsoever, including any counterclaims and affirmative
defenses, that they now have, or hereafter can, shall or may have,
whether now known or unknown, for, upon or by reason of any matter,
cause or thing whatsoever from the beginning of the world to and
including the Effective Date related to the DIP Loan, the Debtor,
the Dupont Claim, or any document or matter related thereto,
provided, however, that nothing in this section shall release
anyone from their obligations under the Plan and related orders.
A full-text copy of the Disclosure Statement dated March 21, 2022,
is available at https://bit.ly/3Dbp7In from PacerMonitor.com at no
charge.
Attorneys for the DuPont Street Developers LLC:
Robert M. Sasloff, Esq.
ROBINSON BROG LEINWAND GREENE
GENOVESE & GLUCK P.C.
875 Third Avenue
New York, New York 10022
Telephone: (212) 603 6300
E-mail: rms@robinsonbrog.com
About Dupont Street Developers
Brooklyn, N.Y.-based Dupont Street Developers, LLC, is engaged in
activities related to real estate. It owns premises at 49-55
Dupont St., Brooklyn, N.Y., having a current value of $57.12
million.
Dupont Street Developers filed for Chapter 11 protection (Bankr.
E.D.N.Y. Case No. 21-40664) on March 17, 2021. Bo Jin Zhu,
manager, signed the petition. In the petition, the Debtor
disclosed $57,125,000 in assets and $58,925,731 in liabilities.
Judge Nancy Hershey Lord oversees the case. Robinson Brog Leinwand
Greene Genovese & Gluck P.C., led by Mitchell A. Greene, Esq., is
the Debtor's legal counsel.
EL JEBOWL: Court OKs Deal on Cash Collateral Access
---------------------------------------------------
The U.S. Bankruptcy Court for the District of Colorado has approved
the stipulation El Jebowl, LLC entered into with the Colorado
Department of Revenue (State) regarding the Debtor's use of cash
collateral.
The parties agreed the Debtor may use cash collateral and other
collateral securing the State's claims.
The State asserts a first and prior lien under sections
39-22-604(7)(a) and 39-26-117(1)(a), C.R.S., on all assets of the
Debtor and the estate, including cash collateral, as that term is
defined in 11 U.S.C. section 363(a), to secure its claim in the
amount of $23,510, or as subsequently amended.
The cash collateral will be used solely to pay the ordinary and
necessary business expenses of the Debtor, pursuant to its budget
filed. The Debtor will not exceed the amount specified in the
budget previously filed with the Court by more than 15% in the
aggregate.
Beginning on March 1, 2022, and continuing upon the first day of
every succeeding month thereafter until confirmation of a plan,
appointment of a trustee, dismissal or conversion, the Debtor will
pay the State $425 on a monthly basis.
The State will have a replacement lien, with the same priority as
the State's liens held pre-petition under non-bankruptcy law, on
all property of the Debtor and the estate.
The Debtor will also maintain adequate insurance coverage on all
personal property assets to insure adequately against any potential
loss.
A copy of the order is available at https://bit.ly/3uptR9w from
PacerMonitor.com.
A copy of the stipulation is available at https://bit.ly/3IvAn3r
from PacerMonitor.com.
About El Jebowl LLC
El Jebowl, LLC sought Chapter 11 protection (Bankr. D. Colo. Case
No. 22-10004) on Jan. 2, 2022, listing up to $100,000 in assets and
up to $500,000 in liabilities. Judge Thomas B. McNamara oversees
the case.
The Law Offices of Kevin S. Neiman, PC and Wadsworth Garber Warner
Conrardy, PC serve as the Debtor's bankruptcy counsels. Sumrall &
Bondy, PC is tapped to provide professional tax and accounting
services.
Veritex Community Bank, as lender, is represented by Markus
Williams Young & Hunsicker LLC.
ENDEAVOR ENERGY: Moody's Ups CFR to Ba1 & Alters Outlook to Stable
------------------------------------------------------------------
Moody's Investors Service upgraded Endeavor Energy Resources,
L.P.'s Corporate Family Rating to Ba1 from Ba2, Probability of
Default Rating to Ba1-PD from Ba2-PD, and senior unsecured notes to
Ba2 from Ba3. The rating outlook was revised to stable from
positive.
"The upgrade reflects Endeavor's increased scale, reduced debt
balance and our expectation of continued growth and free cash flow
generation under favorable price conditions through 2023," said
Sajjad Alam, Moody's Vice President. "The company's large drilling
program, high level of capital spending and competitive full-cycle
economics should drive significant growth and further strengthen
its credit profile over the next several years."
Upgrades:
Issuer: Endeavor Energy Resources, L.P.
Corporate Family Rating, Upgraded to Ba1 from Ba2
Probability of Default Rating, Upgraded to Ba1-PD from Ba2-PD
Senior Unsecured Notes, Upgraded to Ba2 (LGD4) from Ba3 (LGD4)
Outlook Actions:
Issuer: Endeavor Energy Resources, L.P.
Outlook, Changed To Stable From Positive
RATINGS RATIONALE
Endeavor's Ba1 CFR reflects the company's large acreage position
and deep drilling inventory in some of the most productive areas of
the Midland Basin; low debt level and low breakeven costs that
afford significant financial flexibility, and oil-weighted
production and reserves that should generate peer leading margins
even in a low price environment. The company has rapidly grown in
recent years almost doubling its total proved reserves and
increasing daily production by 67% since 2019. Moody's expects
annual production to jump by almost 30% in 2022 as the company
doubles its capital spending to roughly $3 billion to take
advantage of elevated prices. Endeavor continues to improve its
capital efficiency and cost structure although it will face some
near term commodity, labor and oilfield services cost pressures
like most other Permian Basin E&Ps.
Endeavor's ratings are restrained by its single-basin
concentration, limited history of free cash flow generation and
smaller scale relative to most investment grade peers. The CFR also
considers Endeavor's partnership and governance structure,
concentrated ownership, commercial relationships with several
affiliated entities controlled by Autry Stephens, as well as its
conservative financial policies involving hedging, distributions
and growth.
Endeavor's low debt level and resilient Permian assets will provide
significant financial capacity to withstand negative credit impacts
from carbon transition risks. While Endeavor's financial
performance will continue to be influenced by industry cycles
compared to historical experience, Moody's expects that over time
profitability and cash flow in the E&P sector to become 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. Moody's expects this shift
to occur over a period of decades and that global oil demand will
continue to grow through at least the latter half of the 2030's.
Endeavor's $1.6 billion senior unsecured notes are rated Ba2, one
notch below the CFR. The rating on the notes reflects the
subordinated position to Endeavor's $1.5 billion committed senior
secured revolving credit facility.
Moody's expects Endeavor to have very good liquidity through 2023.
The company had approximately $780 million in cash & cash
equivalents and an undrawn $1.5 billion committed revolving credit
facility at the end of 2021. Moody's expects Endeavor to generate
significant free cash flow and not use the revolver in the
foreseeable future. The revolver has a $3.5 billion borrowing base,
which is redetermined twice every year in May and November. The
credit facility expires on March 12, 2025. There are two financial
covenants governing the revolving credit agreement including a
minimum current ratio of 1.0x and a maximum net funded debt/EBITDA
ratio of 3.5x, which Endeavor should be able to meet easily through
2023. The partnership has no debt maturities until July 15, 2025,
when the $600 million 6.625% bonds become due. Endeavor's large
undeveloped Permian Basin acreage has significant value and could
be a source of alternative liquidity, if needed.
The stable outlook reflects Endeavor's low leverage, low breakeven
costs and significant free cash flow generation prospects through
2023.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Endeavor's ratings could be upgraded if the company can sustain
production above 300,000 boe/d, further improve capital efficiency
including maintaining a Leveraged Full-Cycle Ratio (LFCR) above 2x
and consistently generate strong free cash flow while maintaining
low leverage. The ratings could be downgraded if Endeavor generates
negative free cash flow, the RCF to debt ratio declines below 35%,
or the LFCR falls below 1.5x.
Endeavor is a Midland, Texas-based private exploration and
production (E&P) company with assets concentrated in the Midland
Basin. Founded in 2000, Endeavor is wholly-owned by Autry Stephens
and family.
The principal methodology used in these ratings was Independent
Exploration and Production published in August 2021.
ENERGY 11: Swings to $28.1 Million Net Income in 2021
-----------------------------------------------------
Energy 11, L.P. filed with the Securities and Exchange Commission
its Annual Report on Form 10-K disclosing net income of $28.05
million on $74.10 million of total revenue for the year ended Dec.
31, 2021, compared to a net loss of $2.81 million on $36.52 million
of total revenue for the year ended Dec. 31, 2020.
As of Dec. 31, 2021, the Company had $341.55 million in total
assets, $37 million in total liabilities, and $304.54 million in
total partners' equity.
Energy 11 stated, "Historically, the Partnership's principal
sources of liquidity have been cash on hand, the cash flow
generated from the Sanish Field Assets, and availability under the
Partnership's revolving credit facility, if any.
"As of December 31, 2020, the Partnership had borrowed $40 million
under its Simmons credit facility, which represented all
availability. In July 2020, the Partnership entered into an
agreement with Simmons Bank that, among other items, accelerated
the maturity date of the Credit Facility from September 30, 2022 to
July 31, 2021 and permitted a term loan with an affiliate.
Subsequently, the Partnership entered into a loan agreement for a
one-year, $15 million term loan with an affiliate, and proceeds
from this affiliate loan ... plus cash on hand were used to pay the
Partnership's outstanding capital expenditures due to Whiting. As
of December 31, 2020, the Partnership's outstanding debt
obligations, which totaled $46 million, were classified as
short-term liabilities on its consolidated balance sheet as the
full balance was due within one year. The Partnership's ability to
continue as a going concern as of December 31, 2020 was primarily
dependent on certain factors including, but not limited to, (i) the
Partnership successfully refinancing its existing debt and/or
securing additional capital; (ii) an increase in demand for oil and
natural gas; and (iii) an increase in oil and natural gas market
prices.
"Despite the Partnership's liquidity challenges in 2020,
macroeconomic market conditions within the oil and natural gas
industry dramatically improved in 2021 as described in "Current
Price Environment" above, and the Partnership's operations
benefited as a result. The Partnership generated approximately
$43.5 million in cash flow from operating activities for the year
ended December 31, 2021. In May 2021, the Partnership successfully
refinanced its existing Simmons Bank credit facility ... and used
the initial closing proceeds from the refinancing with BancFirst to
fully repay the outstanding balance on the Simmons credit facility.
Using excess cash flow from operations realized from May 2021
through the date of the filing of this Form 10-K, the Partnership
has made principal payments on the BancFirst credit facility of
approximately $22.5 million; as of the date of the filing of this
Form 10-K, the Partnership had approximately $33 million in
available credit under the BancFirst credit facility.
"The Partnership anticipates its cash on-hand, cash flow from
operations and availability under its refinanced credit facility
will be adequate to meet its liquidity requirements for at least
the next 12 months, including completing the outstanding capital
expenditures...In addition, the Partnership met all conditions
under the BancFirst Credit Facility to resume distributions in
November 2021. The Partnership's ability to make future
distributions to its limited partners is contingent on remaining
compliant with all applicable covenants under its BancFirst credit
facility as well as ensuring the outstanding balance of the credit
facility is at or below 50% of the Partnership's current borrowing
base. The Partnership can offer no assurance to the payment of
distributions in future months; however, the General Partner will
monitor payment of future monthly Partnership distributions in
conjunction with the Partnership's projected cash requirements for
operations, payments on the BancFirst credit facility and capital
expenditures for new wells.
"The Partnership's revenues and cash flow from operations are
highly sensitive to changes in oil and natural gas prices and to
levels of production. If commodity prices significantly drop, such
as the decline in the second quarter of 2020, and remain low, the
Partnership's cash flow from operations may decline. This could
have a significant impact on the Partnership's available cash
on-hand, the Partnership's ability to participate in future
drilling programs as proposed by the operators of the Sanish Field
Assets and/or to fund any future distributions to its limited
partners. Future growth is dependent on the Partnership's ability
to add reserves in excess of production. In addition to commodity
price fluctuations, the Partnership faces the challenge of natural
production volume declines. As reservoirs are depleted, oil and
natural gas production from Partnership wells will decrease."
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001581552/000118518522000284/energy1120211231_10k.htm
About Energy 11
Fort Worth, Texas-based Energy 11, L.P. -- www.energyeleven.com --
is a Delaware limited partnership formed to acquire producing and
non-producing oil and natural gas properties onshore in the United
States and to develop those properties.
* * *
This concludes the Troubled Company Reporter's coverage of Energy
11 until facts and circumstances, if any, emerge that demonstrate
financial or operational strain or difficulty at a level sufficient
to warrant renewed coverage.
EYEPOINT PHARMACEUTICALS: Incurs $58.4 Million Net Loss in 2021
---------------------------------------------------------------
EyePoint Pharmaceuticals, Inc. filed with the Securities and
Exchange Commission its Annual Report on Form 10-K disclosing a net
loss of $58.42 million on $36.94 million of total revenues for the
year ended Dec. 31, 2021, compared to a net loss of $45.39 million
on $34.44 million of total revenues for the year ended Dec. 31,
2020.
As of Dec. 31, 2021, the Company had $263.37 million in total
assets, $78.99 million in total liabilities, and $184.38 million in
total stockholders' equity.
Eyepoint stated, "We have had a history of operating losses and an
absence of significant recurring cash inflows from revenue, and at
December 31, 2021 we had a total accumulated deficit of $569.1
million. Our operations have been financed primarily from sales of
our equity securities, issuance of debt and a combination of
license fees, milestone payments, royalty income and other fees
received from collaboration partners. In the first quarter of
2019, we commenced the U.S. launch of our first two commercial
products, YUTIQ and DEXYCU. However, we have not received
sufficient revenues from our product sales to fund operations and
we do not expect revenues from our product sales to generate
sufficient funding to sustain our operations in the near-term."
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1314102/000156459022009929/eypt-10k_20211231.htm
About EyePoint Pharmaceuticals
EyePoint Pharmaceuticals, formerly pSivida Corp. --
http://www.eyepointpharma.com-- headquartered in Watertown, MA, is
a specialty biopharmaceutical company committed to developing and
commercializing innovative ophthalmic products in indications with
high unmet medical need to help improve the lives of patients with
serious eye disorders. The Company currently has two commercial
products: DEXYCU, the first approved intraocular product for the
treatment of postoperative inflammation, and YUTIQ, a three-year
treatment of chronic non-infectious uveitis affecting the
posterior
segment of the eye.
EyePoint reported a net loss of $56.79 million for the year ended
Dec. 31, 2019, and a net loss of $53.17 million for the year ended
June 30, 2018. As of Sept. 30, 2021, the Company had $168.25
million in total assets, $75.50 million in total liabilities, and
$92.75 million in total stockholders' equity.
GALA SERVICE: Taps Law Offices of Alla Kachan as Bankruptcy Counsel
-------------------------------------------------------------------
Gala Service Corp. seeks approval from the U.S. Bankruptcy Court
for the Eastern District of New York to hire the Law Offices of
Alla Kachan, P.C. to serve as legal counsel in its Chapter 11
case.
The firm's services include:
(a) assisting the Debtor in administering the case;
(b) making such motions or taking such action as may be
appropriate or necessary under the Bankruptcy Code;
(c) representing the Debtor in prosecuting adversary
proceedings to collect assets of the estate and such other actions
as the Debtor deems appropriate;
(d) taking such steps as may be necessary for the Debtor to
marshal and protect the estate's assets;
(e) negotiating with creditors in formulating a plan of
reorganization for the Debtor;
(f) drafting and prosecuting the confirmation of the Debtor's
plan of reorganization; and
(g) rendering such additional services as the Debtor may
require in the case.
The firm's hourly rates are as follows:
Attorney $475 per hour
Paraprofessionals $250 per hour
The Debtor paid the firm a retainer fee in the amount of $15,000.
Alla Kachan, Esq., member of the firm, 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:
Alla Kachan, Esq.
Law Offices of Alla Kachan, P.C.
2799 Coney Island Avenue, Suite 202
Brooklyn, NY 11235
Tel: (718) 513-3145
Email: alla@kachanlaw.com
About Gala Service Corp.
Gala Service Corp. is a privately held company operating in the
taxi and limousine service industry. It is based in Sunnyside,
N.Y.
Gala Service filed a petition for Chapter 11 protection (Bankr.
E.D. N.Y. Case No. 21-43106) on Dec. 17, 2021, listing $448,092 in
assets and $1,380,414 in liabilities. Mitchell Cohen, president,
signed the petition.
Judge Elizabeth S. Stong oversees the case.
The Debtor tapped the Law Offices Of Alla Kachan P.C. as legal
counsel and Wisdom Professional Services Inc. as accountant.
GROVEHAUS LLC: Seeks to Hire Adam I. Skolnik as Litigation Counsel
------------------------------------------------------------------
Grovehaus, LLC seeks approval from the U.S. Bankruptcy Court for
the Southern District of Florida to employ Adam I. Skolnik, PA as
its state court litigation counsel.
The firm's services include:
a. advising the Debtor and its bankruptcy counsel with
respect to the ongoing state court litigation against the Debtor's
principal, Kelly Beam;
b. advising the Debtor on agreements related to the ongoing
state court litigation;
c. preparing legal papers;
d. protecting the interest of the Debtor and its principal in
all matters pending before the state court; and
e. representing the Debtor and its principal in state court
negotiations with creditors in lieu of the recent motion for relief
filed in its bankruptcy case.
The hourly rates charged by the firm for its services are as
follows:
Adam I. Skolnik, Esq. $475 per hour
Paralegals $155 per hour
The Debtor has agreed to deposit an advance or retainer fee of
$10,000.
As disclosed in court filings, Adam I. Skolnik, P.A. is
disinterested as required by Section 327(a) of the Bankruptcy
Code.
The firm can be reached through:
Adam I. Skolnik, Esq.
Adam I. Skolnik, P.A.
1761 West Hillsboro Boulevard, Suite 201
Deerfield Beach, FL 33442
Phone: +1 561-265-1120
Email: askolnik@skolniklawpa.com
About Grovehaus LLC
Miami-based Grovehaus, LLC filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
22-10036) on Jan. 3, 2022, listing as much as $10 million in both
assets and liabilities. Soneet Kapila serves as the Subchapter V
trustee.
Judge Laurel M. Isicoff oversees the case.
Christina Vilaboa Abel, Esq., and Vanessa C. Angulo, Esq., at CAVA
Law, LLC are the Debtor's bankruptcy attorneys. Adam I. Skolnik, PA
serves as the Debtor's state court litigation counsel.
GUILDWORKS LLC: Seeks Cash Collateral Access
--------------------------------------------
Guildworks, LLC asks the U.S. Bankruptcy Court for the District of
Oregon for authority to use cash collateral and provide adequate
protection.
The Debtor requires the use of cash collateral to pay for wages,
salaries and operating expenses. The Debtor proposes to use up to
$1,363,880 of cash collateral for the period from March 14 through
June 25, 2022, on the terms set forth in the proposed Interim Order
Authorizing Use of Cash Collateral.
The parties with interest in the Debtor's cash collateral are
Business Impact NW, the U.S. Small Business Administration, and Biz
Fund, LLC.
As adequate protection for the use of cash collateral, the Debtor
proposes to grant each party a replacement lien on all of the
post-petition property in which each of them has a pre-petition
lien or security interest. The replacement liens will have the same
relative priority vis-a-vis one another as existed on the petition
date with respect to the original liens.
Each party receiving a replacement lien will be granted relief from
the automatic stay to take all actions which may be required under
federal or state law in any jurisdiction to validate or perfect the
liens so granted.
A copy of the order and the Debtor's budget for the period from
March 14 to June 20, 2022 is available at https://bit.ly/3D2Py2L
from PacerMonitor.com.
The Debtor projects $1,510,728 in total cash inflows and $1,363,880
in total cash outflows for the period.
About Guildworks LLC
Guildworks LLC is a Portland, Oregon-based company that engages in
the full-service design, manufacture and installation of temporary
and permanent fabric structures.
Guildworks LLC and affiliate, Guildworks-Works LLC, sought Chapter
11 bankruptcy protection (Bankr. D. Ore. Case No. 22-30388) on
March 14, 2022. In the petition filed by Mark C. Ricketts, as
member, Guildworks LLC estimated total assets between $100,000 and
$500,000 and liabilities between $50 million and $100 million.
The cases are handled by Honorable Judge Teresa H. Pearson. Troy
Sexton, Esq., at Motschenbacher & Blattner, LLP, is the Debtors'
counsel.
HHCS PHARMACY: Wins Cash Collateral Access Thru April 12
--------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida,
Orlando Division, has authorized HHCS Pharmacy, Inc. to use cash
collateral on an interim basis through April 12, 2022.
The Debtor is authorized to use cash collateral to pay: (a) amounts
expressly authorized by the Court, including payments to the
Subchapter V Trustee; (b) the expenses set forth in the budget,
plus an amount not to exceed 10% for each line item; and (c) such
additional amounts as may be expressly approved in writing by
AmerisourceBergen Drug Corporation and Smith Drug Company, a
division of J M Smith Corporation.
The Debtor will not pay any sums to affiliate officers or
professionals absent the filing of a motion or application and an
order authorizing payment.
As adequate protection for the Debtor's use of cash collateral, the
Secured Creditors and each other creditor asserting an interest in
cash collateral will have a perfected post-petition lien against
cash collateral to the same extent and with the same validity and
priority as the prepetition lien, without the need to file or
execute any document as may otherwise be required under applicable
non-bankruptcy law.
To the extent that the adequate protection provided for proves
insufficient to protect Secured Creditors' interest in and to the
cash collateral, Secured Creditors will have super priority
administrative expense claims, pursuant to 11 U.S.C. section
507(b), senior to any and all claims against the Debtor under
Section 507(b), whether in the proceeding or in any superseding
proceeding.
The Debtor is also directed to maintain insurance coverage for its
property in accordance with the obligations under the loan and
security documents with Secured Creditors.
A further hearing on the matter is scheduled for April 12 at 2
p.m.
A copy of the order and the Debtor's budget for the period from
March to August 2022 is available at https://bit.ly/3qs3lLd from
PacerMonitor.com.
The Debtor projects $112,850 in total funds available for
operations and $99,356 in total expenses for March 2022.
About HHCS Pharmacy, Inc.
HHCS Pharmacy, Inc., d/b/a Freedom Pharmacy Cystic Fibrosis
Pharmacy, Inc., provides complete specialty pharmacy services and
disease management programs for its patients throughout the world.
The Company fills outpatient prescriptions, plus scripts for all
types of intravenous solutions, medical supplies, aerosol equipment
and much more. In addition, the Company offers natural medicines,
vitamins, dietary supplements and a full online store of
over-the-counter care products.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-00703) on February
25, 2022. In the petition signed by Naomi Lois Adams, president,
the Debtor disclosed up to $500,000 in assets and up to $10 million
in liabilities.
Kenneth D. Herron, Jr., Esq., at Herron Hill Law Group, PLLC is the
Debtor's counsel.
HO WAN KWOK: U.S. Trustee Appoints Creditors' Committee
-------------------------------------------------------
The U.S. Trustee for Region 2 on March 21 appointed an official
committee to represent unsecured creditors in the Chapter 11 case
of Ho Wan Kwok.
The committee members are:
1. Rui Ma
c/o Carrollyn H.G. Callari
Callari Partners LLC
100 Somerset Corporate Blvd., 2nd Floor
Bridgewater, NJ 08807
Telephone: (908) 240-3964
Email: ccallari@callaripartners.com
2. Ning Ye
135-11 38th Avenue, #1A
Flushing, NY 11354
Telephone: (718) 308-6626
Email: yeningusa@gmail.com
3. Samuel Dan Nunberg
600 South Dixie Highway, Suite 455
West Palm Beach, FL 33401
Telephone: (646) 318-0115
Email: snunberg@winstonashe.com
Official creditors' committees serve as fiduciaries to the general
population of creditors they represent. They may investigate the
debtor's business and financial affairs. Committees have the right
to employ legal counsel, accountants and financial advisors at a
debtor's expense.
About Ho Wan Kwok
Ho Wan Kwok sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Conn. Case No. 22-50073) on Feb. 15, 2022. Judge
Julie A. Manning oversees the case. Dylan Kletter, Esq., is the
Debtor's legal counsel.
HOOD LANDSCAPING: Taps Joey Schramm of Southern Classic as Realtor
------------------------------------------------------------------
Hood Landscaping Products, Inc. received approval from the U.S.
Bankruptcy Court for the Middle District of Georgia to employ Joey
Schramm, a realtor at Southern Classic Realtors, to market for sale
its property in Adel, Cook County, Ga.
Mr. Schramm will receive a commission of 6 percent of the total
gross sales price.
In court filings, Mr. Schramm disclosed that he is a "disinterested
person" within the meaning of Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Joey Schramm
Southern Classic Realtors
407 N. Parrish Avenue
Adel, GA 31620
Phone: 229-896-4424
Email: Joey.schramm@gmail.com
About Hood Landscaping Products
Hood Landscaping Products, Inc., a wholesaler of landscaping
equipment and supplies in Adel, Ga., filed a voluntary petition
under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Ga. Case No.
19-70644) on June 3, 2019. In the petition signed by Leon Hood,
chief financial officer, the Debtor listed up to $50,000 in assets
and up to $10 million in liabilities.
Judge John T. Laney III presides over the case.
Kelley, Lovett, Blakey & Sanders, P.C. represents the Debtor as
legal counsel.
HOUGHTON MIFFLIN: Moody's Assigns B3 CFR Amid Veritas Transaction
-----------------------------------------------------------------
Moody's Investors Service assigned new ratings to Houghton Mifflin
Harcourt Company ("HMH"), including a B3 corporate family rating, a
B3-PD Probability of Default Rating, a B2 debt instrument rating to
the proposed first lien credit facility consisting of a $1,480
million first lien term loan due 2029 and $250 million first lien
revolving credit facility due 2027. The outlook is stable.
The capital raised from the proposed debt issuance, together with
the proceeds from a proposed $390 million second lien term loan
(unrated) and $1.27 billion of new equity will be used to fund the
$2.8 billion buyout of HMH by private equity firm Veritas Capital
(Veritas). HMH expects to complete the transaction in the second
quarter of 2022, subject to receipt of regulatory and shareholder
approvals and customary closing conditions.
The rating actions reflect the company's high pro forma debt burden
and aggressive financial strategy under new ownership. The buyout
will add roughly $1.4 billion of incremental debt to the balance
sheet, a nearly sixfold increase in funded debt. It will also
reduce cash on hand to $75 million (including a $50 million
revolver draw) pro forma for the buyout from $463 million as of
December 31, 2021 and increase annual interest expense by
approximately $92 million. Moody's expects that pro forma adjusted
leverage (debt to cash EBITDA) will increase significantly, to 7x
from approximately 1.6x at December 31, 2021. Moody's expects that
HMH will be able to delever to low-6x over the next 12-18 months
driven by the company's already implemented cost structure
improvements, an on-going shift to digital and connected offerings
and increased K-12 spending with the support of federal stimulus
funding. The above cited leverage metrics incorporate Moody's
standard adjustments and expense cash prepublication costs. Moody's
views this leverage as high given the company's significant
exposure to competitive and cyclical K-12 education market.
Following the consummation of the acquisition by Veritas, initial
borrower Harbor Purchaser Inc. will be renamed Houghton Mifflin
Harcourt Company (HMH). HMH will become a privately held company.
All existing ratings for the pre-buyout issuer Houghton Mifflin
Harcourt Publishers Inc. remain unchanged and will be withdrawn
upon the close of the acquisition transactions and repayment of
existing rated debt.
Assignments:
Issuer: Houghton Mifflin Harcourt Company
Corporate Family Rating, Assigned B3
Probability of Default Rating, Assigned B3-PD
Senior Secured 1st Lien Term Loan B, Assigned B2 (LGD3)
Senior Secured Revolving Credit Facility, Assigned B2 (LGD3)
Outlook Actions:
Issuer: Houghton Mifflin Harcourt Company
Outlook, Assigned Stable
All ratings are subject to the execution of the transaction as
currently proposed and Moody's review of final documentation.
RATINGS RATIONALE
HMH's B3 CFR reflects the company's high leverage, exposure to a
highly cyclical K-12 core educational market (46% of 2021 total
billings) and intense competition. The company's business is
subject to pronounced seasonality in school spending (two thirds of
the company's net sales were generated in Q2 and Q3 over the past
two years). HMH has a good market position within K-12 educational
publishing but is dependent for most of its revenue on state and
local budgets.
HMH's rating continues to garner support from its good market
position within K-12 educational publishing, a broad portfolio of
educational publishing products, a customer footprint that extends
to 90% of schools in the US, established relationships with
customers, and a well-known brand. Moody's expects that HMH's
already implemented cost structure improvements and an on-going
shift to digital will result in a business model with significantly
reduced earnings volatility. The on-going shift towards greater
focus on Extensions and continuous incremental product investment
will likely provide for reduced cash flow volatility and reduce
reliance on highly cyclical core educational materials adoptions,
but there are some operational and investment risks associated with
this move as well. Moody's anticipates that competition will remain
intense, particularly in the more discretionary Extensions market.
Social and governance considerations are material to HMH's credit
profile. An on-going digitalization of education content and
delivery is driving a shift in the education market. Moody's views
the growing acceptance of educational solutions in digital formats
as an important social trend that has been reshaping and will
continue to transform the way HMH goes to market. HMH has responded
to these social trends by investing in adaptive learning, real-time
interaction and personalized educational content in a platform- and
device-agnostic manner. HMH focuses on developing connected
products that cross through core curriculum, supplemental
solutions, intervention solution, and special services. With
presence in 90% of US schools with its core products, HMH stands to
benefit from this trend and organically grow its digital products
to represent over half of its billing by 2023 from 41% in 2021,
though the shift to digital also presents execution risks. HMH
relies on third parties for some of its software and technology
development, for example in instruction and assessment
technologies, and for its internet-based product hosting. For its
internally developed software and technologies, HMH faces intense
competition from software companies for customers and talent.
Among governance considerations, Moody's expects HMH's financial
policies to remain aggressive under private equity ownership, with
the potential for additional debt to be raised to fund shareholder
distributions or acquisitions in the fragmented Extensions market.
Moody's expects HMH to have adequate liquidity over the next 12-18
months. It is supported by the expectation of positive free cash
flows that are sufficient to meet basic cash needs, but constrained
by pronounced seasonality of operating cash flows and some reliance
on revolver borrowing to bridge seasonal cash needs. Moody's
expects that HMH's annual free cash flow will be in the range of
$60-$70 million over the next 12 to 18 months, which will be
sufficient to cover mandatory debt amortization of approximately
$15 million and other basic cash needs. Pro forma for the proposed
transaction HMH will not have funded debt maturities until 2029.
HMH's external liquidity will be provided by a $250 million
five-year secured revolving credit facility, of which Moody's
expects $50 million to be drawn at close. The revolver is subject
to a springing first lien net leverage covenant tested quarterly at
35% utilization. HMH expects the covenant level to be set to
provide a 35% cushion over the closing date leverage. The proposed
term loan does not have financial covenants.
As proposed, the new first lien credit facilities (term loan and
revolver) are expected to provide covenant flexibility that if
utilized could negatively impact creditors. Notable terms include
the following:
Incremental debt capacity up to the greater of $353 million and
100% of pro forma EBITDA plus unused capacity reallocated from the
general debt basket, plus unlimited amounts subject to pro forma
first lien net leverage at ¼-turn above the closing date
leverage if pari passu first lien secured (or either (x) ½-turn
above the closing date secured net leverage or (y) 1.75x interest
coverage ratio if pari passu with the second lien, junior thereto,
or either (x) ½-turn above the closing date total net leverage
or (y) 1.75x interest coverage ratio if unsecured). Alternatively,
the ratios may be satisfied on a no worse basis if incurred in
connection with a permitted acquisition or investment. Amounts up
to the greater of $353 million plus 100% of pro forma EBITDA plus
the then unused portion of the general debt basket may be incurred
with an earlier maturity date than the initial term loans.
There are no express "blocker" provisions which prohibit the
transfer of specified assets to unrestricted subsidiaries; such
transfers are permitted subject to carve-out capacity and other
conditions. Non-wholly-owned subsidiaries are not required to
provide guarantees; dividends or transfers resulting in partial
ownership of subsidiary guarantors could jeopardize guarantees
subject to protective provisions which only permit guarantee
releases if such affiliate transaction is for a bona-fide business
purposes and not for obtaining the release of such guarantee. There
are no express protective provisions prohibiting an up-tiering
transaction. The credit agreement is expected to permit debt
incurrence up to 200% of the amount of restricted payments that
could be made at such time.
The proposed terms and the final terms of the credit agreement may
be materially different.
HMH's $1.7 billion proposed first lien credit facility ($1.48
billion term loan due 2029 and $250 million revolver due 2027) are
each rated B2, reflecting the company's B3-PD probability of
default rating, an average expected family recovery rate of 50% at
default and the debt instruments' position in the capital structure
ahead of the $390 million proposed second lien term loan due 2030
(unrated).
The stable rating outlook reflects Moody's expectation that
financial leverage will remain high, but improve closer to low-6x
on a back of continued earnings growth over the next 12-18 months.
It also reflects Moody's expectation that the company will not
engage in any material debt-financed acquisitions or shareholder
initiatives without first reducing its financial leverage, and that
the company will continue to generate solid free cash flow.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be upgraded if HMH is able to consistently grow
revenue and earnings resulting in debt-to-cash EBITDA (Moody's
adjusted) sustained comfortably below 5x, with a commitment to
operating at that leverage level. Good liquidity along with
free-cash flow-to-debt sustained in the mid- single-digit
percentage range or better, would also be needed for an upgrade.
Moody's defines cash EBITDA as EBITDA with cash prepublication
costs expensed, adjusting for deferred revenue and including
Moody's standard accounting adjustments.
HMH ratings could be downgraded if the expected improvement in
EBITDA doesn't materialize such that debt-to-cash EBITDA is
sustained above 6.5x and free cash flow turns negative. A weakening
of liquidity could also lead to a downgrade.
The principal methodology used in these ratings was Media published
in June 2021.
Headquartered in Boston, MA, Houghton Mifflin Harcourt Publishers
Inc. is one of the three largest US education solutions providers
focusing on the K-12 market. The company generated $1.05 billion
revenue in 2021. Following the proposed buyout, HMH will be owned
by Veritas Capital.
INGROS FAMILY: Enterprise Bank Seeks Changes to Plan
----------------------------------------------------
Enterprise Bank filed a limited objection and reservation of rights
regarding the Disclosure Statement to Accompany Plan Dated February
21, filed by The Ingros Family LLC.
Enterprise points out that after the Debtor filed the Disclosure
Statement and Plan, counsel for Enterprise requested that Debtor
make certain revisions to the Plan in accordance with requirements
under the Bankruptcy Code. As of this Limited Objection and
Reservation of Rights, the Debtor has neither acknowledged, nor
agreed to make Enterprise's requested changes.
Enterprise further points out that on March 11, 2022, Ryan D.
Sharbonno filed a Limited Objection to Debtor's Disclosure
Statement, therein objecting to the description of the main
adversary proceeding involving a dispute with Enterprise over liens
on the Debtor's sole asset, as more fully set forth therein.
Although Enterprise does not dispute that the main adversary
proceeding involves the priority and validity of the parties'
liens, Enterprise objects to the Disclosure Statement's inclusion
of any argument, or the asserted narrative, contained in the
Sharbonno Objection.
Attorneys for Plaintiff, Enterprise Bank:
William L. Stang, Esq.
Lauren P. McKenna
FOX ROTHSCHILD LLP
BNY Mellon Center, 500 Grant St., Suite 2500
Pittsburgh, PA 15219
Telephone: (412) 391-1334
Fax: (412) 391-6984
E-mail: wstang@foxrothschild.com
lmckenna@foxrothschild.com
About The Ingros Family
The Ingros Family, LLC, a company based in Beaver, Pa., filed a
petition for Chapter 11 protection (Bankr. W.D. Pa. Case No.
20-22606) on Sept. 4, 2020, listing as much as $10 million in both
assets and liabilities. Jeffrey S. Ingros, manager of Ingros
Family, signed the petition. Judge Carlota M. Bohm oversees the
case. Robert O Lampl Law Office serves as the Debtor's bankruptcy
counsel.
INGROS FAMILY: Sharbonno Files Objections to Disclosures
--------------------------------------------------------
Ryan D. Sharbonno submitted a Limited Objection to The Ingros
Family LLC's Disclosure Statement.
In the main, Ryan D. Sharbonno agrees that the description of the
Debtor's Plan contained in the Debtor's proposed Disclosure
Statement accurately characterizes the Debtor's intention to sell
the property. Ryan D. Sharbonno disagrees with the description of
the dispute as it relates to the proceeds of the sale which is
characterized solely as a "dispute over lien priority".
Ryan D. Sharbonno points out that Debtor's principals, who are the
guarantors of the obligations owed to Enterprise Bank and Foglio,
have no incentive to dispute the validity the respective Promissory
Notes and Mortgages based on the misidentification of the borrower
and mortgagor because distribution of the proceeds of the sale to
those claimants will directly benefit the principals by reducing
their obligations as guarantors to the detriment to other
creditors.
Ryan D. Sharbonno further points out that the consequence of that
unasserted challenge could result in Enterprise Bank and Foglio
Estate having at best unsecured quantum meruit or unjust enrichment
claims and providing a greater fund for distribution to all
creditors.
According to Ryan D. Sharbonno, it seems unfair to all creditors
who have named the proper entity to receive lesser distribution
than sophisticated claimants, primarily Enterprise Bank, that
misidentified its borrower and mortgagor simply because Debtor's
principals who have conflicting loyalties agree that Enterprise
should have a mortgage despite its use of an inaccurate name.
Counsel for Ryan D. Sharbonno:
Thomas E. Reilly, Esq.
THOMAS E. REILLY, P.C.
1468 Laurel Drive
Sewickley, PA 15143
Tel: (724) 933-3500
E-mail: tereilly@tomreillylaw.com
About The Ingros Family
The Ingros Family, LLC, a company based in Beaver, Pa., filed a
petition for Chapter 11 protection (Bankr. W.D. Pa. Case No.
20-22606) on Sept. 4, 2020, listing as much as $10 million in both
assets and liabilities. Jeffrey S. Ingros, manager of Ingros
Family, signed the petition. Judge Carlota M. Bohm oversees the
case. Robert O Lampl Law Office serves as the Debtor's bankruptcy
counsel.
INNOVATIVE DESIGNS: Incurs $132K Net Loss in First Quarter
----------------------------------------------------------
Innovative Designs, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $132,040 on $62,400 of net revenues for the three months ended
Jan. 31, 2022, compared to a net loss of $35,965 on $40,017 of net
revenues for the three months ended Jan. 31, 2021.
As of Jan. 31, 2022, the Company had $1.53 million in total assets,
$654,194 in total liabilities, and $871,321 in total stockholders'
equity.
During the three-month period ended Jan. 31, 2022, the Company
funded its operations from revenues from sales, and sale of its
common stock. During the three month period ended Jan. 31, 2022,
sold its common stock in private transactions and raised $61,000
from the sales.
"We must purchase new quality control testing equipment for our
House Wrap product line, which we estimated will cost approximately
$100,000. We have not, as yet, received a quote from the vendor.
Once the equipment is built it will have to go through a
certification process.
"Short Term: We will continue to fund our operations from sales and
the sale of our securities. We continue to pay our creditors when
payments are due. We will require more funds to be able to order
the material for our Insultex products and to purchase equipment
needed for the manufacture of the Insultex product. The Company
reached an agreement with the manufacturer of the Insultex material
to purchase a machine capable of producing the Insultex material.
Also included in the proposed agreement will be the propriety
formula that creates Insultex. The Company took delivery of the
equipment in December 2015. The Company will have to have the
machine installed and ensure that it can be operated in compliance
with all environmental rules and regulations. It is the Company
intentions to have the equipment operational but cannot currently
provide a time estimate. Among the factors affecting the time
estimate are financial resources available to the Company, finding
a suitable facility and bringing technical personal from abroad to
install the equipment. The Company has currently made deposits of
$600,000 on the equipment. The Company has incurred $17,000 of
additional expenses related to shipping. The Company intends
produce Insultex under its own brand name.
"Long Term: The Company will continue to fund its operations from
revenues, borrowings from private parties and the possible sale of
our securities. Should we not be able to rely on the private
sources for borrowing and /or increased sales, our operations would
be severely affected as we would not be able to fund our purchase
orders to our suppliers for finished goods and our efforts to
produce our own Insultex would be delayed," Innovative Designs said
in the filing.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1190370/000173112222000435/e3603_10q.htm
About Innovative Designs
Headquartered in Pittsburgh, Pennsylvania, Innovative Designs, Inc.
operates in two separate business segments: cold weather clothing
and a house wrap for the building construction industry. Both of
its segment lines use products made from INSULTEX, which is a
low-density foamed polyethylene with buoyancy, scent block, and
thermal resistant properties. The Company has a license agreement
directly with the owner of the INSULTEX Technology.
Innovative Designs reported a net loss of $322,732 for the year
ended Oct. 31, 2021, compared to a net loss of $280,743 for the
year ended Oct. 31, 2020. As of Oct. 31, 2021, the Company had
$1.68 million in total assets, $750,116 in total liabilities, and
$932,361 in total stockholders' equity.
Kennett Square, PA-based RW Group, LLC, the Company's auditor since
2021, issued a "going concern" qualification in its report dated
Feb. 14, 2022, citing that the Company had net losses and negative
cash flows from operations for the year ended Oct. 31, 2021 and an
accumulated deficit at Oct. 31, 2021. These factors raise
substantial doubt about the Company's ability to continue as a
going concern for one year from the issuance date of these
financial statements.
IRONWOOD FINANCIAL: Exclusivity Period Extended to April 26
-----------------------------------------------------------
Judge Selene Maddox of the U.S. Bankruptcy Court for the Northern
District of Mississippi granted the joint motion of Ironwood
Financial, LLC and Worldpay ISO, Inc., allowing both companies to
file a Chapter 11 plan until April 26.
Ironwood and its creditor, Worldpay, had requested for an extension
of the exclusivity period in light of the developments in the class
action filed against the companies by persons who were allegedly
recorded during telemarketing calls in violation of the California
Invasion of Privacy Act.
In January, a settlement in principle was reached between the class
action plaintiffs and Worldpay. The terms of the settlement, some
of which are still being negotiated, will impact the ability of
Ironwood and Worldpay to file a Chapter 11 plan.
The settling parties are working together to reduce the settlement
terms to writing, which is expected to take some time, according to
court filings.
About Ironwood Financial
Oxford, Miss.-based Ironwood Financial, LLC sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Miss. Case No.
21-10866) on May 3, 2021. In the petition signed by John H. Lewis,
manager, the Debtor disclosed up to $10 million in assets and up to
$50 million in liabilities.
Judge Jason D. Woodard oversees the case.
The Law Offices of Craig M. Geno, PLLC serves as the Debtor's
bankruptcy counsel.
JAB OF ROCKLAND: Has Until May 20 to File Plan and Disclosures
--------------------------------------------------------------
Judge Robert D. Drain has entered an order that the time for the
JAB of Rockland, Inc., d/b/a David's Bagels to file a Chapter 11
Plan and Disclosure Statement is extended to and including May 20,
2022.
The time for the Debtor to obtain confirmation of a Chapter 11 Plan
is extended to and including June 30, 2022.
About JAB of Rockland Inc.
JAB of Rockland, Inc., which conducts business under the name
David's Bagels, filed a Chapter 11 bankruptcy petition (Bankr.
S.D.N.Y. Case No. 19-23153) on June 11, 2019, disclosing under $1
million in both assets and liabilities. Judge Robert D. Drain
oversees the case. The Debtor is represented by Elizabeth A. Haas,
Esq., PLLC.
JAKKS PACIFIC: Incurs $5.9 Million Net Loss in 2021
---------------------------------------------------
Jakks Pacific, Inc. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing a net loss of
$5.89 million on $621.12 million of net sales for the year ended
Dec. 31, 2021, compared to a net loss of $14.14 million on $515.87
million of net sales for the year ended Dec. 31, 2020.
As of Dec. 31, 2021, the Company had $357.05 million in total
assets, $296.07 million in total liabilities, $3.07 million in
preferred stock accrued dividends, and $57.90 million in total
stockholders' equity.
As of Dec. 31, 2021, the Company had working capital of $114.5
million compared to $112.6 million as of Dec. 31, 2020.
Operating activities used net cash of $5.9 million in 2021 and
provided net cash of $43.6 million in 2020.
Jakks Pacific stated, "The decrease in cash flows provided by
operating activities was primarily due to higher working capital
usage driven by an increase in accounts receivable due to higher Q4
sales and a higher inventory balance resulting from an increase in
freight-in-transit, partially offset by a lower net loss and higher
non-cash charges related to valuation adjustments for our
convertible senior notes and preferred stock derivative liability.
Other than open purchase orders issued in the normal course of
business related to shipped product, we have no obligations to
purchase inventory from our manufacturers. However, we may incur
costs or other losses as a result of not placing orders consistent
with our forecasts for product manufactured by our suppliers or
manufacturers for a variety of reasons including customer order
cancellations or a decline in demand. As part of our strategy to
develop and market new products, we have entered into various
character and product licenses with royalties/obligations generally
ranging from 1% to 23% payable on net sales of such products. As
of December 31, 2021, these agreements required future aggregate
minimum royalty guarantees of $71.9 million, exclusive of $0.7
million in advances already paid. Of this $71.9 million future
minimum royalty guarantee, $31.0 million is due over the next
twelve months."
Investing activities used net cash of $8.2 million and $8.2 million
for the year ended Dec. 31, 2021 and 2020, respectively, and
consisted primarily of cash paid for the purchase of molds and
tooling used in the manufacture of our products.
Financing activities used net cash of $32.8 million in 2021 and
$10.9 million in 2020. The cash used in 2021 primarily consists of
the repayment of the Company's 2019 Recap Term Loan of $125.8
million, as well as, debt issuance costs of $2.6 million incurred
in connection with the refinancing of its debt, partially offset by
the net proceeds from the issuance of its 2021 BSP Term Loan of
$96.3 million. The cash used in 2020 primarily consists of the
repayment of its 2019 Recap Term Loan of $15.1 million and
retirement of its 2020 convertible senior notes of $1.9 million,
partially offset by the proceeds from the loan under the Paycheck
Protection Program secured under the Coronavirus Aid Relief and
Economic Security Act.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001009829/000118518522000288/jakkspacif20211231_10k.htm
About Jakks Pacific
JAKKS Pacific, Inc. -- www.jakks.com -- is a designer, manufacturer
and marketer of toys and consumer products sold throughout the
world, with its headquarters in Santa Monica, California. JAKKS
Pacific's popular proprietary brands include Fly Wheels, Kitten
Catfe, Perfectly Cute, ReDo Skateboard Co, X-Power, Disguise, Moose
Mountain, Maui, Kids Only!; a wide range of entertainment-inspired
products featuring premier licensed properties; and C'est Moi, a
new generation of clean beauty.
Jakks Pacific reported a net loss of $55.38 million for the year
ended Dec. 31, 2019, compared to a net loss of $42.42 million for
the year ended Dec. 31, 2018. As of Sept. 30, 2021, the Company
had $409.12 million in total assets, $345.35 million in total
liabilities, $2.73 million in preferred stock, and $61.02 million
in total stockholders' equity.
JOANN INC: S&P Alters Outlook to Negative, Affirms 'B' ICR
----------------------------------------------------------
S&P Global Ratings revised its outlook on creative products
retailer Joann Inc. to negative from stable and affirmed all of its
ratings, including its 'B' issuer credit rating.
S&P said, "The negative outlook reflects that we could lower our
rating on Joann over the next 12 months if its operating results
face greater pressure than we currently forecast and delay the
rebound in its earnings and leverage that we expect in fiscal year
2024.
"The outlook revision reflects Joann's weaker-than-expected
operating results due to slowing sales and higher costs stemming
from the difficult operating environment, which we expect will
continue this year. The company's comparable store sales declined
by 12.4% during its fiscal fourth quarter ended Jan. 29, 2022,
decelerating on a two-year basis to 6%, as lower customer demand
and port congestion delayed the flow of seasonal merchandise to its
stores. Supply chain challenges heavily affected Joann's results
because elevated freight rates and transportation costs dented its
operating profit. The company is working to mitigate these negative
headwinds including, for instance, seeking more efficient routes.
However, the outlook revision reflects our belief that the
difficult operating conditions will persist over the next year and
may become more severe than we currently anticipate. In addition to
supply chain challenges, higher commodity prices are increasing the
production costs of many of Joann's products. The company is partly
managing these costs by raising its prices and expects to take
additional pricing actions this year. In our view, there is a
growing risk that high inflation will diminish consumer confidence
and reduce their ability to spend on highly discretionary
categories. While engagement with its core sewing customers, which
represent between 45% to 50% of sales, has been solid, sales trends
with non-core customers have been softening.
"We expect profitability and cash flow to improve next year. We
believe Joann's investments in its distribution capabilities,
omnichannel enhancements and store refresh initiatives will benefit
sales productivity over time. We believe near term cost pressures
will ease over time as supply chain conditions gradually improve
and pricing actions help mitigate some of these cost headwinds. We
currently anticipate S&P Global Ratings-adjusted EBITDA margins
improving approximately 150 basis points in fiscal 2024, which we
expect will lead to FOCF generation in the $75 million to $100
million range. However, the industry remains highly competitive and
Joann faces competition from direct specialty retail peers, big box
stores, and online competitors. We believe competitive threats,
especially from Joann's online peers, could challenge its market
share gains and lead to increased volatility in its sales and
profitability. We continue to apply a negative one-notch comparable
rating analysis modifier on the company to reflect these risks.
"We expect the company to reduce its leverage to the mid-4x area in
2023 on a rebound in its EBITDA and some debt reduction. We expect
Joann's S&P Global Ratings-adjusted leverage to rise to about 5x in
2022, up from 4.5x as of Jan. 29, 2022, because its lower sales
volumes and elevated costs will dent its EBITDA. That said, we
believe the company's efforts to improve its merchandise and
inventory management, coupled with an easing in supply chain
pressures, will lead to a material rebound in its EBITDA in 2023,
which will enable it to return leverage to the mid-4x area. Joann
maintains a long-term leverage (company-defined) target of 2x,
which it currently exceeds by approximately one turn. We believe
the company will prioritize strengthening its credit metrics ahead
of material shareholder cash returns.
"The negative outlook on Joann reflects our belief that difficult
operating conditions will cause its operating performance to remain
pressured this year and the rating could be lowered if the company
faces extended pressures that cause sustained weak FOCF generation
and S&P Global Ratings-adjusted leverage of more than 5x."
S&P could lower its rating on Joann over the next 12 months if:
-- Its operating performance deteriorates and S&P believes its
liquidity is tightening or that it will sustain leverage of more
than 5x; or
-- S&P views its competitive position less favorably due to
intensifying competition that reduces its market share.
S&P could revise its outlook on Joann to stable if operating
pressures subside, FOCF generation improves and adjusted leverage
is on track to be maintained below 5x.
ESG credit indicators: E-2, S-2, G-2
JOHNSON & JOHNSON: U.S. Trustee Says Bankruptcy Fees Need Oversight
-------------------------------------------------------------------
Steven Church of Bloomberg News reports that the U.S. Trustee said
in a court filing Tuesday, March 22, 2022, legal and related fees
in Johnson & Johnson's baby powder bankruptcy should be reviewed by
a court-approved examiner.
Appointing a fee examiner will ensure that the bills submitted in
the case are handled in a consistent and transparent way, according
to the federal bankruptcy watchdog.
Bankruptcy judges routinely appoint such examiners in large,
complicated Chapter 11 cases.
J&J and its bankrupt unit, LTL Management, are responsible for
paying dozens of law firms, financial advisories and other
companies working on the bankruptcy.
About Johnson & Johnson
Johnson & Johnson is an American multinational corporation founded
in 1886 that develops medical devices, pharmaceuticals, and
consumer packaged goods. It is the world's largest and most broadly
based healthcare company.
Johnson & Johnson is headquartered in New Brunswick, New Jersey,
the consumer division being located in Skillman, New Jersey. The
corporation includes some 250 subsidiary companies with operations
in 60 countries and products sold in over 175 countries.
The corporation had worldwide sales of $82.6 billion in 2020.
About LTL Management
LTL Management, LLC, is a subsidiary of Johnson & Johnson (J&J),
which was formed to manage and defend thousands of talc-related
claims and oversee the operations of Royalty A&M. Royalty A&M owns
a portfolio of royalty revenue streams, including royalty revenue
streams based on third-party sales of LACTAID, MYLANTA/MYLICON and
ROGAINE products.
LTL Management filed a petition for Chapter 11 protection (Bankr.
W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was
transferred to New Jersey (Bankr. D.N.J. Case No. 21-30589) on Nov.
16, 2021. The Hon. Michael B. Kaplan is the case judge. At the
time of the filing, the Debtor was estimated to have $1 billion to
$10 billion in both assets and liabilities.
The Debtor tapped Jones Day and Rayburn Cooper & Durham, P.A., as
bankruptcy counsel; King & Spalding, LLP and Shook, Hardy & Bacon
LLP as special counsel; McCarter & English, LLP as litigation
consultant; Bates White, LLC as financial consultant; and
AlixPartners, LLP as restructuring advisor. Epiq Corporate
Restructuring, LLC, is the claims agent.
An official committee of talc claimants was formed in the Debtor's
Chapter 11 case on Nov. 9, 2021. On Dec. 24, 2021, the U.S. Trustee
for Regions 3 and 9 reconstituted the talc claimants' committee and
appointed two separate committees: (i) the official committee of
talc claimants I, which represents ovarian cancer claimants, and
(ii) the official committee of talc claimants II, which represents
mesothelioma claimants.
The official committee of talc claimants I tapped Genova Burns LLC,
Brown Rudnick LLP, Otterbourg PC and Parkins Lee & Rubio LLP as its
legal counsel. Meanwhile, the official committee of talc claimants
II is represented by the law firms of Cooley LLP, Bailey Glasser
LLP, Waldrep Wall Babcock & Bailey PLLC, Massey & Gail LLP, and
Sherman Silverstein Kohl Rose & Podolsky P.A.
KISMET ROCK: Court Approves Disclosure Statement
------------------------------------------------
A Disclosure Statement under Chapter 11 of the Bankruptcy Code was
filed by Kismet Rock Hill, LLC on 01/20/22, as modified by the
First Amendment to Disclosure Statement filed on 02/28/22.
After hearing on notice, the Court determined that the Disclosure
Statement contains adequate information.
The Debtor represented to the Court that it anticipates filing an
amendment to the Plan of Reorganization upon further negotiations
with the secured creditor and after negotiation of the cure period
with the franchisor, and that the amendment(s) will not materially
change the treatment of creditors and information as stated in the
Disclosure Statement.
According on March 11, 2022, the Court entered an order:
* Approving the Disclosure Statement of Kismet Rock Hill, LLC.
* Directing the Debtor to file its amendment(s) to the Plan on
or before April 30, 2022.
About Kismet Rock Hill
Kismet Rock Hill, LLC, operates Holiday Inn, a hotel located at 503
Galleria Boulevard, in Rock Hill, S.C.
Kismet Rock Hill filed its voluntary petition for Chapter 11
protection (Bankr. D. S.C. Case No. 21-01926) on July 23, 2021,
listing as much as $50 million in assets and as much as $10 million
in liabilities. Judge Helen E. Burris presides over the case.
Christine E. Brimm, Esq., at Barton Brimm, PA and Newpoint Advisors
Corporation serve as the Debtor's legal counsel and accountant,
respectively.
KLX ENERGY: Incurs $94M Net Loss for 11-Month Period Ended Dec. 31
------------------------------------------------------------------
KLX Energy Services Holdings, Inc. filed with the Securities and
Exchange Commission its Annual Report on Form 10-K disclosing a net
loss of $93.8 million on $436.1 million of revenues for the
11-month transition period ended Dec. 31, 2021, compared to a net
loss of $332.2 million on $276.8 million of revenues for the fiscal
year ended Jan. 31, 2021.
As of Dec. 31, 2021, the Company had $387.7 million in total
assets, $122.7 million in total current liabilities, $274.8 million
in long-term debt, $31.5 million in long-term operating lease
obligations, $9.1 million in long-term finance lease obligations,
$1 million in other non-current liabilities, and a total
stockholders' deficit of $51.4 million.
KLX Energy stated, "We require capital to fund ongoing operations,
including maintenance expenditures on our existing fleet and
equipment, organic growth initiatives, debt service obligations,
investments and acquisitions. Our primary sources of liquidity to
date have been capital contributions from our equity and note
holders, borrowings under the Company's ABL Facility and cash flows
from operations. At December 31, 2021, we had $28.0 million of
cash and cash equivalents and $32.4 million available on the ABL
Facility, net of $10.0 FCCR holdback, which resulted in a total
liquidity position of $60.4 million.
"We recently have taken several actions to continue to improve our
liquidity position, including closing our Florida legacy corporate
headquarters and relocating all key functions to Houston,
elimination of redundancies and duplicative functions throughout
our operations following the merger with QES, equity issuances
under our ATM program and monetized non-core and obsolete assets.
We actively manage our capital spending and are focused primarily
on required maintenance spending. Additionally, despite the
continuing COVID-19 pandemic, increasing oil prices have resulted
in an increase in demand for our services and a slight improvement
in our operating cash flow in each of the third and fourth quarters
of 2021. We believe based on our current forecasts, our cash on
hand, the ABL Facility availability, together with our cash flows,
will provide us with the ability to fund our operations, including
planned capital expenditures, for at least the next twelve months.
"We have substantial indebtedness. As of December 31, 2021, we had
total outstanding long-term indebtedness of $274.8 million under
our ABL Facility and Senior Notes...Our ability to pay the
principal and interest on our long-term debt and to satisfy our
other liabilities will depend on our future operating performance
and ability to refinance our debt as it becomes due. Our future
operating performance and ability to refinance such indebtedness
will be affected by prevailing economic and political conditions,
the level of drilling, completion, production and intervention
services activity for North American onshore oil and natural gas
resources, the continuation of the COVID-19 pandemic, the
willingness of capital providers to lend to our industry and other
financial and business factors, many of which are beyond our
control.
"Our ability to refinance our debt will depend on the condition of
the public and private debt markets and our financial condition at
such time, among other things. Any refinancing of our debt could
be at higher interest rates and may require us to comply with
covenants, which could further restrict our business operations. A
rising interest rate environment could have an adverse impact on
the price of our shares, or our ability to issue equity or incur
debt to refinance our existing indebtedness, for acquisitions or
other purposes. In addition, incurring additional debt in excess
of our existing outstanding indebtedness would result in increased
interest expense and financial leverage, and issuing common stock
may result in dilution to our current stockholders.
"Our ABL Facility matures in September 2023 and we intend to work
with our existing lenders or other sources of capital to seek to
refinance the ABL Facility. If we are unable to refinance the ABL
Facility over the next twelve months and uncertainty around our
ability to refinance our existing long-term debt still exists, that
could result in our auditors issuing a "going concern" or like
qualification or exception as early as our audit opinion with
respect to the fiscal year ending December 31, 2022. The delivery
of an audit opinion with such a qualification would result in an
event of default under our ABL Facility. If an event of default
occurs, the lenders under the ABL Facility would be entitled to
accelerate any outstanding indebtedness, terminate all undrawn
commitments and enforce liens securing our obligations under the
ABL Facility. Further, the acceleration of indebtedness under our
ABL Facility could cause an event of default under our Senior
Notes, entitling the requisite holders of the Senior Notes to
accelerate our indebtedness in respect thereof and enforce liens
securing our obligations under the Senior Notes. If our lenders or
noteholders accelerate our obligations under the affected debt
agreements, we may not have sufficient liquidity to repay all of
our outstanding indebtedness then due and payable.
"In light of our substantial leverage position, as market
conditions warrant and subject to our contractual restrictions,
liquidity position and other factors, we may access the public or
private debt and equity markets or seek to recapitalize, refinance
or otherwise restructure our capital structure. Some of these
alternatives may require the consent of current lenders,
stockholders or noteholders, and there is no assurance that we will
be able to execute any of these alternatives on acceptable terms or
at all."
On Sept. 3, 2021, the Company's Board of Directors approved a
change in the Company's fiscal year end from January 31 to December
31, effective beginning with the eleven-month period ended Dec. 31,
2021.
A full-text copy of the Form 10-KT is available for free at:
https://www.sec.gov/Archives/edgar/data/1738827/000173882722000005/klxe10kq42021.htm
About KLX Energy
Headquartered in Wellington, Florida, KLX Energy Services Holdings,
Inc. is a provider of diversified oilfield services to leading
onshore oil and natural gas exploration and production companies
operating in both conventional and unconventional plays in all of
the active major basins throughout the United States. The Company
delivers mission critical oilfield services focused on drilling,
completion, intervention and production activities for the most
technically demanding wells from over 60 service facilities located
in the United States. KLXE's complementary suite of proprietary
products and specialized services is supported by technically
skilled personnel and a broad portfolio of innovative in-house
research and development, manufacturing, repair and maintenance
capabilities.
KLX Energy reported a net loss of $332.2 million for the year ended
Jan. 31, 2021, compared to a net loss of $96.4 million for the year
ended Jan. 31, 2020. As of April 30, 2021, the Company had $337
million in total assets, $88.9 million in total current
liabilities, $244.1 million in long-term debt, $3.9 million in
long-term capital lease obligations, $4.3 million in other
non-current liabilities, and a total stockholders' deficit of $4.2
million.
* * *
As reported by the TCR on Feb. 23, 2021, Moody's Investors Service
completed a periodic review of the ratings of KLX Energy Services
Holdings, Inc. and other ratings that are associated with the same
analytical unit. KLX Energy Services Holdings, Inc.'s (KLXE) Caa1
Corporate Family Rating reflects the company's relatively small
scale while providing a range of well completion, intervention,
drilling and production services in a highly cyclical industry.
In April 2020, S&P Global Ratings lowered its issuer credit rating
on KLX Energy Services Holdings Inc., a U.S.-based provider of
onshore oilfield services and equipment, to 'CCC+' from 'B-'.
"Demand for onshore U.S. oilfield services collapsed along with oil
prices. The recent fall in oil prices has led many E&P companies
to announce material cuts to capital spending plans, leading us to
reduce our demand expectations for the oilfield services sector. We
now expect oilfield services demand could decline by about 30% in
the U.S. in 2020, with further downside risk if the current weak
price environment remains for a prolonged period," S&P said.
KOPIN CORP: Incurs $13.5 Million Net Loss in 2021
-------------------------------------------------
Kopin Corporation filed with the Securities and Exchange Commission
its Annual Report on Form 10-K disclosing a net loss of $13.47
million on $45.67 million of total revenues for the year ended Dec.
25, 2021, compared to a net loss of $4.53 million on $40.13 million
of total revenues for the year ended Dec. 26, 2020.
As of Dec. 25, 2021, the Company had $63.01 million in total
assets, $23.38 million in total liabilities, and $39.63 million in
total stockholders' equity.
The Company has net cash outflows from operations of $10.7 million,
$4.4 million and $21.0 million for the fiscal years ended 2021,
2020 and 2019, respectively. The Company's net cash outflows from
operations was partially a result of funding its ongoing
investments in research and development which it believes will
continue. The Company has in the past sold equity securities
through an At The Money program and in the traditional fashion of
significant equity offerings.
"We estimate we will have sufficient liquidity to fund operations
at least through Q1 2023. Nonetheless, we monitor the capital
markets on an ongoing basis and may consider raising capital if
favorable market conditions develop. If our actual results are
less than projected or we need to raise capital for additional
liquidity, we may be required to do additional equity financings,
reduce expenses or enter into a strategic transaction. However, we
can make no assurance that we will be able to raise additional
capital, reduce expenses sufficiently, or enter into a strategic
transaction on terms acceptable to us, or at all."
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/771266/000149315222006784/form10-k.htm
About Kopin
Kopin Corporation -- http://www.kopin.com-- is a developer and
provider of innovative display and optical technologies sold as
critical components and subassemblies for military, industrial and
consumer products. Kopin's technology portfolio includes
ultra-small Active Matrix Liquid Crystal displays (AMLCD), Liquid
Crystal on Silicon (LCOS) displays and Organic Light Emitting Diode
(OLED) displays, a variety of optics, and low-power ASICs.
For the nine months ended Sept. 25, 2021, Kopin reported a net loss
of $10.16 million. Kopin reported a net loss of $4.53 million for
the year ended Dec. 26, 2020, compared to a net loss of $29.37
million for the year ended Dec. 28, 2019. As of Sept. 25, 2021,
the Company had $58.95 million in total assets, $13.70 million in
total current liabilities, $1.57 million in other long term
liabilities, $812,351 in operating lease liabilities, and $42.86
million in total stockholders' equity.
LT MANAGEMENT: J&J Unit's Case Proceeds in NJ Bankruptcy Court
--------------------------------------------------------------
Juliette Fairley of Legal Newsline reports that Johnson & Johnson's
Chapter 11 bankruptcy is proceeding in the wake of chief bankruptcy
Judge Michael B. Kapland's dismissal of a challenge brought by
talcum powder plaintiffs.
Plaintiff lawyers claiming their clients contracted ovarian cancer
from using J&J Baby Powder had argued that the bankruptcy filing
was done in bad faith because it employed the "Texas Two-Step."
"The law generally requires that a Chapter 11 bankruptcy should be
seeking to preserve going concern value or seeking to maximize the
value available to satisfy claims but the Plaintiffs argued that
Johnson & Johnson had structured this whole thing as a litigation
tactic to pay fewer damages on talc liability," said University of
Chicago Law School professor Anthony Casey. "In their view, there
is no value in the bankruptcy proceeding and that it's just a way
to force a lower payment."
After a five-day trial, on Feb. 25, Judge Kaplan held denied the
plaintiffs' motion to dismiss, finding that J&J's bankruptcy filing
was not done in bad faith.
"The filing of a chapter 11 case with the expressed aim of
addressing the present and future liabilities associated with
ongoing global personal injury claims to preserve corporate value
is unquestionably a proper purpose under the Bankruptcy Code,"
Kaplan wrote in his 56-page opinion.
Under the reorganization, LTL Management, was saddled with claims
while the second company, Johnson & Johnson Consumer Inc (JJCI),
took on the corporate assets. LTL Management then filed for
bankruptcy to litigate the claims as a subsidiary on behalf of
Johnson & Johnson.
"There's this funding agreement that says the liabilities will be
paid up to the value before this merger divided the two entities,"
Casey said. "In that way, the asset value of JJCI was not
separated from the liabilities because the funding agreement
brought it with."
Plaintiffs have vowed to appeal the decision.
"The benefits of this system include certainty, especially the
ability to resolve future claims, which is not available outside of
bankruptcy, the uniformity of treatment across those claims and the
equity across claims so that everyone is in the same proceeding and
it's less of a kind of lottery system in the MDL or in the state
law litigation," Casey added.
About Johnson & Johnson
Johnson & Johnson is an American multinational corporation founded
in 1886 that develops medical devices, pharmaceuticals, and
consumer packaged goods. It is the world's largest and most broadly
based healthcare company.
Johnson & Johnson is headquartered in New Brunswick, New Jersey,
the consumer division being located in Skillman, New Jersey. The
corporation includes some 250 subsidiary companies with operations
in 60 countries and products sold in over 175 countries.
The corporation had worldwide sales of $82.6 billion in 2020.
About LTL Management
LTL Management, LLC, is a subsidiary of Johnson & Johnson (J&J),
which was formed to manage and defend thousands of talc-related
claims and oversee the operations of Royalty A&M. Royalty A&M owns
a portfolio of royalty revenue streams, including royalty revenue
streams based on third-party sales of LACTAID, MYLANTA/MYLICON and
ROGAINE products.
LTL Management filed a petition for Chapter 11 protection (Bankr.
W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was
transferred to New Jersey (Bankr. D.N.J. Case No. 21-30589) on Nov.
16, 2021. The Hon. Michael B. Kaplan is the case judge. At the
time of the filing, the Debtor was estimated to have $1 billion to
$10 billion in both assets and liabilities.
The Debtor tapped Jones Day and Rayburn Cooper & Durham, P.A., as
bankruptcy counsel; King & Spalding, LLP and Shook, Hardy & Bacon
LLP as special counsel; McCarter & English, LLP as litigation
consultant; Bates White, LLC as financial consultant; and
AlixPartners, LLP as restructuring advisor. Epiq Corporate
Restructuring, LLC, is the claims agent.
An official committee of talc claimants was formed in the Debtor's
Chapter 11 case on Nov. 9, 2021. On Dec. 24, 2021, the U.S.
Trustee for Regions 3 and 9 reconstituted the talc claimants'
committee and appointed two separate committees: (i) the official
committee of talc claimants I, which represents ovarian cancer
claimants, and (ii) the official committee of talc claimants II,
which represents mesothelioma claimants.
The official committee of talc claimants I tapped Genova Burns LLC,
Brown Rudnick LLP, Otterbourg PC and Parkins Lee & Rubio LLP as its
legal counsel. Meanwhile, the official committee of talc claimants
II is represented by the law firms of Cooley LLP, Bailey Glasser
LLP, Waldrep Wall Babcock & Bailey PLLC, Massey & Gail LLP, and
Sherman Silverstein Kohl Rose & Podolsky P.A.
MALIBU'S BURGERS: Seeks Chapter 11 Bankruptcy Protection
--------------------------------------------------------
Alex Barreira of San Francisco Business Times reports that Oakland
vegan burger spot Malibu's Burgers LLC filed for Chapter 11
bankruptcy.
According to the report, business is booming at Malibu's Burgers,
but its finances are in dire straits.
The popular all-vegan fast-food spot in Oakland, established as a
food truck before launching its Piedmont Avenue brick-and-mortar in
2020, filed for Chapter 11 bankruptcy on March 15, 2022, reporting
less than $5,000 in assets and more than $250,000 in liabilities,
per a filing in the U.S. Bankruptcy Court of Northern California.
The Chapter 11 filing -- which allows businesses to keep running
while working out ways to restructure debts -- will not for the
time being impact the business, said founder and co-owner Darren
Preston.
"This has nothing to do with the business as a whole," Preston told
me, attributing the filing to a decision to take out a "bad loan."
The restaurant's largest outstanding liability is a claim for
$81,435 owed to Retail Capital LLC, doing business as Credibly, a
financing platform for small- and medium-sized businesses based in
Southfield, Michigan, with offices in New York state and Tempe,
Arizona.
In October 2021, Credibly sued Malibu's, Preston and his wife and
co-owner, Natasha Fernandez-Preston in Maricopa County Superior
Court of Arizona for breach of contract, seeking just over $80,500.
An Arizona judge granted a default judgment to Credibly in late
February, allowing it to begin levying the restaurant's bank
accounts.
Malibu's is appealing the decision, seeking an agreement that would
restructure the payment. A virtual hearing is scheduled for March
29, 2021.
Preston said he thought he was taking out a simple loan for about
$85,000 last year when he and his wife were considering opening a
second location.
But what he signed up for was what's known as a receivables
purchase agreement, in which a financing agent purchases the rights
to future debts owed to the business. Credibly agreed to pay
Malibu's $85,000 up front in exchange for collecting $114,325 in
future receivables owed to the restaurant. The interest rate on
paper was 9.79%, but Preston said its calculations show it will end
up paying more than double that rate.
Credibly did not respond to a request for comment this week.
As part of the agreement, Credibly began collecting its "daily
remit amount" of $577.40 from Malibu's bank accounts, according to
the agreement included in Credibly's lawsuit.
Though a portion of capital from Credibly went to business
expenses, he said most of it ended up going back into paying the
debts incurred from the agreement itself, working out to about
$11,000 per month. Credibly has collected more than $30,000 from
Malibu's, but Malibu's still owes the company more than $80,000,
according to court filings.
As a solution, Credibly offered Malibu's the chance to sign up for
more financing agreements, Preston said, and when he expressed
reluctance he said Credibly became "very aggressive" with calls and
emails to his wife on a daily basis with new financing offers.
"We were already telling them that the loan they gave us was going
to pay itself back and the payments are really high," he said.
"They turned around and offered us more money. They knew what they
were doing."
"We got a little bit overzealous," Preston added. "We really wanted
to expand — we still would like to at some point — but we
should have seen the red flags."
As part of the financing agreement, Malibu's waived the right to
file suit against Credibly that would lead to a jury trial or as
part of a class action claim.
Since Preston, Fernández-Preston and business partner Wahid Brown
opened Malibu's in 2019 as a food truck, and in late 2020 moving to
the Piedmont Avenue brick-and-mortar, it's become a fixture on
regional Best Burger lists and was recently featured on the Hulu
show "The Next Thing You Eat" from celebrated restaurateur and
author David Chang. Malibu's generated $1.14 million in revenue in
2021 and $257,000 in 2020, according to the filing.
Malibu's makes burgers with meat from Impossible Foods' plant-based
meat seasoned with salt, pepper and garlic powder, topped with
dairy-free cheese, and served up in a half dozen varieties with
special buns and sauces. The all-vegan ensemble features oat
milkshakes, vegan bacon, plant-based fish fillets and meatless
Chick'n.
Preston said when his team first started the business the initial
capital raise wasn't as hard as he expected, finding friends —
including Fernández-Preston and Brown — who believed in the
company and were willing to chip in startup capital in the
neighborhood of $10,000 to $20,000. The move from food truck to
brick-and-mortar was funded with a GoFundMe that raised just under
$80,000.
But even as the business's reputation and popularity grew, Preston
said larger loans proved elusive from traditional financing sources
such as the business's regular Chase Bank, leading them to try
other agents like Credibly.
“We couldn't get conventional loans because we're such a new
company," he said, acknowledging also, "Being an African American
man in this business, I have to fight for myself because of the
country we live in."
"I feel like people sometimes have this idea of, that I'm here by
some divine kind of luck rather than, because I work here," he
added, describing offers of, say, $100,000 for 50% of the business.
"I talk to my other counterparts who are non-Black in the same
field, they'll tell me how they shop around with their equity and
it’s completely different offers and setups."
"Now that we're able to restructure our loan, now in the future
we'll be able to do things without having to take loans out,"
Preston said. "With a year under our belt we're able to learn from
our mistakes and know what we need to save on and what we don't
need to save on. It's a business at the end of the day."
In its petition,it states that funds are available to unsecured
creditors. According to court filing, Malibu's Burgers has between
1 and 49 unsecured creditors, including Retail Capital LLC,
California Department of Tax and Fee Administration, and On Deck
Capital Inc.
About Malibu's Burgers
Malibu's Burgers LLC is a popular all-vegan fast-food spot in
Oakland, California.
Malibu's Burgers sought Chapter 11 bankruptcy protection (Bankr.
N.D. Cal. Case No. 22-40234) on March 15, 2022. In the petition
filed by Natasha Fernandez-Preston, as managing member, Malibu's
Burgers estimated assets up to $50,000 and liabilities between
$100,000 and $500,000. The case is handled by Honorable Judge
Roger L. Efremsky.
METROPOLITAN WATER: Seeks to Tap Atchley & Associates as Accountant
-------------------------------------------------------------------
Metropolitan Water Company, L.P. and Met Water Vista Ridge, L.P.
seek approval from the U.S. Bankruptcy Court for the Western
District of Texas to hire Atchley & Associates, LLP as their
accountant.
Atchley will charge a flat fee of $5,000 per year for the
preparation of the Debtor's federal income tax returns, franchise
tax returns, and personal property tax rendition.
The firm has agreed to provide additional services at the following
hourly rates:
Harold Ingersoll, CPA $375
Melinda Oster, CPA $375
Raeann McGowan, CPA $200
Staff accountants $140 to $160
Harold Ingersoll, a partner at Atchley, disclosed in a court filing
that his firm is a disinterested person within the meaning of
Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Harold Ingersoll, CPA
Raeann McGowan, CPA
Atchley & Associates, LLP
1005 La Posada Drive
Austin, TX 78752
Tel: 512‑346‑2086
Fax: 512‑338‑9883
Email: hingersoll@atchleycpas.com
rmcgowan@atchleycpas.com
About Metropolitan Water Company and
Met Water Vista Ridge
Metropolitan Water Company, L.P., a water utility company in
Brenham, Texas, and its affiliate Met Water Vista Ridge, L.P. filed
petitions under Chapter 11, Subchapter V of the Bankruptcy Code
(Bankr. W.D. Texas Case No. 21-10903) on Nov. 22, 2021. Stephen W.
Sather serves as the Subchapter V trustee.
At the time of the filing, Metropolitan Water Company listed as
much as $10 million in both assets and liabilities while Met Water
Vista Ridge listed up to $1 million in assets and up to $50,000 in
liabilities.
Judge H. Christopher Mott oversees the cases.
B. Weldon Ponder, Jr., Esq., and Catherine Lenox, Esq., serve as
the Debtors' bankruptcy attorneys. The Debtors also tapped Howry
Breen & Herman, LLP and Atchley & Associates, LLP as special
counsel and accountant, respectively.
MLK BRYANT: Unsecureds Will Receive 100% With Interest in Plan
--------------------------------------------------------------
MLK Bryant, LLC, submitted a Plan and a Disclosure Statement.
Non-classified administrative claims will be paid in full on the
Effective Date of the plan or later as agreed in writing; secured
claim holders will be impaired and paid as proposed by the Chapter
11 Plan; administrative convenience claims will be paid in full
with no interest thirty days after the Effective Date of the plan;
general unsecured claims will receive 100% of their claims,
estimated at approximately $61,500, with interest at the Federal
Judgment Rate, in ten semi-annual payments of $1,000.00, with the
final payment being a balloon payment for the remaining balance,
starting 120 days after the Effective Date of the Plan.
The Debtor may pay the claimants off sooner upon liquidation or
refinance of the MLK Property. The Plan contemplates the refinance
or sale of the MLK Property and distribution of the proceeds from
that sale to the secured and potentially the unsecured creditors.
The United States Trustee's Office will continue to receive
post-confirmation reporting and timely fee payments as they become
due until the case is closed, converted or dismissed.
The Effective Date of the plan will be 45 days after the Court
enters an Order Confirming this Chapter 11 Plan. The projected Plan
will last approximately five years but will likely end considerably
sooner.
Under the Plan, Class 5 General Unsecured Creditors total $61,000.
All general unsecured, non-priority claims owed more than $500 and
who do not elect to reduce their claim to $500 will receive payment
in full with interest at the Federal Judgment Rate in effect on the
Effective Date, in ten semi-annual payments of $1,000 unless paid
off sooner. Debtor will also contribute funds from the sale or
refinance of the MLK Property. Unless paid off sooner, payments to
the Class 5 claims shall commence on the 120th day after the
Effective Date of the Plan and shall be made semi-annually
thereafter. Class 5 is impaired.
The plan will be implemented in whole or in part by the following:
First, from the utilization of funds projected to be on hand in the
Debtor in Possession accounts on the Effective Date of the Plan;
Second, from semi-annual pro-rata payments from the Debtor's
business operations; and Third, from positive cash flow realized
from the refinance or sale of the MLK Property. Debtor also plans
to renegotiate the leases of the MLK Property to improve cash flow.
Specifically, Debtor will increase the rent paid by its tenant Geza
Development, LLC to $6,800 per month, triple net, on or before the
Effective Date. As a result of the triple net terms, Geza will be
responsible for all ongoing property tax payments and utility
payments. In the event Rayne Auto Group wishes to extend their
tenancy, their rent shall also increase slightly to market rate.
Debtor shall make best efforts to relet the space freed by Rayne
Auto Group if they do not renew their lease. Debtor estimates that
it can obtain $1,500/month for that space. Debtor will also attempt
to rent a third space in the MLK Property at an estimated monthly
rent of $1,500. Debtor believes it will be able to rent a third
space by the Effective Date.
Attorneys for the Debtor:
Theodore J. Piteo, Esq.
Michael D. O'Brien, Esq.
MICHAEL D. O'BRIEN & ASSOCIATES, P.C.
12909 SW 68th Pkwy, Suite 160
Portland, OR 97223
Tel: (503) 786-3800
A copy of the Disclosure Statement dated March 11, 2022, is
available at https://bit.ly/3t6noRe from PacerMonitor.com.
About MLK Bryant
MLK Bryant, LLC, a company based in Portland, Ore., filed a
petition for Chapter 11 protection (Bankr. D. Ore. Case No.
21-32459) on Dec. 11, 2021, listing up to $2,101,114 in assets and
up to $1,165,948 in liabilities. Meron Alemseghed, member, signed
the petition. Judge Peter C. Mckittrick oversees the case. The
Debtor tapped Michael D. O'Brien & Associates, P.C., as legal
counsel.
MTM BROS: Gets OK to Hire James S. Wilkins as Bankruptcy Counsel
----------------------------------------------------------------
MTM Bros, LLC received approval from the U.S. Bankruptcy Court for
the U.S. Bankruptcy Court for the Western District of Texas to hire
James S. Wilkins, P.C. to serve as legal counsel in its Chapter 11
case.
The firm's services include:
(a) advising the Debtor regarding its power and duties in the
continued operation and management of its property;
(b) taking necessary action to collect property of the estate
and filing suits to recover the property;
(c) representing the Debtor in connection with the formulation
and implementation of a plan of reorganization and all matters
incident thereto;
(d) preparing legal papers;
(e) objecting to disputed claims; and
(f) performing all other legal services for the Debtor.
The firm will be paid at the rate of $375 per hour to be applied
against a retainer of $17,500 for post-petition services, costs and
filing fees.
James Wilkins, Esq., disclosed in court filings that he is a
"disinterested person" within the meaning of Section 101(14) of the
Bankruptcy Code.
The attorney can be reached at:
James S. Wilkins, Esq.
James S. Wilkins, P.C.
1100 NW Loop 410, Suite 700
San Antonio, TX 78205-1711
Telephone: (210) 271-9212
Facsimile: (210) 271-9389
Email: jwilkins@stic.net
About MTM Bros
MTM Bros, LLC filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. W.D. Texas Case No. 22-50189) on
Feb. 28, 2022, listing up to $50,000 in assets and up to $10
million in liabilities. Rashesh B. Rangrei, manager, signed the
petition.
Judge Jud Craig A. Gargotta oversees the case.
James S. Wilkins, Esq., at James S. Wilkins, P.C. represents the
Debtor as legal counsel.
MTPC LLC: Exclusivity Period Extended to May 21
-----------------------------------------------
Judge Randal Mashburn of the U.S. Bankruptcy Court for the Middle
District of Tennessee extended to May 21 the period during which
only MTPC, LLC and its affiliates can file a Chapter 11 plan.
The companies can solicit acceptances for the plan until Aug. 20.
The extension will give the companies more time to work
collaboratively with the trustee of each of their respective pre-
bankruptcy bonds to finalize their liquidating plan or other
possible exit strategy, according to court filings.
About MTPC LLC
MTPC LLC is a proton-therapy cancer-treatment center that serves a
multi-state area of the Southeastern United States and began
operations in 2018. It is a freestanding center with three active
treatment rooms including one fixed beam and two gantries. MTPC is
located in a 43,500-square-foot building adjacent to the campus of
the Williamson Medical Center, in Franklin, Tenn.
MTPC's affiliate, The Proton Therapy Center, LLC, is a Tennessee
limited liability company that was organized in 2010. It is a
freestanding center with three active treatment rooms including one
fixed beam and two gantries. Proton Therapy Center is located in an
88,000-square-foot building on the campus of the Provision Case
CARES Cancer Center at Dowell Springs, in Knoxville, Tenn., a
comprehensive healthcare campus focusing on cancer treatment,
patient care, research, and education.
PCPT Hamlin, another affiliate of MTPC, is a Florida limited
liability company that was organized in 2018. It includes an
approximately 36,700-square-foot building in the 900-acre Hamlin
planned development in the "Town Center" of the 23,000-acre
"Horizon West" planning area of West Orange County.
MTPC and its affiliates sought Chapter 11 protection (Bankr. M.D.
Tenn. Lead Case No. 20-05438) on Dec. 15, 2020.
As of Aug. 31, 2020, MTPC's unaudited financial statements
reflected total assets of approximately $105.6 million and total
liabilities of approximately $131.2 million. Proton Therapy
Center's unaudited financial statements reflected total assets of
approximately $93.4 million and total liabilities of approximately
$130.2 million. Meanwhile, PCPT Hamlin's unaudited financial
statements reflected total assets of approximately $139.2 million
and total liabilities of approximately $138.5 million.
The Hon. Randal S. Mashburn is the case judge.
The Debtors tapped McDermott Will & Emery LLP as lead bankruptcy
counsel, Waller Lansden Dortch & Davis LLP as co-counsel with
McDermott, Trinity River Advisors LLC as restructuring advisor, and
CRS Capstone Partners LLC as financial advisor. Stretto is the
claims agent.
The U.S. Trustee for Region 8 appointed an official committee of
unsecured creditors on Jan. 8, 2021. The committee is represented
by Sills Cummis & Gross P.C. and Manier & Herod, P.C.
NEWMARK GROUP: S&P Alters Outlook to Positive, Affirms 'BB+' ICR
----------------------------------------------------------------
S&P Global Ratings revised the outlook on its ratings on Newmark
Group Inc. to positive from stable. At the same time, S&P affirmed
its 'BB+' issuer credit and unsecured debt ratings. The recovery
rating on the debt remains '3', reflecting its expectation of
meaningful recovery (50%-70%; rounded estimate 65%) in the event of
default.
S&P said, "The outlook revision reflects our view that the company
will maintain leverage between 1.5x and 2.0x in 2023 and beyond
while growing their core business and increasing the contribution
of stable recurring revenue sources. Newmark Group Inc. reported
adjusted EBITDA of $645 million for 2021 excluding the impact from
NASDAQ monetization, based on our calculation, compared with total
EBITDA of $595 million in 2019 including NASDAQ. We had previously
expected the company would not be able to surpass 2019 EBITDA until
at least 2023. Our forecast was driven by an expectation of a slow
recovery in leasing. Instead, revenues from leasing and other
commissions were $827 million for 2021 compared with $514 million
in 2020, or just 3% below 2019 revenues. Revenues from management
services also grew 46% in 2021 relative to 2020, and capital
markets revenues more than doubled. We expect more modest growth in
2022, though the company is likely to see gains from investment of
the NASDAQ proceeds from 2021, which totaled $1.1 billion, in
future years.
"Net debt to EBITDA was 0.7x at the end of 2021, but we expect the
company's leverage will be between 1.5x and 2.0x in 2022 and
beyond. The company expects EBITDA growth of 4%-9% based on their
guidance, including revenue growth of 3%-7%. We expect revenue
growth near 5% but expect EBITDA margins will be slower to recover
to 2019 levels due to the NASDAQ impact on EBITDA margins in 2019.
"We believe the acceleration of the earnout in 2021 further
simplified Newmark's earnings. The company also took steps as part
of the earnout to simplify its noncash compensation structure,
which we view as positive. We continue to view leasing and capital
markets, which composed 60% of total revenues in 2021, as volatile
sources of revenue that would be materially affected by an economic
shock. During 2020, leasing revenues were down 40% year over year
while capital markets revenues were down 16%. Newmark's revenue mix
of leasing and capital markets is also greater than most peers.
However, we expect Newmark will continue to grow stable and
recurring fee revenues from management services, which were up 5%
year over year in 2021."
The company's unsecured senior notes mature in November of 2023.
Total liquidity at the company includes $180.1 million in cash,
$524.6 million in marketable securities (mostly shares of NASDAQ),
and an undrawn unsecured credit facility with $600 million in
capacity.
The positive outlook on Newmark Group Inc. reflects S&P Global
Ratings' view that the company will operate with net debt to EBITDA
between 1.5x to 2.0x over the next 12 months. S&P expects the
company will continue to grow EBITDA while investing the remaining
proceeds from NASDAQ monetization into the business.
S&P said, "We could revise our outlook to stable if net debt to
adjusted EBITDA approaches 2.0x. This could be the result of an
unexpected decline in EBITDA, excessive share repurchases, or
through larger-than-expected debt increases from debt-funded
acquisitions. We could also revise our outlook to stable if the
company has any governance-related issues from its association with
Cantor.
"We could raise the rating if we expect net debt to EBITDA to
remain between 1.5x and 2.0x on a sustained basis while the company
grows EBITDA from its core business."
NORDIC AVIATION: Court Approves Disclosure Statement
----------------------------------------------------
Judge Kevin R Huennekens has entered an order approving the
Disclosure Statement of Nordic Aviation Capital Designated Activity
Company, et al.
The Court approved this timeline with respect to the solicitation
of votes to accept the Plan, voting on the Plan, and confirming the
Plan:
* The voting deadline will be on April 12, 2022, at 5:00 p.m.
(prevailing Eastern Time).
* The confirmation objection deadline will be on April 12, 2022,
at 5:00 p.m. (prevailing Eastern Time).
* The deadline to file voting report will be on April 18, 2022.
* The deadline to file confirmation brief and any reply to
objections to confirmation will be on April 18, 2022 at 12:00 pm
(prevailing Eastern Time).
* The confirmation hearing date will be on April 19, 2022, or
such other date as may be scheduled by the Court.
Chapter 11 Plan
Nordic Aviation Capital Designated Activity Company, et al.
submitted a Modified Disclosure Statement.
As of the Petition Date, the Debtors are liable for approximately
$5.9 billion in aggregate funded-debt obligations on account of
various different financing, lease, and security structures that
enable the Group to maximize tax efficiencies and business
flexibility. The primary financing structures-the substantial
majority of which are secured structures-include: (a) direct
facilities; (b) finance leases; (c) JOLCOs; and (d) swaps.
The Restructuring Transactions embodied by the Restructuring
Support Agreement and Plan will deleverage the Group's balance
sheet by approximately $4.3 billion in debt pursuant to various
equitization and sale transactions, provide the Reorganized
Remaining Debtors with an infusion of approximately $537 million in
new money in the form of an approximately $337 million equity
rights offering and a $200 million new revolving credit facility,
and, importantly, preserve customer relationships and the Group's
market leading position in the aircraft leasing industry.
To accommodate the Debtors' diverse creditor constituencies, the
Restructuring Support Agreement, the terms and conditions of which
are embodied by the Plan, reflects a variety of differing
restructuring and recapitalization transactions specific to each
(or multiple) ad hoc group of creditors, as reflected by the
various bespoke term sheets appended thereto. Specifically, the
transactions contemplated under the Restructuring Support Agreement
include, among others:
* DIP Facility: the effectuation of a $170 million super
priority senior secured debtor-in-possession financing facility
provided by certain of the Debtors' existing prepetition lenders;
* Option A/D Equitization Restructuring Transaction: the
equitization of approximately $583 million in secured note
obligations and facility agreement obligations held by Holders of
NAC 29 Funded Debt Claims, KfW Funded Debt Claims, and DB Nightjar
Funded Debt Claims, in exchange for the issuance of New Ordinary
Shares to such Holders, as well as the issuance of the New NAC 29
Debt (comprised of New NAC 29 Notes and/or New NAC 29 Term Loan
Facility Loans) to the aforementioned classes' funded-debt
claimants and Holders of SMBC Funded Debt Claims (together with the
other restructuring transactions relating to the aforementioned
Holders of Claims, collectively, the "Option A/D Equitization
Restructuring Transaction");
* Rights Offering: the implementation of an approximately $337
million equity rights offering, backstopped by the Backstop
Commitment Parties, representing Holders of NAC 29 Funded Debt
Claims, KfW Funded Debt Claims, and DB Nightjar Funded Debt Claims
to fund new aircraft investment and provide go-forward liquidity;
* Option C2 Restructuring Transaction: the amendment and
restatement of that certain prepetition term loan credit agreement,
by and among the Reorganized Investec NAC 27 Debtor and the Holders
of Investec NAC 27 Funded Debt Claims (together with the other
transactions relating to the Investec NAC 27 Debtor and the Holders
of Investec NAC 27 Funded Debt Claims, collectively, the "Option C2
Restructuring Transaction");
* Option E Transactions
- JOLCO Restructuring Transactions: among other things, (a)
the consensual rejection of the Leveraged Aircraft Leases of the
JOLCO Debtors, (b) the remarketing and mortgage enforcement sale
(outside of the chapter 11 process) of the related aircraft by the
applicable security trustees to a third-party or to the
corresponding Reorganized JOLCO Debtor, (c) transfer, or as
applicable, surrender and cancellation of the Debtors' existing
Interests in the JOLCO Debtors and issuance of new shares in the
Reorganized JOLCO Debtors, in each case to either (i) an entity for
the benefit of the Holders of the A Termination Claims, or (ii) the
winning cash bidder for the aircraft (if they have elected to also
purchase the shares in the Reorganized JOLCO Debtors), (d) the
discharge of certain claims (i.e., the "A Termination Claims")
against the JOLCO Debtors and, if applicable, the issuance of the
New Profit Participating Notes to the relevant JOLCO Lenders, in
each case coupled with the extinguishment and release of other
claims against the JOLCO Debtors (the "B Termination Claims")
(together with the other transactions relating to the JOLCO Debtors
and the Holders of Claims against the JOLCO Debtors, collectively,
the "JOLCO Restructuring Transactions");
- NAC 8 Restructuring Transactions: among other things, (a)
the amendment and restatement of that certain prepetition term loan
credit agreement, entered into by and among NAC Aviation 8 Limited
and the Holders of Investec NAC 8 Senior Funded Debt Claims, (b)
the amendment and restatement of that certain prepetition term loan
credit agreement, entered into by and among NAC Aviation 8 Limited
and the Holders of Investec NAC 8 Junior Funded Debt Claims, (c)
the issuance of the New Investec NAC 8 Equity to the Investec NAC 8
Buyer, and (d) entry into the Investec NAC 8 Exit Facility,
(together with the other transactions relating to the Investec NAC
8 Debtors and the Holders of Investec NAC 8 Funded Debt Claims,
collectively, the "NAC 8 Restructuring Transactions");
- NAC 33/34 Transactions: the recapitalization of the NAC
33/34 Debtors through the New Money Investment Transaction, which
will result in the (a) surrender and cancellation of the Interests
in NAC 33/34 and (b) issuance of the New NAC 33/34 Equity to a new
holding company, 90 percent of which holding company will be
indirectly owned by Azorra Aviation Holdings, LLC and/or its
affiliates as the New Money Investors and 10 percent of which will
be owned by the NAC 33/34 Lenders, among other things, which NAC
33/34 Transactions are more fully described herein and in the Plan;
and
- EDC Exiting Restructuring Transactions: among other things,
(a) the servicing and remarketing of twelve NAC CRJ Aircraft, and,
to the extent the sale of such aircraft to a third party is not
effectuated during the Chapter 11 Cases, the abandonment and
transfer of such aircraft to a nominee of EDC under the Plan, and
(b) the servicing of six additional EDC-financed CRJ aircraft
(collectively, the "EDC Exiting Restructuring Transactions");
* EDC Reinstating Restructuring Transactions: the amendment and
restatement of the EDC Remaining Facilities entered into by and
between certain of the EDC Debtors and the Holders of EDC Remaining
Facilities Claims (collectively, the "EDC Reinstating Restructuring
Transaction");
* NYL Restructuring Transactions: the assumption and assignment
of the NYL Head Leases, subject to certain agreed modifications set
forth in the NYL Term Sheet, together with the settlement of the
outstanding claims arising under the NYL Financing Documents and
certain other amounts: (a) the capitalization of all accrued
scheduled and default interest under the NYL Note Purchase
Agreement up to the Petition Date, and all scheduled (but not
default) interest under the NYL Note Purchase Agreement during the
period from the Petition Date until the Plan Effective Date, (b)
the prepayment of the principal outstanding under the NYL Note
Purchase Agreement in an amount of $30 million (which prepayment
will be funded by an equivalent amount under the amended NYL Head
Leases); and (c) payment of special rent equal to 1.0% of the
initial outstanding amount under the amended NYL Head Leases
(immediately prior to the $30 million prepayment) together with
payment by Reorganized NAC DAC to the Reorganized NYL Debtors equal
to the total amount of the NYL Debtors' usage of cash collateral
between the Petition Date and the Plan Effective Date (which shall
constitute a "Servicer Advance" as defined in the NYL Term Sheet),
subject to item-specific caps set out in the NYL Term Sheet and
excluding any such cash collateral amounts used to fund Chapter 11
Servicing Fees or Lease Reimbursement Costs (each as defined in the
NYL Term Sheet) or any amounts payable under the NYL DIP Facility
during the chapter 11 cases, to the extent that such payments were
made under the cash collateral stipulations (collectively, the "NYL
Restructuring Transactions");
* ECA Restructuring Transactions
- ECA Reinstating Transaction: the assumption and assignment
of the ECA Leveraged Aircraft Leases (Non-Garuda) subject to
certain agreed modifications set forth in the ECA Facilities Term
Sheet, including: (a) reinstatement of the outstanding principal
plus all accrued, unpaid interest (including post-petition interest
(excluding default interest) under any of the ECA Leveraged
Aircraft Leases (Non-Garuda) for which the loan to value is less
than one hundred per cent. (100%)) as principal under the amended
ECA Leveraged Aircraft Leases (Non-Garuda), which will be
guaranteed by Reorganized NAC DAC; (b) the creation of a Liquidity
Reserve Account (as defined in the ECA Facilities Term Sheet) into
which, initially, supplemental rent, maintenance reserves, end of
lease compensation payments and security deposits will be paid, and
thereafter all lease receivables will be paid, until a twelve-month
look-forward balance has been met in order to meet upcoming lease
payments (including maintenance costs and security deposits); and
(c) the deletion of all financial covenants in the amended ECA
Leveraged Aircraft Leases (Non-Garuda) (collectively, the "ECA
Reinstating Transaction"); and
- ECA Exiting Transaction: among other things, the consensual
rejection of the ECA Garuda Leases (as defined herein), through a
motion and order to be filed with the Bankruptcy Court on a date to
be mutually agreed following the Disclosure Statement Hearing,
pursuant to which the Debtors will return the aircraft collateral
subject to such leases to the ECA Lenders (collectively, the "ECA
Exiting Transaction");
* NYL DIP Facility: the NYL Debtors' entry into a $15 million
superpriority senior secured debtor-in-possession financing
facility provided by the NYL Lenders; and
* Exit Facility: the entry into a $200 million super senior
revolving credit facility, fully underwritten by Holders of NAC 29
Funded Debt Claims, KfW Funded Debt Claims, SMBC Funded Debt
Claims, and DB Nightjar Funded Debt Claims pursuant to the Exit
Facility Underwriting Agreement, or, at the Debtors' election, and
subject to certain conditions, an alternative exit facility.
Co-Counsel to the Debtors:
Edward O. Sassower, Esq.
Emily Geier, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
601 Lexington Avenue
New York, New York 10022
Telephone: (212) 446-4800
Facsimile: (212) 446-4900
- and -
Chad J. Husnick, P.C., Esq.
David R. Seligman, P.C., Esq.
Jaimie Fedell, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
300 North LaSalle Street
Chicago, Illinois 60654
Telephone: (312) 862-2000
Facsimile: (312) 862-2200
- and -
Michael A. Condyles, Esq.
Peter J. Barrett, Esq.
Jeremy S. Williams, Esq.
KUTAK ROCK LLP
901 East Byrd Street, Suite 1000
Richmond, Virginia 23219-4071
Telephone: (804) 644-1700
Facsimile: (804) 783-6192
A copy of the Disclosure Statement dated March 11, 2022, is
available at https://bit.ly/3q1gudX from Epiq, the claims agent.
About Nordic Aviation Capital
Nordic Aviation Capital is the leading regional aircraft lessor
serving almost 70 airlines in approximately 45 countries. Its fleet
of 475 aircraft includes ATR 42, ATR 72, De Havilland Dash 8,
Mitsubishi CRJ900/1000, Airbus A220 and Embraer E-Jet family
aircraft.
On Dec. 17, 2021, Nordic Aviation Capital Pte. Ltd., NAC Aviation
17 Limited, NAC Aviation 20 Limited, and Nordic Aviation Capital
A/S each filed petitions seeking relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. E.D. Va.). On Dec. 19, 2021, Nordic
Aviation Capital Designated Activity Company and 112 affiliated
companies also filed petitions seeking Chapter 11 relief. The lead
case is In re Nordic Aviation Capital Designated Activity Company
(Bankr. E.D. Va. Lead Case No. 21-33693).
Judge Kevin R. Huennekens oversees the cases.
The Debtors tapped Kirkland & Ellis and Kutak Rock, LLP as
bankruptcy counsels and the law firms of Clifford Chance, LLP,
William Fry, LLP and Gorrissen Federspiel as corporate counsels.
N.M. Rothschild & Sons Limited, Ernst & Young, LLP and
PricewaterhouseCoopers, LLP serve as the Debtors' financial
advisor, restructuring advisor and tax advisor, respectively. Epiq
Corporate Restructuring, LLC is the claims and noticing agent.
NS8 INC: Court Confirms Plan Signed by Debtor, Sponsors
--------------------------------------------------------
Judge Craig T. Goldblatt has entered an order approving and
confirming the Plan of Cyber Litigation Inc.
All unresolved objections, statements, joinders, comments, and
reservations of rights in opposition to or inconsistent with the
Plan have been fully considered by the Bankruptcy Court and are
denied and overruled with prejudice on the merits and in their
entirety.
Article III of the Plan specifies that Class 1 (Secured Claims),
Class 2 (Other Priority Claims), and Class 3 (General Unsecured
Claims) are unimpaired under the Plan. Article III of the Plan
designates Class 4 (Tort Damages Claims) and Class 5 (Interests) as
Impaired.
In consideration for the agreed-upon treatment of the Supporting
Sponsor Claims provided for under the Plan and the Plan Settlement,
including without limitation the support for confirmation of the
Plan, the waiver of alleged claims to a senior right of recovery
ahead of other Tort Damages Claims, the waiver of any right to seek
a claim under Section 503(b)(3)(D) of the Bankruptcy Code for
substantial contribution, the assignment to the Plan Trust of
claims or causes of action against Crowell & Moring LLP, and the
waiver of the right to receive the first $1.5 million of Net
Distributable Assets that will be paid from the Plan Trust to
Holders of Allowed Class 4 Tort Damages Claims and the waiver of
any right to a catch-up Plan Distribution on account of such $1.5
million, the Plan shall constitute a good faith compromise and
settlement of all Claims and controversies resolved pursuant to the
Plan. Each component of the Plan Settlement is an integral part of
the development and implementation of the Plan and the Plan
Settlement.
The Holders of Claims in Class 1, Class 2, and Class 3 are left
Unimpaired under the Plan, and the Holders of Claims in Class 4
have voted to accept the Plan in accordance with the Bankruptcy
Code, thereby satisfying section 1129(a)(8) as to those Classes.
However, Holders of Claims in Class 5 (Interests) are deemed to
have rejected the Plan pursuant to Bankruptcy Code section l126(g).
Accordingly, Bankruptcy Code section 1129(a)(8) has not been and
cannot be satisfied as to that Class. The Plan, however, is still
confirmable because it satisfies the nonconsensual confirmation
provisions of Bankruptcy Code Section 1129(b).
Second Amended Plan
Cyber Litigation Inc. submitted a Modified Second Amended Chapter
11 Plan of Liquidation.
Under the confirmed Plan, holders of Class 3 General Unsecured
Claims will receive at the election of the Plan Trustee: (A) Cash
equal to the amount of such Allowed Class 3 Claim with
Post-petition interest paid at the Federal Judgment Rate accrued
from the later of (x) the Petition Date or (y) the date a Disputed
Claim becomes an Allowed Claim; (B) such other less favorable
treatment as to which the Plan Trustee and the Holder of such
Allowed Class 3 Claim will have agreed upon in writing; or (C) such
other treatment such that it will not be impaired pursuant to
section 1124 of the Bankruptcy Code. Class 3 is unimpaired.
The provisions of this Plan and the other Plan Documents constitute
a good faith compromise and settlement of Claims and controversies
among the Debtor and the Supporting Sponsors. The Plan settlement
will be implemented as follows:
* The Supporting Sponsors (i) agree and waive any argument they
may raise to the contrary that no Supporting Sponsor Claim is
entitled to any priority above or distribution in excess of any
other Class 4– Tort Damages Claims, (ii) waive any right to seek
a claim under Section 503(b)(3)(D) of the Bankruptcy Code, and
(iii) on the Effective Date, each Supporting Sponsor will assign or
will cause to be assigned to the Plan Trust any claims or causes of
action it may have, or any direct cause of action or claims it
holds, against Crowell & Moring LLP related to the Debtor. As
additional consideration for this Plan settlement, the parties
agree that the Supporting Sponsors, including their Affiliates and
Related Persons, shall not participate in the first $1.5 million of
Net Distributable Assets paid from the Trust, nor shall such
parties be entitled to a catch-up Plan Distribution on account of
such $1.5 million.
* In consideration for the contributions provided by the
Supporting Sponsors: (i) on the Effective Date each Supporting
Sponsor Claim shall be allowed for all purposes in the amounts
stated and (ii) each Supporting Sponsor shall receive full releases
as set forth in Articles X and XI of this Plan.
Counsel for the Debtor and Debtor-in-Possession:
Stanley B. Tarr, Esq.
Josef Mintz, Esq.
BLANK ROME LLP
1201 N. Market St., Suite 800
Wilmington, DE 19801
Telephone: (302) 425-6400
Facsimile: (302) 425-6464
Email: Stanley.tarr@blankrome.com
Josef.mintz@blankrome.com
- and -
John Lucian, Esq.
One Logan Square
130 N. 18th Street
Philadelphia, Pennsylvania 19103
Telephone: (215) 569-5500
Facsimile: (215) 569-5555
Email: John.lucian@blankrome.com
Michael Klein, Esq.
Joseph Brown, Esq.
Jared Kasner, Esq.
COOLEY LLP
55 Hudson Yards
New York, New York 10001
Telephone: (212) 479-6000
Facsimile: (212) 479-6275
Email: mklein@cooley.com
jbrown@cooley.com
jkasner@cooley.com
- and -
Cullen D. Speckhart, Esq.
1299 Pennsylvania Avenue, NW, Suite 700
Washington, DC 20004-2400
Telephone: (202) 842-7800
Facsimile: (202) 842-7899
Email: cspeckhart@cooley.com
A copy of the Plan dated March 11, 2022, is available at
https://bit.ly/3pWHtav from PacerMonitor.com.
A copy of the Plan Confirmation Order dated March 11, 2022, is
available at https://bit.ly/37fvYVc from PacerMonitor.com.
About NS8 Inc.
Las Vegas-based NS8 Inc. -- https://www.ns8.com -- is a developer
of a comprehensive fraud prevention platform that combines
behavioral analytics, real-time scoring, and global monitoring to
help businesses minimize risk.
NS8 sought Chapter 11 protection (Bankr. D. Del. Case No. 20 12702)
on October 27, 2020. The petition was signed by Daniel P. Wikel,
the chief restructuring officer.
The Debtor was estimated to have $10 million to $50 million in
assets and $100 million to $500 million in liabilities at the time
of the filing.
Judge Craig T. Goldblatt replaced the Honorable Christopher S.
Sontchi as the case judge. The Debtor tapped Blank Rome LLP and
Cooley LLP as its legal counsel, and FTI Consulting Inc. as its
financial advisor. Stretto is the claims agent.
* * *
The company changed its name to Cyber Litigation after selling
substantially all of its assets to Codium Software LLC in December
2020.
OCEAN POWER: Incurs $5.5 Million Net Loss in Third Quarter
----------------------------------------------------------
Ocean Power Technologies, Inc. filed with the Securities and
Exchange Commission its Quarterly Report on Form 10-Q disclosing
a net loss of $5.47 million on $484,000 of revenues for the three
months ended Jan. 31, 2022, compared to a net loss of $3.15 million
on $317,000 of revenues for the three months ended Jan. 31, 2021.
For the nine months ended Jan. 31, 2022, the Company reported a net
loss of $13.72 million on $1 million of revenues compared to a net
loss of $9.56 million on $604,000 of revenues for the nine months
ended Jan. 31, 2021.
As of Jan. 31, 2022, the Company had $78.36 million in total
assets, $4.81 million in total liabilities, and $73.54 million in
total shareholders' equity.
Ocean Power stated, "Since our inception, the cash flows from
customer revenues have not been sufficient to fund our operations
and provide the capital resources for our business. For the two
years ended April 30, 2021 and 2020, our aggregate revenues were
$2.9 million, our aggregate net losses were $25.1 million and our
aggregate net cash used in operating activities was $22.3
million."
"Our business is capital intensive, and up through January 31,
2022, we have been funding our business principally through sales
of our securities. As of January 31, 2022, cash and cash
equivalents were $63.8 million and we expect to fund our business
with this amount and, to a limited extent, with our revenues until,
we generate sufficient cash flow to internally fund our business.
Management believes the Company's current cash and cash equivalents
is sufficient to fund its planned expenditures through at least
March 2023. In addition to the acquisition of 3Dent in the prior
year and MAR in November 2021, the Company is looking at further
organic and inorganic growth opportunities to advance our data and
power services and solutions."
Philipp Stratmann, OPT's president and chief executive officer,
said "Our third quarter was headlined by our largest acquisition to
date - Marine Advanced Robotics (MAR), a manufacturer of autonomous
surface vehicles, that brings new customers, revenue, and an
excellent team to OPT, all of which further support our mission to
become the recognized leader for Marine Domain Awareness. The
addition of roaming platforms enables us to deploy our ocean data
as a service solution to a more expansive customer base and allows
us to expand further into the subsea data market, such as for
infrastructure surveys."
"Through the continued development of our Data-as-a-Service and
Power-as-a-Service business models, in combination with our
Consulting Services offerings, we are attracting a broader customer
group and expanding our revenue opportunities. I am excited that
Matt is joining OPT. His experience in selling marine technology
services and solutions will further drive our growth. We are
optimistic about the direction we are heading and the momentum we
are starting to feel."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1378140/000149315222006755/form10-q.htm
About Ocean Power Technologies
Headquartered in Monroe Township, New Jersey, Ocean Power
Technologies, Inc. -- http://www.oceanpowertechnologies.com-- is a
marine power equipment, data solutions and service provider. The
Company controls the design, manufacture, sales, installation,
operations and maintenance of its solutions and services while
working closely with commercial, technical, and other development
partners that provide software, controls, mechatronics, sensors,
integration services, and marine installation services.
Ocean Power reported a net loss of $14.76 million for the 12 months
ended April 30, 2021, a net loss of $10.35 million for the 12
months ended April 30, 2020, and a net loss of $12.25 million for
the 12 months ended April 30, 2019. As of Oct. 31, 2021, the
Company had $75.82 million in total assets, $3.05 million in total
liabilities, and $72.77 million in total shareholders' equity.
ORGANICELL REGENERATIVE: Incurs $1.7M Net Loss in First Quarter
---------------------------------------------------------------
Organicell Regenerative Medicine, Inc. filed with the Securities
and Exchange Commission its Quarterly Report on Form 10-Q
disclosing a net loss of $1.69 million on $1.60 million of revenues
for the three months ended Jan. 31, 2022, compared to a net loss of
$8.15 million on $1.37 million of revenues for the three months
ended Jan. 31, 2021.
As of Jan. 31, 2022, the Company had $2.08 million in total assets,
$5.37 million in total liabilities, and a total stockholders'
deficit of $3.29 million.
During the three months Jan. 31, 2022, the Company used cash in
operating activities of $559,994, compared to $482,765 for the
three months Jan. 31, 2021, an increase in cash used of $77,229.
The increase in cash used in operating activities was due to the
Company's use of cash to pay increasing operating expenses on a
current basis associated with professional fees, payroll,
consulting costs and laboratory related expenses in connection with
the Company's expansion of its research and development activities
as well as payment of past due accounts payable and accrued
expenses during the three months Jan. 31, 2022 as compared to the
three months Jan. 31, 2021, partially offset from the increase in
revenues and gross profit during the three months Jan. 31, 2022 as
compared to the three months Jan. 31, 2021.
During the three months Jan. 31, 2022, the Company had cash used in
investing activities of $155,134, compared to cash used in
investing activities of $46,264 for the three months Jan. 31, 2021.
The increase in cash used in investing activities of $108,870 was
due primarily due the Company's leasehold improvements associated
with the new lab facility in Basalt, CO of $101,769 and increased
capital expenditures for the acquisition of additional fixed assets
required in connection with the Company's laboratory operations
during the three months Jan. 31, 2022 as compared to the three
months Jan. 31, 2021.
During the three months Jan. 31, 2022, the Company had cash
provided by financing activities of $756,878 compared to cash
provided by financing activities of $5,046 for the three months
Jan. 31, 2021. The increase in cash provided by financing
activities of $751,832 was due to increases in proceeds from the
sale of equity securities of approximately $360,000 and the
increase in proceeds from the issuance of the Promissory Note of
$540,000, partially offset from increases in repayments of
outstanding debt obligations of approximately $143,693, increased
payments on finance leases of approximately $4,500 during the three
months Jan. 31, 2022 as compared to the three months Jan. 31,
2021.
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1557376/000182912622006197/organicell_10q.htm
About Organicell
Headquartered in Miami, FL, Organicell Regenerative Medicine, Inc.
-- www.organicell.com -- is a clinical-stage biopharmaceutical
company principally focusing on the development of innovative
biological therapeutics for the treatment of degenerative diseases
and to provide other related services. Its proprietary products
are derived from perinatal sources and manufactured to retain the
naturally occurring microRNAs, without the addition or combination
of any other substance or diluent. Its RAAM Products and related
services are principally used in the health care industry
administered through doctors and clinics.
Organicell Regenerative reported a net loss of $12.76 million for
the year ended Oct. 31, 2021, compared to a net loss of $12.58
million for the year ended Oct. 31, 2020. As of Oct. 31, 2021, the
Company had $1.93 million in total assets, $4.60 million in total
liabilities, and a total stockholders' deficit of $2.67 million.
Fort Lauderdale, FL-based Marcum LLP, the Company's auditor since
2015, issued a "going concern" qualification in its report dated
Feb. 14, 2022, citing that the Company has a significant working
capital deficiency, has incurred significant losses and needs to
raise additional funds to meet its obligations and sustain its
operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
PACIFIC THEATRES: Theater Demand Drives Strong Auction Results
--------------------------------------------------------------
Demand from across the theater and professional AV industries drove
strong results in Tiger Group's February 22 auction of equipment
from Pacific Theatres.
The movie chain, formerly one of North America's largest, filed for
Chapter 7 bankruptcy in March 2020 in the wake of Covid-19
lockdowns. Tiger's globally marketed online auction featured 297
lots of equipment, including projectors, a state-of-the-art LED
screen, cinema monitors, servers, amplifiers, media blocks and even
popcorn makers, all from an initial group of closed Pacific
Theatres locations.
"Ninety-nine percent of those lots were bid upon and sold to
theater owners, live event production companies, rental houses and
other buyers," said Jonathan Holiday, Director of Business
Development, Tiger Commercial & Industrial. "We had 12,047 views
and a total of 5,040 bids, with people from 57 countries watching
the event live. The 40 winning bidders hailed primarily from across
the United States and Canada, with registrants from as far away as
Ukraine and France."
Sales of this type and size are rare, Holiday explained, and the
Pacific Theatres name also enjoys widespread recognition. However,
the ongoing recovery of movie theaters clearly was a factor as
well. "We had quite a strong influx of theaters that participated
in the auction sale, which is great to see," Mr. Holiday said.
"These were the 'survivors' -- those operators that managed to come
through the difficult period with enough working capital to start
positioning for the future."
Several of these operators bought late-model digital laser
projectors. "These are the latest technologies that movie theaters
are using for projection," Holiday noted. "Equipment upgrades
certainly were part of the dynamic, underscored by sizable
purchases from a major cinema chain in Canada."
Others -- including mission-driven arthouse theaters that draw
their support from charitable foundations -- had the opportunity to
purchase equipment that suited their budget, which would not have
been the case with new gear, Holiday said.
Another standout: high-performance audio and speakers. "The
amplifiers, processors and other sound equipment on offer were in
great condition and performed extremely well thanks to the
participation of several audio and speaker users and resellers, "
Holiday said.
Also noteworthy was Tiger's successful sale of a 2019 Samsung LED
screen with audio components. "It was one of just two such LED
screens installed in the United States and drew strong interest,"
Holiday said.
Tiger Group is now gearing up for the next round of Pacific
Theatres equipment sales -- thousands of lots from ten closed
locations (eight in California and one in each in Chicago and
Bethesda, Maryland) with a combined 170-plus screens and gear
valued at over $4 million.
"Just as in our initial sale, these auctions will feature top
brands like Christie, Dolby, NEC, GDC and QSC, with a great deal of
the equipment being late-model and in excellent condition," Holiday
said. "We anticipate strong demand once again and are finalizing
the details as we speak."
For additional information, email: auctions@tigergroup.com or call
(805) 497-4999.
Media Contacts: At Tiger Commercial & Industrial Division, Jonathan
Holiday, (805) 367-3893, jholiday@tigergroup.com; at Jaffe
Communications, Elisa Krantz, (908)-789-0700, 332154@email4pr.com,
or Bill Parness, 332154@email4pr.com.
About Pacific Theatres
Pacific Theatres is an American chain of movie theaters in the Los
Angeles metropolitan area of California. Pacific Theatres is owned
by The Decurion Corporation which also owns ArcLight Cinemas.
Pacific Theatres sought Chapter 7 bankruptcy and to shut down
theater chains due to pandemic.
Pacific Theatres Exhibition Corp. and Pacific Theatres
Entertainment Corporation filed Chapter 7 bankruptcy petitions
(Bankr. C.D. Cal. Case No. 21-15007 and 21-15008) on June 18,
2021.
The Debtors' attorneys:
Erin N Brady
Hogan Lovells Us LLP
Tel: 310-785-4600
PARK-OHIO INDUSTRIES: Moody's Alters Outlook on B2 CFR to Negative
------------------------------------------------------------------
Moody's Investors Service affirmed the ratings of Park-Ohio
Industries Incorporated, including the corporate family rating at
B2, the probability of default rating at B2-PD, and the senior
unsecured rating at Caa1. The speculative grade liquidity rating
remains SGL-3. The rating outlook was revised to negative from
stable.
The change in outlook to negative reflects Moody's view that
Park-Ohio will continue to face ongoing cost pressures in 2022 that
could impact the pace and level of earnings improvement during the
year. While Moody's expects strong revenue growth and cost saving
actions to improve Park-Ohio's profitability in 2022, there is
limited cushion in the company's current credit metrics to absorb a
negative event. Moody's expects Park-Ohio's EBITA margin to improve
to at least 4% (from below 2% in 2021) and debt/EBITDA to slightly
below 6x (from above 9x) by the end of 2022.
Affirmations:
Issuer: Park-Ohio Industries Incorporated
Corporate Family Rating, Affirmed B2
Probability of Default Rating, Affirmed B2-PD
Senior Unsecured Regular Bond/Debenture, Affirmed Caa1 (LGD5)
Outlook Actions:
Issuer: Park-Ohio Industries Incorporated
Outlook, Changed To Negative From Stable
RATINGS RATIONALE
Park-Ohio's ratings reflect the company's exposure to several
volatile end markets such as automotive, energy and industrial,
weakened operating margins and high financial leverage. Park-Ohio
maintains a high degree of diversification in its end markets and
customer base compared to peers, with substantial overall revenue
of about $1.4 billion at the end of 2021. However, the scale of the
company's three separate business segments is moderate relative to
other industrial suppliers.
Despite favorable top line growth in 2021, Park-Ohio's earnings and
cash flow failed to recover to pre-pandemic levels. The company's
Assembly Components segment was severely impacted by higher raw
material costs (aluminum) and volatile automotive production
schedules. Pricing actions in this segment should offset most input
costs, but with a lag, and production schedules should stabilize as
the supply of semiconductors for automotive manufacturers improves
over the course of 2022. Nonetheless, Moody's expects the operating
margin in Park-Ohio's Assembly Components segment to remain
significantly weaker than historical levels.
Demand across Park-Ohio's segments, including Supply Technologies
and Engineered Products, is expected to be strong in 2022. Moody's
expects consolidated revenue growth of at least 10% in 2022. Higher
volumes in Engineered Products and recent facilities consolidation
should help improve the company's overall fixed cost absorption.
The negative outlook reflects Moody's view that Park-Ohio may be
unable to effectively offset higher costs during 2022, thus
resulting in margins and leverage remaining much weaker than
historical levels.
Park-Ohio's SGL-3 liquidity rating reflects Moody's expectations
for Park-Ohio to maintain adequate liquidity through 2023. Moody's
expects Park-Ohio to maintain total liquidity of at least $200
million between cash on hand and availability under its asset-based
lending (ABL) facility expiring 2024. Despite a sizeable cash burn
in 2021 (primarily due to higher working capital investment),
Moody's expects Park-Ohio to generate modest free cash flow in 2022
of about $10 million as earnings improve and the company benefits
from some working capital release.
FACTORS THAT COULD LEAD TO A DOWNGRADE OR UPGRADE OF THE RATINGS
The ratings could be downgraded if Park-Ohio fails to demonstrate
improving earnings over the next several quarters, such that EBITA
margin is expected to remain below 4% or debt/EBITDA is sustained
above 6x. Further deterioration in liquidity, including negative
free cash flow, could also result in a downgrade.
The ratings could be upgraded if Park-Ohio is able to significantly
improve its operating performance such that its EBITA margin is
sustained above 6.5% and debt/EBITDA below 4.5x. Maintaining good
liquidity with strong free cash flow would also support an
upgrade.
Headquartered in Cleveland, Ohio, Park-Ohio Industries Incorporated
("Park-Ohio") is a publicly traded industrial supply chain
logistics and diversified manufacturing company with three primary
business segments: Supply Technologies; Assembly Components; and
Engineered Products. Park-Ohio Industries Incorporated is a
subsidiary of Park Ohio Holdings Corp., who is the holder of public
equity. Revenue for the fiscal year ended December 2021 was
approximately $1.4 billion.
The principal methodology used in these ratings was Automotive
Suppliers published in May 2021.
PLAYPOWER HOLDINGS: S&P Lowers ICR to 'CCC+', On Watch Negative
---------------------------------------------------------------
S&P Global Ratings lowered its issuer credit rating on recreational
equipment manufacturer PlayPower Holdings Inc. and its issue-level
rating on its senior secured debt to 'CCC+' from 'B-'.
S&P said, "The ratings remain on CreditWatch, where we placed them
with negative implications on Dec. 16, 2021. We plan to resolve the
CreditWatch over the next few months, potentially at the same or a
lower rating, with the outcome largely dependent on the timing and
pace of PlayPower's cash flow recovery and its liquidity
management. If its ongoing cash burn depletes liquidity such that
we expected the company would need to seek external sources of
funding, we could lower the rating by one or more notches.
"The downgrade to 'CCC+' reflects our assessment that PlayPower has
less than adequate liquidity. We currently believe that PlayPower
has about $12 million of cash on hand in the U.S. and access to
about $5 million of revolver capacity. PlayPower's ability to draw
on the revolver is constrained by its total net leverage covenant,
which the company would violate if it draws more than 35% of the
revolver commitment, triggering a covenant test. It is our
understanding that PlayPower will receive about $10 million of
insurance proceeds over the near term. It is also our understanding
that the company is currently burning mid-single-digit millions of
dollars in cash per month, with an uncertain timeline to returning
to positive cash flow. While we had previously anticipated that
PlayPower could ramp toward positive cash flow generation by the
end of the first quarter of 2022, its cash flow recovery has been
slowed by input and labor cost and availability pressures, COVID-19
outbreaks that limited production facility staffing, and snowstorms
in key regions.
"We believe that PlayPower's sponsor Littlejohn & Co probably has
an incentive to support the company with a liquidity injection.
However, there is no current committed equity or other facility
being provided. In addition, although we expect that Littlejohn has
an incentive to support PlayPower, it has not yet done so, and the
company's liquidity management is indicative of a risk posture that
is not consistent with a 'B' category rating.
"We believe supply chain challenges so far in 2022 are delaying
order fulfillment in a manner that could cause PlayPower's revenue
and EBITDA generation this year to decline and be at levels that
may complicate its ability to sustain its capital structure over
the long term. We assume that delays in manufacturing fulfillment
may offset otherwise good demand for recreational equipment
(supported by the company's order backlog) and could cause a modest
decline revenue in 2022 compared with 2021. In addition, we expect
that EBITDA margin could be about flat in 2022 compared with 2021
but remain below historical levels as the company contends with
continued inflationary cost pressures in labor, raw materials, and
freight. As a result, we currently assume that even if the company
can achieve manufacturing improvements over the near term that
allows PlayPower to speed up the delivery of orders, reduce its
backlog, and ramp back toward positive cash flow by the end of the
second quarter of 2022, its leverage could remain very high at
about 8x or more in 2022.
"We plan to resolve the CreditWatch over the next few months,
potentially at the same or a lower rating, with the outcome largely
dependent on the pace of PlayPower's cash flow recovery and its
liquidity management. If its ongoing cash burn depletes liquidity
such that we expected the company would need to seek external
sources of funding, we could lower the rating by one or more
notches."
PUERTO RICO: Board Loses Appeal to Limit Adviser Disclosures Scope
------------------------------------------------------------------
Alex Wolf of Bloomberg Law reports that a federal judge ruled that
professionals working on Puerto Rico's restructuring proceedings
must disclose connections with both past and present creditors in
order to get their fees approved.
U.S. District Judge Laura Taylor Swain on Monday rejected the
Puerto Rico Federal Oversight and Management Board's proposed list
of "material interested parties," which omitted creditors whose
claims "have not been expunged, settled, withdrawn, or otherwise
resolved."
The board, a federally appointed panel that has steered the
island's process of overhauling $123 billion worth of funded debt
and pension liabilities, had proposed distinguishing between
creditors with "active" and "inactive" claims.
About Puerto Rico
Puerto Rico is a self-governing commonwealth in association with
the United States that's facing a massive bond debt of $70 billion,
a 68% debt-to-GDP ratio and negative economic growth in nine of the
last 10 years.
The Commonwealth of Puerto Rico has sought bankruptcy protection,
aiming to restructure its massive $74 billion debt-load and $49
billion in pension obligations.
The debt restructuring petition was filed by Puerto Rico's
financial oversight board in U.S. District Court in Puerto Rico
(Case No. 17-01578) on May 3, 2017, and was made under Title III of
2016's U.S. Congressional rescue law known as the Puerto Rico
Oversight, Management, and Economic Stability Act ('PROMESA').
The Financial Oversight and Management Board later commenced Title
III cases for the Puerto Rico Sales Tax Financing Corporation
(COFINA) on May 5, 2017, and the Employees Retirement System (ERS)
and the Puerto Rico Highways and Transportation Authority (HTA) on
May 21, 2017. On July 2, 2017, a Title III case was commenced for
the Puerto Rico Electric Power Authority ("PREPA").
U.S. Chief Justice John Roberts has appointed U.S. District Judge
Laura Taylor Swain to oversee the Title III cases. The Honorable
Judith Dein, a United States Magistrate Judge for the District of
Massachusetts, has been designated to preside over matters that may
be referred to her by Judge Swain, including discovery disputes,
and management of other pretrial proceedings.
Joint administration of the Title III cases, under Lead Case No.
17-3283, was granted on June 29, 2017.
The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets, as municipal investment
banker, and Ernst & Young, as financial advisor.
Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose; and Hermann D. Bauer, Esq., at
O'Neill & Borges are on-board as attorneys.
McKinsey & Co. is the Board's strategic consultant, Ernst & Young
is the Board's financial advisor, and Citigroup Global Markets Inc.
is the Board's municipal investment banker.
Prime Clerk LLC is the claims and noticing agent. Prime Clerk
maintains a case web site at
https://cases.primeclerk.com/puertorico
Epiq Bankruptcy Solutions LLC is the service agent for ERS, HTA,
and PREPA.
O'Melveny & Myers LLP is counsel to the Commonwealth's Puerto Rico
Fiscal Agency and Financial Advisory Authority (AAFAF), the agency
responsible for negotiations with bondholders.
The Oversight Board named Professor Nancy B. Rapoport as fee
examiner and to chair a committee to review professionals' fees.
* * *
The two Title III plans of adjustment have been confirmed to date,
for the Commonwealth and COFINA debtors.
PUERTO RICO: Judge Approves $130 Mil. Deal on Whitefish Contract
----------------------------------------------------------------
Rick Archer of Law360 reports that a federal judge Monday approved
a $130 million deal to settle claims against Puerto Rico's bankrupt
electric utility, the Puerto Rico Electric Power Authority, by a
company, Whitefish Energy Holdings, that briefly held a
controversial contract to repair the island's hurricane-damaged
electric grid.
U.S. District Judge Laura Taylor Swain's order approves a
settlement between the Puerto Rico Electric Power Authority and
Whitefish Energy Holdings over claims by Whitefish seeking payment
for the two months it worked restoring the island's electrical
system. In September 2017, PREPA -- which only a month before had
begun proceedings to restructure its $9 billion in debt -- signed a
$300 million contract with Montana-based Whitefish.
About Puerto Rico
Puerto Rico is a self-governing commonwealth in association with
the United States that's facing a massive bond debt of $70 billion,
a 68% debt-to-GDP ratio and negative economic growth in nine of the
last 10 years.
The Commonwealth of Puerto Rico has sought bankruptcy protection,
aiming to restructure its massive $74 billion debt-load and $49
billion in pension obligations.
The debt restructuring petition was filed by Puerto Rico's
financial oversight board in U.S. District Court in Puerto Rico
(Case No. 17-01578) on May 3, 2017, and was made under Title III of
2016's U.S. Congressional rescue law known as the Puerto Rico
Oversight, Management, and Economic Stability Act ('PROMESA').
The Financial Oversight and Management Board later commenced Title
III cases for the Puerto Rico Sales Tax Financing Corporation
(COFINA) on May 5, 2017, and the Employees Retirement System (ERS)
and the Puerto Rico Highways and Transportation Authority (HTA) on
May 21, 2017. On July 2, 2017, a Title III case was commenced for
the Puerto Rico Electric Power Authority ("PREPA").
U.S. Chief Justice John Roberts has appointed U.S. District Judge
Laura Taylor Swain to oversee the Title III cases. The Honorable
Judith Dein, a United States Magistrate Judge for the District of
Massachusetts, has been designated to preside over matters that may
be referred to her by Judge Swain, including discovery disputes,
and management of other pretrial proceedings.
Joint administration of the Title III cases, under Lead Case No.
17-3283, was granted on June 29, 2017.
The Oversight Board has hired as advisors, Proskauer Rose LLP and
O'Neill & Borges LLC as legal counsel, McKinsey & Co. as strategic
consultant, Citigroup Global Markets, as municipal investment
banker, and Ernst & Young, as financial advisor.
Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Philip M.
Abelson, Esq., of Proskauer Rose; and Hermann D. Bauer, Esq., at
O'Neill & Borges are on-board as attorneys.
McKinsey & Co. is the Board's strategic consultant, Ernst & Young
is the Board's financial advisor, and Citigroup Global Markets Inc.
is the Board's municipal investment banker.
Prime Clerk LLC is the claims and noticing agent. Prime Clerk
maintains a case web site at
https://cases.primeclerk.com/puertorico
Epiq Bankruptcy Solutions LLC is the service agent for ERS, HTA,
and PREPA.
O'Melveny & Myers LLP is counsel to the Commonwealth's Puerto Rico
Fiscal Agency and Financial Advisory Authority (AAFAF), the agency
responsible for negotiations with bondholders.
The Oversight Board named Professor Nancy B. Rapoport as fee
examiner and to chair a committee to review professionals' fees.
* * *
The two Title III plans of adjustment have been confirmed to date,
for the Commonwealth and COFINA debtors.
PURDUE PHARMA: New Plan Helps Vermonters, Says AG Donovan
---------------------------------------------------------
Grace Benninghoff and Kevin Trevellyan of VPR News reports that
Attorney-General Donovan says that the new bankruptcy plan for
opioid maker, Purdue Pharma, will help Vermonters.
In the third week of March 2022, the Vermont Attorney General's
Office announced that a bankruptcy settlement with opioid maker
Purdue Pharma cleared another legal hurdle.
The Plan would give the Sackler family -- the owners and founders
of the company -- legal protection from future civil lawsuits over
Purdue's role in creating the opioid epidemic. In exchange, the
Sackler family would pay up to $6 billion nationwide.
The development comes after Vermont recorded the most opioid
overdose deaths in the state's history last year, even though
officials haven’t yet released data from December.
Vermont could receive up to nearly $38 million under the Purdue
agreement. That's up from a roughly $12.5 million payout from an
earlier Purdue bankruptcy settlement that Vermont and several other
states appealed late last 2021.
"I don't think there's going to ever be enough money to repair the
damage that the Sackler family and Purdue Pharma brought to the
state of Vermont, and thousands of Vermonters and families who
suffered from addiction. I remember back in 2012, somebody asked me
what the most important issue in the state of Vermont was. And
without hesitation, I said, "Prescription drugs, Oxycontin." And
very quickly after oxys came through Vermont, we went into a
full-blown heroin crisis. And we're still dealing with it 10 years
later. So there's never going to be enough money," Vermont Attorney
General TJ Donovan told VPR's Grace Benninghoff.
"But to have that threefold increase at a time when our overdose
deaths are up, when people continue to struggle with addiction,
when people are still coming out of this terrible pandemic, these
last two years — we need resources. We need money. And we need to
help Vermonters. That's why I think this was the right decision to
enter into this agreement."
About Purdue Pharma
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."
PURE BIOSCIENCE: Incurs $702K Net Loss in Second Quarter
--------------------------------------------------------
PURE Bioscience, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $702,000 on $416,000 of total revenue for the three months ended
Jan. 31, 2022, compared to a net loss of $595,000 on $916,000 of
total revenue for the three months ended Jan. 31, 2021.
For the six months ended Jan. 31, 2022, the Company reported a net
loss of $1.50 million on $917,000 of total revenue compared to a
net loss of $775,000 on $2.51 million of total revenue for the same
period during the prior year.
As of Jan. 31, 2022, the Company had $2.79 million in total assets,
$584,000 in total current liabilities, and $2.21 million in total
stockholders' equity.
PURE Bioscience stated, "We have a history of recurring losses, and
as of January 31, 2022 we have incurred a cumulative net loss of
$127,291,000. During the six months ended January 31, 2022, we
recorded a net loss of $1,498,000 on recorded net revenue of
$917,000. In addition, during the six months ended January 31,
2022 we used $1,259,000 in operating and investing activities
resulting in a cash balance of $1,131,000 as of January 31, 2022.
Our history of recurring operating losses, and negative cash flows
from operating activities give rise to substantial doubt regarding
our ability to continue as a going concern. The Company's
independent registered public accounting firm, in its report on the
Company's consolidated financial statements for the year ended July
31, 2021, has also expressed substantial doubt about the Company's
ability to continue as a going concern. The financial statements
do not include any adjustments to reflect the possible future
effects on the recoverability and classification of assets or the
amounts and classifications of liabilities that may result from our
possible inability to continue as a going concern."
"Our future capital requirements depend on numerous forward-looking
factors. These factors may include, but are not limited to, the
following: the acceptance of, and demand for, our products; our
success and the success of our partners in selling our products;
our success and the success of our partners in obtaining regulatory
approvals to sell our products; the costs of further developing our
existing products and technologies; the extent to which we invest
in new product and technology development; and the costs associated
with the continued operation, and any future growth, of our
business. The outcome of these and other forward-looking factors
will substantially affect our liquidity and capital resources."
Until we can continually generate positive cash flow from
operations, we will need to continue to fund our operations with
the proceeds of offerings of our equity and debt securities.
However, we cannot ensure that additional financing will be
available when needed or that, if available, financing will be
obtained on terms favorable to us or to our stockholders. If we
raise additional funds from the issuance of equity securities,
substantial dilution to our existing stockholders would likely
result. If we raise additional funds by incurring debt financing,
the terms of the debt may involve significant cash payment
obligations as well as covenants and specific financial ratios that
may restrict our ability to operate our business."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1006028/000149315222006865/form10-q.htm
About PURE Bioscience Inc.
PURE Bioscience, Inc. -- www.purebio.com -- is focused on
developing and commercializing its proprietary antimicrobial
products primarily in the food safety arena. The Company provides
solutions to combat the health and environmental challenges of
pathogen and hygienic control. Its technology platform is based on
patented, stabilized ionic silver, and its initial products contain
silver dihydrogen citrate, better known as SDC. PURE is
headquartered in Rancho Cucamonga, California (San Bernardino
metropolitan area).
PURE Bioscience reported a net loss of $2.32 million for the year
ended July 31, 2021. As of Oct. 31, 2021, the Company had $3.56
million in total assets, $828,000 in total current liabilities, and
$2.73 million in total stockholders' equity.
Los Angeles, California-based Weinberg and Company, P.A., the
Company's auditor since 2019, issued a "going concern"
qualification in its report dated Oct. 28, 2021, citing that the
Company has suffered recurring losses from operations and negative
cash flows from operating activities that raise substantial doubt
about its ability to continue as a going concern.
RESTORNATIONS: Responds to Helvey Objection to Disclosures
----------------------------------------------------------
Restornations submitted its reply to Harlan Helvey's objection to
the Debtor's Amended Disclosure Statement describing its Chapter 11
Plan of Reorganization.
Restornations points out that to date, it has been impossible for
Debtor to include the amounts and/or terms that will be determined
at the March 24, 2022 hearing on the Objections as the hearing has
not taken place yet and consequently the information to be included
by Debtor in its Plan and Disclosure Statement has not been made
readily available to the Debtor for including in its Disclosure
Statement and Plan. Helvey is aware of the foregoing facts and his
Objection to Debtor's Amended Plan and/or Disclosure Statement is
premature and is "Putting the wagon before the horse". Said facts
are also inherent in Helvey's participation in the Objections to
Claim process which he is fully engaged in with the Court. In fact,
Helvey has submitted a boilerplate objection in spite of the
pending Objections to Claims process.
Restornations further points out that Helvey, erroneously argues
that Debtor's Plan could not be confirmed with 0% interest being
paid to Helvey. This too, is untrue. The Court can determine that
Helvey is not legally entitled to any interest at all while taking
into consideration applicable laws and illegality on Helvey's
behalf which renders him not legally entitled to interest. Debtor
remains on standby, ready and willing to Amend its Disclosure
Statement and Plan in Accordance with the Court's ruling on the
issues encompassing Debtor's Objections to Helvey's POC's, which
will provide Debtor with the definitive information needed for
inclusion in Debtor's Disclosure Statement and Plan.
Attorney for the Debtor:
Michael E. Plotkin, Esq.
80 South Lake Avenue, Suite 702
Pasadena, California 91101
Tel: (626) 568-8088
About Restornations
Restornations sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Cal. Case No. 21-10500) on March 24, 2021. At
the time of the filing, the Debtor disclosed total assets of up to
$10 million and liabilities of up to $500,000. Judge Victoria.
Kaufman oversees the case. Michael E. Plotkin, Esq., is the
Debtor's legal counsel.
RETROTOPE INC: Ends Up in Chapter 11 Bankruptcy
-----------------------------------------------
Retrotope Inc., a biopharmaceutical company, filed for Chapter 11
bankruptcy in Delaware.
The Company is a clinical-stage biopharmaceutical company focused
on the development of first-in-class therapies for degenerative
diseases ranging from orphan neurodegenerative indications to large
market degenerative conditions.
The Debtor has two promising drug candidates that are currently in
human and animal trials. First, RT001 is a clinical stage drug
focused curtailing LPO and examining that impact on rare, fatal,
neurodegenerative diseases such as ALS (Lou Gehrig's), Progressive
Nuclear Palsy (PSP) and others. Second, the Debtor also believes
there is substantial promise in drug RT011 which is on the cusp of
human trials for dry age-related macular degeneration for which a
complex drug is being manufactured and tested.
Both RT001 and RT011 are showing the promise to change the lives
of
patients with these rare fatal illnesses as well as those faced
with losing vision due to AMD. However, the Debtor requires
adequate funding and a restructuring of its balance sheet in order
to
make that promise a reality.
In the past, the Debtor has utilized equity funding in order to
capitalize its research and clinical trials. However, over the
past few months, such funding has become scarce. Accordingly, as
of the Petition Date, the Debtor's capital structure consists of
unsecured trade debt totaling of over $4 million with no revenue
source and little cash on hand. Without an additional cash
infusion, the Debtor's ability to fund the animal and human trials
(which are currently mid-stream) for both RT001 and RT011 would
cease.
DIP lender has agreed to provide RTMFP Enterprises Inc. in
financing in the amount of $10 million. The Debtor intends to
utilize the DIP Facility to facilitate a sale or restructuring
process. The Debtor has engaged SSG Capital Advisors, LLC, as an
investment banker to market the Debtor's assets. Promptly upon the
filing of the Petition, SSG intends to commence a marketing process
by sending out a one-page "teaser" to several hundred potential
strategic and financial transaction parties. Further, SSG is in
negotiations with the DIP Lender to provide a stalking horse bid to
serve as a floor price for other potential bidders in the coming
weeks.
About Retrotope Inc.
Retrotope Inc. is a biopharma company in Los Angeles, California.
Retrotope Inc. sought voluntary Chapter 11 bankruptcy protection
(Bankr. D. Del. Case No. 22-10228) on March 21, 2022. In the
petition filed by Anil Kumar, president, Retrotype Inc. listed
estimated assets between $500,000 to $1 million and estimated
liabilities between $1 million and $10 million.
Womble Bond Dickinson (US), LLP, led by Matthew P. Ward, is the
Debtor's counsel. Retrotope hired SSG Capital Advisors as
investment banker and Rock Creek Advisors as financial consultant.
RM NEWMAN: Case Summary & Five Unsecured Creditors
--------------------------------------------------
Debtor: RM Newman LLC
215-21 23rd Rd
Bayside, NY 11360-2227
Business Description: RM Newman owns a mixed-use commercial
property located at 11-36 31st Avenue
Long Island City, New York. The Property
contains five residential apartments and a
ground floor office/store front.
Chapter 11 Petition Date: March 23, 2022
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 22-40576
Judge: Hon. Jil Mazer-Marino
Debtor's Counsel: Kevin J. Nash, Esq.
GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP
1501 Broadway 22nd Floor
New York, NY 10036
Tel: (212) 221-5700
Email: knash@gwfglaw.com
Total Assets: $4,015,000
Total Liabilities: $2,614,732
The petition was signed by Ronni Newman as manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's five unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/NJAJYUY/RM_Newman_LLC__nyebke-22-40576__0001.0.pdf?mcid=tGE4TAMA
RUBY PIPELINE: Moody's Lowers CFR to Ca, Outlook Remains Negative
-----------------------------------------------------------------
Moody's Investors Service downgraded Ruby Pipeline, LLC's Corporate
Family Rating to Ca from Caa1, Probability of Default Rating to
Ca-PD from Caa1-PD and senior unsecured notes rating to Ca from
Caa1. The rating outlook remains negative.
"The downgrade and negative rating outlook reflect Ruby's high
refinancing risk amid cash flow uncertainty and weak liquidity as
its senior notes mature imminently," said Amol Joshi, Moody's Vice
President and Senior Credit Officer. "The company also faces high
and ongoing re-contracting risk, and the weak pricing and volume
environment for such re-contracting."
Downgrades:
Issuer: Ruby Pipeline, LLC
Probability of Default Rating, Downgraded to Ca-PD from Caa1-PD
Corporate Family Rating, Downgraded to Ca from Caa1
Senior Unsecured Notes, Downgraded to Ca (LGD3) from Caa1 (LGD4)
Outlook Actions:
Issuer: Ruby Pipeline, LLC
Outlook, Remains Negative
RATINGS RATIONALE
Ruby's Ca CFR reflects high refinancing risk given that its senior
unsecured notes will mature on April 1, 2022. The credit profile is
also challenged by the weak credit quality of its principal shipper
Pacific Gas & Electric Company (PG&E), whose parent PG&E
Corporation is rated Ba2 stable, high and ongoing re-contracting
risk and the weak pricing and volume environment for such
re-contracting. Ruby had been supported by natural gas pipeline
transportation contracts with non-PG&E shippers having good
weighted-average credit quality for about 70% of its revenue, but
those matured in mid-2021. As Ruby manages its re-contracting
issues, if it executes firm transportation contracts from the
larger producers in the Rocky Mountains, it will likely be at
significantly reduced rates as Canadian natural gas remains
competitive. Ruby's owners, Kinder Morgan, Inc. (KMI, Baa2 stable)
and Pembina Pipeline Corporation (unrated), have the ability to
provide support, but Pembina has a preferred ownership interest
relative to KMI's ownership interest. At this point, the partners'
equity interests are not aligned and they do not have any
contractual commitment to provide future financial support to
Ruby.
Ruby has weak liquidity. Because it's a relatively new pipeline,
maintenance capital expenditures are minimal. Ruby does not have a
revolving credit facility. The company has a subordinated debt
facility provided by subsidiaries of the partners that has about
$234 million outstanding and matures in 2026. The company also has
$475 million of senior unsecured notes with final maturity on April
1, 2022. Ruby has a financial covenant of debt to EBITDA less than
5.5x under the senior unsecured notes, with likely non-compliance
in 2022.
Ruby's senior unsecured notes are rated Ca, consistent with the Ca
CFR, despite its senior claim to the subordinated debt (unrated)
from the partners in the capital structure. The Ca rating for the
senior unsecured notes is more appropriate than the rating
suggested by Moody's Loss Given Default for Speculative-Grade
Companies methodology, because of the proximity of a potential
default and the subordinated debt effectively being considered as a
preferred equity instrument for notching purposes.
The negative rating outlook reflects Ruby's significant ongoing
cash flow uncertainty and weak liquidity while its senior unsecured
notes imminently mature.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ruby's ratings could be downgraded if the company is unable to
refinance its debt in a timely manner, there is a significant
change to its contract terms with PG&E, contracting with non-PG&E
shippers fails to sufficiently materialize, or if liquidity weakens
further.
Ruby's ratings could be upgraded if the company achieves adequate
liquidity upon refinancing its maturing debt, while contract
counterparty risk as well as tenor improve.
The principal methodology used in these ratings was Natural Gas
Pipelines published in July 2018.
Ruby Pipeline, LLC (Ruby) is owned equally by Kinder Morgan, Inc.
(Baa2 stable), one of the largest midstream energy companies in
North America, and Pembina Pipeline Corporation (unrated), a
diversified energy infrastructure company based in Calgary,
Alberta. A subsidiary of Kinder Morgan, Inc. operates the company's
sole asset, the Ruby Pipeline, a 1,500 MMcf per day natural gas
pipeline that entered service in July 2011 and runs 680 miles from
Opal, Wyoming to Malin, Oregon.
SALAD & CO: Bid to Prohibit Cash Collateral Use Denied as Moot
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida,
Miami Division, has denied as moot Armando Gutierrez, Jr. and
Victor Bao's Motion to Prohibit Debtor's Use of Cash Collateral as
the Debtor has agreed that they are not using any cash collateral
belonging to the Secured Creditors.
The Debtor did not file a response or address the arguments raised
in the Secured Creditors' motion and the Debtor concedes the rent
did not become part of the bankruptcy estate and the Debtor has no
right to the rent prior to the commencement of the case.
The right to collect rent was irrevocably assigned to the Secured
Creditors under a Mortgage Agreement and Note, and did not become
part of the bankruptcy estate.
Earlier this month, the Court also denied as moot the Debtor's
Motion to Authorize Use of Cash Collateral, as the Debtor has
agreed that they are not using any cash collateral belonging to
Gutierrez, Victor Bao and Miami Cake Lounge, LLC. In the Order
dated March 8, the Court said any rent collected by the Debtor from
the tenants shall be paid to Michael A. Frank, Trust Account, in
the amount of the rental payment, plus state sales tax. Immediately
upon receipt of cleared funds, the Debtor will send to lender's
attorney, Pichardo Law Group Trust Account, the amount of rent,
less the sales tax, presently in the amount of $230.36.
Upon any new lease to be entered into between the tenant, Cake
Lounge Miami, LLC or any future tenant, as approved by the Court,
the payments shall be made payable to Michael A. Frank's trust
account and shall be distributed as in paragraph 2.
Salad & Co., LLC, is allowed to recover from Gutierrez and Victor
Bao, the amount of $691.08, (691.08 ÷ 3= $230.36, (per month) from
the next rental payment received, which represents the Florida and
Local sales tax in the amount of 6.5% from the months of December
2021, January 2022 and February 2022. These funds shall be paid by
the Lenders, made payable to Salad & Co., LLC.
A copy of the Court's order is available at https://bit.ly/3qsvtOp
from PacerMonitor.com.
About Salad & Co. Inc.
Salad & Co. Inc. is a single asset real estate debtor (as defined
in 11 U.S.C. Section 101(51B)). It owns an investment property
located at 1245 SW 22 St Miami, Fla., valued at $630,000.
Salad & Co. filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-21629) on
Oct. 13, 2021, listing $630,000 in assets and $1,262,353 in
liabilities.
Judge Laurel M. Isicoff oversees the case.
Michael A. Frank, Esq., at the Law Offices of Frank & De La Guardia
serves as the Debtor's legal counsel.
Armando Gutierrez, Jr. and Victor Bao, as secured creditors, are
represented by:
Denise Pichardo, Esq.
Pichardo Law Group
2114 N. Flamingo Road, #1133
Pembroke Pines, FL 33028
Email: denise@pichardolawgroup.com
SOUTHGATE & TERRACE HOMES: Files for Chapter 11 Bankruptcy
----------------------------------------------------------
Ben van der Meer of Sacramento Business Journal reports that a
unique affordable housing community in South Sacramento has filed
for Chapter 11 bankruptcy, in a bid to stave off foreclosure by the
state of California.
Southgate Town and Terrace Homes Inc., at 7543 Franklin Blvd.,
filed last week, in U.S. Bankruptcy Court for the Eastern District
of California.
"We take the position that we can simply refinance the note and
cure the issue," said Steve Reynolds, a Davis-based attorney for
Southgate Town.
With 104 apartment units, Southgate Town is what Reynolds called a
limited equity housing cooperative, where the owners are the
current residents. That arrangement is subject to a note held by
the California Department of Housing and Community Development.
Reynolds said Southgate Town is current on the note. But the state
and the property's managers disagree about whether it's in
compliance with other requirements under the note.
According to property records, the state has filed foreclosure
actions four times in the last three years, most recently in March
2021. That filing set a foreclosure auction date of March 26, 2021
for the property, but the auction does not appear to have gone
through.
At the time, Southgate Town's tenants owed $3.55 million on the
note with the state, according to the March 2021 notice. A message
left Friday by the Business Journal with the Department of Housing
and Community Development's media relations office was not
immediately returned.
The note appears to have originated in 1992 with a $2.2 million
loan from the state, according to real estate data service Reonomy.
The foreclosure filing makes reference to being in default with a
state housing rehabilitation program.
Southgate Town's bankruptcy filing, dated March 16, shows both
estimated assets and liabilities of $1 million to $10 million. A
notice of incomplete filing in the case was added Friday. A
creditors' meeting in the case is set for April 14.
Reynolds said there is an income cap to live at Southgate Town,
which was built in 1965. Units range from studios to three- and
four-bedroom apartments, he said.
About Southgate Town and Terrace Homes
Southgate Town and Terrace Homes Inc. is a limited equity housing
cooperative per CA Civil Code Section 817. It is a resident-owned
affordable housing community in South Sac, California.
Southgate Town and Terrace Homes sought Chapter 11 bankruptcy
protection (Bankr. E.D. Cal. Case No. 22-20632) on March 16, 2022.
In the petition filed by Mirza Baig, as president, Southgate Town
and Terrace Homes estimated assets between $1 million and $10
million and liabilities of the same range. The case is handled by
Honorable Judge Fredrick E. Clement. Stephen Reynolds, Esq., of
REYNOLDS LAW CORPORATION, is the Debtor's counsel.
TCP INVESTMENT: Amends Whitaker Bank Secured Claim Pay Details
--------------------------------------------------------------
TCP Investment Properties, LLC submitted an Amended Disclosure
Statement for Plan of Reorganization dated March 21, 2022.
The Plan contemplates the continued business operations of the
Debtor as the Reorganized Debtor following confirmation. The Plan
provides for the sale of the Debtors' properties or the refinancing
of Debtor's obligations to its sole secured creditor, Whitaker
Bank, and payment in full of all Non-Insider Unsecured Creditors
from ongoing income from its rental operations.
The Plan provides for the Debtor to continue to operate
post-Confirmation as the Reorganized Debtor in the ordinary course
of its business, receiving ongoing income from its rental
operations.
Class 1 consists of the Allowed Secured Claim of Whitaker Bank
[Claim No. 12], in the total amount of $2,195,560.37 as of the
Petition Date, plus reasonable attorney fees, costs and interest at
the non-default contract rate from the Petition Date until paid
pursuant to those certain promissory notes attached to Whitaker
Bank's proof of claim (the "Whitaker Bank Claim" or "Class 1
Claim"); subject to the right of Whitaker Bank to seek additional
post-petition attorney fees and the Reorganized Debtors' ability to
object to same.
The Class 1 Claim will continue to be secured by the real property
commonly known as 502, 504, 506, 508, 510, 573, 575, 577, 579, 581,
582, 583, 584, 585, 586, 588, 590, 592 and 593 Regency Circle
located in Richmond, Kentucky (the "Property"), with its security
interests remaining in place after Confirmation. In the event the
Whitaker Bank Claim is not refinanced prior to the Effective Date,
the Debtor will continue monthly payments to Whitaker Bank after
the Confirmation Date pursuant to the non-default terms of the
underlying promissory notes in favor of Whitaker Bank, as follows:
$8,500.00 for the initial three months after the Effective Date;
$10,000 for the fourth and fifth months after the Effective Date;
$12,500 for the sixth and seventh month after the Effective Date;
and $15,000 for all subsequent months, until such time as the
Reorganized Debtor is able to refinance the Whitaker Bank Claim or
has closed on the sale of a property.
For the avoidance of doubt, a refinancing shall consist of a
written commitment from a third-party lender to loan the Debtor
funds sufficient to pay all outstanding amounts of the Whitaker
Bank Claim in full, including the amount of postpetition attorney
fees and costs as agreed upon by the parties or determined by the
Court. However, the Reorganized Debtor shall continue making
monthly payments to Whitaker Bank until the Reorganized Debtor has
closed upon any refinancing commitment. Monthly payments shall be
recalculated each time a property is sold by reducing the
Reorganized Debtor's next monthly payment by $1,000.00 for each
unit sold. In the event the Reorganized Debtor defaults in payments
after the Effective Date, Whitaker Bank may send a written notice
of default to the Reorganized Debtor and file same with the
Bankruptcy Court. If the payment default is not cured within
fifteen days after the filing of the notice of default, the
injunction shall be dissolved as to Whitaker Bank.
The Amended Disclosure Statement does not alter the proposed
treatment for unsecured creditors and the equity holder:
* Class 3 shall consist of the Allowed Non-Insider Unsecured
Claims (other than Priority Claims) which include any unknown,
contingent, disputed or unliquidated Claims of Non-Insiders that
are Allowed pursuant to the provisions of the Plan. Class 3
consists of four claims, each for less than $1,000.00. After
payment of all Allowed Administrative and Priority Claims each
holder of an Allowed Claim in Class 3 shall receive payment in full
of their Allowed Claim within 24 months after the Effective Date.
The Class 3 Claims are Impaired.
* Class 4 shall consist of Allowed Insider Unsecured Claims.
Class 4 Claims are limited to the Claims of Charles & Carolyn
Glodt, John M. Williams, Esq., Paul W. Baker, and the Estate of
Thurman Parsons. After payment of all Allowed Administrative
Claims, Priority Claims and Class 3 Claims, each holder of an
Allowed Claim in Class 4 shall receive a distribution equal to its
pro rata share of the Reorganized Debtor's Net Profits from its
operations for a period of 3 years post-Confirmation.
* Class 5 consists of those Persons or entities holding equity
or membership Interests in the Debtor – Paul W. Baker (100%). The
Plan provides that on the Effective Date, the equity interests in
the Debtor will be retained by the existing member. Mr. Baker
agrees he will take no wages, salary or draw from the Reorganized
Debtor for a period of 36 months after the Confirmation Date;
provided, however, that Mr. Baker shall be reimbursed for any
actual expenses incurred in managing and operating the Reorganized
Debtor. The Class 5 Interest is not Impaired.
Under the Plan, the Reorganized Debtor will seek to refinance its
loans with Whitaker Bank or will seek a buyer for its properties.
Debtor will use its ongoing income from its rental operations to
make monthly interest payments to Whitaker and plan payments to all
Non-Insider Unsecured Creditors. Based on the financial projections
attached to this Disclosure Statement, the Debtor should have
sufficient cash flow to pay all normal and customary operating
expenses and be capable of funding its Plan of reorganization.
At the Confirmation Date, all Assets of the Debtor and its Estate,
including all Avoidance Actions and Causes of Action (if any), will
revest in and remain with the Reorganized Debtor, free and clear of
all liens, claims, interests, and encumbrances, except for those
liens specifically provided for in the Plan. If the Reorganized
Debtor liquidates any of its assets which remain subject to a lien
post-confirmation at a price in excess of $5,000.00, then it will
seek the consent of any Creditor holding a lien upon the particular
Asset. If the Secured Creditor and the Reorganized Debtor cannot
agree to the terms for a private, ordinary-course sale, then the
Reorganized Debtor may seek authority for any such sale from this
Court. The Reorganized Debtor and its Assets will remain subject to
the jurisdiction of this Court until the Bankruptcy Case is closed
or dismissed.
A full-text copy of the Amended Disclosure Statement dated March
21, 2022, is available at https://bit.ly/3wqXTfp from
PacerMonitor.com at no charge.
Counsel for the Debtor:
DELCOTTO LAW GROUP PLLC
Dean A. Langdon, Esq.
KY Bar No. 40104
200 North Upper Street
Lexington, Kentucky 40507
Telephone: (859) 231-5800
Facsimile: (859) 281-1179
dlangdon@dlgfirm.com
About TCP Investment Properties
TCP Investment Properties, LLC, was organized in March 2012 for the
purpose of acquiring a multi-unit residential development in
Richmond, Ky. It owns 18 townhomes in 4-plexes and a clubhouse,
with a combined current value of $3.67 million.
TCP Investment filed a Chapter 11 petition (Bankr. E.D. Ky. Case
No. 21-50906) on Aug. 4, 2021, disclosed $3,667,501 in total assets
and $2,971,137 in total liabilities. Paul W. Baker, a member of
TCP Investment, signed the petition. Judge Tracey N. Wise oversees
the case. Delcotto Law Group PLLC represents the Debtor as
counsel.
TELKONET INC: Chief Sales and Operations Officer Resigns
--------------------------------------------------------
Jason L. Tienor notified Telkonet, Inc.'s board of directors of his
intention to resign from his position as chief sales and operations
officer of the Americas of the Company effective March 31, 2022.
Mr. Tienor will also resign from the Board effective March 31,
2022.
In connection with his resignation, the Company and Mr. Tienor
entered into a Severance and Release Agreement, dated March 10,
2022, which includes a customary release of claims and entitles Mr.
Tienor to receive 12 months of severance, totaling $222,800, less
required taxes and withholding, to be paid as follows: (1) four
months of severance, totaling $74,267, payable in one lump sum in
the payroll period following the Effective Date; and (2) eight
months of severance, totaling $148,533, payable in equal
installments in accordance with the Company's normal payroll
practice commencing with the first normally scheduled payroll
period following the Initial Severance Payment. The Severance
Agreement also entitles Mr. Tienor to payment for repurchase of his
current holdings of the Company's Series A preferred stock pursuant
to the terms of a stock repurchase agreement entered into by the
Company and Mr. Tienor effective March 31, 2022, in an amount equal
to the Series A Original Issue Price plus unpaid Accruing Dividends
for such shares to the date of redemption as set forth in the
Company's Articles of Incorporation, aa amended.
Mr. Tienor's resignation did not result from any disagreement with
the Company concerning any matter relating to its operations,
policies, or practices. Mr. Tienor will remain subject to
restrictive covenants, including covenants related to
non-competition, non-disparagement, non-solicitation, and
non-disclosure.
About Telkonet
Headquartered in Waukesha, WI, Telkonet, Inc. is an IOT innovator
focused on Intelligent Automation and Energy Management through the
use of individualized climate controls that enable guests or
residents of hotels or homes to intelligently control energy usage
in accordance with their preferences, while reducing energy
consumption and improving facility management capabilities.
Telkonet was founded in 1999 and has successfully deployed over
700,000 intelligent climate control devices across more than 4,000
properties.
Telkonet reported a net loss attributable to common stockholders of
$3.15 million for the year ended Dec. 31, 2020, compared to a net
loss attributable to common stockholders of $1.93 million for the
year ended Dec. 31, 2019. As of June 30, 2021, the Company had
$6.97 million in total assets, $5.72 million in total liabilities,
and $1.25 million in total stockholders' equity.
Minneapolis, Minnesota-based Wipfli LLP, the Company's auditor
since 2020, issued a "going concern" qualification in its report
dated March 31, 2021, citing that the Company has suffered
operating losses, has negative operating cash flows and is
dependent upon its ability to generate profitable operations in the
future and obtaining the necessary financing to meet its
obligations and repay its liabilities arising from normal business
operations when they come due. These conditions raise substantial
doubt about its ability to continue as a going concern.
TELKONET INC: Extends Maturity of Heritage Bank Loan Until 2023
---------------------------------------------------------------
Telkonet, Inc. entered into a Fourteenth Amendment to the Loan and
Security Agreement with Heritage Bank of Commerce, a California
state chartered bank, as of March 10, 2022. The Company and the
Bank are parties to a certain Loan and Security Agreement dated as
of Sept. 30, 2014, as amended. The Amendment extends the revolving
maturity date to June 30, 2023, unless earlier accelerated under
the terms of the Loan Agreement.
About Telkonet
Headquartered in Waukesha, WI, Telkonet, Inc. is an IOT innovator
focused on Intelligent Automation and Energy Management through the
use of individualized climate controls that enable guests or
residents of hotels or homes to intelligently control energy usage
in accordance with their preferences, while reducing energy
consumption and improving facility management capabilities.
Telkonet was founded in 1999 and has successfully deployed over
700,000 intelligent climate control devices across more than 4,000
properties.
Telkonet reported a net loss attributable to common stockholders of
$3.15 million for the year ended Dec. 31, 2020, compared to a net
loss attributable to common stockholders of $1.93 million for the
year ended Dec. 31, 2019. As of June 30, 2021, the Company had
$6.97 million in total assets, $5.72 million in total liabilities,
and $1.25 million in total stockholders' equity.
Minneapolis, Minnesota-based Wipfli LLP, the Company's auditor
since 2020, issued a "going concern" qualification in its report
dated March 31, 2021, citing that the Company has suffered
operating losses, has negative operating cash flows and is
dependent upon its ability to generate profitable operations in the
future and obtaining the necessary financing to meet its
obligations and repay its liabilities arising from normal business
operations when they come due. These conditions raise substantial
doubt about its ability to continue as a going concern.
TENDER TENDERS: Seeks Approval to Tap Arlo Hale Smith as Attorney
-----------------------------------------------------------------
Tender Tenders, LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of California to employ Arlo Hale Smith,
Esq., an attorney practicing in San Francisco, Calif.
The Debtor requires legal assistance in connection with its Chapter
11 case and a related adversary proceeding.
The Debtor and Mr. Smith agreed that the attorney will be
compensated the greater of either (i) 45 percent of the gross
recovery by the Debtor before costs are deducted or (ii) the full
amount of attorney's fees assessed against any opposing party on an
action on the claims as determined by the court. Mr. Smith's hourly
rate for this litigation is $350.
Mr. Smith disclosed in a court filing that he is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code.
The attorney can be reached at:
Arlo Hale Smith, Esq.
378 Golden Gate Ave., Ste. 326
San Francisco, CA 94102
Telephone: (415) 685-9331
Email: halesf7@aol.com
About Tender Tenders
Tender Tenders, LLC filed a petition for relief under Chapter 7 of
the Bankruptcy Code (Bankr. N.D. Calif. Case No. 22-40007) on Jan.
3, 2022. The case was converted to one under Chapter 11 on March
28, 2022.
Judge William J. Lafferty oversees the case.
Arlo Hale Smith, Esq., serves as the Debtor's legal counsel.
TEXOMA AUTO: Files Emergency Bid to Use Cash Collateral
-------------------------------------------------------
Texoma Auto Remarketing, LLC asks the U.S. Bankruptcy Court for the
Eastern District of Texas, Sherman Division, for authority to use
cash collateral.
The Debtor requires the use of cash collateral to make payroll and
pay other immediate expenses to keep its doors open.
The Debtor had certain funds that were held by Manheim Auctions,
Inc. The Court has entered an order releasing the Manheim-held
funds to the Debtor, however, the Court restricted the Debtor's use
of the funds until further Court order.
The Debtor acknowledges that several creditors, including Stephen
Rapp and First United Bank & Trust, may assert a claim against the
funds in the Debtor's possession. The Debtor contends an emergency
exists in that the entire chance of the Debtor's reorganizing
depends on its ability to immediately obtain use of the funds to
continue company operations while effectuating a plan of
reorganization.
The Debtor also requests the Court to conduct an emergency hearing
on the matter.
A copy of the motion is available at https://bit.ly/3NcOdeH from
PacerMonitor.com.
About Texoma Auto Remarketing
Texoma Auto Remarketing, LLC, is a car dealer in Bonham, Texas.
Texoma Auto Remarketing sought voluntary Chapter 11 bankruptcy
protection (Bankr. E.D. Tex. Case No. 22-40323) on March 15, 2022.
In the petition filed by Dustin Ford, as managing member, Texoma
Auto Remarketing, LLC estimated up to $500,000 in assets and up to
$1 million in liabilities. Eric A Liepins, Esq., of Eric A.
Liepins, P.C., is the Debtor's counsel.
A meeting of creditors under 11 U.S.C. Sec. 341(a) is slated for
April 15, 2022 at 8:30 a.m. Proofs of claim are due by May 24, and
governmental proofs of claim are due Sept. 12.
TG TURNKEY: Seeks Cash Collateral Access
----------------------------------------
TG Turnkey, LLC and TMG Coatings, LLC ask the U.S. Bankruptcy Court
for the Western District of Michigan for authority to use cash
collateral or to obtain pospetition financing and provide adequate
protection.
The Debtors are in immediate need for Orders authorizing the use of
cash collateral in order to meet payroll, sustain their respective
operations and preserve their respective assets for the benefit of
their creditors. The Debtors' secured lender, Bank of America, has
consented to the requested relief. The Debtors have also filed,
commensurate with these Motions, Motions to Consolidate Their Cases
for Purposes of Administration, only.
The total principal amount owed to Bank of America is approximately
$6,100,000. Bank of America holds as collateral essentially all of
the Debtors' assets.
Coatings estimates generating $709,500 in revenues and needing to
spend approximately $689,760 during the budget projected period.
Turnkey estimates generating $168,000 in revenues and needing to
spend approximately $142,800 during the budget projected period.
As adequate protection for the security interests held by Bank of
America, the Debtors offer replacement liens in all types and
descriptions of collateral which are held by Bank of America
created or acquired or arising after the Petition Date to the
extent provided in 11 U.S.C. section 361(2) of the same rank,
validity and priority as existed pre-petition.
The Debtors will pay to Bank of America $15,000 per month as
adequate protection with the source of payment being allocated
between Turnkey and Coatings as each may be able to pay to permit
some flexibility in shortfalls while preserving the avoidance of
nonpayment.
The Debtors anticipate selling their assets through the Chapter 11
proceedings. Bank of America is undersecured. Cash flow losses over
the next 60 days may be expected but the sale of the Debtors'
assets are contemplated.
A copy of the motion is available at https://bit.ly/3udPB7S from
PacerMonitor.com.
About TG Turnkey, LLC
TG Turnkey, LLC is a fully-integrated metals manufacturing company.
Turnkey and Coatings operate with another non-debtor company named
TG Integration, LLC. The Debtors and Integration jointly
manufacture gaming equipment. Integration is sale sales company
with the customer relationships. Integration has Turnkey provide
fabrication work and Coatings provide painting and power coating
work for components of the gaming equipment. The components, once
manufactured, are delivered to Integration to be put together and
delivered to the customer.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Mich. Case No. 22-00303) on February
21, 2022. In the petition signed by Richard Achtenberg, sole
member/authorized member, the Debtor disclosed up to $10 million in
both assets and liabilities.
Judge John T. Gregg oversees the case. W. Todd Van Eck, Esq. at
Kotz Sangster Wysocki, PC is the Debtor's counsel.
TON REAL ESTATE: Lender Seeks to Prohibit Cash Collateral Use
-------------------------------------------------------------
Concord Mall Properties, LLC asks the U.S. Bankruptcy Court for the
Northern District of Indiana, South Bend Division, for entry of an
order prohibiting Ton Real Estate Investments X, LLC from using its
cash collateral.
Concord and the Debtor have been engaged in good faith negotiations
regarding the Motion, but have not yet reached agreement on a final
form of a cash collateral order. Concord has informally authorized
discrete expenditures for the operations at the Concord Mall and
hopes that a formal interim agreement can eventually be reached,
but in the meantime, Concord objects to the Motion.
The Debtor's sole asset is the Concord Mall, a retail shopping mall
located 3701 S Main St, Elkhart, Indiana 46517, which the Debtor
operates as sole source of revenue.
On February 11, 2020, contemporaneously with its acquisition of the
Mall, the Debtor executed in favor of Concord a Promissory Note in
the principal sum of $6,480,000 and an accompanying Mortgage,
Security Agreement, Assignment of Leases and Rents and Fixture
Filing, which encumbered the Mall and secured payment of the
Promissory Note. The Mortgage was recorded on April 24, 2020 as
Instrument No. 2020-08466 in the Office of the Recorder of Elkhart
County, Indiana.
On February 12, 2020, the Debtor executed a "Junior Mortgage" in
favor of GLN Investments, LLC, an Illinois limited liability
company, in the amount of $1,414,445 and recorded same on April 30,
2020 as Instrument No. 2020-08818 in the Office of the Recorder of
Elkhart County, Indiana. GLN is the only other creditor in this
bankruptcy case with any significant claim. GLN is an affiliate of
the Debtor, and the interests of GLN and the Debtor are aligned.
The Debtor last made a payment under the Note to Concord in
September 2020, or approximately 18 months ago.
On May 21, 2021, Concord commenced a state court mortgage
foreclosure action in the Elkhart Superior Court for the State of
Indiana, initiating the action captioned Concord Mall Properties,
LLC v. Ton Real Estate Investments X, LLC, et al., Cause No.
20D03-2105-MF-000029, which named as defendants the Debtor, the
Debtor's two principals, Daniel Olswang and John Thomas, who
guaranteed Debtor's obligations under the Note, and GLN
Investments, LLC, to enforce the Note and foreclosure the Mortgage
on the Mall.
By order dated October 11, 2021, the State Court entered judgment
in favor of Concord against the Debtor and Guarantors in the State
Court Action, finding, among other things, that Concord's Mortgage
constitute a first-priority lien against the Mall. As a result of
the Judgment, the Mall was scheduled to be sold at Sheriff Sale on
January 26, 2022.
However, on the eve of the scheduled Sheriff Sale, on January 25,
2022, the Debtor filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code.
As of the Petition Date, the Debtor owed approximately $7,626,649
(exclusive of accruing interest and attorney fees) to Concord.
On March 1, 2022, the Debtor filed its Motion seeking authority
from the Court to use Concord's cash collateral arising from the
Mall's operations on an interim basis in exchange for providing
proposed monthly adequate protection payments to Concord of only
$27,900 (from the monthly rents estimated in excess of $90,000).
The value of the Mall is less than the Debtor's outstanding
obligations to Concord. As such, there is no equity cushion
available to provide adequate protection to safeguard Concord's
interest.
Further, the Debtor's poor historical business performance -- and
its internal handling of financial and administrative matters --
create additional risk to Concord.
In addition, Concord believes it is under secured, which would
require the Debtor to remit payments to protect Concord's interests
during any period in which the Debtor is utilizing Concord's cash
collateral. The fact that a debtor is generating income in an
amount necessary to operate and maintain property subject to a
lender's security interest does not, in and of itself, constitute
adequate protection.
Concord asserts that in order to receive adequate protection, it
should receive the purported excess cash flow generated from the
Mall's operations, or monthly payments to Concord of not less than
approximately $45,685, along with an accounting mechanism to ensure
Concord that Debtor's cash and any accounts receivable are not
being depleted.
The Court should also require the Debtor to reserve for any
post-petition obligations incurred by Debtor, including (i) monthly
allocations toward real estate tax obligations, which the Debtor
has historically neglected, and (ii) post-petition trade payables
and professional fees, so that Concord's position could not be
diminished by any alleged claims under section 506(c) or
administrative expenses.
A copy of the motion is available at https://bit.ly/3D5FxSL from
PacerMonitor.com.
About Ton Real Estate Investments X
Ton Real Estate Investments X, LLC is an Illinois limited liability
company in the business of leasing, and running a retail mall
located at 3701 S. Mail St., Elkhart, Ind.
Ton Real Estate Investments sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Ind. Case No. 22-30056) on Jan.
25, 2022. In the petition signed by John Thomas, manager, the
Debtor disclosed up to $50 million in assets and up to $10 million
in liabilities.
Christopher A. Hansen, Esq., at the Law Offices of Chris Hansen;
and Endeavor Property Services, Inc. serve as the Debtor's legal
counsel and property manager, respectively.
Concord Mall Properties, LLC, as creditor, is represented by:
Mark J. Adey, Esq.
Barnes & Thornburg LLP
201 S. Main Street, Suite 400
South Bend, IN 46601
Tel: (574) 237-1289
Fax: (574) 237-1125
E-mail: mark.adey@btlaw.com
- and -
Annette England, Esq.
Barnes & Thornburg LLP
11 South Meridian Street
Indianapolis, IN 46204
Tel: (317) 231-6460
Fax: (317) 231-7433
E-mail: aengland@btlaw.com
TRANSUNION: Moody's Affirms 'Ba2' CFR & Alters Outlook to Stable
----------------------------------------------------------------
Moody's Investors Service affirmed TransUnion's Ba2 corporate
family rating and Ba2-PD probability of default rating. Moody's
also affirmed Trans Union, LLC's senior secured 1st lien credit
facilities at Ba2. The speculative grade liquidity rating ("SGL")
is SGL-1. The outlook was revised to stable from negative.
In February, TransUnion announced the $515 million acquisition of
Verisk Analytics, Inc.'s ("Verisk," Baa2 stable) financial services
business unit ("VFS"). In 2021, TransUnion sold its non-core
healthcare revenue cycle management business for $1.4 billion
(after-taxes), purchased Sontiq, a provider of digital identify
protection and security solutions for $638 million in cash, and
acquired Neustar, Inc's marketing, risk and communications
solutions businesses ("Neustar") for $3.1 billion in cash.
RATINGS RATIONALE
"Our expectation for a rapid decline of pro forma debt to EBITDA
drives today's revision of the outlook to stable from negative.
Leverage peaked at around 5.8 times after the Neustar and Sontiq
acquisitions and healthcare sales were announced, declining to
below 4.5 times by the end of 2022, though, but before the VFS
purchase and over $1 billion in debt was repaid," said Edmond
DeForest, Moody's Senior Vice President.
The Ba2 CFR reflects TransUnion's growing revenue size and earnings
diversity, as well as Moody's expectations for debt to EBITDA to
drop to around 4.0 times over the next 12 to 18 months. Leverage
reduction will come from both organic revenue growth fueled profit
expansion and debt repayment. Moody's expects good organic constant
currency revenue growth of at least 5% and expanding profitability
rates, driven by acquisition-related cost management initiatives
and the benefits of technology investments, over the next 12 to 18
months. The sold healthcare business was especially profitable,
although slow growing. The loss of the strong earnings from the
healthcare business leads Moody's to anticipate approximately 35%
EBITDA margins in 2022, down by about 500 basis points compared to
40% EBITDA margins for the LTM period ended September 30, 2021,
before the healthcare unit was sold. That said, Moody's anticipates
rising rates of profitability from these lower, although still
robust, levels.
All financial metrics cited reflect Moody's standard adjustments.
TransUnion's credit profile is supported by its sustainable market
position as one of the three principal consumer credit bureaus in
the US with high barriers to entry. The company's recent
performance has benefited from the strong consumer borrowing trends
and a significant portion of its revenues are driven by the demand
for information solutions by its customers related to new marketing
and customer acquisition activity. However, TransUnion's critical
role in consumer finance and its possession of large amounts of
consumer private data increase regulatory and information security
risks. The heightened awareness after many high profile breaches,
ongoing investments in improved IT security platforms and policies
and some degree of protection under insurance policies mitigate the
risk of a significant financial and business impact from
information security breaches. The company is also subject to the
supervision and examination by the Consumer Financial Protection
Board (CFPB) under the Dodd-Frank Act and by the FTC (through the
Fair Credit Reporting Act). In addition, they are regulated by a
number of state agencies. While regulatory risks are high for the
industry, TransUnion has a track record of managing the business
amid increasing scrutiny and rising compliance costs without
experiencing any material impact on their businesses.
In past several months, Transunion announced three large
acquisitions totaling over $4.2 billion and the divestiture of its
Healthcare business for around $1.4 billion, net of taxes. The
source of funds for the acquisitions was the business unit sale and
debt. Moody's estimates that TransUnion's debt to EBITDA will
decline from about 4.7 times as of December 31, 2021 pro forma for
announced acquisitions, the divestiture and $400 million of debt
repaid during the current fiscal quarter to around 4.0 times, while
free cash flow to debt will likely rise from below 8% as of
December 31, 2021 to around 12% to 14%, both over the next 12 to 18
months. While TransUnion has had a history of growing via
debt-funded acquisitions, the company has also shown an ability to
reduce financial leverage quickly. Moody's considers TransUnion to
have balanced, although opportunistic, financial policies, with
financial leverage typically maintained between 3.5 and 4.5 times,
except following periodically large, debt-funded acquisitions.
About two-thirds of VFS's revenue and earnings come from its Argus
Information & Advisory Services ("Argus") business, which is a
long-standing strategic partner of TransUnion. Argus provides
authoritative and differentiated insights for credit and debit card
accounts and demand/deposit accounts ("DDA") spending behavior
through data that is sourced from a consortia of banks and card
issuers that spans 90% of credit cards and 45% of DDAs in the U.S.
and large portions of cards issued in the UK, Canada and Australia.
Argus helps financial institutions increase financial inclusion,
acquire new accounts, make risk decisions and mitigate fraud. By
acquiring Argus, TransUnion believes it can enhance value to
consortia members and better utilize the full wallet view of the
consumer to deliver actionable insights, modernize delivery of
Argus products, expand Argus' data coverage and addressable market
and leverage Argus' insights to improve fraud mitigation, risk
decisioning, and new customer targeting. According to TransUnion,
VFS had 2021 revenue and EBITDA of $143 million and $41 million,
respectively.
The acquisition of Sontiq will allow TransUnion to expand its
consumer services into the ID protection market. The Neustar
acquisition will bolster TransUnion's product capabilities within
its marketing, fraud and communications solution sets in the US.
However, integration risks from all three purchases will be
elevated over the next 12 months. The divestiture of the healthcare
business will allow the company to focus on its core credit and
identity solutions businesses.
Trans Union, LLC is an indirect subsidiary of TransUnion and the
borrower of the rated debt. TransUnion does not guarantee the rated
debts and does not have any material assets, liabilities, revenues,
expenses or operations of any kind other than its ownership
investment in TransUnion Intermediate Holdings, Inc., which is the
direct parent of Trans Union, LLC and does provide a secured
guarantee of the rated debt.
The Ba2 rating and LGD3 loss given default assessment for the
senior secured credit facilities reflect the Ba2-PD PDR and the
expected loss given default for the rated debt obligations. The
loans are secured by a first priority interest in substantially all
assets of Trans Union, LLC and its subsidiaries, and has upstream
guarantees secured on a 1st priority basis from its primary
subsidiaries.
The SGL-1 liquidity rating reflects TransUnion's very good
liquidity profile over the next 12 to 15 months, which primarily
incorporates cash balances expected to remain over $500 million at
all times, expectations for $500 million of free cash flow (before
transaction-related expenses) and full availability under its $300
million revolving credit facility, which matures in December 2024.
Moody's expects TransUnion will have wide headroom under financial
covenants applicable to its revolver and series A term loan; the
financial covenants do not apply to the series B term loans.
The stable outlook reflects Moody's expectations for debt to EBITDA
to decline and be maintained around 4.0 times and free cash flow as
a percentage of debt to grow and be sustained above 10%.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's could upgrade TransUnion's ratings if the company maintains
solid revenue and earnings growth, sustains debt to EBITDA below
3.5 times, maintains free cash flow approaching the mid-teens
percentages of debt, establishes a track record of conservative
financial policies and gains additional financial flexibility by
reducing the proportion of secured to total debt.
The ratings could be downgraded if Moody's expects that debt to
EBITDA will be sustained above 4.5 times and free cash flow will
remain below 8% of total debt.
The principal methodology used in these ratings was Business and
Consumer Services published in November 2021.
The following ratings/assessments are affected by the action:
Issuer: TransUnion
Corporate Family Rating, affirmed Ba2
Probability of Default Rating, affirmed Ba2-PD
Outlook, changed to Stable from Negative
Issuer: Trans Union, LLC
Senior Secured 1st Lien Bank Credit Facility, Affirmed Ba2 (LGD3)
Outlook, changed to Stable from Negative
TransUnion, based in Chicago, IL, provides consumer credit reports
and information and risk management solutions and operates in over
30 countries. Moody's expects 2022 revenue of over $3.7 billion.
TRINITY GUARDION: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Trinity Guardion, Inc.
4 South Park Avenue
Suite 204
Batesville, IN 47006
Business Description: Founded in 2020, Trinity Guardion is the
developer of Soteria Bed Barrier, a
combination of mattress and bed deck
barrier, pillow barrier, and a simple,
compliant disinfection protocol. The
Soteria Bed Barrier aims to solve hospital
bed-associated infections by protecting
new patients from the bioburden of previous
bed occupants, preserve the integrity of
mattresses and support technologies, and
defend hospital reputations by reducing bed
contamination and related infection risk.
Chapter 11 Petition Date: March 23, 2022
Court: United States Bankruptcy Court
Southern District of Indiana
Case No.: 22-90227
Judge: Hon. Andrea K. Mccord
Debtor's Counsel: David Krebs, Esq.
HESTER BAKER KREBS LLC
One Indiana Sq Suite 1330
Indianapolis, IN 46204
Tel: 317-833-3030
Email: dkrebs@hbkfirm.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Bruce Rippe, CEO.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/E7AP5SQ/Trinity_Guardion_Inc__insbke-22-90227__0001.0.pdf?mcid=tGE4TAMA
U.S. TOBACCO: Gets Court Okay for Bankruptcy Plan Vote
------------------------------------------------------
Alex Wolf of Bloomberg Law reports U.S. Tobacco Cooperative Inc.
received bankruptcy court approval to solicit creditor votes for a
Chapter 11 restructuring plan designed to settle about $1 billion
of claims from former members.
The plan, approved for solicitation purposes Monday, March 21,
2022, stems from a mediated deal that would resolve class action
claims over terminated financial interests that a group of former
members brought against the co-op in 2005.
The plan calls for USTC to pay an estimated $114 million over a
12-year period into a settlement fund for the grower claimants.
Lenders holding about $60 million in secured claims are projected
to recover fully.
About U.S. Tobacco Cooperative
U.S. Tobacco Cooperative Inc. produces U.S. flue-cured tobacco
grown by more than 500 member growers in Florida, Georgia, South
Carolina, North Carolina, and Virginia. Member-grown tobacco is
processed and sold as raw materials to cigarette manufacturers
worldwide.
U.S. Tobacco Cooperative and affiliates sought Chapter 11
protection (Bankr. E.D.N.C. Lead Case No. 21-01511) on July 7,
2021. In the petition signed by Keith H. Merrick, chief financial
officer, U.S. Tobacco Cooperative estimated assets of between $100
million and $500 million and estimated liabilities of between $100
million and $500 million.
Judge Joseph N. Callaway oversees the cases.
The Debtors tapped Hendren, Redwine & Malone, PLLC as bankruptcy
counsel, and McGuireWoods, LLP and Robinson, Bradshaw & Hinson,
P.A., as special counsel. BDO Consulting Group, LLC, SSG Advisors,
LLC and CliftonLarsonAllen serve as the Debtors' financial advisor,
investment banker and accountant, respectively.
VERTEX ENERGY: Incurs $7.7 Million Net Loss in 2021
---------------------------------------------------
Vertex Energy, Inc. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing a net loss of
$7.66 million on $115.78 million of revenues for the year ended
Dec. 31, 2021, compared to a net loss of $11.40 million on $47.02
million of revenues for the year ended Dec. 31, 2020.
As of Dec. 31, 2021, the Company had $266.06 million in total
assets, $192.55 million in total liabilities, $43.45 million in
total temporary equity, and $30.07 million in total equity.
Vertex stated, "Our ability to generate cash flows from operations,
to make scheduled payments on or refinance our indebtedness and to
fund working capital needs and planned capital expenditures will
depend on our future financial performance and our ability to
generate cash in the future. Our future financial performance will
be affected by a range of economic, financial, competitive,
business and other factors that we cannot control, such as general
economic, legislative, regulatory and financial conditions in our
industry, the economy generally, the price of oil and other risks
described below. A significant reduction in operating cash flows
resulting from changes in economic, legislative or regulatory
conditions, increased competition or other events beyond our
control could increase the need for additional or alternative
sources of liquidity and could have a material adverse effect on
our business, financial condition, results of operations, prospects
and our ability to service our debt and other obligations. If we
are unable to service our indebtedness or to fund our other
liquidity needs, we may be forced to adopt an alternative strategy
that may include actions such as reducing or delaying capital
expenditures, selling assets, restructuring or refinancing our
indebtedness, seeking additional capital, or any combination of the
foregoing. If we raise additional debt, it would increase our
interest expense, leverage, and our operating and financial costs.
We cannot assure you that any of these alternative strategies could
be affected on satisfactory terms, if at all, or that they would
yield sufficient funds to make required payments on our
indebtedness or to fund our other liquidity needs. Reducing or
delaying capital expenditures or selling assets could delay future
cash flows. In addition, the terms of current or existing or
future debt agreements may restrict us from adopting any of these
alternatives. We cannot assure you that our business will generate
sufficient cash flows from operations or that future borrowings
will be available in an amount sufficient to enable us to pay our
indebtedness or to fund our other liquidity needs.
"If for any reason we are unable to meet our debt service and
repayment obligations, we would be in default under the terms of
the agreements governing our indebtedness, which would allow our
creditors at that time to declare all of our outstanding
indebtedness to be due and payable (subject to certain cure
periods). This would likely in turn trigger cross-acceleration or
cross-default rights between our applicable debt agreements. Under
these circumstances, we could be forced to apply all of our
available cash to repay our borrowings. In addition, the lenders
under our future debt facilities or other secured indebtedness
could seek to foreclose on our assets that are their collateral.
If the amounts outstanding under our indebtedness were to be
accelerated, or were the subject of foreclosure actions, our assets
may not be sufficient to repay in full the money owed to the
lenders or to our other debt holders."
A fullt-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/890447/000162828022005958/vtnr-20211231.htm
About Vertex Energy
Houston-based Vertex Energy, Inc. (NASDAQ: VTNR) is a specialty
refiner of alternative feedstocks and marketer of high-purity
petroleum products. Vertex is one of the largest processors of
used motor oil in the U.S., with operations located in Houston and
Port Arthur (TX), Marrero (LA) and Heartland (OH). Vertex also
co-owns a facility, Myrtle Grove, located on a 41-acre industrial
complex along the Gulf Coast in Belle Chasse, LA, with existing
hydro-processing and plant infrastructure assets, that include nine
million gallons of storage. The Company has built a reputation as
a key supplier of Group II+ and Group III Base Oils to the
lubricant manufacturing industry throughout North America.
Vertex Energy reported a net loss of $11.40 million for the year
ended Dec. 31, 2020, compared to a net loss of $5.49 million for
the year ended Dec. 31, 2019. As of June 30, 2021, the Company had
$135.11 million in total assets, $79.58 million in total
liabilities, $37.03 million in total temporary equity, and $18.50
million in total equity.
VIVAKOR INC: Secures Supply & Lease Agreement for Utah Facility
---------------------------------------------------------------
Vivakor, Inc. has signed a lease with Tar Sands Holdings II, LLC
and an agreement with Greenfield Energy, LLC, which, together, are
expected to provide Vivakor with multiple years of rich oil sands
supply, along with access to world class operational services.
The multi-year lease allows Vivakor up to 2,000 tons per day of oil
sand material, which is guaranteed by TSHII to be at a minimum of
10% hydrocarbon by weight, that is expected to produce up to 200
tons of asphalt cement per day when processed through four of
Vivakor's patented Remediation Processing Centers (RPCs).
Currently, the Company has one RPC, which is in the process of
being scaled up to full capacity of 50 tons of asphalt cement per
day, which is anticipated to be completed by the end of the second
quarter this year. Vivakor's existing RPC machine in Utah has
demonstrated the ability to produce asphalt cement that independent
testing has determined meets roadway performance grade
specifications. In light of increasing oil prices and asphalt
cement scarcity, wholesale prices now exceed $450 per ton in this
region, having increased by approximately 30% since December 2021.
Resource estimate reports for this mine indicate more than 40
million barrels (approximately 7.7 million tons) of recoverable
heavy crude.
The Company's arrangement with Greenfield includes a Professional
Services Agreement (PSA) between Greenfield and Vivakor, which
provides for Valkor, LLC, an energy services company with extensive
operations, fabrication and installation experience, to perform
certain operating and engineering services to increase the
production capabilities of the Vivakor plant to enable it to
produce upwards of 1,000 barrels per day or 1,000 tons of asphalt
cement per week once three more RPCs are financed and built.
Vivakor and Greenfield will also be exploring the treatment and
commercialization of the post processed, cleaned sand material that
is residual after the extraction of the bituminous material in the
creation of asphalt cement. Early indications show promising signs
of the economic value of this sand for various applications.
"Locking in a reliable supply of rich, raw oil sands was an
important step in preparation to execute long-term sales contracts
and prepare for the continual production and sale of asphalt at our
Vernal, Utah facility," said Matt Nicosia, CEO of Vivakor.
"Through this lease with the property owner, and in working with
Greenfield as the mine operator, we have secured the necessary
materials and expertise to scale production to expected levels of
around 1000 barrels per day of oil or 200 tons of our performance
grade asphalt product. We expect that, by the end of the year, we
will have financed, built and ramped up our infrastructure to
process this full amount of material available."
"We are very excited to be working with Vivakor," said John Potter,
president of Greenfield Energy. "Vivakor's patented recovery and
cleaning process allows them to recover and clean this naturally
contaminated soil, leaving behind a cleaner environment. It not
only provides a revenue opportunity for Greenfield in the sale of
the oil sands, but also allows us to work on upscaling their
facility that can provide future commercial opportunities through a
world class operational team such as Valkor. It's a win-win."
About Vivakor Inc.
Coralville, Iowa-based Vivakor, Inc., is a transdisciplinary
research company that develops products in the fields of molecular
medicine, electro-optics, biological handling and natural and
formulary compounds.
The Company's balance sheet at September 30, 2010, showed $2.65
million in total assets, $2.66 million in total liabilities, and a
stockholders' deficit of $11,602.
McGladrey & Pullen, LLP, in Cedar Rapids, Iowa, expressed
substantial doubt about Vivakor, Inc.'s ability to continue as a
going concern, following the Company's 2009 results. The
independent auditors noted that the Company's ability to become a
profitable operating company is dependent upon obtaining financing
adequate to fulfill its research and market introduction
activities, and achieving a level of revenues adequate to support
the Company's cost structure.
W&T OFFSHORE: Promotes William Williford to Chief Operating Officer
-------------------------------------------------------------------
W&T Offshore, Inc. has promoted William J. Williford to executive
vice president and chief operating officer.
Tracy W. Krohn, W&T's Chairman and CEO, stated, "William has been
important contributor to W&T's success over his 16 years at the
Company. His leadership and knowledge have been immensely
valuable, and we are looking forward to his continued contribution
in this enhanced role."
William J. Williford joined W&T in June 2006 and most recently
served as executive vice president and general manager Gulf of
Mexico. Since joining the Company, he has served in various
positions of increasing responsibility, including Reservoir
Engineer, Exploration Project Manager, General Manager Deepwater
Gulf of Mexico, and General Manager Gulf of Mexico Shelf and
Deepwater. Mr. Williford has over 20 years of oil and gas
technical experience with large independents in the Gulf of Mexico
and Domestic Onshore. Prior to joining W&T, Mr. Williford held
positions in reservoir, production, and operations at Kerr-McGee
and Oryx Energy. Mr. Williford received a B.S. in Petroleum
Engineering from Mississippi State University.
About W&T Offshore
W&T Offshore, Inc. -- http://www.wtoffshore.com-- is an
independent oil and natural gas producer with operations offshore
in the Gulf of Mexico and has grown through acquisitions,
exploration and development. As of Dec. 31, 2021, the Company had
working interests in 43 fields in federal and state waters and has
under lease approximately 606,000 gross acres, including
approximately 419,000 gross acres on the Gulf of Mexico Shelf and
approximately 187,000 gross acres in the Gulf of Mexico deepwater.
A majority of the Company's daily production is derived from wells
it operates.
W&T Offshore reported a net loss of $41.48 million for the year
ended Dec. 31, 2021, compared to net income of $37.79 million for
the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had
$1.19 billion in total assets, $324.38 million in total current
liabilities, $687.94 million in long-term debt, $368.08 million in
asset retirement obligations (less current portion), $55.39 million
in other liabilities, $113,000 in deferred income taxes, $4.50
million in commitments and contingencies, and a total shareholders'
deficit of $247.18 million.
* * *
In May 2021, S&P Global Ratings affirmed the 'CCC+' issuer credit
rating on Houston-based W&T Offshore Inc.
As reported by the TCR on April 19, 2021, Moody's Investors Service
upgraded W&T Offshore, Inc.'s Corporate Family Rating to Caa1 from
Caa2, Probability of Default Rating to Caa1-PD from Caa2-PD and
senior secured second lien notes rating to Caa2 from Caa3. The
outlook was changed to stable from negative. "The upgrade of W&T
Offshore's ratings reflects higher commodity prices that support
continued positive free cash flow in 2021," said Jonathan Teitel,
a
Moody's analyst.
WESTBANK HOLDINGS: Files Emergency Bid to Use Cash Collateral
-------------------------------------------------------------
Westbank Holdings, LLC et al. ask the U.S. Bankruptcy Court for the
Eastern District of Louisiana for authority to use cash collateral
to pay premiums on property insurance.
The Debtors request authority to use cash on hand, which includes
cash collateral, to make these payments which are required to
purchase insurance:
a. Cypress Park Apartments II, LLC seeks authority to pay a
$37,516 insurance deposit;
b. Forest Park Apartments, LLC, Liberty Park Apartments, LLC,
and Washington Place, LLC seek authority to pay a $21,626.75
insurance deposit;
c. Riverview Apartments, LLC seeks authority to pay a $31,141
insurance deposit; and
d. Westbank Holdings seeks authority to pay the total flood
insurance premium in the amount of $19,968.
Federal National Mortgage Association holds a first mortgage on the
Debtors' respective Properties. The loan documents of FNMA and the
guidelines of the US Trustee's Office require the Debtors to
maintain adequate property insurance. The property insurance for
the Property owned by Cypress Park, Liberty Park, Washington Place,
Forest Park, and Riverview expires March 24, 2022, and the existing
company is not offering a renewal. The Debtors have been searching
for replacement property insurance and the only coverage they were
able to find is through the Louisiana Citizen's Fair Plan.
La. Citizen's offers the option of paying the premium in four
installments. The first installment became due March 23, 2022 in
these amounts:
a. For Cypress Park, the required deposit is $37,516;
b. For Forest, Liberty, Washington, the total required deposit
is $21,626.75; and
c. For Riverview, the required deposit is $31,141.
Cypress Park, Forest Park, Liberty Park, and Washington Place have
sufficient cash on hand in their respective DIP Operating Accounts
to pay the insurance premium deposit.
Riverview does not have sufficient cash and has filed
contemporaneously with a motion seeking authority to borrow funds.
Westbank Holdings' hazard insurance is effective through September
2022. However, the flood policy for Westbank Holdings renews on
March 27 and the total annual premium is $19,968.
Westbank Holdings, Cypress Park, Forest Park, and Washington Place
received funds from the New Orleans Rental Assistance Program
post-petition. Arguably, these funds are not cash collateral, but
Debtors advised FNMA that it would not use the funds without
obtaining the approval of FNMA or seeking Court approval.
The Debtors contend that the adequate protection liens previously
provided to FNMA and approved by the Court satisfies the
requirements of section 363 of the Bankruptcy Code.
A copy of the motion is available at https://bit.ly/3wvnpjN from
PacerMonitor.com.
About Westbank Holdings, LLC
Westbank Holdings, LLC, et al., are limited liability companies
that operate five low-income apartment complexes in New Orleans.
The complexes are owned and operated by Joshua Bruno.
Westbank Holdings, LLC, Cypress Park Apartments II, LLC, Liberty
Park Apartments, LLC, and Forest Park Apartments, LLC, sought
Chapter 11 protection (Bankr. E.D. La. Case Nos. 22-10082 to
22-10086) on Jan. 27, 2022. In the petition signed by Joshua Bruno
as manager, Liberty Park Apartments estimated assets between
$500,000 and $1 million and estimated liabilities between $1
million and $10 million.
The cases are handled by Honorable Judge Meredith S. Grabill.
Frederick L. Bunol, Esq., of The Derbes Law Firm, LLC, is the
Debtors' counsel.
WILMA & FRIEDA'S: Wins Cash Collateral Access on Final Basis
------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
San Fernando Valley Division, has authorized Wilma & Frieda's Inc.,
dba Wilma & Frieda's Cafe, to use cash collateral on a final
basis.
As adequate protection, the Debtor will provide West Coast Business
Capital, LLC with a replacement lien on its post-petition assets
pursuant to the collateral described in West Coast's UCC Financing
Statement with the same priority as existed prior to the filing and
up to the value of the cash collateral actually used
post-petition. West Coast's replacement lien will exclude the
Debtor's real property leasehold interest and any furniture,
fixture, and equipment that does not belong to the Debtor. The
Debtor will pay West Coast monthly adequate protection payment in
the amount of $1,000.
A copy of the order is available at https://bit.ly/3ukRkbA from
PacerMonitor.com.
About Wilma & Frieda's Inc.
Wilma & Frieda's Inc., owns and operates the Wilma & Frieda's Cafe.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-10147) on February 9,
2022. In the petition signed by Kelly McFall, chief executive
officer, the Debtor disclosed up to $50,000 in assets and up to $10
million in liabilities.
Judge Victoria S. Kaufman oversees the case.
Michael Jay Berger, Esq., at the Law Offices of Michael Jay Berger,
is the Debtor's counsel.
WINDSTREAM HOLDINGS: Asks FCC OK to Waive Foreign Ownership Limit
-----------------------------------------------------------------
Christopher Cole of Law360 reports that network provider Windstream
Holdings has asked the Federal Communications Commission to waive
the limit on foreign ownership in U. S. common carriers to allow
the company to finish emerging from Chapter 11.
The successor to Windstream Holdings Inc. filed a petition with the
FCC, posted Monday, March 21, 2022, seeking to exceed the 25%
benchmarks specified in the Communications Act, which the FCC has
authority to do with a declaratory ruling. "Petitioners assert that
the proposed foreign ownership of the controlling U. S. parent,
Windstream, would serve the public interest," the commission said
in a public notice.
About Windstream Holdings
Windstream Holdings, Inc., and its subsidiaries provide advanced
network communications and technology solutions for businesses
across the United States. They also offer broadband, entertainment
and security solutions to consumers and small businesses primarily
in rural areas in 18 states.
Windstream Holding Inc. and its subsidiaries filed for bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 19-22312) on Feb. 25,
2019.
The Debtors had total assets of $13,126,435,000 and total debt of
$11,199,070,000 as of Jan. 31, 2019.
The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as counsel; PJT Partners LP as financial advisor
and investment banker; Alvarez & Marsal North America LLC as
restructuring advisor; and Kurtzman Carson Consultants as notice
and claims agent.
The U.S. Trustee for Region 2 appointed an official committee of
unsecured creditors on March 12, 2019. The committee tapped
Morrison & Foerster LLP as its legal counsel, AlixPartners, LLP, as
its financial advisor, and Perella Weinberg Partners LP as
investment banker.
WING DINGERS: Unsecureds Will Get 20% of Claims in 60 Months
------------------------------------------------------------
Wing Dingers Texas, LLC filed with the U.S. Bankruptcy Court for
the Eastern District of Texas an Amended Plan of Reorganization
dated March 21, 2022.
The Plan proposes segregation of the Creditors and Equity Interest
Holders of the Debtors into 13 separate classes.
This Plan is intended to deal with all Claims and Debts against the
Debtor of whatever character whether or not contingent or
liquidated and whether or not allowed by the Court pursuant to
Section 502(a) of the Code and all Claims and Debts will receive
the treatment afforded in Articles of this Plan. Claims and Debts
incurred by the Debtor post-petition, including ad valorem taxes,
in the ordinary course of business will be paid by the Debtor
according to their terms as they come due.
Class 5 consists of Allowed Secured Claim of Advantage Leasing
Corporation. On or about July 20, 2018, Wing executed that certain
Equipment Finance Agreement with Advantage Leasing Corporation in
the original principal amount of $99,556.77 for the purchase of
certain restaurant equipment more specifically set forth in the
Agreement ("Collateral"). Advantage has filed a Proof of Claim
asserting a secured claim in the amount of $29,408.30. The
Advantage Allowed Secured Claim shall be paid in 60 equal monthly
payments with interest at the rate of 5% per annum commencing on
the Effective Date.
Class 6 consists of the Allowed Secured Claim of Balboa Capital
Corporation. On or about March 17, 2021, Wing executed that certain
Master Lease Agreement with Balboa Capital Corporation in the
original principal amount of $50,111.41 for the purchase of certain
restaurant equipment more specifically set forth in the Agreement
("Collateral"). Balboa has filed a Proof of Claim asserting a
secured claim in the amount of $27,142.23. Wing would show the
value of the Collateral is $27,000 Wing shall provide Balboa an
Allowed Secured Claim of $27,000 ("Balboa Allowed Secured Claim").
The Balboa Allowed Secured Claim shall be paid in 120 equal monthly
payments with interest at the rate of 5% per annum commencing on
the Effective Date. Balboa shall retain its liens in the Collateral
until the Class 6 claim has been paid in full.
Class 7 consists of Allowed Secured Claim of GFRS Equipment Leasing
Fund II, LLC. On or about August 6, 2021, Wing executed that
certain Lease Agreement with Global Financial & Leasing Services
("GFRS") in the original principal amount of $253,188 for the
purchase of certain 5 restaurant equipment, sporting equipment and
machinery more specifically set forth in the Agreement
("Collateral"). Wing shall provide GFRS an Allowed Secured Claim of
$135,000 (GFRS Allowed Secured Claim"). The GFRS Allowed Secured
Claim shall be paid in 120 equal monthly payments with interest at
the rate of 5% per annum commencing on the Effective Date. GFRS
shall retain its liens in the Collateral until the Class 7 claim
has been paid in full. GRFS shall have a Class 12 claim for the
balance of the GFRS claim.
Class 8 consists of the Allowed Secured Claim of Mitsubishi HC
Capital America. On or about April 18, 2018, Wing executed that
certain Master Agreement with Hitachi Capital America Corp.
("Mitsubishi") in the original principal amount of $199,353.60 for
the purchase of certain restaurant equipment more specifically set
forth in the Agreement ("Collateral"). Wing shall provide
Mitsubishi an Allowed Secured Claim of $17,358 ("Mitsubishi Allowed
Secured Claim"). The Mitsubishi Allowed Secured Claim shall be paid
in 60 equal monthly payments with interest at the rate of 5% per
annum commencing on the Effective Date. Mitsubishi shall retain its
liens in the Collateral until the Class 8 claim has been paid in
full.
Class 9 consists of the Allowed Secured Claim of the Small Business
Administration. On or about May 20, 2020, Wing executed that
certain Promissory Note in favor of the United States Small
Business Administration ("SBA") in the original principal amount of
$150,000. The SBA shall have an Allowed Secured claim in the amount
of $156,796.23 ("SBA Allowed Secured Claim"). The SBA Allowed
Secured Claim shall be paid in 360 equal monthly installments with
interest at the rate of 3.75% per annum commencing on the Effective
Date. The SBA shall retain its on the Collateral until the Class 9
Claim has been paid in full.
Class 10 consists of the Allowed Secured Claim of Pride of Austin
High Yield Fund I, LLC. On or about May 20, 2020 Wing executed that
certain Promissory Note in favor of Pride of Austin High Yield Fund
I, LLC in the original principal amount of $2,415,000. On September
1, 2022, the Austin secured claim shall be $2,592,093 ("Allowed
Austin Secured Claim"). The Debtor shall pay the Allowed Austin
Secured Claim based upon a 300 month amortization with interest at
the rate of 5% per annum.
Class 11 consists of the Allowed Claim of Litigation Creditors.
Wing has initialed four lawsuits, Wing Dingers Texas LLC v. Reserve
Capital Management, LLC et al., case 21-06014; Wing Dingers Texas
LLC v. BBF Partners, LLC et.al., case 21-06015; Wing Dingers Texas,
LLC v Hi Bar Capital, LLC et. al., case 21-06016; and Wing Dingers
Texas, LLC v Bridge Funding Corp., LLC, et. al., case 21-06017
(collectively "Litigation Creditors"). Under the terms of this
Plan, the Litigation Creditors shall receive no distributions until
such time as any Litigation Creditor obtains a final judgment
against Wing. Upon any Litigation Creditor obtaining a final
judgment, such judgment shall be entitled to a distribution as a
Class 12 creditor.
Class 12 consists of Allowed Claims of General Unsecured Creditors.
All unsecured creditors of Wing, including any deficiency portion
of any secured claim against Wing, shall share pro rata in the
Unsecured Creditors Pool. The Debtor shall make monthly payments
commencing on the Effective Date of $1,000 into the unsecured
creditors' pool. The Debtor shall make 60 monthly payments. The
Unsecured Creditors Pool shall be distributed to the Class 12
Claimant every 90 days commencing 90 days after the Effective Date.
Based upon the Debtor's Schedules and the treatment the Class 12
creditors will approximately receive 20% of their Allowed Claims.
The Class 12 creditors are impaired.
Class 13 consists of the Current Ownership. The Allowed Equity
Interest Holder Claimant shall retain his stock in Wing. Class 13
Claimants is not impaired under the Plan.
The Debtor's obligations under this Plan will be satisfied out of
the ongoing operations of the Reorganized Debtor or any sales of
property.
A full-text copy of the Amended Plan of Reorganization dated March
21, 2022, is available at https://bit.ly/3qurbWQ from
PacerMonitor.com at no charge.
Attorney for Wing Dingers Texas LLC:
Eric A. Liepins, Esq.
ERIC A. LIEPINS, P.C.
12770 Coit Road, Suite 850
Dallas, Texas 75251
Tel: (972) 991-5591
Fax: (972) 991-5788
E-mail: eric@ealpc.com
About Wing Dingers Texas
Wing Dingers Texas, LLC, a Mineola, Texas-based owner and operator
of restaurants, filed a Chapter 11 petition (Bankr. E.D. Tex. Case
No. 21-60327) on Aug. 5, 2021, listing up to $50,000 in assets and
up to $10 million in liabilities. Christopher Fischer, sole member,
signed the petition.
Judge Joshua P. Searcy oversees the case.
Eric A. Liepins, P.C., is the Debtor's bankruptcy counsel while
White and Williams, LLP serves as the Debtor's special counsel.
WIRELESS SYSTEMS: Taps Stevens Martin Vaughn & Tadych as Counsel
----------------------------------------------------------------
Wireless Systems Solutions, LLC seeks approval from the U.S.
Bankruptcy Court for the Eastern District of North Carolina to
employ Stevens Martin Vaughn & Tadych, PLLC to handle its Chapter
11 case.
The hourly rates of the firm's counsel and staff are as follows:
William P. Janvier $490
Kathleen O'Malley $290
Law Clerks and Paralegals $145
Prior to the petition date, the firm received a retainer of $25,000
from the Debtor.
William Janvier, Esq., an attorney at Stevens Martin Vaughn &
Tadych, 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:
Kathleen O'Malley, Esq.
Stevens Martin Vaughn & Tadych, PLLC
6300 Creedmoor Rd., Suite 170-370
Raleigh, NC 27612
Telephone: (919) 582-2300
Email: komalley@smvt.com
About Wireless Systems Solutions
Wireless Systems Solutions, LLC is a North Carolina limited
liability company formed in 2015 with principal offices and assets
in Cary and Morrisville, N.C. It is a designer and developer of
multi-standard, frequency band agnostic, cellular network solutions
that leverage its expertise in cellular and wireless communications
technology at large. The company is able to offer a portfolio of
products and platforms suitable for multiple markets including
defense, first-responders, utilities, telcos, and general network
infrastructure solutions.
Wireless Systems Solutions filed a petition for Chapter 11
protection (Bankr. E.D. N.C. Case No. 22-00513) on March 9, 2022,
listing $1 million to $10 million in assets and $1 billion to $10
billion in liabilities. Susan Gross, vice president, signed the
petition.
The Debtor tapped Stevens Martin Vaughn & Tadych, PLLC as legal
counsel and Coats & Bennett, PLLC as special counsel.
ZOHAR FUNDS: Anticipates Huge Losses in Amended Chapter 11 Docs
---------------------------------------------------------------
Jeff Montgomery of Law360 reports that Zohar Funds has anticipated
significant loseses in its amended Chapter 11 documents.
Citing disappointing results from recent asset sales and bleak
prospects ahead, Zohar III Corp. and its affiliates filed an
amended Chapter 11 liquidation plan and disclosure statement in
Delaware bankruptcy court on Monday, March 21, 2022, projecting
recoveries only for senior-most creditors holding some $1.2 billion
in claims.
The documents set up a new phase of the bankruptcy battle, which
has lasted more than four years and was preceded by a multiyear,
multicourt wrangle pitting Zohar noteholders and their allied
creditors against the interests of distressed-debt investment and
company turnaround architect Lynn Tilton.
About the Zohar Funds
New York-based Patriarch Partners, LLC, is a private equity firm
specializing in acquisition, buyouts, and turnaround investment in
distressed American companies and brands. Patriarch Partners was
founded by Lynn Tilton in 2000. Lynn Tilton and her affiliates held
substantial equity stakes in portfolio companies, which include
iconic American manufacturing companies with tens of thousands of
employees.
The Zohar funds were created to raise money through selling a form
of notes called collateralized loan obligations to investors that
was then used to extend loans to dozens of distressed mid-size
companies, often in connection with the acquisition of those
companies out of bankruptcy.
Patriarch bought "distressed" companies via funding from a series
of collateralized loan obligations (CLOs) marketed through
Patriarch via its $2.5 billion "Zohar" funds. Tilton placed the
funds into bankruptcy in 2018 in an attempt to keep Patriarch's
portfolio from being liquidated by Zohar creditors including bond
insurer MBIA, which insured $1 billion worth of Zohar notes.
Combined debt of the funds is estimated at $1.7 billion.
Zohar CDO 2003-1, Zohar CDO 2003-1 Corp., Zohar II 2005-1, Limited,
Zohar II 2005-1 Corp., Zohar III, Limited, and Zohar III, Corp.
(collectively, the "Zohar Funds"), sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Del. Case Nos. 18-10512 to
18-10517) on March 11, 2018. In the petition signed by Lynn Tilton,
director, the Debtors were estimated to have $1 billion to $10
billion in assets and $500 million to $1 billion in liabilities.
Young Conaway Stargatt & Taylor, LLP, is the Debtors' bankruptcy
counsel.
ZOHAR III: Amends Plan to Include Patriarch Disputed Claims Pay
---------------------------------------------------------------
Zohar III, Corp., and its Affiliated Debtors submitted a Disclosure
Statement for First Amended Joint Plan of Liquidation dated March
21, 2022.
The Plan constitutes a liquidating chapter 11 plan for the Debtors.
The Plan provides for the Portfolio Company assets for Zohar II and
Zohar III to be transferred to newly-formed entities and for the
Portfolio Company and litigation assets nominally held by Zohar I
to be transferred to MBIA in accordance with the Zohar I Sale
Documents, each of which will be responsible for completing the
monetization process under the Settlement Agreement for those
assets.
The Plan is premised on the Debtors' view that the value of the
assets of Zohar III, Zohar II and Zohar I,2 respectively, do not
exceed: (i) the amount of the Zohar III A-1 Notes Claims
($387,131,000) for Zohar III; (ii) the amount of the Zohar II
Credit Enhancement Liability Claims ($806,582,747.23) for Zohar II;
and (iii) the amount of the Zohar I Credit Enhancement Liability
Claims ($20,347,522.55) for Zohar I.
On December 27, 2021, the Court entered an order approving the
assignment, amendment and extension of the DIP Credit Agreement to
new DIP Lenders. That order, among other things, approved an
extension of the maturity for the DIP Credit Agreement with Zohar
III as borrower until December 31, 2022, and provided for an
extension of the "Outside Cash Collateral Date" for Zohar III
Limited, i.e., the date through which the Debtors can use the cash
collateral of the Indenture Trustee, to cover amounts incurred
through April 30, 2022. On March 3, 2022, the Debtors received an
initial loan for $6 million under the DIP Facility.
The Debtors are in discussions with the Controlling Party for an
extension of the Outside Cash Collateral Date for Zohar II, which
most recently was extended through February 28, 2022.
On September 1, 2021, the Debtors filed an amended complaint (the
"Amended Zohar Patriarch Complaint"). On March 10, 2022, the
Debtors filed their Second Amended Complaint, which was corrected
on March 18, 2022. The Defendants are required to answer the Second
Amended Complaint on April 1, 2022.
The Patriarch Stakeholders' Administrative Claim
On October 25, 2021, the Patriarch Stakeholders filed an
Administrative Claim asserting (a) damages arising out of a
transaction they proposed in the summer of 2019 in an amount of not
less than $873 million and (b) other unspecified amounts. On
February 24, 2022, the Bankruptcy Court entered an order striking
substantially all of the factual allegations concerning their
transaction described in clause (a) of the previous sentence. On
March 10, 2022, Patriarch filed a notice of appeal of the
Bankruptcy Court's ruling.
On March 11, 2022, Patriarch filed an amended administrative
expense claim asserting approximately $1-2 million in damages
arising out of New Agent transaction costs under the Settlement
Agreement and alleged unjust enrichment for certain quality of
earnings reports that Patriarch prepared. The Debtors intend to
vigorously contest this Administrative Claim, and will seek to have
the Debtors' objection to the Administrative Claim resolved at or
prior to the anticipated Confirmation Hearing.
Class 2A consists of the Zohar III Patriarch Disputed CMA Fee
Claim. To the extent Allowed, the Zohar III Patriarch CMA Fee Claim
shall be paid from the funds in the Patriarch CMA Fee Escrow
allocated to it pursuant to the terms of the Patriarch CMA Fee
Documents. Asserted amount is not less than $1,016,466.31, which is
Disputed. This Class will receive a distribution of 100% of their
allowed claims.
Class 2B consists of the Zohar III Ankura CMA Claims. The Zohar III
Ankura CMA Claims shall be paid from the funds in the Zohar III
Ankura CMA Escrow pursuant to the terms of the Zohar III Ankura CM
Agreement. This Class will receive a distribution of 100% of their
allowed claims.
Class 7 consists of the Zohar III General Unsecured Claims. The
Holders of General Unsecured Claims against Zohar III shall neither
receive Distributions nor retain any property under the Plan for or
on account of such General Unsecured Claims. Amounts asserted to
date is not less than $12,211,667.56. This Class will receive a
distribution of 0% of their allowed claims.
Class 9A consists of Zohar II Patriarch Disputed CMA Fee Claim. To
the extent Allowed, the Zohar II Patriarch CMA Fee Claim shall be
paid from the funds in the Patriarch CMA Fee Escrow allocated to it
pursuant to the terms of the Patriarch CMA Fee Documents. Asserted
amount is not less than $2,197,485.96, which is Disputed. This
Class will receive a distribution of 100% of their allowed claims.
Class 9B consists of the Zohar II Ankura CMA Claims. The Zohar II
Ankura CMA Claims shall be paid from the funds in the Zohar II
Ankura CMA Escrow pursuant to the terms of the Zohar II Ankura CM
Agreement. This Class will receive a distribution of 100% of their
allowed claims.
Class 14A consists of the Zohar I Patriarch Disputed CMA Fee Claim.
To the extent Allowed, the Zohar I Patriarch CMA Fee Claim shall be
paid from the funds in the Patriarch CMA Fee Escrow allocated to it
pursuant to the terms of the Patriarch CMA Fee Documents. Asserted
amount is not less than $170,454.55, which is Disputed. This Class
will receive a distribution of 100% of their allowed claims.
For each Debtor, the Plan will be implemented by or through a
Wind-Down Company (if applicable), Wind-Down Administrator, Asset
Recovery Entity and Asset Recovery Manager, Litigation Trust and
Litigation Trustee(s).
A full-text copy of the Disclosure Statement dated March 21, 2022,
is available at https://bit.ly/3D5l2oZ from PacerMonitor.com at no
charge.
Attorneys for the Debtors:
Michael R. Nestor, Esq.
James L. Patton, Jr.
Robert S. Brady
Joseph M. Barry
Ryan M. Bartley
Young Conaway Stargatt & Taylor, LLP
Rodney Square
1000 North King Street
Wilmington, DE 19801
Tel: 302-571-6600
Fax: 302-571-1253
About Zohar III, Corp.
Patriarch Partners, LLC, is a family office/private investment firm
founded by diva of distress Lynn Tilton. Since 2000, through
affiliated investment funds, Tilton has had ownership in and
restructured more than 240 companies with combined revenues in
excess of $100 billion, representing more than 675,000 jobs.
Zohar III, Corp., and its affiliates are investment funds
structured as collateralized loan obligations. Tilton formed
collateralized loan funds -- Zohar I, Zohar II, and Zohar III –
in 2003 to borrow $2.5 billion to buy distressed companies.
Tilton has faced an avalanche of lawsuits, including allegations
from the SEC that her Patriarch Partners improperly valued assets
in its Zohar debt funds and extracted about $200 million in excess
fees from investors.
Zohar CDO 2003-1, Zohar CDO 2003-1 Corp., Zohar II 2005-1, Limited,
Zohar II 2005-1 Corp., Zohar III, Limited, and Zohar III, Corp. --
Zohar Funds -- sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Case Nos. 18-10512 to 18-10517) on March 11,
2018. In the petition signed by Lynn Tilton, director, the Debtors
were estimated to have $1 billion to $10 billion in assets and $500
million to $1 billion in liabilities.
Young Conaway Stargatt & Taylor, LLP, is the Debtors' bankruptcy
counsel.
[*] Nevada Bankruptcies Lower During Pandemic Than Great Recession
------------------------------------------------------------------
The Associated Press reports that the pandemic may not have hit
Nevada as hard economically as the Great Recession, based on
bankruptcy filings.
Data shows bankruptcy filings last year were a little over a
quarter of what they were more than 10 years ago, the Las Vegas Sun
reported Monday, March 21, 2022.
Nevada residents made 30,000 bankruptcy filings in 2009 and 2010,
according to the American Bankruptcy Institute. In 2021, the
Institute shows there were 7,000. That's the lowest yearly number
since 5,500 filings were made in 2006.
Ryan Works, a Las Vegas area attorney who heads his firm's
bankruptcy, insolvency and financial restructuring division, was
among those surprised — even though the federal government gave
money to people and businesses during the pandemic to keep them
afloat.
"Most of us were predicting a massive influx," Works said.
“Certainly, things changed when we had trillions of dollars
infused into the American economy. Loans, grants for small
businesses and restaurants, all that money turned that upside
down.”
Most bankruptcy cases in Nevada are liquidation bankruptcies called
Chapter 7, where there is possible relief for consumer or medical
debts. But typically "non-exempt" assets like homes or cars assets
can be liquidated to meet creditors' charges.
Ed Flynn, of the American Bankruptcy Institute, said it's still
possible that many personal and business bankruptcies are on the
horizon nationwide.
"Right now, we're getting an average of 7,000 cases per week,"
Flynn said of national figures. "I'm not too convinced it will go
up. Twenty years ago, we were in the range of 1.5 million per
year."
The factors that are likely helping people stay solvent include the
temporary halt of student loan repayments and mortgage payback
schedules.
There have also been various government protection and tax credit
programs. Some business owners likely shuttered altogether rather
than obtain bankruptcy protection. Also back in the late 2000s,
people were losing wealth quickly.
"Housing prices went down by a third pretty much everywhere. Now,
housing prices are up, the stock market is up, and employment is
fairly high," Flynn said. "This is different than the last time. In
Nevada, I don't think it's going back up to 30,000 per year."
Still with high gas prices, other inflation and federal student
loan repayments possibly being in demand again, some bankruptcy
attorneys are anticipating a sharp influx in cases.
Brian Shapiro, a Las Vegas attorney who serves as a bankruptcy
trustee, said he believes people have been more stressed out than
usual over the last two years.
"I just haven't seen an increase in filings, but I still expect
that they'll come," Shapiro said. "I don't know how people are able
to afford rent and gas with all this inflation. I have gotten a lot
of consultants in the past year or so, but I just haven't seen the
filings."
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Malibu's Burgers LLC
Bankr. N.D. Cal. Case No. 22-40234
Chapter 11 Petition filed March 15, 2022
See
https://www.pacermonitor.com/view/SAGHEBY/Malibus_Burgers_LLC__canbke-22-40234__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Heidi J Bendiksen-Naples
Bankr. D. Colo. Case No. 22-10811
Chapter 11 Petition filed March 15, 2022
represented by: Robertson Cohen, Esq.
In re Theodore William Byrer
Bankr. S.D. Ind. Case No. 22-00830
Chapter 11 Petition filed March 15, 2022
represented by: Jeffrey Hester, Esq.
In re 2381 Arlington Road, LLC
Bankr. E.D. Mich. Case No. 22-41940
Chapter 11 Petition filed March 15, 2022
See
https://www.pacermonitor.com/view/XCJMINA/2381_Arlington_Road_LLC__miebke-22-41940__0001.0.pdf?mcid=tGE4TAMA
represented by: Stuart Sandweiss, Esq.
METRO DETROIT BANKRUPTCY LAW GROUP
E-mail:
stuart@metrodetroitbankruptcylaw.com
In re Mark Booker III Real Estate Corporation
Bankr. D.N.J. Case No. 22-12030
Chapter 11 Petition filed March 15, 2022
See
https://www.pacermonitor.com/view/CYHKICA/Mark_Booker_III_Real_Estate_Corporation__njbke-22-12030__0001.0.pdf?mcid=tGE4TAMA
represented by: Adrian Johnson, Esq.
JOHNSON & ASSOCIATES AT LAW, PC
E-mail: ajohnson@johnsonlegalpc.com
In re Pablo Enrique Tapia
Bankr. D.N.J. Case No. 22-12071
Chapter 11 Petition filed March 15, 2022
represented by: Dean Sutton, Esq.
In re Tulya Kogan Associates Inc.
Bankr. E.D.N.Y. Case No. 22-40503
Chapter 11 Petition filed March 15, 2022
See
https://www.pacermonitor.com/view/BPQCMPA/Tulya_Kogan_Associates_Inc__nyebke-22-40503__0001.0.pdf?mcid=tGE4TAMA
represented by: Alla Kachan, Esq.
LAW OFFICES OF ALLA KACHAN, P.C.
E-mail: alla@kachanlaw.com
In re Carnival Beverages, Inc.
Bankr. W.D. Pa. Case No. 22-20472
Chapter 11 Petition filed March 15, 2022
See
https://www.pacermonitor.com/view/S5MG5PQ/Carnival_Beverages_Inc__pawbke-22-20472__0001.0.pdf?mcid=tGE4TAMA
represented by: Christopher M. Frye, Esq.
STEIDL & STEINBERG, P.C.
E-mail: kenny.steinberg@steidl-
steinberg.com
In re Datzko Capital, LLC
Bankr. W.D. Pa. Case No. 22-20473
Chapter 11 Petition filed March 15, 2022
See
https://www.pacermonitor.com/view/TOPXBUQ/Datzko_Capital_LLC__pawbke-22-20473__0001.0.pdf?mcid=tGE4TAMA
represented by: Christopher M. Frye, Esq.
STEIDL & STEINBERG, P.C.
E-mail: kenny.steinberg@steidl-
steinberg.com
In re Johnathan M. Fetzko and Shawna C. Fetzko
Bankr. W.D. Pa. Case No. 22-20479
Chapter 11 Petition filed March 15, 2022
represented by: Michael Henny, Esq.
In re Calamonda Trust #1
Bankr. S.D. Tex. Case No. 22-30657
Chapter 11 Petition filed March 15, 2022
See
https://www.pacermonitor.com/view/EOZRXMY/Calamonda_Trust_1__txsbke-22-30657__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Anthony Louis Davide
Bankr. S.D. Fla. Case No. 22-12061
Chapter 11 Petition filed March 16, 2022
represented by: Ida Barr, Esq.
In re James E. Coston
Bankr. N.D. Ill. Case No. 22-02982
Chapter 11 Petition filed March 16, 2022
represented by: Patricia Rademacher, Esq.
In re Larson Logistics, LLC
Bankr. S.D. Iowa Case No. 22-00248
Chapter 11 Petition filed March 16, 2022
See
https://www.pacermonitor.com/view/SWD3O2Q/Larson_Logistics_LLC__iasbke-22-00248__0001.0.pdf?mcid=tGE4TAMA
represented by: Jeffrey D. Goetz, Esq.
BRADSHAW, FOWLER, PROCTOR & FAIRGRAVE PC
E-mail: goetz.jeffrey@bradshawlaw.com
In re KDB, LLC
Bankr. S.D. Iowa Case No. 22-00250
Chapter 11 Petition filed March 16, 2022
See
https://www.pacermonitor.com/view/S42JOUQ/KDB_LLC__iasbke-22-00250__0001.0.pdf?mcid=tGE4TAMA
represented by: Jeffrey D. Goetz, Esq.
BRADSHAW, FOWLER, PROCTOR & FAIRGRAVE PC
E-mail: goetz.jeffrey@bradshawlaw.com
In re Thornhill Brothers Fitness, LLC
Bankr. W.D. La. Case No. 22-30301
Chapter 11 Petition filed March 16, 2022
See
https://www.pacermonitor.com/view/Y2XZGDA/Thornhill_Brothers_Fitness_LLC__lawbke-22-30301__0001.0.pdf?mcid=tGE4TAMA
represented by: Bradley L. Drell, Esq.
GOLD, WEEMS, BRUSER, SUES & RUNDELL
E-mail: bdrell@goldweems.com
In re 1 High Point Corp
Bankr. E.D.N.Y. Case No. 22-70470
Chapter 11 Petition filed March 16, 2022
See
https://www.pacermonitor.com/view/J6MQ4VI/1_High_Point_Corp__nyebke-22-70470__0001.0.pdf?mcid=tGE4TAMA
represented by: Narissa A. Joseph, Esq.
LAW OFFICE OF NARISSA A. JOSEPH
E-mail: njosephlaw@aol.com
In re Jill E. Rappaport
Bankr. S.D.N.Y. Case No. 22-10319
Chapter 11 Petition filed March 16, 2022
represented by: Douglas Pick, Esq.
In re Pocono Mountain Lake Forest Community Assn, Inc.
Bankr. M.D. Pa. Case No. 22-00481
Chapter 11 Petition filed March 16, 2022
See
https://www.pacermonitor.com/view/5D6WU2A/POCONO_MOUNTAIN_LAKE_FOREST_COMMUNITY__pambke-22-00481__0001.0.pdf?mcid=tGE4TAMA
represented by: John J. Martin, Esq.
LAW OFFICES OF JOHN J. MARTIN
E-mail: jmartin@martin-law.net
In re Maverick Investing Corp
Bankr. N.D. Cal. Case No. 22-40246
Chapter 11 Petition filed March 17, 2022
See
https://www.pacermonitor.com/view/BPITJ3I/Maverick_Investing_Corp__canbke-22-40246__0001.0.pdf?mcid=tGE4TAMA
Filed Pro Se
In re Khalil Elias Abdo
Bankr. M.D. Fla. Case No. 22-01057
Chapter 11 Petition filed March 17, 2022
represented by: Edmund Whitson, Esq.
In re Gary Larson and Sandra Larson
Bankr. S.D. Iowa Case No. 22-00255
Chapter 11 Petition filed March 17, 2022
represented by: Jeffrey Goetz, Esq.
BRADSHAW, FOWLER, PROCTOR & FAIRGRAVE
P.C.
In re Rick Larson and Sheryl Larson
Bankr. S.D. Iowa Case No. 22-00256
Chapter 11 Petition filed March 17, 2022
represented by: Jeffrey Goetz, Esq.
BRADSHAW, FOWLER, PROCTOR & FAIRGRAVE
P.C.
In re LCN Partners, Inc.
Bankr. E.D. Pa. Case No. 22-10665
Chapter 11 Petition filed March 17, 2022
See
https://www.pacermonitor.com/view/CEED7FQ/LCN_Partners_Inc__paebke-22-10665__0001.0.pdf?mcid=tGE4TAMA
represented by: Albert A. Ciardi III, Esq.
CIARDI CIARDI & ASTIN
E-mail: aciardi@ciardilaw.com
In re Chilaquiles Factory, LLC
Bankr. W.D. Tex. Case No. 22-10170
Chapter 11 Petition filed March 17, 2022
See
https://www.pacermonitor.com/view/JRXWAQI/Chilaquiles_Factory_LLC__txwbke-22-10170__0001.0.pdf?mcid=tGE4TAMA
represented by: Stephen W. Sather, Esq.
BARRON & NEWBURGER, P.C.
E-mail: ssather@bn-lawyers.com
In re DJ Magik Ent LLC
Bankr. S.D. Fla. Case No. 22-12162
Chapter 11 Petition filed March 18, 2022
See
https://www.pacermonitor.com/view/LMMVR3I/DJ_Magik_Ent_LLC__flsbke-22-12162__0001.0.pdf?mcid=tGE4TAMA
represented by: Chad Van Horn, Esq.
VAN HORN LAW GROUP, P.A.
E-mail: chad@cvhlawgroup.com
In re Shalen J. Bennion and Cheyenne A. Bennion
Bankr. D. Idaho Case No. 22-00102
Chapter 11 Petition filed March 18, 2022
represented by: Matthew Christensen, Esq.
In re Shalen J. Bennion and Cheyenne A. Bennion
Bankr. D. Idaho Case No. 22-00102
Chapter 11 Petition filed March 18, 2022
represented by: Matthew Christensen, Esq.
In re Augustus Hugh Hill
Bankr. D. Md. Case No. 22-11412
Chapter 11 Petition filed March 18, 2022
represented by: John D. Burns, Esq.
THE BURNS LAW FIRM, LLC
E-mail: jburns@burnsbankruptcyfirm.com
In re Art & Antiques Worldwide Media, LLC
Bankr. E.D.N.C. Case No. 22-00598
Chapter 11 Petition filed March 18, 2022
See
https://www.pacermonitor.com/view/55NAPYY/Art__Antiques_Worldwide_Media__ncebke-22-00598__0001.0.pdf?mcid=tGE4TAMA
represented by: George Mason Oliver, Esq.
THE LAW OFFICES OF OLIVER & CHEEK, PLLC
E-mail: george@olivercheek.com
In re Home Energy Advisors, Inc.
Bankr. M.D. Fla. Case No. 22-01106
Chapter 11 Petition filed March 21, 2022
See
https://www.pacermonitor.com/view/W3RNZFY/Home_Energy_Advisors_Inc__flmbke-22-01106__0001.0.pdf?mcid=tGE4TAMA
represented by: Chad Van Horn, Esq.
VAN HORN LAW GROUP, P.A.
E-mail: chad@cvhlawgroup.com
In re T and E Diesel Repair, LLC
Bankr. N.D. Miss. Case No. 22-10586
Chapter 11 Petition filed March 21, 2022
See
https://www.pacermonitor.com/view/SLA726Q/T_and_E_Diesel_Repair_LLC__msnbke-22-10586__0001.0.pdf?mcid=tGE4TAMA
represented by: Craig M. Geno, Esq.
LAW OFFICES OF CRAIG M. GENO, PLLC
In re Marvin Michael Jones
Bankr. D.N.J. Case No. 22-12240
Chapter 11 Petition filed March 21, 2022
represented by: Brian Hofmeister, Esq.
In re Evangelia Ismailos
Bankr. S.D.N.Y. Case No. 22-10347
Chapter 11 Petition filed March 21, 2022
represented by: Anthony Giuliano, Esq.
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
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the prior week we think are reliable. Those sources may not,
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*********
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