/raid1/www/Hosts/bankrupt/TCR_Public/220330.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Wednesday, March 30, 2022, Vol. 26, No. 88
Headlines
1 BIG RED: Seeks to Hire DeFrain & Million CPA's as Accountant
1501 WEST REALTY: Ends in Chapter 11 Bankruptcy
1501 WEST REALTY: Seeks Cash Collateral Access
25-16 37TH AVE: Court Approves Disclosure Statement
263 N. GROVE ST.: Seeks Chapter 11 Bankruptcy
4E BRANDS: Committee Taps Oxford Restructuring as Financial Advisor
4TH STREET MEDICAL: Case Summary & 10 Unsecured Creditors
A&M HOME SOLUTIONS: Property Sale Proceeds to Fund Plan
ABARTA OIL: Exclusivity Period Extended to May 7
ACTIVA RESOURCES: Seeks to Hire Haynie as Accountant and Auditor
ADELPHIA COMMUNICATIONS: Insurer Must Pay Ex-Plan Administrator
ADLI LAW: Trustee Taps Levene as Bankruptcy Counsel
AIRPORT VAN RENTAL: Unsecureds to Recover Up to 22.8% in Plan
ALAMO BORDEN: Exclusivity Period Extended to April 13
ALEX A. KHADAVI: Proposes Auction of L.A. Property via Concierge
ALLIED DIVERSIFIED: Seeks to Tap KC Cohen as Bankruptcy Counsel
ALPHA LATAM: Wins Approval of Third Amended Plan
ARCHDIOCESE OF SANTA FE: Lawyers Offer Moderate Hope to Ch. 11 Case
ART VAN: Trustee's Lawsuit Aims to Reclaim Millions From Founders
AUTOMOTIVE PARTS: Plan Solicitation Period Extended to April 15
AVINGER INC: Reports $21.6 Million Net Loss for 2021
AYRO INC: Incurs $33.1 Million Net Loss in 2021
BAY CIRCLE: Thakkar Can't Intervene in Suit vs. NRCT
BLACK NEWS: Case Summary & 20 Largest Unsecured Creditors
BOY SCOUTS: Advisers Say Insurers Required Chapter 11 Releases
BRADFORD L. COSTELLO: Selling Berwyn Asset to Mortimers for $1.3M
BRICK HOUSE: Unsecureds Will Get 100% of Claims in 6 Months
BUILT ON THE ROCK: Taps Van Horn Law Group as Bankruptcy Counsel
CARVANA CO: Unit Extends MPSA Termination Date to March 2023
CCX INC: Case Summary & 20 Largest Unsecured Creditors
COLDWATER DEVELOPMENT: Trustee's Auction Sale of 6 Lots Approved
COLONIAL GATE: Plan Fatally Flawed, Says Wilmington Trust
CORPORATE COLOCATION: Bid for More Time to File Plan Denied
CORPORATE COLOCATION: Bid to Extend Lease Decision Time Denied
CRESTLLOYD LLC: Stipulation With Hilldun on LA Property Sale Filed
CRESTLLOYD LLC: Stipulation With Hilldun on LA Property Sale Okayed
CURTISS COURTYARD: Seeks to Hire First Home Realty as Broker
DAMACA INVESTMENTS: Taps Cuneo, Reyes & Luna as Counsel
DAME CONTRACTING: Unsecureds Will Recover 9% in Plan
DEBOER AGRICULTURAL: Voluntary Chapter 11 Case Summary
DIFFUSION PHARMACEUTICALS: Releases 2021 Results, Business Update
DILLARD'S INC: S&P Alters Outlook to Positive, Affirms 'BB-' ICR
DONALD ANTHONY DELLA: Fortis Offers $138K for Portage Property
DSB CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
EHT US1 INC: Objection to Evolution Alter Ego Claims Overruled
ELAINE PALASOTA: EV Buying College Station Property for $830K
ENSTROM HELICOPTER: Trustee's $10.5M All Assets Sale to MidTex OK'd
EXPRESS GRAIN: $118K Sale of Caterpillar Loader to Roebuck Approved
EXPRESS GRAIN: $185K Sale of Articulated Boom Lift to BOW Approved
FLOOR-TEX: Gets Court Nod to Use Cash Collateral Thru May 16
FOOTPRINT POWER: Rebrands as Chapter 11 Kicks Off
GAMESTOP CORP: RC Ventures, Ryan Cohen Own 11.9 of Class A Shares
GATA III LLC: Selling Henderson Property to Mas for $1.4 Million
GOPHER COURIER: Unsecureds to Get Nothing in Subchapter V Plan
GREGORY W. STEVENS: Ipek Buying Greenwich Property for $330K
HACIENDA HOLDINGS: Continued Operations to Fund Plan
HAWAIIAN HOLDINGS: Provides Update to Q1, Full Year 2022 Outlook
HELLO LIVING: Unsecured Creditors Will Get 100% of Claims in Plan
HERITAGE POWER: S&P Lowers Senior Secured Debt Rating to 'B-'
HERMELL PRODUCTS: Dr. Jill's Buying Bandage Business Line for $210K
HERTZ GLOBAL: Court Rejects Another Move at $23 Mil. Insurance Suit
INNERLINE ENGINEERING: Has Final OK on Cash Collateral Access
INSYS THERAPEUTICS: Docs Misuse Struck as Move to Taint Atty
JAFFAN INTERNATIONAL: Gets Interim Cash Collateral Access
JCB TRUCKING: Wins Cash Collateral Access
JEVIC HOLDING: Trustee Floats Chapter 7 Deal With CIT, Sun Capital
K.B. PROPERTIES: Case Summary & One Unsecured Creditors
KENWOOD COMMONS: Case Summary & 20 Largest Unsecured Creditors
LANDMARK 99: Wins Final Cash Collateral Access
LARSON VALLEY: Seeks to Employ Bradshaw as Bankruptcy Counsel
MALLINCKRODT PLC: Edelman May Proceed with Appeal
MANN REALTY: Trustee's Harrisburg Asset Auction Set for April 12
MILTON D. KEELE: Huang & Carpenter Buying Austin Property for $228K
MTE HOLDINGS: Chenault-Vaughan May Proceed with Appeal
N.G. PURVIS: Plan Solicitation Period Extended to May 4
NASSAU BREWING: Seeks to Extend Exclusivity Period to May 2
NB LOFT VUE: Trustee's Sale of Real and Personal Properties OK'd
NORTH AMERICAN CONSTRUCTION: S&P Affirms 'B+' ICR, Outlook Stable
O & A ENTERPRISES: Voluntary Chapter 11 Case Summary
O'CONNOR CONSTRUCTION: Taps Underwood Law Firm as Special Counsel
OMNIQ CORP: To Supply Pricing System to Israeli Supermarket Chain
OUTSIDE CAPITAL: Case Summary & Seven Unsecured Creditors
PACIFIC THEATRES: Tiger Group Offers 15,000-Plus Assets
PAUL WIGODA: Selling Sunny Isles Beach Property for $10.25 Million
PHIO PHARMACEUTICALS: Incurs $13.3 Million Net Loss in 2021
PHUNWARE INC: Reports Preliminary Full Year 2021 Financial Results
PINNACLE CONSTRUCTORS: Unsecureds to Get Share of Income for 3 Yrs
PIUS STREET: Court Wants Trial on Licensing Fee Dispute
PLATINUM CREDIT: Receiver Seeks to Release $4.5 Mil. to SHICP
POLYMER GRINDING: Unsecureds Will Get 0% in Liquidating Plan
PRECIPIO INC: To Host Q4, Year-End Shareholder Call on April 4
PRIME ECO: Future Business Income to Fund Plan Payments
PUBLIC FINANCE AUTHORITY, WI: S&P Withdraws 'CCC-' Bonds Rating
PUERTO RICO: Govt. Faces Financial Challenge In Exiting Bankruptcy
PUFF FACTORY: Case Summary & 16 Unsecured Creditors
PURDUE PHARMA: New Chapter 11 Plan Reflects 'Extraordinary' Support
PWM PROPERTY: 245 Park Member Suit May Proceed with Appeal
RETROTOPE INC: Wins Cash Collateral Access, $1.5MM DIP Loan
RICHARD JOSEPH GUILLOT: Selling Mandeville Marital Home for $450K
RIOT BLOCKCHAIN: Signs Separation Agreement With COO
RM NEWMAN: Files for Chapter 11 to Stop Foreclosure
ROCKING M MEDIA: Case Summary & 20 Largest Unsecured Creditors
ROCKING M MEDIA: Files for Chapter 11 Bankruptcy Protection
ROWAN SAWDUST: Seeks to Hire Tameria Driskill as Legal Counsel
SEADRILL LTD: Appoints New CEO Simon Johnson
SEAFOOD JUNKIE: Seeks to Tap Lay, Hogan & Associates as Accountant
SHEPHERD REALTY: Taps Cuneo, Reyes & Luna as Bankruptcy Counsel
SHYREX INVESTMENTS: Seeks to Tap Geer Law Group as Legal Counsel
SPI ENERGY: Delays Filing of 2021 Annual Report
STATERA BIOPHARMA: Obtains Limited Waiver From Investor
STOHO ENTERPRISES: Ends Up In Chapter 11 Bankruptcy
SUDBURY PROPERTY: Counsel to Propose Order on $1.6M Property Sale
SWING HOUSE: Mover Can't Amend Suit vs. Jaurigui et al.
TELEGRAPH SQUARE: Taps Redmon Peyton & Braswell as Legal Counsel
TELIGENT INC: Exclusivity Period Extended to May 12
TENET HEALTHCARE: Fitch Raises LT IDR to 'B+', Outlook Stable
TG MANUFACTURING: Seeks to Hire Kotz Sangster Wysocki as Counsel
TG TURNKEY: Seeks to Tap Kotz Sangster Wysocki as Legal Counsel
TGM COATINGS: Seeks to Tap Kotz Sangster Wysocki as Legal Counsel
TOMMIE BROADWATER JR: Receives $160K Offer for Accokeek Property
TRANSPORTATION DEMAND: Case Summary & 20 Top Unsecured Creditors
TRIPOD HOLDINGS: Case Summary & Seven Unsecured Creditors
ZOHAR FUNDS: Bankruptcy Judge Rejects Chapter 11 Subordination Suit
ZOHAR FUNDS: Equity Stealing Scheme Lawsuit vs. MBIA Dismissed
[*] U.S. Bankruptcy System Experiences Government Pushback
*********
1 BIG RED: Seeks to Hire DeFrain & Million CPA's as Accountant
--------------------------------------------------------------
1 Big Red, LLC seeks approval from the U.S. Bankruptcy Court for
the District of Kansas to employ DeFrain & Million CPA's LLC as its
accountant.
The firm's accountants will be paid at an hourly rate of $250. In
addition, the firm will seek reimbursement for expenses incurred.
Doug DeFrain, a member of DeFrain & Million CPA's, 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:
Doug DeFrain
DeFrain & Million CPA's LLC
9001 West 110th Street, Suite 260
Overland Park, KS 66210
Telephone: (913) 904-0800
Email: doug@defraincpa.com
About 1 Big Red
1 Big Red, LLC, a Kansas City, Mo.-based company engaged in
activities related to real estate, filed a petition for Chapter 11
protection (Bankr. D. Kan. Case No. 21-20044) on Jan. 15, 2021,
listing $2.5 million in assets and $3,094,099 in liabilities. Sean
Tarpenning, chief executive officer, signed the petition.
Judge Robert D. Berger oversees the case.
Colin Gotham, Esq., at Evans & Mullinix, P.A. and Baker Sterchi
Cowden and Rice, LLC serve as the Debtor's bankruptcy counsel and
special counsel, respectively. The Debtor also tapped C.J.
McKinney, owner of Alpha One Property Management, LLC, to provide
administrative services, and DeFrain & Million CPA's, LLC as
accountant.
1501 WEST REALTY: Ends in Chapter 11 Bankruptcy
-----------------------------------------------
Real estate company 1501 West Realty LLC has sought Chapter 11
bankruptcy protection.
1501 West Realty is organized in the state of lndiana and owns
commercial real estate located at 1470 Etna Avenue, Huntington,
Indiana. The Debtor provides shipping and receiving services
together with engraving services, storage (RV, campers, boat, and
related items), and leasing of real estate owned by the Debtor.
The Debtor leases the real estate to two affiliates of the Debtor:
Reber Enterprises, LLC d/b/a Lime City Manufacturing and Reber
Peels, LLC d/b/a Lillsun Manufacturing.
The Debtor started its business in December 2017 and has its
headquarters m Huntington, Indiana. The Debtor currently has no
compensated employees.
The Debtor is indebted to Interra Credit Union, who holds a first
mortgage on the real estate in the approximate amount
of$685,000.00. Additionally, Randall C. Rider and Karen J. Keller
Rider asse1i a second mortgage on the real estate owned by the
Debtor securing a note
obligation of Reber Enterprises, LLC and Cory and Mandy Reber
individually in the approximate amount of $850,000. Said creditors
may assert a lien on the rents received by the Debtor.
THe Debtor believes the total value of assets subject to the
creditors' security interests is less than said creditors'
aggregate claims. The rents generated by the real estate are
approximately $6,900 per month. Debtor has budgeted additional
income generated by the operation of the business as identified in
its attached operating budget.
Court documents show that 1501 West Realty has an unsecured
creditor, Reber Enterprises LLC. It also has four secured
creditors, such as C&C Auto Body, Huntington County Treasure, and
Interra Credit Union. According to its petition, funds are
available for its unsecured creditors.
About 1501 West Realty
1501 West Realty LLC is the fee simple owner of the real property
located at 1470 Etna Avenue, Huntington Indiana, having an
appraised value of $645,000.
1501 West Realty LLC sought Chapter 11 bankruptcy protection
(Bankr. N.D. Ind. Case No. 22-10280) on March 23, 2022. In the
petition filed by Mandy Reber, as manager/member, 1501 West Realty
LLC listed total assets of $664,329 and total liabilities of
$1,532,515. Scot T. Skekloff, Esq., of HALLERCOLVIN PC, is the
Debtor's counsel.
1501 WEST REALTY: Seeks Cash Collateral Access
----------------------------------------------
1501 West Realty, LLC asks the U.S. Bankruptcy Court for the
Northern District of Indiana, Fort Wayne Division, for authority to
use cash collateral in accordance with the budget.
The Debtor owes Interra Credit Union, who holds a first mortgage on
the Debtor's real estate in the approximate amount of $685,000.
Randall C. Rider and Karen J. Keller Rider assert a second mortgage
on the real estate securing a note obligation of Reber Enterprises,
LLC and Cory and Mandy Reber individually, in the approximate
amount of $850,000. These creditors may assert a lien on the rents
received by the Debtor.
The Debtor believes the total value of the assets subject to the
creditors' security interests is less than their aggregate claims.
The rents generated by the real estate are approximately $6,900 per
month. The Debtor has budgeted additional income generated by the
operation of the business as identified in the operating budget.
There is an ongoing need for the Debtor to use rents in the
operation of its business including funds presently held in deposit
accounts in order to maintain business operations and preserve the
value of the real estate. The Debtor is in need of the use of the
rents in order to pay insurance, business operating expenses and to
maintain the building, and property.
As adequate protection for the use of cash collateral, the Debtor
will offer a replacement lien on assets to each secured creditor in
the same priority and to the same extent of the value of each such
creditor's lien at the commencement of the case. Further, the
Debtor will provide financial reports upon request to each secured
creditor to provide ongoing information as to the status of
operations, rents, and the creation of post-petition cash
collateral assets. The Debtor believes that through continuous
operation it can maintain and preserve the value of the real estate
collateral, the rents generated thereby, and accordingly,
adequately protect Debtor's use of cash collateral.
The Debtor also asks the Court to set the final hearing on its
request on or before April 22, 2022.
A copy of the motion and the Debtor's budget for the period from
April to December 2022 is available at https://bit.ly/3iEBh3a from
PacerMonitor.com.
The Debtor projects $81,275 in total income and $75,776 in total
expenses.
About 1501 West Realty, LLC
1501 West Realty, LLC is the fee simple owner of the real property
located at 1470 Etna Avenue, Huntington Indiana, having an
appraised value of $645,000. The Debtor provides shipping and
receiving services together with engraving services, storage (RV,
campers, boat, and related items), and leasing ofreal estate owned
by the Debtor. Debtor leases the real estate to two affiliates of
the Debtor: Reber Enterprises, LLC d/b/a Lime City Manufacturing
and Reber Peels, LLC d/b/a Lillsun Manufacturing.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Ind. Case No. 22-10280) on March 23,
2022. In the petition signed by Mandy Reber, manager/member, the
Debtor disclosed $664,329 in assets and $1,532,515 in liabilities.
Scot T. Skekloff, Esq. at Hallercolvin PC is the Debtor's counsel.
25-16 37TH AVE: Court Approves Disclosure Statement
---------------------------------------------------
Judge Jil Mazer-Marino has entered an order approving the
Disclosure Statement of 25-16 37th Ave Owners, LLC.
The Bankruptcy Court will hold (JMM) a hearing to consider
confirmation of the Plan, on May 4, 2022 at 2:30 p.m., Eastern
Standard Time, before the Honorable Jil Mazer-Marino, United States
Bankruptcy Judge for the Eastern District of New York.
Objections, if any, to the Plan must be filed and served no later
than 4:00 p.m. (prevailing Eastern time) on April 27, 2022.
The completed ballots voting for or against the Plan must be
received by counsel for the Debtor on or before April 27, 2022.
The Debtor must file with the court a ballot summary report
containing the vote tabulation, and a declaration and memorandum of
law in support of confirmation (JMM) no later than April 29, 2022.
The deadline for Secured Creditors to make an election pursuant to
Section 1111(b) of the Bankruptcy Code is April 27, 2022.
The Debtor shall cause the Voting Agent (Shafferman & Feldman LLP),
by April 1, 2022 (JMM), to mail the Solicitation Package to all
known creditors and interest holders.
Counsel for the Debtor:
Joel Shafferman, Esq.
SHAFFERMAN & FELDMAN LLP
137 Fifth Avenue, 9th Floor
New York, New York 10010
About 25-16 37th Ave Owners
Hollywood, Fla.-based 25-16 37th Ave Owners, LLC is a single asset
real estate debtor (as defined in 11 U.S.C. Section 101(51B)).
25-16 37th Ave Owners filed its voluntary petition for Chapter 11
protection (Bankr. E.D.N.Y. Case No. 21-42662) on Oct. 19, 2021,
listing $250,000 in assets and $18,437,803 in liabilities. Judge
Jil Mazer-Marino presides over the case.
Joel M. Shafferman, Esq., at Shafferman & Feldman, LLP, is the
Debtor's legal counsel.
263 N. GROVE ST.: Seeks Chapter 11 Bankruptcy
---------------------------------------------
263 N. Grove St. East Orange LLC has sought Chapter 11 bankruptcy
protection in the District of New Jersey.
According to court filing, the company estimates between 1 and 49
unsecured creditors, including BSI Financial, City of East Orange
Tax Collector, and FIGCUSTFIGNJ19LLC. Its petition states that
funds are available for unsecured creditors.
A meeting of creditors under 11 U.S.C. Sec. 341(a) is slated to be
held on April 27, 2022 at 10:00 AM at Telephonic. Proofs of claim
are due by June 2, 2022.
About 263 N. Grove St. East Orange
263 N. Grove St. East Orange LLC is a single asset real estate (as
defined in 11 U.S.C. Section 101(51B)).
263 N. Grove St. East Orange LLC sought Chapter 11 bankruptcy
protection (Bankr. D.N.J. Case No. 22-12355) on March 24, 2022. In
the petition filed by Zoe Skyy, as sole member, estimated assets
and liabilities of up to $50,000. Andre L. Kydala, of Law Firm of
Andre Kydala, is the Debtor's counsel.
4E BRANDS: Committee Taps Oxford Restructuring as Financial Advisor
-------------------------------------------------------------------
The official committee of unsecured creditors appointed in the
Chapter 11 case of 4E Brands North America, LLC seeks approval from
the U.S. Bankruptcy Court for the Southern District of Texas to
employ Oxford Restructuring Advisors, LLC as its financial
advisor.
The firm's services include:
(a) performing analysis of the Debtor's financial records to
assist the committee in its review of potential causes of action;
(b) analyzing, evaluating, and advising the committee
regarding accounting and financial information prepared by the
Debtor and its professionals, as well as analyzing financial
documents received by the committee as part of its investigation of
the pre-bankruptcy conduct and affairs of the Debtor and its direct
and indirect parent companies;
(c) reporting findings and analysis to the committee and its
legal counsel; and
(d) other accounting and financial advisory services as might
be reasonably requested from time to time by the committee and its
legal counsel and agreed to by Oxford.
The hourly rates of the firm's professionals are as follows:
Senior Managing Director $600 - $750
Managing Director $500 - $600
Associates $300 - $500
Paraprofessionals $175
In addition, the firm will seek reimbursement for expenses
incurred.
John Pidcock, a senior managing director at Oxford Restructuring
Advisors, 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:
John B. Pidcock
Oxford Restructuring Advisors LLC
16781 Chagrin Boulevard, Suite 503
Shaker Heights, OH 44120
Telephone: (513) 235-0164
Email: JPidcock@oxfordrestructuring.com
About 4E Brands North America
4e Brands North America, LLC is a manufacturer personal care and
hygiene products based in San Antonio, Texas. Its brand name
products include Blumen Hand Sanitizer, Assured Hand Sanitizer, and
various otherhand sanitizers and hand soaps. The Debtor is no
longer operating.
4e Brands North America sought Chapter 11 bankruptcy protection
(Bankr. S.D. Texas Case No. 22-50009) on Feb. 22, 2022. In the
petition filed by David Dunn as chief restructuring officer, 4e
Brands North America listed up to $50,000 in assets and up to $50
million in liabilities.
The case is handled by Judge David R. Jones.
Matthew D. Cavenaugh, Esq., at Jackson Walker, is the Debtor's
legal counsel. Stretto is the claims agent.
The U.S. Trustee for Region 6 appointed an official committee of
unsecured creditors on March 1, 2022. The committee tapped Tucker
Ellis, LLP as bankruptcy counsel; Munsch Hardt Kopf & Harr, P.C. as
Texas counsel; and Oxford Restructuring Advisors, LLC as financial
advisor.
4TH STREET MEDICAL: Case Summary & 10 Unsecured Creditors
---------------------------------------------------------
Debtor: 4th Street Medical Building, LLC
1205 McDonald Avenue
Santa Rosa, CA 95404
Business Description: The Debtor is a Single Asset Real Estate (as
defined in 11 U.S.C. Section 101(51B)).
Chapter 11 Petition Date: March 28, 2022
Court: United States Bankruptcy Court
Northern District of California
Case No.: 22-10124
Judge: Hon. Charles Novack
Debtor's Counsel: Steven M. Olson, Esq.
BLUESTONE FAIRCLOTH & OLSON, LLP
1825 4th Street
Santa Rosa, CA 95404
Tel: 707-526-4250
Fax: 707-526-0347
E-mail: steve@bfolegal.com
Estimated Assets: $1 million to $10 million
Estimated Liabilitiess: $1 million to $10 million
The petition was signed by Ruth Skidmore, chair of managers.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 10 unsecured creditors is available for free
at:
https://www.pacermonitor.com/view/L7GYZIQ/4th_Street_Medical_Building_LLC__canbke-22-10124__0001.0.pdf?mcid=tGE4TAMA
A&M HOME SOLUTIONS: Property Sale Proceeds to Fund Plan
-------------------------------------------------------
A&M Home Solutions, LLC, filed with the U.S. Bankruptcy Court for
the Eastern District of Michigan a Combined Plan and Disclosure
Statement dated March 24, 2022.
A&M Home Solutions, LLC is a limited liability company organized
under the laws of the State of Nevada and qualified to operate in
Michigan. Debora Gonzalez is the sole member. Through this Plan,
Debtor will liquidate its remaining assets and will not continue in
business.
In 2016, the Debtor acquired real property at 436 Detroit Avenue,
Royal Oak, MI 48073, with the intention of constructing a new home
on the property and selling the property following completion of
construction. The project took significantly longer than planned,
and, eventually, grew over-budget, in part due to the rapid
increase in costs of labor and materials during the COVID-19
pandemic.
Debtor was unable to service its obligations, including to those
creditors with liens against the property. Debtor commenced this
case to avoid foreclosure and give it the opportunity to maximize
the value for the property. Debtor did obtain a favorable offer and
has sold the property. Debtor intends to use the proceeds of that
sale to fund this Plan.
Class 1 consists of General Unsecured Creditors (Non-insider). The
Debtor shall pay such claims (to the extent they are an Allowed
claim) on a pro-rata basis to the extent funds are available from
its sale of residential real property. The total amount of
estimated claims in the class amounts to $368,887.78. Payment shall
be in one lump sum, 30 days following the Effective Date. This
Class is impaired.
Class 2 consists of Interests and Claims of Members. Debora
Gonzalez is the sole member of the Debtor. Ms. Gonzalez will not
retain her membership interest in the Debtor, as the Debtor shall
be dissolved following upon the completion of disbursements under
the terms of this Plan. Unless and until all Class 1 Claims are
paid in full, Ms. Gonzalez shall waive any Claim she personally
holds on account of loans she made to the Debtor.
On February 2, 2022, the Debtor closed on the sale of 436 Detroit
Avenue, Royal Oak, MI 48073. The net proceeds from that sale
totaled $46,707.43. The Debtor shall fund the Plan from these
proceeds. Upon full disbursement of such proceeds, the Debtor shall
dissolve and will not continue operations.
A full-text copy of the Combined Plan and Disclosure Statement
dated March 24, 2022, is available at https://bit.ly/3uFgDoT from
PacerMonitor.com at no charge.
Attorney for the Debtor:
Anthony J. Miller (P71505)
Osipov Bigelman, P.C.
20700 Civic Center Dr., Ste. 420
Southfield, MI 48076
Tel: (248) 663-1800
Fax: (248) 663-1801
Email: yo@osbig.com
About A&M Home Solutions
A&M Home Solutions, LLC is a Royal Oak, Mich.-based company engaged
in activities related to real estate.
A&M Home Solutions filed a petition for Chapter 11 protection
(Bankr. E.D. Mich. Case No. 21-49264) on Nov. 29, 2021, disclosing
up to $1 million in assets and up to $10 million in liabilities.
Debora Lynn Gonzalez, managing member, signed the petition.
Yuliy Osipov, Esq., at Osipov Bigelman, P.C. is the Debtor's legal
counsel.
ABARTA OIL: Exclusivity Period Extended to May 7
------------------------------------------------
Judge Carlota Bohm of the U.S. Bankruptcy Court for the Western
District of Pennsylvania extended the exclusivity period for ABARTA
Oil & Gas Co., LLC to file a Chapter 11 plan to May 7 and to
solicit acceptances for the plan to July 7.
The extension will allow ABARTA to continue fruitful discussions
with its creditors and work out any potential objections to its
plan or plan confirmation, according to the company's attorney,
Paul Cordaro, Esq., at Campbell & Levine, LLC.
About ABARTA Oil
ABARTA Oil & Gas Co., LLC is a Pittsburgh, Pa.-based independent
oil and gas exploration and production company operating under the
name ABARTA Energy.
ABARTA filed a petition for Chapter 11 protection (Bankr. W.D. Pa.
Case No. 21-22406) on Nov. 7, 2021, listing up to $10 million in
assets and up to $50 million in liabilities. James A. Taylor,
president and chief executive officer, signed the petition.
Judge Carlota M. Bohm oversees the case.
The Debtor tapped Campbell & Levine, LLC as legal counsel;
MorrisAnderson & Associates, Ltd. as financial advisor and
restructuring advisor; and Copper Run Capital, LLC as investment
banker.
ACTIVA RESOURCES: Seeks to Hire Haynie as Accountant and Auditor
----------------------------------------------------------------
Activa Resources, LLC and Tiva Resources, LLC seek approval from
the U.S. Bankruptcy Court for the Western District of Texas to
employ Haynie & Company as accountant and auditor.
Haynie will render these services:
(a) prepare the combined financial statements of the Debtors;
(b) perform a review engagement with respect to the Debtors'
combined financial statements in accordance with Statements on
Standards for Accounting and Review Services;
(c) determine whether any material modifications should be
made to the combined financial statements in order for them comply
with accounting principles generally accepted in the United States
of America;
(d) issue a written report upon completion of Haynie's review
of the Debtors' combined financial statements;
(e) prepare and file income tax returns for each of the
Debtors; and
(f) such other tax, accounting or audit services as the
Debtors may request from time to time.
Haynie intends to charge the Debtors $22,500 for the preparation
and review of the Debtors' financial statements.
The fees for Haynie to prepare and file income tax returns will be
$3,000 for Activa and $1,550 for Tiva.
If additional work is required, Haynie has agreed to bill that work
at the firm's standard hourly rates below:
Partner $450
Senior Manager $250
Manager $160
Senior $130
Intern/Staff $110
John Boekweg, a partner at Haynie & Company, 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:
John D. Boekweg
Haynie & Company
2702 N. Loop 1604 E., Ste. 202
San Antonio, TX 78232
Telephone: (210) 979-0055
Facsimile: (210) 979-0058
About Activa Resources and Tiva Resources
Activa Resources, LLC and Tiva Resources, LLC operate in the oil
and gas extraction industry. Both companies are based in San
Antonio, Texas.
On Feb. 3, 2022, Activa Resources and Tiva Resources sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D.
Texas Lead Case No. 22-50117). In the petitions signed by John
Hayes, president, Activa Resources disclosed as much as $50 million
in both assets and liabilities while Tiva Resources disclosed up to
$10 million in assets and up to $50 million in liabilities.
Judge Michael M. Parker oversees the cases.
The Debtors tapped Bernard R. Given II, Esq., at Loeb and Loeb LLP
as legal counsel, and Haynie & Company as accountant and auditor.
Donlin, Recano & Company, Inc. is the claims, noticing and
solicitation agent.
ADELPHIA COMMUNICATIONS: Insurer Must Pay Ex-Plan Administrator
---------------------------------------------------------------
Adelphia Communications Corp., et al.'s bankruptcy exit plan
dissolved the Company's Board of Directors and vested the rights,
powers and executive authority of the Board in a new fiduciary
known as the "Plan Administrator." After confirmation, Quest
Turnaround Advisors, LLC, and Adelphia executed a Plan
Administrator Agreement that retained Quest as the Plan
Administrator. The Plan Administrator Agreement obligates Adelphia
to indemnify Quest for any expenses Quest incurs in a proceeding
relating to the Plan Administrator Agreement, including issues
dealing with Quest's role as the Plan Administrator.
In early 2007, U.S. Specialty began insuring Quest in its capacity
as Plan Administrator under a series of insurance policies. The
policy currently at issue is the Directors, Officers and
Organization Liability Insurance Policy No. 14-MGU-10-A20695, which
was initially issued for the period from January 5, 2010 to January
5, 2012 and was subsequently extended to "TBD plus 6 (six) years."
Under the Policy, Quest qualifies as an Original Insured
Organization and Adelphia is listed as an Additional Insured
Organization. The Policy defines an Insured Organization as "the
Original Insured Organizations, but solely in their capacity as
Plan Administrator for [Adelphia]. Insured Organization will also
include the Additional Insured Organizations. . . ." The Policy
also provides for coverage if Adelphia is obliged to indemnify
Quest under the Plan Administrator Agreement.
The basic coverage grant of the Policy provides that U.S. Specialty
"will pay to or on behalf of the Insured Organization [any] Loss
arising from Claims first made against it during the Policy Period
. . . for Wrongful Acts." Under the Policy, a Loss includes Defense
Costs, which are the "reasonable legal fees, costs and expenses,
consented to by the Insurer . . . resulting from the investigation,
adjustment, defense or appeal of a Claim against an Insured." A
Wrongful Act includes a Professional Services Wrongful Act, which
means "any actual or alleged act, error, misstatement, misleading
statement, omission or breach of duty committed or allegedly
committed in rendering or failing to render Professional Services."
Professional Services are, in turn, defined as "those services that
the Plan Administrator is obligated to perform pursuant to the
[Plan Administrator Agreement]." A Claim includes, among other
things, "(1) any oral or written demand, including any demand for
non-monetary relief, [and] (2) any civil proceeding commenced by
service of a complaint or similar pleading." As applied to the
current dispute then, the Policy provides coverage to Quest for
legal fees and costs for a claim made against it for an alleged
breach of duty in its providing of services as Plan Administrator.
Endorsement No. 15 excludes from coverage "any payment of Loss in
connection with a Claim arising out of, based upon or attributable
to any fee or other compensation due or allegedly due in return for
any service provided pursuant to the [Plan Administrator
Agreement]."
In February 2018, Solus Alternative Asset Management, L.P., filed a
motion in Adelphia's bankruptcy proceeding seeking, among other
things, removal of Quest as Plan Administrator for cause. The
Original Motion was subsequently amended in June 2018 by Solus and
ACC Claims Holdings, LLC. Adelphia and Quest opposed the relief
requested and the Court held an evidentiary hearing on the Amended
Motion in October 2018. Adelphia, Quest and Solus ultimately
settled the disputes and in June 2019, the Court entered the Order
Approving and "So-Ordering" Stipulation and Overruling Objection.
Pursuant to this settlement, the Solus Motions were resolved, Quest
Plan Administration Agreement was terminated and a new party was
appointed as Plan Administrator.
Adelphia and Quest now seek coverage under the Policy for the fees,
costs and expenses they incurred in defending the Solus Motions.
U.S. Specialty acknowledges the fees incurred in defense of the
Solus Motions meet the coverage grant under the Policy, but argues
the Fee Exclusion precludes coverage because the Solus Motions
related to the fees owed to Quest. Adelphia and Quest counter that
the Fee Exclusion is inapplicable because it applies to a "fee or
other compensation due or allegedly due," whereas the Solus Motions
sought termination of Quest as Plan Administrator and related to
fees that were already paid to Quest.
Judge Sean H. Lane of the United States Bankruptcy Court for the
Southern District of New York grants Adelphia and Quest's summary
judgment motion and denies U.S. Specialty's summary judgment
motion.
Similar to the circumstances in Chubb Custom Ins. Co. v. Grange
Mut. Cas. Co., 2011 U.S. Dist. LEXIS 111583 (S.D. Ohio 2011), the
plain language of the Fee Exclusion applies to fees or other
compensation "due or allegedly due in return for any service
provided," Judge Lane notes. Reading the language of the Fee
Exclusion strictly and narrowly, as required by applicable case
law, the Court agrees with the Plaintiffs that the Fee Exclusion
imposes a temporal limitation. Like Grange Mutual, the allegations
in the Solus Motions did not involve fees or compensation "owing or
payable" to Quest, the Court says.
Indeed, the primary focus of the Solus Motions -- and the hearings
on those motions -- was the request for removal of Quest as Plan
Administrator for cause. Fees or compensation arrangements were
addressed by the Solus Motions primarily in connection with the
request to remove Quest. As a secondary matter, the discussion of
fees in the Solus Motions did not relate to fees owed but rather to
fees that had already been paid to Quest or Quest's request for a
possible future fee arrangement for work not yet performed, Judge
Lane further notes. None of these fall within the Fee Exclusion,
the judge holds.
U.S. Specialty argues that a present dispute regarding fees
existed, specifically whether Quest was entitled to receive
additional fees to monetize estate assets. But, according to Judge
Lane, it is clear the allegations were based on future work Quest
might perform and were not related to fees "due or allegedly due in
return for any service provided." No services had been provided
with respect to the monetization of those assets and as a result,
no fees could have been due or allegedly due for those future
services.
In its argument, the Defendant focuses on the lead-in phrase
"arising out of, based upon or attributable to" that precedes the
limiting language of "due or allegedly due" in the Fee Exclusion.
But the cases relied on by the Defendant for this result are
distinguishable, Judge Lane notes. They deal with much more
"broadly framed" exclusions that relate generally to all fees, in
contrast to the Fee Exclusion here that is more narrowly tailored
only to fees that are "due or allegedly due for services provided.
. . ."
In contrast to these cases, the Fee Exclusion in this case contains
clear language that narrows its applicability only to fees "due or
allegedly due" and the Defendant's position impermissibly reads
this language out of the Policy, Judge Lane holds.
This conclusion is confirmed by the facts underlying the Solus
Motions. In short, there is no causal relationship between the
allegations in the Solus Motions and the activities that the Fee
Exclusion seeks to exclude from coverage, Judge Lane further holds.
The allegations raised in the Solus Motions focus primarily on the
removal of Quest for improper conduct. This contrasts with
BancorpSouth, Inc. v. Fed. Ins. Co., 873 F.3d 582, 584-85 (7th Cir.
2017) relied upon by the Defendant. In Bancorp, the insured pointed
to several paragraphs in the complaint that did not mention
overdraft fees, but the court noted that other sections tied the
allegations in those paragraphs directly to overdraft fees covered
by the exclusion. The court observed that "individual allegations
cannot be read in a vacuum, and instead, must be read in the
context of the entire complaint." The court found that "the
overdraft fees in the [complaint] were not an additional harm among
many" but rather "the central and only harm" and constituted the
"essence" of the complaint.
As for Continental Casualty Co. v. Ramsey, 2017 U.S. Dist. LEXIS
29550, at *3-*4, *35 (E.D. Tex. Feb. 11, 2017), another case cited
by the Defendant, the court actually held against the insurer,
finding that the fee exclusion did not preclude the insurer's duty
to defend against a lawsuit because the necessary causal
relationship did not exist, Judge Lane points out. The court stated
that "at least some of the factual allegations in the . . .
complaint do not necessarily bear a causal relationship to fees."
Importantly, the court noted that "the relief sought in the
[action] is not only the return of fees, but also an injunction
removing Defendants from the Plan and permanently enjoining
Defendants from acting as a fiduciary or service provider. . . ."
As the Solus Motions sought relief far beyond the issue of fees,
the Continental Casualty case actually supports the Plaintiffs
here. The same is true for the First Community case, where the
court also ruled against the insurer. In that case, the court found
that the factual allegations in the class action complaint against
the insured did not necessarily bear a causal relationship to fees.
The court stated that the "charging of fees was not the practice
that caused the harm, even if First Community's actions were
motivated by a desire to obtain more fees . . . Instead, fees were
an additional harm caused by the policies and practices of which
the [class action] plaintiffs complain." Id. The court concluded
that "at least some of the allegations in the underlying petitions
are not excluded by the fee-dispute exclusion" and the insurance
company had a duty to defend First Community under the applicable
policy.
A full-text copy of Judge Lane's Memorandum of Decision dated March
17, 2022, is available at https://tinyurl.com/2p99x7mb from
Leagle.com.
The adversary proceeding is ADELPHIA COMMUNICATIONS CORP. and QUEST
TURNAROUND ADVISORS, LLC, Plaintiffs, v. U.S. SPECIALTY INSURANCE
COMPANY, Defendant, Adv. Pro. No. 19-01027 (SHL) (Bankr.
S.D.N.Y.).
MASINI, VICKERS, RUKSAKIATI & HADSELL, P.C., Thomas A. Vickers,
Esq. -- tav@mvhlawpc.com -- Chicago, Illinois, Counsel for Adelphia
Communications Corp. and Quest Turnaround Advisors, LLC.
WOLLMUTH MAHER & DEUTSCH LLP, Paul R. DeFilippo, Esq. --
pdefilippo@wmd-law.com -- Lyndon M. Tretter, Esq. --
ltretter@wmd-law.com -- New York, New York, Counsel for Adelphia
Communications Corp. and Quest Turnaround Advisors, LLC.
CLYDE & CO US LLP, Scott Schwartz, Esq. --
scott.schwartz@clydeco.us -- New York, New York, and Douglas M.
Mangel, Esq. -- doug.mangel@clydeco.us -- Washington, D.C., Counsel
for U.S. Specialty Insurance Company.
About Adelphia Communications
Based in Coudersport, Pennsylvania, Adelphia Communications
Corporation was once the fifth-biggest cable company. Adelphia
served customers in 30 states and Puerto Rico, and offered analog
and digital video services, Internet access and other advanced
services over its broadband networks.
Adelphia collapsed in 2002 after disclosing that founder John Rigas
and his family owed $2.3 billion in off-balance-sheet debt on bank
loans taken jointly with the company. Mr. Rigas was sentenced to
12 years in prison, while son Timothy 15 years.
Adelphia Communications and its more than 200 affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 02-41729) on
June 25, 2002. Willkie Farr & Gallagher represented the Debtors in
their restructuring effort. PricewaterhouseCoopers served as the
Debtors' financial advisor. Kasowitz, Benson, Torres & Friedman
LLP and Klee, Tuchin, Bogdanoff & Stern LLP represented the
Official Committee of Unsecured Creditors.
Adelphia Cablevision Associates of Radnor, L.P., and 20 of its
affiliates, collectively known as Rigas-Managed Entities, were
entities that were previously held or controlled by members of the
Rigas family. In March 2006, the rights and titles to these
entities were transferred to certain subsidiaries of Adelphia
Cablevision LLC. The RME Debtors filed for Chapter 11 protection
(Bankr. S.D.N.Y. Case Nos. 06-10622 through 06-10642) on March 31,
2006. Their cases were jointly administered under Adelphia
Communications and its debtor-affiliates' Chapter 11 cases.
The Bankruptcy Court confirmed the Debtors' Joint Chapter 11 Plan
of Reorganization on Jan. 5, 2007. The Plan became effective on
Feb. 13, 2007.
The Adelphia Recovery Trust, a Delaware Statutory Trust, was formed
pursuant to the Plan. The Trust holds certain litigation claims
transferred pursuant to the Plan against various third parties and
exists to prosecute the causes of action transferred to it for the
benefit of holders of Trust interests. Lawyers at Kasowitz,
Benson, Torres & Friedman, LLP (NYC), represent the Adelphia
Recovery Trust.
ADLI LAW: Trustee Taps Levene as Bankruptcy Counsel
---------------------------------------------------
Gregory Jones, the Subchapter V trustee appointed in Adli Law
Group, P.C.'s Chapter 11 case, seeks approval from the U.S.
Bankruptcy Court for the Central District of California to hire
Levene, Neale, Bender, Yoo & Golubchik, LLP as his legal counsel.
The firm's services include:
(a) advising the trustee with regard to the requirements of
the bankruptcy court, Bankruptcy Code, Bankruptcy Rules and the
Office of the U.S. Trustee;
(b) advising the trustee with regard to certain rights and
remedies of the Debtor's bankruptcy estate and the rights, claims,
and interests of creditors;
(c) representing the trustee in any proceeding or hearing in
the bankruptcy court involving the Debtor's estate unless the
trustee is represented in such proceeding or hearing by a special
counsel;
(d) conducting examinations of witnesses, claimants or adverse
parties and representing the trustee in any adversary proceeding
except to the extent that such adversary proceeding is in an area
outside of the firm's expertise or which is beyond the firm's
staffing capabilities;
(e) preparing legal papers;
(f) investigating, evaluating and prosecuting objections to
claims; and
(g) performing other necessary legal services for the trustee.
Timothy Yoo, Esq., the firm's attorney who will be providing the
services, will be paid at his hourly rate of $650.
Mr. Yoo disclosed in a court filing that he is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Timothy Yoo, Esq.
Carmela T. Pagay, Esq.
Levene, Neale, Bender, Yoo & Golubchik, LLP
2818 La Cienega Avenue
Los Angeles, CA 90034
Phone: (310) 229-1234
Fax: (310) 229-1244
Email: tjy@lnbyg.com
ctp@lnbyg.com
About Adli Law Group
Adli Law Group, P.C., a full-service law firm in Los Angeles, filed
a petition under Chapter 11, Subchapter V of the Bankruptcy Code
(Bankr. C.D. Calif. Case No. 21-18572) on Nov. 10, 2021, listing
$4,552,705 in assets and $4,538,284 in liabilities. Judge Sheri
Bluebond oversees the case.
Gregory K. Jones is the Subchapter V trustee appointed in the
Debtor's case. The trustee is represented by Levene, Neale, Bender,
Yoo & Golubchik, LLP.
The Debtor tapped Dean G. Rallis Jr., Esq., at Hahn & Hahn, LLP, as
legal counsel and Armanino, LLP as financial advisor.
AIRPORT VAN RENTAL: Unsecureds to Recover Up to 22.8% in Plan
-------------------------------------------------------------
Airport Van Rental, Inc., a California corporation; and AVR
Vanpool, Inc., a California corporation submitted a Plan and a
Disclosure Statement.
The Debtors project that, under the Plan, Holders of Allowed
Priority Tax Claims will be paid in full by the end of 2025. If a
Prevailing Bidder acquires the Debtors' Interests, the Debtors
estimate that Holders of General Unsecured Claims will receive
18.8% to 22.8% of the Allowed amount of their Claims, commencing
within 30 days after the Effective Date and thereafter in quarterly
installments to be made through the end of 2026. If a Prevailing
Bidder does not acquire the Debtors' Interests, the Debtors
estimate that Holders of General Unsecured Claims will receive
12.2% to 15.0% of the Allowed amount of their Claims in quarterly
installments to be made through the end of 2026.
The Debtors believe that the alternative to confirmation of the
Plan is conversion of their Cases to Chapter 7 of the Bankruptcy
Code, in which case the Debtors project that Holders of General
Unsecured Claims will receive nothing on account of their Claims.
The Plan is a plan of reorganization. Generally, the Plan proposes
to restructure debts owed to 12 Classes of Creditors who assert
Secured Claims against AVR California's Estate. The Plan proposes
to pay Holders of Priority Tax Claims and General Unsecured Claims
at least 1.70% of all gross revenues earned by AVR California over
a five-year period – from January 1, 2022, through December 31,
2026. The Debtors project that the payments made to Holders of such
Claims will total approximately $2.3 million. As required by the
Bankruptcy Code, Allowed Priority Tax Claims will be paid in full.
Holders of General Unsecured Claims are projected to receive
approximately 12.2% to 15.0% of such Claims. The Plan will be
funded by Cash on hand on the Effective Date, future operations,
and $850,000 from the Debtors' owner, Yazdan Irani.
To ensure that the new value being contributed by Mr. Irani for the
Debtors' interests is adequate, the Debtors have retained a sale
advisory consultant to market and solicit bids for the Interests.
If a Qualified Final Overbid is received and the Prevailing Bidder
offers the minimum overbid amount ($1.25 million), the Debtors
project that Holders of General Unsecured Claims will receive
approximately 18.8% to 22.8% of such Claims (with 6.7% to 8.1% paid
within 30 days after the Effective Date). If more than one
Qualified Final Overbid is received, an Auction will be held and
the Debtors project that distributions to Holders of General
Unsecured Claims will be increased accordingly.
The Debtors believe that the alternative to confirmation of the
Plan is conversion of the Debtors' cases to Chapter 7 and
liquidation of the Debtors' assets by a Chapter 7 trustee. The
Debtors estimate that, if their Cases are converted to Chapter 7,
General Unsecured Creditors will receive nothing on account of
their Claims.
Under the Plan, Class 15 General Unsecured Claims total $7.6
million to $9.2 million. Each Holder of a General Unsecured Claim
in excess of $300 may elect to receive a lump sum of $300 on the
Effective Date in lieu of the distributions such Holder will
otherwise receive over the term of the Plan. This election must be
made on a Ballot received by the Debtors on or before the Voting
Deadline. Class 15 is impaired.
Except as otherwise provided in the Plan or the Confirmation Order,
all Cash necessary for the Reorganized Debtor to make payments
pursuant to the Plan will be obtained from the Reorganized Debtor's
cash balances existing on the Effective Date and, thereafter, from
the operations of the Reorganized Debtor's business, from the Irani
Cash Contribution, and from any other lawful source.
A hearing to consider confirmation of the Plan will be held before
the Honorable Sheri Bluebond, United States Bankruptcy Judge, in
Courtroom1539 of the United States Bankruptcy Court for the Central
District of California, located at 255 East Temple Street, Los
Angeles, California, on August 3, 2022, at 2:00 p.m. (prevailing
Pacific time).
The Court has directed that any objections to confirmation of the
Plan be filed and served on or before July 13, 2022.
Ballots for voting to accept or reject the plan must be received by
June 29, 2022, at 4:00 p.m. (prevailing pacific time).
Attorneys for Airport Van Rental, Inc., a California corporation,
and AVR Vanpool, Inc.:
John N. Tedford, IV, Esq.
Zev Shechtman, Esq.
Danielle R. Gabai, Esq.
DANNING, GILL, ISRAEL & KRASNOFF, LLP
1901 Avenue of the Stars, Suite 450
Los Angeles, California 90067-6006
Telephone: (310) 277-0077
Facsimile: (310) 277-5735
E-mail: jtedford@DanningGill.com
zs@DanningGill.com
dgabai@DanningGill.com
A copy of the Disclosure Statement dated Mar. 16, 2022, is
available at https://bit.ly/3u95U5T from PacerMonitor.com.
About Airport Van Rental, Inc.
Airport Van Rental -- https://www.airportvanrental.com/ -- is a van
rental company offering short and long-term rentals for road trips,
weekend journeys, moving, and any other group outings. Airport Van
Rental and its affiliates filed their voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Lead Case
No. 20-20876) on Dec. 11, 2020. Yazdan Irani, its president and
chief executive officer, signed the petitions.
As of the bankruptcy filing date, Airport Van Rental disclosed
between $10 million and $50 million in both assets and
liabilities.
Judge Sheri Bluebond oversees the case.
The Debtors tapped Danning, Gill, Israel & Krasnoff, LLP as their
bankruptcy counsel, CSA Partners LLC as financial consultant, and
Joel Glaser, APC as litigation counsel. Kevin S. Tierney is the
Debtors' chief reorganization officer.
ALAMO BORDEN: Exclusivity Period Extended to April 13
-----------------------------------------------------
Judge Mark Mullin of the U.S. Bankruptcy Court for the Northern
District of Texas extended the exclusivity period for Alamo Borden
County 1, LLC to file a Chapter 11 plan to April 13 and to solicit
acceptances for the plan to June 12.
About Alamo Borden County 1
Alamo Borden County 1, LLC is an Arlington, Texas-based company,
which operates in the oil and gas extraction industry.
Alamo Borden County 1 filed its voluntary petition for Chapter 11
protection (Bankr. N.D. Texas Case No. 21-42440) on Oct. 15, 2021,
listing as much as $10 million in both assets and liabilities.
Judge Mark X. Mullin oversees the case.
Joshua N. Eppich, Esq., at Bonds Ellis Eppich Schafer Jones, LLP
represents the Debtor as legal counsel.
ALEX A. KHADAVI: Proposes Auction of L.A. Property via Concierge
----------------------------------------------------------------
Alex A. Khadavi asks the U.S. Bankruptcy Court for the Central
District of California to authorize the sale of the real property
located at 777 Sarbonne Road, in Los Angeles, California 90077,
free and clear of all liens, claims and interests, via auction to
be conducted by Concierge Auctions, LLC.
A hearing on the Motion is set for March 30, 2022, at 10:00 a.m.
The Debtor is a dermatologist and a facial surgeon with two
principal business locations. He has a 100% ownership interest in
Dermatology and Laser Medical Center and a 50% ownership interest
in Advanced Skin and Hair Inc. The Debtor also has a 25% ownership
interest in Hand, M.D., Inc. and a 100% interest in Dolce Vita. The
Debtor generates his income from his medical practice.
The Debtor commenced the Case to prevent the May 28, 2021
non-judicial foreclosure sale of the Sarbonne Property initiated by
secured creditor Stalgi. Inc. and in order to restructure his debts
by selling the Sarbonne Property to satisfy his undisputed,
liquidated, and noncontingent obligations in full.
The Sarbonne Property was acquired as investment property. It
consists of seven bedrooms and eleven bathrooms. It is currently
listed for sale with The Agency and Compass for $87,777,777. On
Aug. 18, 2021, the Debtor received an offer from Green Coin to
purchase the Sarbonne Property for $85 million in an all cash
transaction. Unfortunately, despite the Buyer's deposit of $900,000
into escrow, the sale did not close.
According to a 2021 Preliminary Title Report from Pacific Coast
Title Co., the following liens and/or interests have been recorded
against the Sarbonne Property:
a. Property Taxes: Los Angeles County Treasurer and Tax
Collector. Present Balance: $510,873.72 (Per Proof of Claim No. 4)
b. First Deed of Trust: Axos Bank (1st TD Holder); Recorded:
03/25/2020; Instrument No.: 20200345722 of Official Records;
Recorded Amount: $26.95 million; Present Balance: $27,195,357.30
(Per POC #9]
c. 2nd Deed of Trust: Finance California; Recorded: March 26,
2020; Recorded Amount: $450,000; Instrument No.: 20200351461 of
Official Records; Present Balance: $0 (Debtor had satisfied the
obligation in full). Finance California has not yet prepared a
reconveyance of deed of trust.
d. 3rd Deed of Trust: Stalgi, Inc.; Recorded: 03/26/2020;
Instrument No.: 20200353873 of Official Records; Recorded Amount:
$1.75 millionPresent Balance: $1,7 million; Stalgi’s claim is
listed as a contingent, unliquidated, and disputed claim. Stalgi
filed a claim on Aug. 24, 2021 for $3,654,782.42 [POC #14] which
the Debtor disputed. The Stalgi claim was challenged in a
Declaratory Relief Complaint filed Feb. 18, 2022;
e. 4th Deed of Trust: Ivy Portfolio LLC; Recorded: July 29,
2020; Instrument No.: 20200978408 of Official Records; Recorded
Amount: $2.5 million; Present Balance: $2.5 million. Ivy
Portfolio’s claim is listed as a contingent, unliquidated, and
disputed claim;
f. Mechanic's Lien: Platinum Triangle Technology Group, LLC;
Recorded: Dec. 9,2020; Instrument No.: 20201609205 of Official
Records; Recorded Amount: $73,201.53; Present Balance: $0. The
Debtor had paid off this obligation in December 2020 and received a
Release of Mechanics Lien from Platinum Triangle Technologies
Group, LLC signed and notarized on Dec. 23, 2020.
g. Mechanic's Lien: Pacific Construction Enterprises, Inc.;
Recorded: Dec. 9, 2020; Instrument No.: 20210338948 of Official
Records; Recorded Amount: $1,058,568.63; Present Balance:
$1,058,568.83. Pacific Construction’s claim is listed as a
contingent, unliquidated, and disputed claim.
As a predicate to the relief requested in the Motion, the Debtor
has caused his attorneys to file concurrently with the Motion an
Application to approve the employment of Concierge, an
internationally renowned auction company to conduct an auction
which, if successful, will provide a purchaser for the Sarbonne
Property.
The proposed sale would, of course, be free and clear of all liens.
The Debtor intends to pay the liens of Los Angeles County Treasurer
and Axos Bank. The Debtor proposes that the disputed, contingent,
and unliquidated claims of Stalgi, Freedom Finance, Ivy Portfolio,
Platinum, and Pacific Construction not receive any distribution
from the proceeds of sale until the Bankruptcy Court rules on the
Debtor'sAdversary Proceedings relating to each of these claims.
Portions of the net proceeds from the sale of the Sarbonne Property
attributable to these disputed claims will be held by Jeremy Faith,
the court appointed, independent, bonded third party fiduciary
until the Court enters a ruling in the pending adversary
proceedings.
In the context of the Motion, the Debtor proposes that he be
authorized to pay the following additional amounts to the following
entities:
a. Seller's brokers' commission of 1.25% of total sale
proceeds to Compass through agent Aaron Kirman and 1.25% of total
sale proceeds to The Agency through Mauricio Umansky.
b. Buyer and Seller are expected to split the escrow costs
equally, except that Debtor pays all costs associated with title
and title insurance.
c. Closing and recording costs, transfer taxes arising out of
the sale of the Sarbonne Property, as well as costs of any title
insurance endorsements, are to be paid by the Debtor.
The Debtor and Concierge have agreed subject to Court approval as
requested to the following terms and conditions for the sale of the
Sarbonne Property at auction:
a. Auction Date: To commence approximately 30 days after the
Court grants the Application and the Motion. The Auction is
expected to last five days; but may be extended in the discretion
of Concierge.
b. Reserve Price: $50 million
c. Conduct of the Auction: The Auction will be conducted
online through the Concierge website and online bidding platform,
and information regarding the conduct of the Auction, including the
Bid Procedures will be maintained on a web page for the Sarbonne
Property maintained by Concierge.
d. Bidder Qualifications: In order to qualify as a bidder
(“Bidder”) for the Auction, each prospective Bidder must: (1)
sign and return the Bidder Terms to Concierge so that they are
actually received by Concierge before any bid is made by Bidder;
(2) wire a deposit in the amount of $250,000 into an escrow account
maintained by Novara National Settlement Service, LLC in conformity
with the instructions set forth on the Sarbonne Property web page,
and (3) show proof of funds and/or readily available assets
sufficient to purchase the Sarbonne Property before any bids are
made by Bidder. If Bidder is the Successful Buyer, a Purchase and
Sale Contract is executed by the Debtor and the Successful Buyer,
on or before the second business day following the Auction End
Date.
e. Buyer and Back-Up Buyer: The Bidder who submits the highest
bid actually acknowledged by the Auctioneer which equals or exceeds
the Reserve Price will be the buyer and the Bidder who submits the
second highest bid acknowledged by the Auctioneer will be the
back-up buyer of the Sarbonne Property solely in the event that the
Buyer defaults under the Purchase and Sale Contract. In the event
of any dispute among Bidders, or in the event of doubt on the part
of the Auctioneer as to the validity of any bid, the Auctioneer
will have the final discretion to determine the High Bid, the
Buyer, the Second High Bid, and the Back-Up Buyer.
f. Auction Methods; Bid Acceptance; Completion: The executed
Purchase and Sale Contract and other documents reasonably required
by the Escrow Agent must be received by the Escrow Agent from (1)
the Buyer no later than 5:00 p.m. (PST) on the first business day
following the Auction End Date and (2) from any Back-Up Buyer by no
later than 5:00 p.m. PST on the second business day following
written notice from the Auctioneer, the Escrow Agent, or the Debtor
(or the attorney[s] representing any of them) that the Buyer
defaulted and that the Back-Up 8 Buyer's Second High Bid is
accepted.
g. Deposit: The Buyer will initiate a wire transfer to the
Escrow Agent to increase its Bidder's Deposit to 12% of the
Purchase Price. The Deposit must be received by the Escrow Agent no
later than 5:00 p.m. (PST) on the second business day following the
Auction End Date.
h. Closing: The closing date is expected to be approximately
30 days after the Auction End Date, unless extended by written
agreement between the Debtor and the Buyer, or an order of the
Court.
i. Other Conditions Of Sale: (1) each Bidder shall, at the
Bidder's sole expense and prior to the commencement of the Auction,
perform any due diligence and obtain any and all inspections of the
Sarbonne Property that it deems appropriate; (2) if the Debtor is
unable to deliver good and marketable title to the Property to the
Bidder, the Bidder’s sole remedy will be the return of any money
that the Bidder has delivered or caused to be delivered toward the
purchase of the Sarbonne Property; (3) the Sarbonne Property is
being sold in its "AS IS, WITH ALL FAULTS" condition by grant deed
without any representation or warranty whatsoever, including,
without limitation representations or warranties as to oil and/or
mineral rights, city or government agency notifications regarding
work to be done, physical condition, compliance with state, city or
federal statutes, codes ordinances, or regulations, geological
stability, zoning, suitability for improvement, and fire insurance
policies to cover any improvement on the Sarbonne Property, nor any
assurance regarding the subdividability of the Sarbonne Property,
provided, however, that Debtor will be required to deliver good and
marketable title to the Buyer or any Back-Up Buyer, (4) the BUyer's
purchase of the Property is a cash transaction with no
contingencies or conditions of any kind. The Sarbonne Property is
to be transferred free and clear of all liens, claims and
encumbrances except those non-monetary liens and encumbrances set
forth in that certain preliminary title report prepared by Pacific
Coast Title Company, dated July 21, 2021.
The Debtor respectfully submits that the proposed sale of the
Sarbonne Property is in the best interest of the Estate and its
creditors; and that a sale at auction will optimize the value of
the Sarbonne Property and the net return to the Estate.
A copy of the Concierge Contract is available at
https://tinyurl.com/3vvncauu from PacerMonitor.com free of charge.
Alex A. Khadavi sought Chapter 11 protection (Bankr. C.D. Cal. Case
No. 21-14449) on May 27, 2021. The Debtor tapped Michael Berger,
Esq., at Law Offices of Michael Jay Berger as counsel.
ALLIED DIVERSIFIED: Seeks to Tap KC Cohen as Bankruptcy Counsel
---------------------------------------------------------------
Allied Diversified Construction, Inc. seeks approval from the U.S.
Bankruptcy Court for the Southern District of Indiana to employ KC
Cohen, Lawyer, PC as its legal counsel.
The firm's services include:
(a) advising the Debtor regarding its duties, powers and
responsibilities in this Chapter 11 case;
(b) investigating and pursuing any actions on behalf of the
estate in order to recover assets for or best enable this estate to
reorganize fairly;
(c) representing the Debtor in these proceedings in an effort
to maximize the value of the assets available, and pursuing
confirmation of a successful plan of reorganization; and
(d) performing other necessary legal services for the Debtor.
The hourly rates of the firm's counsel and staff are as follows:
Christopher J. McElwee $275
Nicholas J. Wildeman $200
Bobby H Macias, Paralegal $100
The firm received a pre-bankruptcy retainer in the total amount of
$9,065.25 from the Debtor.
KC Cohen, Esq., an attorney at KC Cohen, Lawyer, 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:
KC Cohen, Esq.
KC Cohen, Lawyer, PC
151 N. Delaware St., Ste. 1106
Indianapolis, IN 46204-2573
Telephone: (317) 715-1845
Facsimile: (317) 636-8686
Email: kc@smallbusiness11.com
About Allied Diversified Construction
Allied Diversified Construction, Inc. is a construction company
located at 881 3rd Ave. SW, Ste. 100, Carmel, Ind. The company's
primary business is constructing residential projects. It is known
for its reputation of completing highest quality projects on budget
and on time.
Allied Diversified Construction filed a petition under Chapter 11
Subchapter V of the Bankruptcy Code (Bankr. S.D. Ind. Case No.
22-00739) on March 9, 2022, listing $3,719,565 in total assets and
$1,195,431 in total liabilities. Deborah J. Caruso serves as
Subchapter V trustee.
Judge James M. Carr oversees the case.
KC Cohen, Esq., at KC Cohen, Lawyer PC, serves as the Debtor's
legal counsel.
ALPHA LATAM: Wins Approval of Third Amended Plan
------------------------------------------------
Judge J. Kate Stickles has entered an order approving and
confirming the Third Amended Chapter 11 Plan of Alpha Latam
Management, LLC, et al.
All objections to confirmation or responses to final approval of
the Plan have been withdrawn, waived, resolved by the Debtors, or
overruled by the Court.
Article III of the Plan specifies that Claims in Class 1 (Priority
Claims), Class 2 (Secured Claims), and Class 3 (Foreign Convenience
Claims) are Unimpaired pursuant to Sections 1124 and of the
Bankruptcy Code because the Plan does not alter the legal,
equitable, or contractual rights of the holders of Claims in such
Classes and, therefore, such holders are conclusively presumed to
accept the Plan. Equity Interests in Class 7 (ALM Equity) (together
with Classes 1, 2, 3, the "Unimpaired Classes") shall be Reinstated
and are in a Class of Unimpaired Equity Interest whose holders are
conclusively presumed to have accepted the Plan under section
1126(f) of the Bankruptcy Code.
The Plan specifies that Claims and Equity Interests in each of
Class 4d (Credit Suisse Claims), Class 5 (Intercompany Claims), and
Class 6 (Equity Interests) (collectively, "Impaired Non-Voting
Classes") are entitled to no recovery under the Plan, and are
therefore deemed to have rejected the Plan under section 1126(g) of
the Bankruptcy Code.
As also set forth in Article III of the Plan, the only Impaired
Classes entitled to vote on the Plan pursuant to the Solicitation
Procedures are: Class 4a (Other Unsecured Claims); Class 4b (Notes
Claims); and Class 4c (Funded Debt Claims) (together, the "Voting
Classes" and each holder of a Claim in the Voting Classes, a
"Voting Member").
As evidenced by the Voting Report, Class 4a abstained from voting,
Class 4b voted to accept the Plan, and Class 4c voted to reject the
Plan. Because the Plan has not been accepted by Class 4c and the
Impaired Non-Voting Classes that are deemed to have rejected the
Plan, the Debtors seek confirmation under Section 1129(b), rather
than Section 1129(a)(8), of the Bankruptcy Code. Although Section
1129(a)(8) has not been satisfied, the Plan is confirmable pursuant
to section 1129(b)(1) of the Bankruptcy Code because: (a) at least
one Impaired Class voted to accept the Plan; and (b) the Plan does
not discriminate unfairly and is fair and equitable. As a result,
the Plan satisfies the requirements of section 1129(b) of the
Bankruptcy Code.
For the avoidance of doubt, the settlements with the Ad Hoc Group
and the Notes Indenture Trustee with respect to the Ad Hoc Group
Fees and Expenses and Notes Indenture Trustee Fees and Expenses are
integral components to the concessions embodied by the Plan. As
evidenced by the Castellano Declaration, (i) the Notes constitute
more than 92% of all Claims in Classes 4a, 4b, and 4c and the
members of the Ad Hoc Group hold approximately 70% in principal
amount of the outstanding Notes, and (ii) the Ad Hoc Group and
Notes Indenture Trustee have made substantial contributions to
these Chapter 11 Cases, including by engaging in hard fought
negotiations on the Plan as a result of which the distribution and
overall treatment afforded to the Liquidating Trust Beneficiaries
(who include Class 4a, Class 4b, and Class 4c) under the Plan has
been significantly enhanced. The additional value brought into the
Estates for the pro rata benefit of the Liquidating Trust
Beneficiaries, included:
(a) A partial Cash repayment of the Intercompany Secured
Facility between the Debtors and their Mexican Affiliates,
resulting in an increase in the Cash to be transferred to the
Liquidating Trust on the Effective Date for the benefit of the
Liquidating Trust Beneficiaries;
(b) The reduction of the Applicable Reserves, the Professional
Fee Escrow, and the Wind-Down Amount, which also increased the
amount of Cash included in the Liquidating Trust Assets for the
benefit of the Liquidating Trust Beneficiaries;
(c) The Debtors' agreement to a mutually acceptable procedure to
review the propriety of more than $6 million in VAT payments made,
or to be made, on Professional Fees; and
(d) Negotiation of the carefully crafted releases in the Plan,
which resulted in the preservation of the Preserved Estate Claims
to be vested in the Liquidating Trust for the benefit of the
Liquidating Trust Beneficiaries; and
(e) In addition, several members of the Ad Hoc Group provided
the DIP Facility, which helped fund the Debtors' operations during
these cases.
Pursuant to Article III.A and III.B of the Plan:
(a) The Allowed Priority Claims (Class 1) are Unimpaired, are
deemed to accept the Plan, and, on the Plan Distribution Date,
shall receive payment in full and in Cash;
(b) The Allowed Secured Claims (Class 2) are Unimpaired, are
deemed to accept the Plan, and, on the Plan Distribution Date,
shall receive either (i) payment in full and in Cash or (ii) its
collateral in full satisfaction thereof;
(c) The Allowed Foreign Convenience Claims (Class 3) are
Unimpaired, are deemed to accept the Plan, and shall receive,
except to the extent that a holder of a Foreign Convenience Claim
agrees to a less favorable treatment, in full satisfaction thereof,
Cash equal to 100% of the amount of such Allowed Foreign
Convenience Claim on or as soon as practicable after the latest of
(x) the Effective Date, (y) the date that such Foreign Convenience
Claim becomes Allowed, and (z) a date agreed to by the Debtors and
the holder of such Foreign Convenience Claim;
(d) The Allowed Other Unsecured Claims (Class 4a) are Impaired,
were entitled to vote on the Plan, and, on the Plan Distribution
Date, shall receive, in full satisfaction thereof, its Pro Rata
Share of the beneficial interest in the Liquidating Trust,
entitling such holder to receive proceeds on account of such
interests;
(e) The Allowed Notes Claims (Class 4b) are Impaired, were
entitled to vote on the Plan, and shall, subject to the Notes
Indenture Trustee's Charging Lien and the funding of the Notes
Indenture Trustee Reserve, receive on the Plan Distribution Date,
in full satisfaction of its Allowed Notes Claim, its Pro Rata Share
of the beneficial interest in the Liquidating Trust, entitling such
holder to receive proceeds on account of such interests;
(f) The Allowed Funded Debt Claims (Class 4c) against the
applicable Debtors are Impaired, were entitled to vote on the Plan,
and, shall receive, on the Plan Distribution Date, in full
satisfaction of its Allowed Funded Debt Claim, its Pro Rata Share
of the beneficial interest in the Liquidating Trust, entitling such
holder to receive proceeds on account of such interests;
(g) The Credit Suisse Claims (Class 4d) shall receive no
distribution under the Plan on account of such Claim and are deemed
to reject the Plan;
(h) The Intercompany Claims among Debtors (Class 5) shall be
cancelled on the Effective Date, are not entitled to any Plan
Distribution, and are deemed to reject the Plan;
(i) The Equity Interests in the Debtors (other than ALM) (Class
6) shall be Reinstated for administrative purposes only on the
Effective Date to facilitate and implement such Debtors' wind-down
and dissolution in accordance with applicable local law, shall
receive no distribution under the Plan, and are deemed to reject
the Plan; and
(j) The Equity Interests in ALM (Class 7) are Unimpaired, are
deemed to accept the plan, and shall be Reinstated on the Effective
Date.
Third Amended Chapter 11 Plan
Alpha Latam Management, LLC, et al., submitted a Third Amended
Chapter 11 Plan.
Under the confirmed Plan, holders of Class 4a Other Unsecured
Claims will receive on the Plan Distribution Date, in full
satisfaction of its Allowed Other Unsecured Claim, its Pro Rata
Share of the beneficial interest in the Liquidating Trust,
entitling such holder to receive proceeds on account of such
interests. Class 4a is impaired.
The Debtors or Liquidating Trustee, as applicable, shall provide
Plan Distributions from cash and vesting of assets (other than the
Liquidating Trust Assets) and contribution of liquidating trust
assets.
On and after the Effective Date, in accordance with the Wind-Down
Budget, the Debtors (except for ALM) shall (1) continue in
existence solely for purposes of (a) winding down the Debtors'
businesses and affairs as expeditiously as reasonably possible
pursuant to applicable local law, (b) paying the Professional Fee
Claims, (c) filing appropriate tax returns, (d) complying with
their continuing obligations under the Sale Documents (if
applicable), (e) administering the Refund Escrow; (f) administering
the Allowed AFPST Claims; (g) disputing the Disputed AFPST Claims;
and (h) administering the Plan in an efficacious manner; and (2)
liquidate or dissolve, as applicable, pursuant to applicable local
law. The Debtors shall have the power and authority to take any
actions necessary to wind-down the affairs of the Debtors;
provided, however, that, without Bankruptcy Court approval, the
Debtors shall not incur or make any expenditure or disbursement
which is not contemplated by or which would be in excess of the
amounts included in the Wind-Down Budget or which would cause the
aggregate of such expenditures and disbursements to exceed the
Wind-Down Amount.
On the Effective Date, the Debtors shall retain the Sale
Consideration or, if applicable, Cash in an amount equal to the
Wind-Down Amount (inclusive of the Professional Fee Escrow) in
accordance with the terms of the WindDown Budget to facilitate the
liquidation and/or dissolution of the respective Debtors under
local law. Any remaining amounts of Cash in the Wind-Down Reserve
following all required distributions therefrom in accordance with
the terms of the Wind-Down Budget shall promptly be transferred to
the Liquidating Trust Distribution Account in accordance with the
terms of the Plan and the Wind-Down Budget.
The Debtors shall make all distributions on account of the Allowed
Professional Fee Claims, Allowed AFPST Claims, and Wind-Down
Amounts in accordance with the Plan and the Wind-Down Budget. In
the event an Allowed Professional Fee Claim, AFPST Claim, or
Wind-Down Amount shall be payable on a day other than a Business
Day, such Plan Distribution shall instead be paid on the
immediately succeeding Business Day, but shall be deemed to have
been made on the date otherwise due.
The Liquidating Trust shall be established for the sole purpose of
liquidating and distributing its assets, in accordance with
Treasury Regulation section 301.7701-4(d) and as a "grantor trust"
for federal income tax purposes, pursuant to sections 671 through
679 of the Internal Revenue Code, with no objective to continue or
engage in the conduct of a trade or business. The Liquidating Trust
shall be governed by the Plan and the Liquidating Trust Agreement.
The Liquidating Trust Agreement shall contain provisions customary
to trust agreements utilized in comparable circumstances,
including, without limitation, any and all provisions necessary to
ensure the continued treatment of the Liquidating Trust as a
grantor trust and the Liquidating Trust Beneficiaries as the
grantors and owners thereof for federal income tax purposes. For
United States federal income tax purposes, all parties (including,
without limitation, the Debtors, the Liquidating Trustee, and the
Liquidating Trust Beneficiaries) shall treat the transfer of
Liquidating Trust Assets to the Liquidating Trust as (1) a transfer
of the Liquidating Trust Assets to the Liquidating Trust
Beneficiaries, followed by (2) the contribution of such assets to
the Liquidating Trust in exchange for interests therein. The
Liquidating Trust Agreement may provide powers, duties, and
authorities in addition to those explicitly stated herein, but only
to the extent that such powers, duties, and authorities are for the
primary purpose of receiving Liquidating Trust Assets and
distributing any such assets pursuant to the Plan, with no
objective to continue or engage in the conduct of a trade or
business except to the extent reasonably necessary to, and
consistent with, the purpose of the Liquidating Trust, and without
effect to its status as a "liquidating trust" for United States
federal income tax purposes. In the event of any inconsistency
between the Plan and the Liquidating Trust Agreement, the Plan
shall control.
The Liquidating Trustee shall make all Plan Distributions to the
Liquidating Trust Beneficiaries in accordance with the Plan and the
Liquidating Trust Agreement and the Debtors shall make all Plan
Distributions to holders of the AFPST Claims from the Applicable
Reserves or available Cash in accordance with the Plan and the
Wind-Down Budget. All distributions on account of Preserved
Noteholder Claims which constitute Alpha Noteholder Claims Trust
Assets shall be made as provided in Article VI. In the event a Plan
Distribution shall be payable on a day other than a Business Day,
such Plan Distribution shall instead be paid on the immediately
succeeding Business Day, but shall be deemed to have been made on
the date otherwise due. For federal income tax purposes, except to
the extent a Plan Distribution is made in connection with
Reinstatement of an obligation pursuant to section 1124 of the
Bankruptcy Code, a Plan Distribution will be allocated first to the
principal amount of a Claim and then, to the extent the Plan
Distribution exceeds the principal amount of the Claim, to the
portion of the Claim representing accrued but unpaid interest and
other fees, premiums and charges, as applicable. Except as
otherwise provided herein, Plan Distributions shall be made to the
holders of Allowed Claims as reflected in the registry of Claims
maintained by Prime Clerk, the Debtors' claims agent, on the
Effective Date.3 Notwithstanding and without limitation of the
generality of the foregoing, prior to the Effective Date, the
Debtors shall determine the amount of the Applicable Reserves and
before or after the Effective Date, the Debtors shall set aside
Cash to fund such Applicable Reserves, provided that after all such
obligations payable from the Applicable Reserves have been paid in
full, any remaining Cash in such reserve shall be transferred to
the Liquidating Trust Distribution Account unless the Debtors
obtain approval from the Bankruptcy Court for such amounts to be
transferred to the Wind-Down Reserve. On the Effective Date, the
Liquidating Trustee shall also distribute beneficial interests in
the Liquidating Trust to the holders of Funded Debt Claims, Notes
Claims, and any Other Unsecured Claims that constitute Allowed
Claims as of such date and shall make further distributions of such
beneficial interests to holders of any Other Unsecured Claims that
have not become Allowed Claims as of the Effective Date, promptly
after any of such Other Unsecured Claims have been Allowed.
Co-Counsel to the Debtors and Debtors in Possession:
Mark D. Collins, Esq.
John H. Knight, Esq.
Brendan J. Schlauch, Esq.
J. Zachary Noble, Esq.
RICHARDS, LAYTON & FINGER, P.A.
One Rodney Square
920 North King Street
Wilmington, DE 19801
Telephone: (302) 651-7700
Facsimile: (302) 651-7701
E-mail: collins@rlf.com
knight@rlf.com
schlauch@rlf.com
noble@rlf.com
- and -
John K. Cunningham, Esq.
Richard S. Kebrdle, Esq.
Amanda A. Parra Criste, Esq.
WHITE & CASE LLP
200 South Biscayne Boulevard, Suite 4900
Miami, FL 33131
Telephone: (305) 371-2700
E-mail: jcunningham@whitecase.com
rkebrdle@whitecase.com
aparracriste@whitecase.com
Philip M. Abelson, Esq.
John J. Ramirez, Esq.
Brett L. Bakemeyer, Esq.
1221 Avenue of the Americas
New York, NY 10020
Telephone: (212) 819-8200
E-mail: philip.abelson@whitecase.com
john.ramirez@whitecase.com
brett.bakemeyer@whitecase.com
A copy of the Order dated March 16, 2022, is available at
https://bit.ly/3wp6qzo from PacerMonitor.com.
A copy of the Plan dated March 16, 2022, is available at
https://bit.ly/36d9JPw from PacerMonitor.com.
About LATAM Airlines Group
LATAM Airlines Group S.A. -- http://www.latam.com/-- is a
pan-Latin American airline holding company involved in the
transportation of passengers and cargo and operates as one unified
business enterprise. It is the largest passenger airline in South
America.
Before the onset of the COVID-19 pandemic, LATAM offered passenger
transport services to 145 different destinations in 26 countries,
including domestic flights in Argentina, Brazil, Chile, Colombia,
Ecuador and Peru, and international services within Latin America
as well as to Europe, the United States, the Caribbean, Oceania,
Asia and Africa.
LATAM and its 28 affiliates sought Chapter 11 protection (Bankr.
S.D.N.Y. Lead Case No. 20-11254) on May 25, 2020. Affiliates in
Chile, Peru, Colombia, Ecuador and the United States are part of
the Chapter 11 filing.
The Debtors disclosed $21,087,806,000 in total assets and
$17,958,629,000 in total liabilities as of Dec. 31, 2019.
The Hon. James L. Garrity, Jr., is the case judge.
The Debtors tapped Cleary Gottlieb Steen & Hamilton LLP as
bankruptcy counsel, FTI Consulting as restructuring advisor, Lee
Brock Camargo Advogados as local Brazilian litigation counsel, and
Togut, Segal & Segal LLP and Claro & Cia in Chile as special
counsel. The Boston Consulting Group, Inc., and The Boston
Consulting Group UK LLP are the Debtors' strategic advisors while
PJT Partners LP serve as their investment banker. Prime Clerk, LLC,
is the claims agent.
The official committee of unsecured creditors formed in the case
tapped Dechert LLP as its bankruptcy counsel, Klestadt Winters
Jureller Southard & Stevens, LLP as conflicts counsel, UBS
Securities LLC as investment banker, and Conway MacKenzie, LLC as
financial advisor. Ferro Castro Neves Daltro & Gomide Advogados is
the committee's Brazilian counsel.
The ad hoc group of LATAM bondholders tapped White & Case LLP as
counsel.
Glenn Agre Bergman & Fuentes, LLP, led by managing partner Andrew
Glenn and partner Shai Schmidt, has been retained as counsel for
the ad hoc committee of shareholders.
ARCHDIOCESE OF SANTA FE: Lawyers Offer Moderate Hope to Ch. 11 Case
-------------------------------------------------------------------
Rick Ruggles of Santa Fe New Mexican reports that attorneys offered
moderate hope Friday, March 25, 2022, for a resolution in the
Archdiocese of Santa Fe Chapter 11 bankruptcy case.
The next two days of mediation, set for Monday, March 28, 2022, and
Tuesday, March 29, 2022, could go a long way in determining the
outcome, attorneys said. But one attorney gave a different view,
saying he and his clients would pursue other solutions if they
aren't satisfied with negotiations.
Attorneys met with U.S. Bankruptcy Judge David Thuma in person and
by phone Friday, March 25, 2022, in a 30-minute "status conference"
about the case which has been going on more than three years and
involves about 400 accusers who say they were victims of sexual
abuse perpetrated by clergy in the Roman Catholic Church.
The archdiocese is wrestling with four insurance companies over
agreements made in the mid-1990s. Both sides allege the other
isn’t fulfilling its pledge on payouts. Insurance payments are
widely seen as vital to a resolution.
Thomas Walker, an Albuquerque attorney for the archdiocese, told
Thuma he and his client "remain optimistic that a settlement can be
reached" and that he is looking forward to "wrapping it up."
But Los Angeles attorney James Stang, who represents an influential
group of accusers called the "unsecured creditors committee,"
employed Walker's terminology in conveying his doubts.
"We would like to wrap it up," Stang said, but added he and his
clients will seek alternatives if they feel the Chapter 11
bankruptcy effort hasn't served them well.
He said "if we can't get this done, we are going to consider" all
options, "including whether this case has any viability."
Thuma asked if it was accurate for him to think the next two days
of mediation will be crucial.
"Probably everybody has their own impression," Walker responded. He
said the most recent two days of mediation sessions, in mid-March,
"did not get the job done, but we are closer." He conceded the
mediation needs to not just bring parties closer, "but to get it
done."
"But everybody needs to bring everything they've got these next few
days," Thuma said.
Stang responded his clients are not "suffering from case fatigue"
and are "not going to throw in the towel."
"But I want you to know that they have the energy to get this
done," Stang added, referring to his clients. "It's got to be the
right [settlement] number and the other right terms and
conditions."
Thuma scheduled another status conference for April 29, 2022. The
judged signed off and said: "Good luck next week."
About the Archdiocese of Santa Fe
The Roman Catholic Church of the Archdiocese of Santa Fe --
https://www.archdiosf.org/ -- is an ecclesiastical territory or
diocese of the southwestern region of the United States in the
state of New Mexico. At present, the Archdiocese of Santa Fe covers
an area of 61,142 square miles. There are 93 parish seats and 226
active missions throughout this area.
The Archdiocese of Santa Fe sought Chapter 11 protection (Bankr.
D.N.M. Case No. 18-13027) on Dec. 3, 2018, to deal with child abuse
claims. It reported total assets of $49,184,579 and total
liabilities of $3,700,000 as of the bankruptcy filing. Judge David
T. Thuma oversees the case.
The archdiocese tapped Elsaesser Anderson, Chtd. and Walker &
Associates, P.C., as bankruptcy counsel, Stelzner, Winter,
Warburton, Flores, Sanchez & Dawes, P.A as special counsel, and
REDW LLC as accountant.
ART VAN: Trustee's Lawsuit Aims to Reclaim Millions From Founders
-----------------------------------------------------------------
Rose White of Michigan Live reports that two years after Art Van
Furniture collapsed, lawsuit seeks to reclaim millions from the
founding family.
It's been two years since Art Van Furniture collapsed and held
"going out of business" sales at its 200 stores. Now, a bankruptcy
trustee is seeking to recoup millions from the founding family who
sold the Michigan-based furniture retail chain in 2017.
An 86-page lawsuit, filed in federal bankruptcy court earlier this
month, alleges the sale-leaseback of Art Van Furniture properties
made during the $621 million deal doomed the company with new rent
payments on top of debt from the leveraged buyout.
The "fraudulent transfer" allegation, made by bankruptcy trustee
Alfred T. Giuliano, aims to reclaim $105 million from the Van
Elslander family to pay creditors. Heirs to founder Art Van
Elslander dispute the lawsuit saying Art Van Furniture failed
because of the new owner's business decisions.
"We have no ownership of what happened to the business after the
sale on March 1, 2017," the family said in a statement.
Wayne State University law professor Laura Bartell says fraudulent
transfer allegations, which aren't rooted in actual fraud, are
common in leveraged buyouts. Ultimately, these types of lawsuits
are trying to figure out what caused a company's financial ruin.
Bartell is not involved in the lawsuit, but is an expert in
bankruptcy law.
"They're not saying the heirs were trying to do something wrong,"
she said. "The question is whether in fact the company was rendered
insolvent because of the fraudulent transfer. The heirs say the
company was perfectly solvent when they sold it and it was the new
buyers who ran it into the ground. The truth is somewhere in
between."
Art Van Furniture, founded in 1959, was a "profitable and
successful family-owned and operated Midwest furniture retailer.
That all changed in 2017 when the VE (Van Elslander) defendants
decided to sell the business for approximately $620 million," the
lawsuit says.
Before the sale, Art Van Furniture was netting nearly $17 million
in annual profits. After the deal, it would "never have a
profitable fiscal year," according to the complaint.
In March 2020, the company announced it would be closing all its
stores, putting nearly 4,000 people out of work, kicking off a
frenzy of liquidation sales and vacating dozens of massive
shopfronts.
Related: Police order crowded Art Van Furniture store to close
early: ‘We could come close to a riot’
The Van Elslanders contend Art Van Furniture was "generating cash,
debt-free" when it was sold to Boston-based Thomas H. Lee
Partners.
"We were promised by the buyer that the decades of commitment to
employees and communities would continue as strong as ever. Those
promises were broken,” a family statement said.
Giuliano argues in the lawsuit that Art Van Furniture was stripped
of its "crown jewels" when mortgage-free properties were sold to
landlords for $434 million dollars through the sale-leaseback
agreement. Those real estate sales, including the
one-million-square foot headquarters in Warren, accounted for 70%
of the purchase price.
This put Art Van Furniture on the hook for $877 million in future
lease obligations, up from $136.5 million before the sale—an
"unsustainable debt load," the lawsuit alleges. The company owed
about $33.4 million more in interest and lease expenses per year
under the new owners.
"That amount far exceeded the average net earnings generated by the
business and even exceeded the highest net earnings ever generated
by the business," the lawsuit said.
By September 2017, seven months after the sale, Art Van Furniture
had lost nearly $22.5 million—the first loss in at least a
decade. Two years later losses totaled $189 million.
"The target company is impoverished because it takes on all this
debt that it didn't have before," Bartell said. "And that's what
the trustee is alleging, that the company was rendered insolvent by
this transaction under which the Art Van family took the money."
The Archie A. Van Elslander trust received $529 million from the
sale, according to the lawsuit, and entities controlled by heirs
received more than $75 million. Another $8 million went to Gary Van
Elslander, $2.5 million to David Van Elslander and $6 million to
former chief executive officer Richard Kim Yost.
After the deal, the lawsuit says Art Van Furniture was left with $2
million.
Bartell says it's unusual to see a fraudulent transfer allegation
made against a family business like Art Van Furniture where each
heir got a "little or big piece" of the company. Named in the
lawsuit are the 10 Van Elslander children, Yost and the Archie Van
Elslander estate.
"Sometimes they're successful. Sometimes they're not," Bartell
said. "It's a financial assessment and you're always looking at it
in the rearview mirror. It's very hard to say they were perfectly
solvent when the transaction took place, and now they're in
bankruptcy. So how did they get from there to here."
The Van Elslander family argues this lawsuit is an "unfair attempt"
to shift the company losses.
"Make no mistake, the bankruptcy proceedings may be labeled 'Art
Van,' but this is about the consequences of business decisions made
by the company that purchased our family business in 2017," a
statement said.
The Van Elslanders said they plan to fight the lawsuit in court.
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.
AUTOMOTIVE PARTS: Plan Solicitation Period Extended to April 15
---------------------------------------------------------------
Judge Edward Morris of the U.S. Bankruptcy Court for the Northern
District of Texas granted APDI Liquidation, LLC a 14-day extension
of its exclusivity period to solicit acceptances for its proposed
Chapter 11 plan of liquidation.
The bankruptcy judge extended the exclusivity period to April 15
from April 1 to enable APDI, formerly known as Automotive Parts
Distribution International, LLC, to solicit votes for the plan on
the timeline also agreed to by the official unsecured creditors'
committee, which is working with the company to confirm the plan.
The timeline provides for APDI's swift exit from bankruptcy while
also providing time between objection deadlines and hearing dates
to further consensual resolution of potential issues, according to
court filings.
APDI and the committee jointly filed the liquidating plan on Jan.
10. Under the plan, general unsecured creditors, which assert more
than $6.3 million in claims, will recover 3.2% to 8.9% of their
claims.
About Automotive Parts
Automotive Parts Distribution International, LLC, now known as APDI
Liquidation LLC, was established in January 2008 as a distribution
and marketing company to cover the North American aftermarket. It
offers radiators, condensers, fan assemblies, heater cores,
intercoolers, heavy duty radiators, and fuel pump module
assemblies.
Automotive Parts filed a voluntary petition for Chapter 11
protection (Bankr. N.D. Texas Case No. 21-41655) on July 12, 2021,
listing up to $10 million in assets and up to $50 million in
liabilities. Kevin O'Connor, chief executive officer, signed the
petition. Judge Edward L. Morris oversees the case.
The Debtor tapped Winstead PC, and Ice Miller, LLP as legal
counsels and Howard, LLP as tax services provider.
The U.S. Trustee for Region 6 appointed an official committee of
unsecured creditors in the Debtor's Chapter 11 case on Aug. 6,
2021. Kelley Drye & Warren, LLP and Province, LLC serve as the
committee's legal counsel and financial advisor, respectively.
The Debtor and the unsecured creditors' committee jointly filed a
Chapter 11 plan of liquidation on Jan. 10, 2022.
AVINGER INC: Reports $21.6 Million Net Loss for 2021
----------------------------------------------------
Avinger, Inc. filed with the Securities and Exchange Commission its
Annual Report on Form 10-K disclosing a net loss applicable to
common stockholders of $21.59 million on $10.13 million of revenues
for the year ended Dec. 31, 2021, compared to a net loss applicable
to common stockholders of $22.87 million on $8.76 million of
revenues for the year ended Dec. 31, 2020.
As of Dec. 31, 2021, the Company had $29.49 million in total
assets, $19.76 million in total liabilities, and $9.72 million in
total stockholders' equity.
"The Avinger team executed important strategic initiatives across
the company during 2021, despite the continued challenges of the
COVID-19 resurgence," commented Jeff Soinski, Avinger's president
and CEO. "We grew revenue by 16%, significantly improved gross
margin, and added new accounts and users to our platform in 2021.
We received FDA clearance for two 510(k) submissions, adding the
ISR clinical indication for Pantheris and making a dramatic leap
forward with the introduction of our Lightbox 3 next generation
imaging console. We also released outstanding clinical data from
our INSIGHT trial clearly demonstrating the safety and efficacy of
Pantheris for the treatment of ISR and are currently enrolling
patients in our IMAGE-BTK study, which evaluates Pantheris SV for
the treatment of below-the-knee lesions."
"While hospital constraints and staffing shortages have continued
to negatively impact procedural volume in the first quarter of
2022, we have started to see signs of improving market conditions
in recent weeks."
"In addition to our focus on driving case volume activity, we are
excited about the potential for our platform to revolutionize the
treatment of vascular disease through additional product launches.
We expect to file 510(k) applications for two new catheters in our
peripheral product portfolio in 2022. In addition, we have
advanced the initial development efforts for our first entry into
the coronary market, an image-guided CTO-crossing catheter for the
treatment of CAD, which we believe provides a transformational
value opportunity for Avinger."
As of Dec. 31, 2021, the Company had cash and cash equivalents of
$19.5 million and an accumulated deficit of $384.8 million,
compared to cash and cash equivalents of $22.2 million and an
accumulated deficit of $367.3 million as of Dec. 31, 2020. The
Company expects to incur losses for the foreseeable future. The
Company believes that its cash and cash equivalents of $19.5
million at Dec. 31, 2021, together with the approximately $6.7
million net proceeds from the January 2022 equity financing,
expected revenues, debt and financing activities and funds from
operations will be sufficient to allow the Company to fund its
current operations through the second quarter of 2023.
Avinger stated, "To date, we have financed our operations primarily
through net proceeds from the issuance of our preferred stock and
debt financings, our "at-the-market" program, our initial public
offering, or IPO, our follow-on public offerings and warrant
issuances. We do not know when or if our operations will generate
sufficient cash to fund our ongoing operations. Additional debt
financing, if available, may involve covenants restricting our
operations or our ability to incur additional debt. Any additional
debt financing or additional equity that we raise may contain terms
that are not favorable to us or our stockholders and require
significant debt service payments, which divert resources from
other activities. Additional financing may not be available at
all, or if available, may not be in amounts or on terms acceptable
to us. If we are unable to obtain additional financing, we may be
required to delay the development, commercialization and marketing
of our products and we may be required to significantly scale back
our business and operations."
"In addition, the COVID-19 pandemic and responses thereto have
resulted in reduced consumer and investor confidence, instability
in the credit and financial markets, volatile corporate profits,
restrictions on elective medical procedures, and reduced business
and consumer spending, which could increase the cost of capital
and/or limit the availability of capital to us. While we have
taken certain actions to manage our available cash and other
resources to mitigate the effects of COVID-19 on our business,
there can be no assurance that such strategies will be successful
in mitigating the negative impacts of the COVID-19 pandemic on our
liquidity and capital resources."
Fourth Quarter 2021 Financial Results
Total revenue was $2.4 million for the fourth quarter of 2021,
consistent with the third quarter and down 12% from the fourth
quarter of 2020. The 2021 fourth quarter was impacted by hospital
constraints on procedural volume and hospital staffing shortages
related to the resurgence of COVID-19.
Gross margin for the fourth quarter of 2021 was 30%, compared with
34% in the third quarter of 2021 and 36% in the prior year fourth
quarter. Operating expenses for the fourth quarter of 2021 were
$5.3 million, stable to the third quarter and increasing slightly
from $5.2 million in the fourth quarter of 2020. Operating
expenses included expansion of the sales team to drive revenue
growth, as well as additional investment associated with the
Company's development programs.
Net loss and comprehensive loss for the fourth quarter of 2021 was
$5.0 million, compared with $4.9 million in the third quarter of
2021 and $4.6 million in the fourth quarter of 2020.
Adjusted EBITDA was a loss of $4.3 million, compared to a loss of
$4.1 million in the third quarter 2021 and a loss of $3.7 million
in the fourth quarter of 2020.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1506928/000143774922006919/avgr20211231_10k.htm
About Avinger
Headquartered in Redwood City, California, Avinger --
http://www.avinger.com-- is a commercial-stage medical device
company that designs and develops image-guided, catheter-based
system for the diagnosis and treatment of patients with Peripheral
Artery Disease (PAD).
AYRO INC: Incurs $33.1 Million Net Loss in 2021
-----------------------------------------------
Ayro, Inc. filed with the Securities and Exchange Commission its
Annual Report on Form 10-K disclosing a net loss of $33.08 million
on $2.68 million of revenue for the year ended Dec. 31, 2021,
compared to a net loss of $10.76 million on $1.60 million of
revenue for the year ended Dec. 31, 2020.
As of Dec. 31, 2021, the Company had $78.13 million in total
assets, $4.70 million in total liabilities, and $73.42 million in
total stockholders' equity.
As of Dec. 31, 2021, the Company had $69.16 million in cash and
working capital of $72.31 million. As of Dec. 31, 2020, the
Company had $36.54 million in cash and working capital of $38.50
million. The increase in cash and working capital was primarily a
result of its capital raising activities through Dec. 31, 2021.
The Company's sources of cash since inception have been
predominantly from the sale of equity and debt.
Ayro stated, "Our business is capital-intensive, and future capital
requirements will depend on many factors, including our growth
rate, the timing and extent of spending to support development
efforts, the results of our strategic review, the expansion of our
sales and marketing teams, the timing of new product introductions
and the continuing market acceptance of our products and services.
We are working to control expenses and deploy our capital in the
most efficient manner.
"We are evaluating other options for the strategic deployment of
capital beyond our ongoing strategic initiatives, including
potentially entering other segments of the electric vehicle market.
We anticipate being opportunistic with our capital, and we intend
to explore potential partnerships and acquisitions that could be
synergistic with our competitive stance in the market.
"We are subject to a number of risks similar to those of earlier
stage commercial companies, including dependence on key individuals
and products, the difficulties inherent in the development of a
commercial market, the potential need to obtain additional capital,
competition from larger companies, other technology companies and
other technologies. Based on the foregoing, management believes
that the existing cash at December 31, 2021, will be sufficient to
fund operations for at least the next twelve months following the
date of this report."
Management Commentary
"Despite supply chain disruptions and continued impact from the
coronavirus epidemic, we enjoyed record revenue in the fourth
quarter, driven by record unit deliveries of the Club Car Current
LSEV, formerly called the 411x," commented AYRO CEO Tom
Wittenschlaeger. "We continue to be a leader in the LSEV market,
and, as I have mentioned previously, we continue to expect record
revenue and unit deliveries again in the first and second quarters
of 2022.
"Moreover, in December 2021, we began development of the
next-generation 411 fleet vehicle model year 2023 refresh, referred
to as the 'AYRO Z', which includes updates on our supply chain and
our manufacturing strategy. We are targeting to launch the AYRO Z
by year-end 2022 and envision the AYRO Z being ideally suited for
light-duty uses, including low-speed logistics, maintenance and
cargo services, and personal transport in a quiet and
zero-emissions vehicle that should offer a major technology refresh
over the 411x/Club Car Current. We believe that our leadership
team has the requisite automotive manufacturing and EV experience
to launch the AYRO Z with an aggressive design schedule and
materially reduced development cost. We are making excellent
progress in developing a supply chain for the AYRO Z that is
primarily North American-sourced and that should have zero
components from China. Again, the costs, delays, and logistics of
sourcing our components from China are less than ideal, and we
believe that we can and will do better.
"In addition to corporate customers looking for an environmentally
friendly fleet of light-duty support electric vehicles, the AYRO Z
is ideally suited for duties on many government properties, such as
military bases, airports, forward-deployed installations, and even
large vessels, where non-exhaust emitting, quiet vehicles are
highly desirable. We further intend to position the AYRO Z for
sale on the General Services Administration (GSA) schedule
beginning in the fourth quarter of 2022 so that it may be provided
at pre-negotiated prices for end-use by the federal government.
This would represent an increase in the total addressable market
for AYRO beyond the commercial fleet market being targeted today.
"At year-end 2021, our cash balance was $69.2 million. In previous
corporate updates, I have mentioned the necessity of evaluating the
cost structure of AYRO and possibly making some changes to maximize
our cash runway and better align our costs with our objectives. In
the fourth quarter, some tangible signs of our operating profile
are evident. Make no mistake, we have not stopped innovating at
AYRO. Rather, we have simply modified what products and market
segments we are emphasizing and have limited spending outside of
those focus areas.
"The result of the changes implemented in my first six months at
AYRO should result in significant cost savings. We would expect
our ongoing operating loss to narrow even further in 1Q22 and 2Q22
due to continued improvements in our cost structure that were made
in the calendar new year and that did not show up in 4Q21 results,
even as we are ramping our development activities for the AYRO Z.
Additionally, we had approximately $1.78 million in one-time cost
of goods sold (COGS) expenses in 4Q21 related to the shift to our
North American-based manufacturing and supply chain strategy that
will not recur in future quarters.
"In summary, 2022 should be a very busy year for the AYRO team. We
look forward to rolling out the AYRO Z by year-end and introducing
a next-generation light-duty electric truck that offers numerous
cargo and payload hauling options, is extremely ergonomic, and
meets the sustainability and 'green' goals that are increasingly
common from today's fleet managers.
"I look forward to further updating investors in the future and
appreciate our employees for their dedication and drive and our
shareholders for their continued interest and support," concluded
Mr. Wittenschlaeger.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1086745/000149315222007504/form10k.htm
About AYRO
Texas-based AYRO, Inc., f/k/a DropCar, Inc. -- http://www.ayro.com
-- engineers and manufactures purpose-built electric vehicles to
enable sustainable fleets. AYRO's EVs are an eco-friendly
microdistribution alternative to gasoline vehicles.
Ayro reported a net loss of $10.76 million for the year ended Dec.
31, 2020, a net loss of $8.66 million for the year ended Dec. 31,
2019, and a net loss of $18.75 million for the year ended Dec. 31,
2018.
BAY CIRCLE: Thakkar Can't Intervene in Suit vs. NRCT
----------------------------------------------------
Judge Wendy L. Hagenau of the United States Bankruptcy Court for
the Northern District of Georgia, Atlanta Division, denied the
Motion to Intervene filed by Chittranjan Thakkar in the adversary
proceeding styled GOOD GATEWAY, LLC and, SEG GATEWAY, LLC, on
behalf of JOHN LEWIS, CHAPTER 11 TRUSTEE FOR BAY CIRCLE PROPERTIES,
LLC, Plaintiff, v. NRCT, LLC, Defendant, Adv. Proc. No. 19-5284
(N.D. Ga.).
Gateway filed a complaint on behalf of the Bay Circle Chapter 11
Trustee against NRCT, LLC, with respect to Bay Circle's
Contribution Claim on August 13, 2019, initiating this adversary
proceeding. Mr. Thakkar seeks to intervene as an interested party.
Mr. Thakkar is not a named party in the adversary proceeding and,
at the time the complaint was filed, he was no longer the manager
of either Bay Circle or NRCT as that responsibility had passed to
the Chapter 11 Trustee.
The Court entered a Scheduling Order on May 31, 2019, which
required Gateway and the Trustee to notify Mr. Thakkar and all
other non-Debtor guarantors whether Gateway intended to seek a
judgment against them, or only against NRCT. On July 16, 2019,
Gateway filed its Statement Concerning Parties Against Whom A
Judgment For Contribution and/or Subrogation Will Be Sought,
stating it was only seeking a judgment against NRCT. The Chapter 11
Trustee filed a similar statement.
Pursuant to the Scheduling Order, the non-Debtor guarantors were
required to state whether they insisted on being named as parties
in the adversary proceeding. On July 30, 2019, Mr. Thakkar and his
wife, Saloni Thakkar, filed a Response to Scheduling Order, stating
they did not consent to the jurisdiction of the Court and did not
insist on being named as parties. Also on July 30, 2019, the other
non-Debtor guarantors filed a Statement Concerning Parties Against
Whom a Judgment for Contribution and/or Subrogation May Be Sought
stating that Niloy, Inc., Niloy & Rohan LLC, Jax Fairfield, LLC,
Niloy Thakkar, and Rohan Thakkar did not insist on being named as
parties.
The Court has acknowledged that the sole members of NRCT -- Niloy
and Rohan Thakkar, Mr. Thakkar's sons -- stood to gain or lose
based on the outcome of the adversary proceeding and therefore
allowed them, rather than the Chapter 11 Trustee, to direct the
NRCT defense. The Court noted the counsel representing NRCT has
been retained, directed, and (presumably) paid by Niloy and Rohan
Thakkar. Nevertheless, none of the members has ever been a party.
The pleadings have been filed in the name of NRCT or "the equity
holders of NRCT," but only NRCT is a party against whom a judgment
can be rendered.
Mr. Thakkar contends he now holds a 5% membership interest in NRCT
by virtue of a recent transfer of interest from his son, Rohan, and
he is entitled to intervene in this case pursuant to Rule 24 of the
Federal Rules of Civil Procedure. Mr. Thakkar contends he has a
significant protectable interest in the subject matter of this
litigation because he is a minority owner of NRCT. However, Judge
Hagenau finds Mr. Thakkar's alleged interest is purely economic and
is not the type that would allow him to intervene as of right in
this dispute. Though he may have an indirect interest in the
outcome of the litigation, it is not of the direct, substantially
and legally protectable nature required by Rule 24(a)(2), Judge
Hagenau notes.
Further, according to the Motion, Mr. Thakkar only recently
obtained his minority interest in NRCT. It seems that after being
repeatedly told he does not have standing, he contrived to become a
minority owner to participate in this litigation, the judge
observes. The District Court and the Eleventh Circuit have both
found Mr. Thakkar does not have standing to appeal and, even
assuming Mr. Thakkar is a member of both Debtors, such an interest
does not give him standing.
Finally, intervention of right is not warranted where the movant
fails to show its interest would not be adequately protected by
existing parties, Judge Hagenau rules, noting Mr. Thakkar has not
demonstrated his interest is represented inadequately by the
existing parties to the suit. To the contrary, NRCT is adequately
represented by competent counsel in this proceeding (both Edmund S.
Whitson and Henry F. Sewell, Jr. represent NRCT). The Court has
already allowed the equity interests to direct NRCT's defense and,
if Mr. Thakkar is equity, he can participate with his sons in that
direction. But that is NOT equivalent to intervention or becoming a
party. Mr. Thakkar's interest as an owner of NRCT is thus capably
represented in this proceeding. In fact, it was Mr. Thakkar's sons
who previously owned all of NRCT and who contracted for counsel.
This is not a situation where he was a stranger to the litigation.
Moreover, he objected to the Court's jurisdiction over him and
expressly declined to be named as a party.
Judge Hagenau further rules Mr. Thakkar has not shown he is
entitled to intervention as of right as his request is not timely,
he does not have a significant protectable interest in the subject
matter of this litigation, and he has not shown his interests are
not adequately represented. Accordingly, the Court will deny his
request for intervention as of right.
A full-text copy of Judge Hagenau's Order dated March 17, 2022, is
available at https://tinyurl.com/4yv2mpk6 from Leagle.com.
About Bay Circle Properties, et al.
Bay Circle Properties, LLC, DCT Systems Group, LLC, Sugarloaf
Centre, LLC, Nilhan Developers, LLC, and NRCT, LLC, owned 16
different real properties including significant undeveloped
acreage. The properties included office and warehouse buildings,
retail shopping centers and free standing single tenant buildings.
Bay Circle Properties, et al., filed Chapter 11 bankruptcy
petitions (Bankr. N.D. Ga. Case Nos. 15-58440 to 15-58444) on May
4, 2015. The Chapter 11 cases were jointly administered. In the
petition signed by Chuck Thakkar, manager, Bay Circle estimated $1
million to $10 million in assets and liabilities.
The Debtors tapped John A. Christy, Esq., J. Carole Thompson
Hord,Esq., and Jonathan A. Akins, Esq., at Schreeder, Wheeler &
Flint, LLP, as bankruptcy attorneys. The Debtors engaged RG Real
Estate, Inc., as real estate broker.
Ronald L. Glass was appointed as Chapter 11 trustee for the
Debtors. The trustee tapped Morris, Manning & Martin, LLP as his
bankruptcy counsel; GlassRatner Advisory & Capital Group, LLC as
his financial advisor; and Nelson Mullins Riley & Scarborough LLP
as special counsel.
On April 8, 2020, the Chapter 11 Trustee filed a motion to convert
the Bay Circle case to one under Chapter 7 (Case No. 15-58440). The
motion was granted, and the case converted to Chapter 7 on May 5,
2020). John Lewis, Jr. was thereafter appointed as Chapter 7
Trustee.
BLACK NEWS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: Black News Channel, LLC
2320 Killearn Center Blvd.
Building D
Tallahassee, FL 32309
Business Description: Black News is a news network and the only
provider of 24/7 multiplatform programming
dedicated to covering the unique
perspectives, challenges and successes of
Black and Brown communities.
Chapter 11 Petition Date: March 28, 2022
Court: United States Bankruptcy Court
Northern District of Florida
Case No.: 22-40087
Debtor's Counsel: Richard R. Thames, Esq.
THAMES MARKEY, P.A.
50 North Laura Street, Suite 1600
Jacksonville, FL 32202
Tel: (904) 358-4000
Email: brm@thamesmarkey.law
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Maureen Brown, vice president of
finance.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/YHBKRSQ/Black_News_Channel_LLC__flnbke-22-40087__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. Amagi Corporation CDN Services Fees $128,403
838 Walker Rd.,
#21-2
Dover, DE 19904
2. American Broadcasting $87,500
Companies, Inc.
77 W. 66th St.
New York, NY
10023-6298
3. Associated Press Miscellaneous $105,682
200 Liberty St. monthly fees
New York, NY 10281
4. Brightcove, Inc. Channel $125,421
290 Congress St. monitoring
3rd Fl.
Boston, MA 02210
5. CBS News News pool $96,012
21940 Network Pl. subscription
Chicago, IL
60673-1219
6. CNN Newsource Contract and $123,366
P.O. Box 32066 Archives Fees
New York, NY 10087-2006
7. Comcast Business Cable & Internet $77,739
P.O. Box 37601
Philadelphia, PA
19101-0601
8. GTT Americas, LLC Fiber Services $52,722
7900 Tysons One
Pl., #1450
Mc Lean, VA 22102
9. Harford Insurance $79,819
One Hartford Plaza Premiums
Hartford, CT 06155
10. Holland & Knight, LLP Attorneys Fees $58,594
P.O. Box 864084
Orlando, FL
32286-4084
11. Liquid Soul Media Media Strategy, $198,550
1024 Hemphill Ave. #B planning, and
Atlanta, GA 30318 buying
12. Mebar-Realty Rent $127,767
Holding Trust
400-444 N. Capitol
St. NW
Washington, DC 20002
13. Nielsen Media Research $457,296
P.O. 88961
Chicago, IL
60695-8961
14. One Diversified, LLC $242,688
45960 Center Oak Plaza
Sterling, VA 20166
15. Progress Partners IB, Inc. Valuation $61,784
50 Milk St., 16th Fl. Consulting Fees
Boston, MA 02109 and costs
16. Regional Renovations $359,359
Construction
Company, Inc.
444 N. Capital St.
NW, #721
Washington, DC 20001
17. Rogers and Cowan/PMK Professional $62,394
1840 Century Park E services and
18th Fl Expenses
Los Angeles, CA 90067
18. Smith Geiger, LLC Design and $131,800
31365 Oak Crest, Dr. #150 Consulting
Westlake Village, CA 91361 services
19. VizRT, Inc. $107,302
5131 Beckwith Blvd.
San Antonio, TX 78249
20. WideOrbit, Inc. Network $201,650
1160 Battery St., #300 Traffic
San Francisco, CA 94111 and Sales
BOY SCOUTS: Advisers Say Insurers Required Chapter 11 Releases
--------------------------------------------------------------
Vince Sullivan of Law360 reports that a restructuring adviser
retained by the Boy Scouts of America testified Monday, March 28,
2022, in Delaware bankruptcy court that the four insurance
companies contributing to a $2.7 billion sex abuse claim settlement
fund would only have done so with releases in the Boy Scouts'
Chapter 11 plan that fully resolve the insurers' liabilities.
During the eleventh day of the debtor's confirmation trial, adviser
Brian Whittman of Alvarez & Marsal North America LLC discussed his
stance that insurers settling sex abuse liability in the case
wanted a final resolution to the more than 80,000 sex abuse claims
as a condition to funding the settlement.
About Boy Scouts of America
The Boy Scouts of America -- https://www.scouting.org/ -- is a
federally chartered non-profit corporation under title 36 of the
United States Code. Founded in 1910 and chartered by an act of
Congress in 1916, the BSA's mission is to train youth in
responsible citizenship, character development, and self-reliance
through participation in a wide range of outdoor activities,
educational programs, and, at older age levels, career-oriented
programs in partnership with community organizations. Its national
headquarters is located in Irving, Texas.
The Boy Scouts of America and affiliate Delaware BSA, LLC, sought
Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on
Feb. 18, 2020, to deal with sexual abuse claims.
Boy Scouts of America was estimated to have $1 billion to $10
billion in assets and at least $500 million in liabilities as of
the bankruptcy filing.
The Debtors have tapped Sidley Austin LLP as their bankruptcy
counsel, Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel,
and Alvarez & Marsal North America, LLC, as financial advisor.
Omni Agent Solutions is the claims agent.
The U.S. Trustee for Region 3 appointed a tort claimants' committee
and an unsecured creditors' committee on March 5, 2020. The tort
claimants' committee is represented by Pachulski Stang Ziehl &
Jones, LLP, while the unsecured creditors' committee is represented
by Kramer Levin Naftalis & Frankel, LLP.
BRADFORD L. COSTELLO: Selling Berwyn Asset to Mortimers for $1.3M
-----------------------------------------------------------------
Judge Magdeline D. Coleman of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania issued an order governing
procedures at evidentiary hearing to be conducted remotely in
connection with Bradford L. Costello and Ardis A. Costello's sale
of the real estate located at 509 Newtown Road, in Berwyn,
Pennsylvania 19312, to Louis Read Mortimer, III, and J'lene
Mortimer for $1,275,000.
The Court has set a hearing on the motion for March 18, 2022, at
10:30 a.m.
The deadline was on March 11, 2022, by 5:00 p.m. (ET), for any
party intending to call a witness to testify by video conference to
file and serve a Remote Witness List setting forth the following:
the name and title of the Remote Witness; a summary of subject
matter of the anticipated testimony; an e-mail address for the
witness; the location of the Remote Witness (city, state, country);
the place from which the Remote Witness will testify (e.g. home,
office - no addresses are required); whether any other person(s)
will be in the room with the Remote Witness during the testimony,
and if so, who (name, title and the other person(s)' relationship
to the Remote Witness), and the purpose of the other person(s)’
presence; and whether the Remote Witness will have access to any
documents other than exhibits included on the Exhibit List required
and, if so, a description of those documents and the reason why
they have not been included on the Exhibit List.
The deadline was on March 11, 2022, by 5:00 p.m. (ET), for any
party intending to offer into evidence in its case in chief or
otherwise use at the Hearing any exhibits, to: pre-mark each
exhibit; serve each party who has appeared in the matter(s) being
heard at the Hearing with a list of each exhibit; serve each party
with each pre-marked exhibit on the Exhibit List; and deliver the
Exhibit List and the exhibits to the court by e-mailing them to the
Courtroom Deputy at Eileen_Godfrey@paeb.uscourts.gov.
A party that wishes to use an exhibit in connection with the
examination or cross-examination of a witness will serve the
witness with each such exhibit (with notice to all other parties)
at least 24 hours prior to the Hearing.
Any attorney or party or representative of a party wishing to
attend the Hearing and participate by video will notify the
Courtroom Deputy at least 72 hours prior to the Hearing in order to
obtain the access information to the Hearing.
The bankruptcy case is In re: Bradford L. Costello and Ardis A.
Costello, Case No. 20-12358-mdc (Bankr. E.D. Pa.).
BRICK HOUSE: Unsecureds Will Get 100% of Claims in 6 Months
-----------------------------------------------------------
Brick House Properties, LLC, filed with the U.S. Bankruptcy Court
for the District of Utah a Disclosure Statement with respect to
Plan of Reorganization dated March 24, 2022.
The Debtor owns two parcels of real property in Riverton, Utah (the
"Real Property"). The Debtor leases portions of the Real Property
to four related persons and entities: (i) Our Journey School LLC
(the "Pre-Elementary School"); (ii) Our Journey, Inc. (the
"Elementary School," and together with the Pre-Elementary School,
the "Schools"); (iii) Hidden Valais Ranch LLC (the "Farm"); and
(iv) Emily and Josh Aune.
Emily Aune is the sole member of the Debtor, and is also the sole
member and owner of the Farm. She is a 90% owner in the
Pre-Elementary School. The Elementary School is a 501(3)(c)
non-profit and is managed by a board which Emily and Josh are
members of. Emily formed the Debtor and purchased the Real Property
specifically to house the Schools.
The Debtor's bankruptcy filing was precipitated in part by a
dispute with a neighboring landowner, Ryan Rudd, and his
wholly-owned entity, Vesna Capital, LLC, and in part due to missed
rent payments from the Schools, which were caused by financial
difficulties resulting from the COVID-19 pandemic. Fortunately,
after initial hardship, the Schools have adapted to the COVID-19
pandemic, and have stabilized their operations. The Schools have
made up missed lease payments, and the Debtor expects the Schools
to remain current on their lease payments through the conclusion of
the Bankruptcy Case.
The Debtor has a secured loan owed to Actium, which it is treating
as a Class 1 Claim under the Plan. Actium has a claim in the
principal amount of $660,000. Under the Plan, the Debtor will pay
Actium when due all amounts on account of the Actium Claim as
required by the Actium Loan Documents.
The Debtor is subject to general unsecured claims held by Johnson
Engineering, and Snow Christensen & Martineau, which claims total
approximately $8,500 as of the Petition Date. Allowed General
Unsecured Claims are treated as Class 2 Claims. Each holder of an
Allowed General Unsecured Claim shall be paid 100% of the principal
amount of such holder's Allowed Class 2 Claims, plus interest from
the Effective Date at the Plan Rate. Class 2 Claims will be paid
within six months of the Effective Date.
Class 3 consists of Insider Claims, i.e., Claims held by Emily and
Joshua Aune and their affiliates. Emily Aune and Joshua Aune hold
unsecured claims against the Debtor totaling approximately $268,620
as of the Petition Date. Subject to the payment in full of all
Allowed Claims in Classes 1 – 2, the holders of Allowed Class 3
Claims shall be paid 100% of the principal amount of such holder's
Allowed Class 3 Claims, plus interest from the Effective Date at
the Plan Rate. Class 3 Claims will be paid within 67 months of the
Effective Date.
Class 4 consists of Equity Interests in the Debtor. The Debtor's
sole Equity Interest Holder, Emily Aune, shall retain her interest
in the Debtor, provided that all Allowed Claims are paid in full.
The Debtor's Real Property is its primary asset of value. As of the
Petition Date, the Debtor estimated that the Real Property is worth
approximately $1,234,900. The Debtor's current best estimate is
that the value of the real property is $2,000,000, although the
Debtor has not obtained a formal appraisal of the Real Property.
The Debtor leases the Real Property to four related persons and
entities. The financial terms of the leases are as follows: (i)
Elementary School Lease - $2,550 per month; (ii) Pre-Elementary
School Lease - $4,000 per month; (iii) Farm Lease - $400 per month;
(iv) Aunes' Lease - $1,500 per month. Thus, the Debtor's total
leasing income is $8,450 per month. The Debtor pays Actium $5,500
per month for its secured claim, which results in net monthly
income of $2,950 from the Real Property.
Pursuant to the Plan, the Debtor will continue its business
operations as they presently exist. The Debtor will continue to
lease the Real Property to the Schools, the Farm, and the Aunes,
and will continue to realize revenue from those leases. The Debtor
has no reason to believe that the Schools, the Farm, or the Aunes
will be unable to make lease payments over the course of the Plan.
In fact, the Schools have proven to be financially viable, even
during the Covid-19 pandemic, and the Debtor understands that the
Schools are projected to continue to grow during the life of the
Plan.
On confirmation of the Plan the Debtor will also require funds
necessary for payment of Administrative Expense Claims on the
Effective Date of the Plan. The Debtor believes it will be able to
fund these payments from its operations, although there is a risk
that the Debtor's operations will not generate sufficient revenue
to pay Administrative Expense Claims. The Debtor believes that
there are no accrued and unpaid administrative expenses, except for
the Debtor's court approved professionals. As of the date of this
Disclosure Statement, the Debtor estimates that its professionals
hold unpaid claims in the collective amount of approximately
$25,000. The Debtor has paid its professionals retainers pursuant
to cash collateral orders and agreements through the course of this
case and understands that its attorneys presently hold a retainer
of approximately $23,000, which will satisfy the vast majority of
its professionals' fees and expenses, subject to Court approval.
A full-text copy of the Disclosure Statement dated March 24, 2022,
is available at https://bit.ly/35k7M3q from PacerMonitor.com at no
charge.
Attorney for the Debtor:
George Hofmann, Esq.
COHNE KINGHORN, P.C.
111 East Broadway, 11th Floor
Salt Lake City, UT 84111
Tel: (801) 363-4300
About Brick House Properties, LLC
Brick House Properties, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. D. Utah Case No. 20-26250) on Oct. 21, 2020, estimating
under $1 million in both assets and liabilities.
Brick House Properties owns two parcels of real property in
Riverton, Utah. It leases portions of the property to four related
persons and entities: (i) Our Journey School LLC (the
"Pre-Elementary School"); (ii) Our Journey, Inc. (the "Elementary
School"); (iii) Hidden Valais Ranch LLC (the "Farm"); and (iv)
Emily and Josh Aune.
Emily Aune is the sole member of the Debtor and is also the sole
member and owner of the Farm. She is a 90% owner in the
Pre-Elementary School. The Elementary School is a 501(3)(c)
non-profit and is managed by a board of which Emily and Josh are
members.
Judge Kevin Anderson oversees the case. The Debtor is represented
by Cohne Kinghorn, P.C. as counsel.
BUILT ON THE ROCK: Taps Van Horn Law Group as Bankruptcy Counsel
----------------------------------------------------------------
Built on the Rock Properties, Inc. seeks approval from the U.S.
Bankruptcy Court for the Southern District of Florida to hire Van
Horn Law Group, P.A. to serve as legal counsel in its Chapter 11
case.
The firm's services include:
(a) giving advice to the Debtor with respect to its powers and
duties and the continued management of its business operations;
(b) advising the Debtor with respect to its responsibilities
in complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the Rules of the court;
(c) preparing legal documents;
(d) protecting the interest of the Debtor in all matters
pending before the court; and
(e) representing the Debtor in negotiation with its creditors
in the preparation of a Chapter 11 plan.
The firm's hourly rates are as follows:
Chad T. Van Horn, Esq. $350 (discounted)
Law clerks, paralegals, attorneys $150 - $450
The Debtor paid $7,500 to the firm as a retainer fee.
Chad Van Horn, Esq., the firm's attorney who will be providing the
services, disclosed in a court filing that he is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Chad T. Van Horn, Esq.
Van Horn Law Group, P.A.
500 NE 4th Street, Suite 200
Fort Lauderbale, FL 33301
Tel: (561) 621-1360
Email: chad@cvhlawgroup.com
About Built on the Rock
Built on the Rock Properties, Inc. filed a petition for Chapter 11
protection (Bankr. S.D. Fla. Case No. 22-11565) on Feb. 25, 2022,
listing as much as $500,000 in both assets and liabilities. Anne
Georges, president, signed the petition.
Judge Laurel M Isicoff oversees the case.
The Debtor tapped Van Horn Law Group, P.A. as legal counsel.
CARVANA CO: Unit Extends MPSA Termination Date to March 2023
------------------------------------------------------------
A subsidiary of Carvana Co., Ally Bank, and Ally Financial Inc.
amended the Master Purchase and Sale Agreement dated March 6, 2017,
to extend the "scheduled commitment termination date" to March 21,
2023, and increase the Ally parties' commitment to purchase
automotive finance receivables to $5.0 billion, an increase of $1.0
billion from the previous commitment.
About Carvana
Founded in 2012 and based in Tempe, Arizona, Carvana Co. --
http://www.carvana.com-- is a holding company that was formed as a
Delaware corporation on Nov. 29, 2016. Carvana is an e-commerce
platform for buying and selling used cars. The Company owns and
operates Carvana.com, which enables consumers to quickly and easily
shop vehicles, finance, trade-in or sell their current vehicle to
Carvana, sign contracts, and schedule as-soon-as-next-day delivery
or pickup at one of Carvana's patented, automated Car Vending
Machines.
Carvana Co. reported a net loss of $287 million in 2021, a net loss
of $462 million in 2020, a net loss of $365 million in 2019, a net
loss of $254.74 million in 2018, and a net loss of $164.32 million
in 2017. As of Dec. 31, 2021, Carvana had $7.01 billion in total
assets, $6.49 billion in total liabilities, and $525 million in
total stockholders' equity.
* * *
As reported by the TCR on May 24, 2021, S&P Global Ratings revised
its ratings outlook to positive from stable and affirmed its 'CCC+'
issuer credit rating on online used-car retailer Carvana Co. "The
positive outlook indicates that we could raise the ratings on
Carvana if the company continues to make progress in leveraging its
scale to improve margins such that it can achieve near breakeven
EBITDA while maintaining sufficient liquidity to pay for its cash
burn for at least 18 months," S&P said.
CCX INC: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------
Debtor: CCX, Inc.
d/b/a Braeburn Alloy Steel
d/b/a Braeburn Alloy Steel Division CCX, Inc.
101 Braeburn Road
Lower Burrell, PA 15068
Business Description: CCX, Inc. operates as Braeburn Alloy Steel
and its operations are located in
Lower Burrell, Pennsylvania. The Debtor
processes metal alloys, including titanium,
refractory metals, high-end nickel alloys,
and stainless, tool steel, carbon steel, and
alloy steels.
Chapter 11 Petition Date: March 27, 2022
Court: United States Bankruptcy Court
District of Delaware
Case No.: 22-10252
Judge: Hon. Brendan Linehan Shannon
Debtor's Counsel: Eric J. Monzo, Esq.
MORRIS JAMES LLP
500 Delaware Avenue
Suite 1500
Wilmington, DE 19801
Tel: 302-888-6800
Email: emonzo@morrisjames.com
Debtor's
Investment
Banker &
Financial
Advisor: SC&H GROUP
Debtor's
Claims,
Noticing, &
Solicitation
Agent: STRETTO
Total Assets as of Feb. 26, 2022: $1,735,342
Total Liabilities as of Feb. 26, 2022: $2,200,793
The petition was signed by Francis X. Feeney as vice president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/3IT567Y/CCX_Inc__debke-22-10252__0001.0.pdf?mcid=tGE4TAMA
COLDWATER DEVELOPMENT: Trustee's Auction Sale of 6 Lots Approved
----------------------------------------------------------------
Judge Sheri Blueblood of the U.S. Bankruptcy Court for the Central
District of California authorized the bidding procedures proposed
by Sam Leslie, the Chapter 11 trustee for Coldwater Development,
LLC, and Lydda Lud, LLC, in connection with the auction sale of six
highly prized, vacant, residential estate lots, totaling
approximately 65.63 acres located in the Santa Monica Mountains
above Beverly Hills, California, identified by Assessor's Parcel
Number 4387-021-018 and 4387-021-019, 4387-022-001, 4387-022-002,
4387-020-001, 4387-020-009, as set forth in the Terms and
Conditions of Sale.
A hearing on the Motion was held on March 2, 2022, at 10:00 a.m.
The Debtors collectively own the Property. More specifically, the
Coldwater Debtor owns two lots identified by Assessor's Parcel
Number 4387-021-018 and 4387-021-019, and the Lydda Debtor owns
four lots identified as Assessor's Parcel Number 4387-022-001,
4387-022-002, 4387-020-001, 4387-020-009.
The following schedule will govern a motion to approve the sale of
the Property:
a. Auction Sale Date: March 24, 2022;
b. Deadline for Trustee to file and serve motion to confirm
the sale of the Property: March 25, 2022;
c. Deadline for any party in interest to file and serve
oppositions to the Sale Motion: March 29, 2022;
d. Replies to any opposition(s) may be made orally at the sale
hearing;
e. Hearing on the Sale Motion: March 30, 2022, at 10:00 a.m.
The Terms and Conditions of Sale are:
The salient terms of the Bidding Procedures are:
1. Auction Sale: Tranzon Asset Strategies in association with
ThreeSixty Asset Advisors, LLC, as an agent of Sam S. Leslie, in
his sole capacity as Chapter 11 Trustee, is conducting the auction
sale of the real estate from case # 2:21-bk-10335-BB in the Court,
in re Coldwater Development LLC jointly administered with Lydda
Lud, LLC. The auction sale is subject to confirmation of the Court.
2. The properties being offered for are identified by
Assessor's Parcel Number 4387-021-018 and 4387-021-019,
4387-022-001, 4387-022-002, 4387-020-001, 4387-020-009. Interested
parties may submit a bid for all, one, or some of the Properties.
3. Requirement of Bid Deposit:
a. Onsite Bidders - Bids on the Properties will be
accepted only from persons who attend the Auction, have in their
possession a cashier's check in the amount of $250,000, payable to
Sam Leslie, Chapter 11 Trustee, and register with the Auctioneer
prior to the Auction. Only Qualified Bidders will be permitted to
attend the auction.
b. Online Bidders - A bid deposit in the amount of
$250,000, payable to Sam Leslie, Chapter 11 Trustee will be
required in order to bid. The deposit will be required in the form
of a Cashier's Check, remitted to the Seller no later than 48 hours
prior to the auction date, which the Seller may hold until the
completion of bidding and for a reasonable period of time to allow
for the release of any such deposit and/or the return of any such
funds after the conclusion of the auction. Online bidders will
also be required to complete bidder registration forms as supplied
by the Auctioneer, which will contain further instructions for
remitting the deposit.
4. Suggested Opening Bids and Offering: The Properties will be
offered with Suggested Opening Bid amounts. Auctioneer may offer
the Properties for sale as individual parcels, in parcel groupings,
and/or in their entirety. Auctioneer may reopen bidding over
multiple rounds, whereby Qualified Bidders will be provided the
opportunity to increase their bids and alter the parcel combination
of their bids if such increases and alterations bring a better
result to the Seller. The auction sale will not be deemed closed
on any parcel or combination of parcels until Auctioneer announces
the conclusion of the auction and determination of the highest and
best bids. At such time, Seller, in his sole discretion, will have
the authority to accept or reject the high bids established by the
Auctioneer.
5. Opening Bid Incentive: Auctioneer and Seller, in their sole
discretion, may offer a Qualified Bidder who agrees to open the
auction for one or more parcels at a bid amount acceptable to
Auctioneer and Seller, minimum overbid protection of approximately
3% of their opening bid.
6. Sale Subject to Confirmation: The auction sale is subject
to confirmation of the Seller in his sole and absolute discretion,
who is selling solely in his capacity as Trustee and the high
bidder only becomes the purchaser upon confirmation and acceptance
by the Seller, and approval by the bankruptcy court following
conclusion of the auction. The Seller is unconditionally
authorized to decline to confirm the sale of the Properties and to
cancel the sale of the Properties through close of escrow.
7. Bid Increments: Once a bid is received by the Auctioneer,
advances on that bid must be made in increments at least as great
as those which the Auctioneer, at his sole discretion, will
designate as being necessary to surpass the last bid acknowledged
by the Auctioneer. Should there be any dispute among competitive
bidders for the Properties, the Auctioneer may reopen bidding on he
Properties or he may, at his sole discretion, designate one of the
bidders as the "High Bidder."
8. Buyer's Premium: A buyer's premium of 3% will be added to
the High Bidder's high bid price and become part of the total
purchase price to be paid by the High Bidder.
a. Buyer's Broker. In the event the Property is purchased
by a third party represented by a registered broker, the buyer's
broker will be paid 1% of the high bid, to be paid from the Buyer;s
Premium through escrow. The remaining 2% will be paid to the
Auctioneers. In the event a third party buyer is not represented by
a broker, 1% of the Buyer's Premium will be rebated back to the
estate, with the remaining 2% paid to the Auctioneers.
b. Credit Bid. In the event Give Back, LLC purchases any
or all of the Properties for amount(s) up to its allowed credit
bid, no Buyer’s Premium will be assessed. In the event that Give
Back, LLC purchases one or all of the Properties for a total
exceeding its credit bid amount, then Give Back, LLC will be
assessed the Buyer’s Premium which will be distributed as
follows: 1.5% to the Estate and 1.5% to the Auctioneer.
9. Earnest Money Deposit:
a. At the conclusion of bidding on the property, the High
Bidder will be required to confirm its bid amount and tender its
$250,000 cashier's check as deposit. The High Bidder(s) will also
be required to tender any necessary additional deposit to bring its
total deposit to an amount equal to 10% of the total purchase
price, payable within three business days following the auction.
The additional deposit may be by cashier's check or wire transfer.
The Earnest Money Deposit will be held by Sam Leslie, Chapter 11
Trustee until close of escrow.
b. With respect to Give Back, LLC only, in the event Give
Back, LLC purchases any or all of the Properties for amount(s)
exceeding its allowed credit bid and becomes the High Bidder, Give
Back, LLC will be required to remit the greater of (a) its $250,000
deposit already paid to the Seller or (b) 10% of the total cash
value of Give Back, LLC's winning bid (i.e., the cash amount above
and beyond Give Back LLC’s credit bid inclusive of the buyer’s
premium), which will be payable within three business days
following the auction. The additional deposit may be by cashier's
check or wire transfer, and will be held by Sam Leslie, Trustee or
escrow, until close of escrow.
10. "AS-IS" Sale: All bidders are encouraged to personally
inspect the Properties and documentation relating thereto. The
Properties are being sold "as-is, where is" with no representations
or warranties whatsoever. The sale is not contingent upon
inspection and will not be extended for that purpose.
11. Due Diligence: It is bidder's responsibility to obtain and
read the Property Information Package relating to the Properties
being sold at the auction, as well as any and all other information
made available by the Auctioneer relating to the auction and the
Properties being sold at the auction.
12. Title: The sale will be fee simple title by Quitclaim
Deed, as is, with a standard overage title policy provided by
Seller subject only to current taxes, assessments, easements,
rights-of-way, conditions, restrictions, other matters of record
and any printed exceptions specified in the preliminary title
report except monetary liens.
13. Close of Escrow: All sales must close within 30 days but
no sooner than 14 days following entry of the Court Order
confirming the sale. If a High Bidder fails to close in a timely
manner for any reason, the High Bidder's deposit(s) will be
immediately forfeited and released to Seller as liquidated damages
and not as a penalty.
14. Closing Costs: Property taxes will be pro-rated as of the
date of Close of Escrow. The High Bidder will be required to pay
closing costs, including, but not limited to escrow fees, document
preparation fees, transfer taxes, recording fees, and property tax
prorations.
15. Broker Participation: Broker participation is welcomed. A
commission of 1% of the Buyer's Premium on the high bid price will
be paid to the licensed California real estate broker whose
prospect pays the entire purchase price, including Buyer's Premium,
and closes on the Properties.
A copy of the Terms of Sale is available at
https://tinyurl.com/4y2x5c49 from PacerMonitor.com free of charge.
About Coldwater Development
Los Angeles-based Coldwater Development, LLC and its affiliate
Lydda Lud, LLC filed Chapter 11 petitions (Bankr. C.D. Calif. Lead
Case No. 21-10335) on Jan. 15, 2021. In the petitions, both
Debtors
disclosed $50 million to $100 million in assets and $10 million to
$50 million in liabilities. Judge Sheri Bluebond presides over the
cases.
Arent Fox, LLP serves as the Debtors' bankruptcy counsel.
Sam S. Leslie is the Chapter 11 trustee appointed in the Debtors'
cases. David Seror, Esq., at Brutzkus Gubner and LEA Accountancy,
LLP serve as the trustee's legal counsel and accountant,
respectively.
COLONIAL GATE: Plan Fatally Flawed, Says Wilmington Trust
---------------------------------------------------------
Wilmington Trust, National Association, as Trustee for the Benefit
of The Holders of Corevest American Finance 2017-1 Trust Mortgage
Pass-Through Certificates ("Secured Creditor"), submitted an
objection to the Debtor Colonial Gate Gardens LLC's Proposed
Disclosure Statement.
Secured Creditor points out that the Disclosure Statement fails to
provide adequate information on many important issues, including
the following:
* Debtor provides no valuation for its properties.
* Debtor fails to describe the amount of unsecured and
administrative claims (including the fees of Debtor's counsel) or
how much cash it will need to pay all creditor and administrative
claims as of the effective date of the Plan.
* The Debtor fails to describe the sources of the additional
funds necessary to pay off the Secured Creditor's loan and fails to
provide proof of funds irrevocably available for that purpose.
* There is no statement as to the amount of administrative
expenses including the legal fees of Debtor's counsel.
* There is no disclosure as to the proposed treatment of general
unsecured creditors including their proposed distribution
percentage.
* There is no liquidation analysis.
Secured Creditor further points out that the Disclosure Statement
should not be approved because the proposed Plan is fatally
flawed.
According to Secured Creditor, all the factors here confirm that
Debtor's filing was in bad faith:
* Debtor's only asset is the Mortgaged Property.
* Debtor has no meaningful pre-petition creditors other than the
Secured Creditor.
Secured Creditor asserts that there is no impaired class approving
the Plan -- under 11 U.S.C. Section 1129(a)(10), a Plan must be
accepted by at least one impaired class of creditors, excluding the
votes of insiders. Secured Creditor complains that Debtor bases
its entire Plan on refinancing at maturity but Debtor has provided
no commitment letter or other details on the proposed refinancing.
For that reason, it asserts confirmation should be denied.
Attorneys for Wilmington Trust, National Association, as Trustee
for the Benefit of The Holders of Corevest American Finance 2017-1
Trust Mortgage Pass-Through Certificates:
Christopher P. Schueller, Esq.
BUCHANAN INGERSOLL & ROONEY PC
640 5th Avenue, 9th Floor
New York, New York 10019-6102
Tel: (212) 440-4400
E-mail: christopher.schueller@bipc.com
About Colonial Gate
Gardens LLC
Colonial Gate Gardens LLC is a limited liability company, formed
and existing under the laws of the State of New York, with its
principal office located at 45 Washington Ave, Spring Valley, New
York 10977. Colonial Gate Gardens is engaged in the real estate
investment business by purchasing single-family homes and or
condominium units, renovating them and then leasing them to tenants
in exchange for rent.
Colonial Gate Gardens sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 21-22265) on May 6,
2021. In the petition signed by Yitzchok Loeffler, managing
director, the Debtor disclosed up to $10 million in both assets and
liabilities.
Avrum J. Rosen, Esq., at Law Office of Avrum J. Rosen, PLLC, is the
Debtor's counsel.
CORPORATE COLOCATION: Bid for More Time to File Plan Denied
-----------------------------------------------------------
Judge Ernest M. Robles of the United States Bankruptcy Court for
the Central District of California, Los Angeles Division, denies
the motion of Corporate Colocation, Inc., for an order extending
(a) its exclusive period for filing a Plan and (b) exclusive period
for soliciting acceptances of a Plan.
Specifically, the Debtor seeks to extend its exclusive period for
(a) filing a Plan from March 24, 2022 through and including April
25, 2022, and (b) soliciting acceptances of a Plan from March 24,
2022 to and including May 23, 2022. The Exclusivity Motion is
opposed by InMotion Hosting, Inc., and 530 6th Street, LLC.
The Court has approved five stipulations extending the Debtor's
exclusive periods for filing a Plan and soliciting acceptances
thereon. Pursuant to the most recent stipulation and order thereon,
the Debtor's exclusive period for filing a Plan, as well as the
Debtor's exclusive period for soliciting acceptances of a Plan,
both expired on March 24, 2022.
The Landlord and InMotion oppose any further extensions of
exclusivity. The Landlord argues that the Debtor has accomplished
very little subsequent to the Petition Date. InMotion asserts that
the Debtor has already been provided sufficient time to file a
Plan, and that no further extensions of exclusivity are warranted.
Concurrently with the issuance of the Memorandum of Decision
denying the request for further extension of the exclusive periods,
the Court has issued an Order Requiring the Debtor to Show Cause
Why the Case Should Not Be Dismissed Pursuant to Section 1112(b).
Judge Robles says the Court has serious doubts about the continued
viability of the Debtor's business and the Debtor's ability to
confirm a Plan. Under these circumstances, the Court does not find
it appropriate to further extend the Debtor's exclusivity periods.
Therefore, the Exclusivity Motion is denied.
A full-text copy of Judge Robles' Memorandum of Decision dated
March 21, 2022, is available at https://tinyurl.com/2ftsmr24 from
Leagle.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.
CORPORATE COLOCATION: Bid to Extend Lease Decision Time Denied
--------------------------------------------------------------
Judge Ernest M. Robles of the United States Bankruptcy Court for
the Central District of California, Los Angeles Division, denies
the motion of Corporate Colocation, Inc., to extend its deadline to
assume or reject unexpired leases between the Debtor and 530 6th
Street, LLC. The Assumption/Rejection Motion is opposed by the
Landlord.
On November 11, 2009, the Debtor and the Landlord executed a lease
for Suite 510 at the Property and a lease for Suite 502 at the
Property. The Debtor and the Landlord subsequently executed four
amendments to the 510 Lease and three amendments to the 502 Lease.
Amendments to the 510 Lease were executed to accommodate the
Debtor's need for additional space; extend the term of the 510
Lease; modify the rent and common area maintenance charges; and
alter the Landlord's obligations with respect to the provision of
power, fire suppression, and other services. As of the third
amendment to the 510 Lease, the space occupied by the Debtor under
the 510 Lease included Suites 501, 503, and 701/7104 in addition to
Suite 510. Amendments to the 502 Lease served similar purposes as
the amendments to the 510 Lease, except that no additional space
was added under the amendments to the 502 Lease.
Subsequent to the Petition Date, the Debtor and the Landlord
entered into three stipulations, all of which were approved by the
Court, to extend the Debtor's deadline to assume or reject the
Leases. As set forth in the most recent stipulation and order
thereon, the current Assumption/Rejection Deadline is March 24,
2022.
The Debtor seeks a further 90-day extension of the
Assumption/Rejection Deadline, to and including June 22, 2022. The
Landlord opposes, arguing that under Section 365(d)(4), the
Assumption/Rejection Deadline may not be extended to a date beyond
300 days subsequent to the Petition Date without the Landlord's
express written consent. The 300-day deadline elapsed on February
1, 2022, and the Landlord states that it does not consent to any
further extension. The Debtor argues that the Landlord should be
equitably estopped from opposing the Assumption/Rejection Motion
because it allegedly breached the Leases by, among other things,
overcharging the Debtor for electricity, failing to bill
electricity usage to the correct suite, and failing to respond to
the Debtor's demand for records substantiating the electricity
usage charged to the Debtor.
Judge Robles notes the plain language of the statute provides that
the Assumption/Rejection deadline can be extended beyond a date
that is 300 days after the Petition Date only upon the Landlord's
written consent. Here, the 300-day deadline was February 1, 2022.
The Landlord has stipulated to extend the Assumption/Rejection
Deadline to March 24, 2022, but does not consent to any further
extensions.
There is no merit to the Debtor's contention that the Landlord
should be equitably estopped from opposing a further extension of
the Assumption/Rejection Deadline, Judge Robles holds. The Debtor
asserts that In re Northwest Territorial Mint LLC, 2017 WL 3841750
(Bankr. D. Wash. 2017) stands for the proposition that a lessor may
be equitably estopped from contesting an extension of the
Assumption/Rejection Deadline. Judge Robles points out that the
Debtor mischaracterizes the holding of Northwest Territorial Mint.
In Northwest Territorial Mint, the Chapter 7 Trustee sought to
assume a real property lease, and argued that the landlord should
be estopped from arguing that various repairs needed to be
completed in order to cure defaults under the lease. The court
rejected the Chapter 7 Trustee's estoppel argument because it was
the Trustee who had persuaded the landlord to not file a list of
the needed repairs. The holding of Northwest Territorial with
respect to estoppel has nothing to do with the Assumption/Rejection
Deadline, the Court says.
Judge Robles also notes that the language of Section 365(d)(4) is
clear and unambiguous: unless a lessor provides written consent,
the Assumption/Rejection Deadline may not be extended to a date
beyond 300 days subsequent to the Petition Date. Nothing within the
statute provides any exception to this firm deadline, and the
Debtor has cited no authority in which the deadline was extended
over a lessor's objection, the Court says. "[D]eadlines are often
the terrible anvil on which a legal result is forged," Judge Robles
says, citing Anwar v. Johnson, 720 F.3d 1183, 1184 (9th Cir.
2013).
The Court declines the Landlord's request to order the Debtor to
immediately surrender the leased premises to the Landlord, without
prejudice to the Landlord's ability to present such request by way
of a properly-noticed motion.
A full-text copy of Judge Robles' Memorandum of Decision dated
March 21, 2022, is available at https://tinyurl.com/bpa67zx7 from
Leagle.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.
CRESTLLOYD LLC: Stipulation With Hilldun on LA Property Sale Filed
------------------------------------------------------------------
Crestlloyd, LLC, and Hilldun Corp. filed with the U.S. Bankruptcy
Court for the Central District of California their stipulation in
connection with the sale of the real property located at 944 Airole
Way, in Los Angeles, California 90077.
On Nov. 23, 2021, the Debtor filed its Schedules of Assets and
Liabilities, which listed, inter alia, (1) the Debtor's primary
asset, the Property, and (2) a contingent, unliquidated secured
claim in the amount of $5 million for Hilldun.
On Dec. 23, 2021, Hilldun filed Proof of Claim Number 9 asserting a
secured claim in an amount of not less than $5 million, which
superseded the Scheduled Claim.
The Debtor has raised certain issues regarding the Filed Claim and
potential alleged bases for objecting to the Filed Claim. Hilldun
denies that there are any bases to object to the Filed Claim.
The Debtor intends to file a motion to sell the Property after the
conclusion of an auction of the Property. At present, the sale
price for the Property and the net benefit to the estate from any
sale of the Property are not known, both of which will impact the
extent to which any portion of the Filed Claim is secured.
In an effort to further judicial economy and efforts to resolve any
purported issues with the Filed Claim and to avoid the need for the
parties to incur attorneys' fees at this juncture in connection
with any objection to the Filed Claim until the net benefit to the
estate from any sale of the Property is known, the parties desire
to stipulate as set forth in the Motion.
The parties agree as follows:
1. Hilldun's Filed Claim and, therefore its interest in the
Property, will be deemed to be subject to "bona fide dispute" for
the purposes of 11 U.S.C. Section 363(f)(4), and 11 U.S.C. Section
363(f)(4) will be deemed to be satisfied in regard to Hilldun's
Filed Claim in connection with any Sale Motion.
2. Nothing in the Stipulation will be deemed to be an
admission as to the validity of Hilldun's Filed Claim or any
alleged bases for objecting thereto.
3. The Debtor and Hilldun's rights, claims, and defenses in
regard to Hilldun's Filed Claim, any purported bases for objecting
Hilldun’s Filed Claim, any Sale Motion, any purported bases for
objecting to any Sale Motion (other than in regard to the issue of
whether 11 U.S.C. Section 363(f)(4) has been satisfied as to
Hilldun) are preserved without prejudice.
About Crestlloyd LLC
Crestlloyd, LLC sought protection for relief under Chapter 11 of
the Bankruptcy Code (Bankr. C.D. Calif. Case No. 21-18205) on Oct.
26, 2021, listing as much as $500 million in both assets and
liabilities.
Judge Deborah J. Saltzman presides over the case.
David B. Golubchik, Esq. at Levene, Neale, Bender, Yoo & Golubchik
L.L.P. represents the Debtor as legal counsel.
CRESTLLOYD LLC: Stipulation With Hilldun on LA Property Sale Okayed
-------------------------------------------------------------------
Judge Deborah J. Saltzman of the U.S. Bankruptcy Court for the
Central District of California approved Crestlloyd, LLC, and
Hilldun Corp.'s stipulation regarding the sale of the piece of real
property located at 944 Airole Way, in Los Angeles, California
90077, and Hilldun's claim in connection therewith.
On Nov. 23, 2021, the Debtor filed its Schedules of Assets and
Liabilities, which listed, inter alia, (1) the Debtor's primary
asset, the Property, and (2) a contingent, unliquidated secured
claim in the amount of $5 million for Hilldun.
On Dec. 23, 2021, Hilldun filed Proof of Claim Number 9 asserting a
secured claim in an amount of “not less than” $5 million, which
superseded the Scheduled Claim.
The Debtor has raised certain issues regarding the Filed Claim and
potential alleged bases for objecting to the Filed Claim. Hilldun
denies that there are any bases to object to the Filed Claim.
Therefore, the parties stipulated as follows:
1. Hilldun's Filed Claim and, therefore its interest in the
Property, will be deemed to be subject to "bona fide dispute" for
the purposes of 11 U.S.C. Section 363(f)(4), and 11 U.S.C. Section
363(f)(4) will be deemed to be satisfied in regard to Hilldun's
Filed Claim in connection with any Sale Motion.
2. Nothing in the Stipulation will be deemed to be an
admission as to the validity of Hilldun's Filed Claim or any
alleged bases for objecting thereto.
3. The Debtor and Hilldun's rights, claims, and defenses in
regard to Hilldun's Filed Claim, any purported bases for objecting
Hilldun's Filed Claim, any Sale Motion, any purported bases for
objecting to any Sale Motion (other than in regard to the issue of
whether 11 U.S.C. Section 363(f)(4) has been satisfied as to
Hilldun) are preserved without prejudice.
About Crestlloyd LLC
Crestlloyd, LLC sought protection for relief under Chapter 11 of
the Bankruptcy Code (Bankr. C.D. Calif. Case No. 21-18205) on Oct.
26, 2021, listing as much as $500 million in both assets and
liabilities.
Judge Deborah J. Saltzman presides over the case.
David B. Golubchik, Esq. at Levene, Neale, Bender, Yoo & Golubchik
L.L.P. represents the Debtor as legal counsel.
CURTISS COURTYARD: Seeks to Hire First Home Realty as Broker
------------------------------------------------------------
Curtiss Courtyard, LLC seeks approval from the U.S. Bankruptcy
Court for the Southern District of Florida to employ First Home
Realty, Inc. as its real estate broker.
The firm will render these services:
(a) advise the Debtor with respect to the value of its
property located in Miami, Florida and any other properties;
(b) prepare real estate documents related to the sale of the
property or as may be required;
(c) actively list and attempt to find purchasers for the
property and any property owned by the Debtor; and
(d) prepare necessary documents as it relates to the real
estate in this matter.
First Home Realty will be charging a real estate commission of 6
percent. The firm will split the commission with any cooperating
brokers which will reduce its commission to 3 percent. There is no
initial retainer.
Victor Tarin, a real estate sales associate at First Home Realty,
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:
Victor Tarin
First Home Realty, Inc.
6625 Miami Lakes Dr. E.
Miami Lakes, FL 33014
Phone: 305-791-0505
About Curtiss Courtyard
Curtiss Courtyard, LLC, a company in Miami Springs, Fla., filed a
petition under Chapter 11, Subchapter V of the Bankruptcy Code
(Bankr. S.D. Fla. Case No. 22-11154) on Feb. 14, 2022, listing up
to $1 million in assets and up to $10 million in liabilities.
Aleida Martinez-Molina serves as Subchapter V trustee.
Judge Robert A. Mark oversees the case.
Richard R. Robles, Esq., at the Law Offices of Richard R. Robles,
P.A. serves as the Debtor's legal counsel.
DAMACA INVESTMENTS: Taps Cuneo, Reyes & Luna as Counsel
-------------------------------------------------------
Damaca Investments, LLC received interim approval from the U.S.
Bankruptcy Court for the Southern District of Florida to employ
Cuneo, Reyes & Luna LLC as its legal counsel.
The firm will render these legal services:
(a) advise the Debtor regarding its powers and duties in the
continued management of its business operations;
(b) advise the Debtor regarding its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;
(c) prepare legal papers;
(d) protect the interest of the Debtor in all matters pending
before the court; and
(e) represent the Debtor in negotiations with creditors in the
preparation of a plan connection with the creditors or other
parties-in-interest or their respective attorneys.
The hourly rates of the firm's counsel and staff are as follows:
Laudy Luna $450
Jessica Reyes and Frank Cuneo $450
Associate Attorneys $325
Paralegals $150
The Debtor agreed to pay the firm a retainer in the amount of
$15,000.
Laudy Luna, Esq., an attorney at Cuneo, Reyes & Luna, 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:
Laudy Luna, Esq.
Cuneo, Reyes & Luna LLC
2655 S. Le Jeune Rd., Suite 804
Coral Gables, FL 33134
Telephone: (786)332-6787
Facsimile: (786)204-0687
Email: ll@crllawgroup.com
About Damaca Investments
Damaca Investments, LLC owns in fee simple title two real estate
properties located in Palm Beach & Delray Beach, Fla., having a
total appraised value of $520,000.
Damaca Investments filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-12084) on Mar.
16, 2022, listing $520,000 in total assets and $1,253,759 in total
liabilities. Maria Yip serves as Subchapter V trustee.
Judge Erik P. Kimball oversees the case.
The law firm of Cuneo, Reyes & Luna LLC serves as the Debtor's
legal counsel.
DAME CONTRACTING: Unsecureds Will Recover 9% in Plan
----------------------------------------------------
Dame Contracting, Inc., submitted an Amended Plan of
Reorganization.
Under the Plan, Class 5 General Unsecured Claims total $760,278.
Upon the Effective Date, in full satisfaction of its Allowed
General Unsecured Claim, each holder of an Allowed General
Unsecured Claim will receive a Pro Rata Distribution of the
Debtor's projected monthly disposable income over 60 months
(presently reflected as 9%). The actual distribution(s) percentage
to general unsecured creditors will depend upon the total final
Allowed general unsecured claims. Class 5 is impaired.
The distributions that are to be made on and after the Effective
Date under the Plan shall be funded from the ongoing operations of
the Debtor.
Counsel for the Debtor:
Adam P. Wofse, Esq.
LAMONICA HERBST & MANISCALCO, LLP
3305 Jerusalem Avenue, Suite 201
Wantagh, New York 11793
Tel. (516) 826-6500
A copy of the Plan dated March 16, 2022, is available at
https://bit.ly/3ijkLp0 from PacerMonitor.com.
About Dame Contracting
Dame Contracting, Inc. is a New York corporation founded in 1996 as
a small family-owned construction business. The Company has been
operated and managed by James Connolly and Lara McNeil. Mr.
Connolly is the sole shareholder and the President. Ms. McNeil is
the Vice President and Secretary. Dame Contracting is engaged in
carpentry construction for private and municipal jobs, ranging from
retain stores and restaurants to schools and other municipal
structures.
Dame Contracting sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 21-71627) on Sept. 13,
2021. In the petition signed by James Connolly, president, the
Debtor disclosed up to $10 million in both assets and liabilities.
Judge Alan S. Trust oversees the case.
Adam P. Wofse, Esq., at LaMonica Herbest & Maniscalco, LLP, is the
Debtor's counsel.
DEBOER AGRICULTURAL: Voluntary Chapter 11 Case Summary
------------------------------------------------------
Debtor: DeBoer Agricultural Holdings, LLC
4172 E. State Highway 6
Dublin, TX 76446
Chapter 11 Petition Date: March 27, 2022
Court: United States Bankruptcy Court
Northern District of Texas
Case No.: 22-40633
Judge: Hon. Edward L. Morris
Debtor's Counsel: Vickie L. Driver, Esq.
CROWE & DUNLEVY, P.C.
2525 McKinnon St., Suite 425
Dallas, TX 75201
Tel: (214) 420-2140
Email: vickie.driver@crowedunlevy.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Durk DeBoer, president.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/3OCHD7Y/DeBoer_Agricultural_Holdings_LLC__txnbke-22-40633__0001.0.pdf?mcid=tGE4TAMA
DIFFUSION PHARMACEUTICALS: Releases 2021 Results, Business Update
-----------------------------------------------------------------
Diffusion Pharmaceuticals Inc. announced financial results for 2021
and provided a business update.
Corporate Strategy and Events
Business and financial highlights during 2021 and 2022 year-to-date
include:
Declared Lead Development Program: The Company announced its intent
to develop its novel, oxygen enhancing therapeutic, Trans Sodium
Crocetinate, as an adjunct to standard of care therapy for hypoxic
solid tumors in November 2021.
Strengthened Balance Sheet: In February 2021, the Company raised
approximately $34.5 million in gross proceeds through an up-sized,
follow-on public offering of its common stock with proceeds to be
used to fund research and development efforts for the TSC
oxygenation trials and corporate expenses. As of Dec. 31, 2021,
the Company reported a total of $37.3 million in cash and cash
equivalents. As of March 18, 2022, the Company expects cash
resources to fund operations through 2023.
Board Updates: Jane Hollingsworth appointed as new Board Chair in
June 2021. Diana Lanchoney, M.D., and Eric Francois also elected
to the Company's board of directors in June 2021.
"We are pleased with the progress we achieved in 2021. We executed
our corporate, clinical, and regulatory strategies, accelerating
development of our lead product candidate, TSC. The capital we
raised in the first half of 2021 allowed us to design and execute
critical clinical trials to assess TSC's therapeutic potential in
treating hypoxia-related conditions using three unique short-term
experimental clinical models of oxygenation," said Robert Cobuzzi,
Jr., Ph.D., president and chief executive officer of Diffusion.
Dr. Cobuzzi continued, "We believe the hard work demonstrated by
our team in 2021 has laid a solid foundation for Diffusion's
success in 2022. The initiation of our Altitude and ILD-DLCO
trials in the last quarter of 2021 represented a significant
inflection point on the route to achieving the goal of
demonstrating TSC's potential to enhance the body's ability to
deliver oxygen to areas where it is needed most and potentially
provide a novel treatment option for a variety of conditions
complicated by hypoxia. Moreover, in late 2021 we announced our
intent to design and execute a clinical program to support the use
of TSC as an adjunct treatment of hypoxic solid tumors as the next
step in our efforts to realize TSC's potential. We believe
targeting hypoxic solid tumors is appropriate for TSC given the
significant unmet medical need, the compelling preclinical and
clinical data accumulated to date, and the current, intravenous
formulation of TSC. The team has been working closely with our
advisors to design a Phase 2 study that we believe, if successful,
will help patients and enhance shareholder value."
2021 Financial Results
Diffusion had cash and cash equivalents of $37.3 million as of Dec.
31, 2021, compared with $18.5 million as of Dec. 31, 2020. Net
cash used in operating activities during 2021 was $14.5 million,
compared with $13.6 million used during 2020.
Research and development expenses were $8.5 million for 2021,
compared with $9.4 million for 2020. The decrease was primarily
attributable to lower project spending due to the completion and/or
wind-down of the Company's clinical studies evaluating TSC in
COVID-19, glioblastoma multiforme brain cancer, and stroke.
General and administrative expenses were $7.4 million for 2021,
compared with $6.4 million for 2020. The increase was primarily
driven by increased headcount resulting in higher compensation
expense and other costs associated with the hiring of new
employees, as well as an increase in expense related to consulting
services.
In 2021, the Company also recognized a non-recurring $8.6 million
non-cash impairment charge related to the write down of its DFN-529
IPR&D asset.
About Diffusion Pharmaceuticals
Diffusion Pharmaceuticals Inc. is an innovative biotechnology
company developing new treatments that improve the body's ability
to bring oxygen to the areas where it is needed most, offering new
hope for the treatment of life-threatening medical conditions.
Diffusion's lead drug TSC was originally developed in conjunction
with the Office of Naval Research, which was seeking a way to treat
hemorrhagic shock caused by massive blood loss on the battlefield.
Diffusion reported a net loss of $24.09 million in 2021, a net loss
of $14.18 million in 2020, and a net loss of $11.80 million in
2019. As of Sept. 30, 2021, the Company had $40.88 million in
total assets, $2.75 million in total liabilities, and $38.13
million in total stockholders' equity.
DILLARD'S INC: S&P Alters Outlook to Positive, Affirms 'BB-' ICR
----------------------------------------------------------------
S&P Global Ratings revised its outlook on U.S.-based regional
department store retailer Dillard's Inc. to positive from stable
and affirmed its ratings on the company, including the 'BB-' issuer
credit rating.
The positive outlook reflects that S&P could raise our ratings on
Dillard over the next 12 months if it extends its good operating
performance record and meets our forecast while maintaining
adjusted leverage below 2x.
S&P said, "The positive outlook reflects strengthened operating
results, although we expect performance will moderate in 2022 given
persistent inflation. Dillard's reported strong results for the
fiscal fourth quarter and fiscal 2021 (ended Jan. 29, 2022), with
same-store sales, gross margins, and free operating cash flow
(FOCF) substantially above levels before the COVID-19 pandemic.
Comparable sales were up 37% for the fourth quarter and 12%
compared to 2019, and S&P Global Ratings-adjusted EBITDA margin
improved substantially to about 20% from 6.5% in 2019. In
particular, the company benefited from continued strong consumer
demand, higher online sales penetration, and better inventory
management leading to decreased markdowns.
"The company had no outstanding debt under its revolving credit
facility at year-end, with leverage of 0.6x for the year. We expect
margins to reverse somewhat in 2022 as the general retail
environment returns to more promotions, supply chain challenges
persist most of the year, and high inflation and wage increases
amplify cost pressures. Dillard's market share also benefited from
weaker competitors' store closures, which we also expect to
moderate. Capital expenditures will increase in 2022 and 2023 as
the company accelerates investments, especially on omnichannel and
digital capabilities. However, we expect Dillard's to continue
generating significant FOCF and leverage below the 2x area on a
sustained basis. The company paid a special dividend of about $291
million in November 2021 and announced a new $500 million share
repurchase program. We however expect Dillard's will continue to
use internally generated cash to fund shareholder initiatives.
"We believe Dillard's remains exposed to disruptive sector trends.
We believe secular weakness for brick-and-mortar department stores
will continue even after pandemic fears subside as more apparel
market share migrates to off-price and online retailers. Before the
pandemic, store traffic had declined steadily as consumers
gradually moved purchasing activity online. This accelerated in
2020 amid health and safety concerns. We believe omnichannel
capability will become an increasingly important competitive factor
given customers' continued rapid adoption of e-commerce. The
leading national department store chains continue to strengthen
their omnichannel capabilities through accelerated investments in
digital storefronts. Overall digital penetration leaped during the
pandemic to about 44% from 35%. While online penetration at
Dillard's increased during the pandemic, the company still has
meaningfully lower online sales penetration and omnichannel
capabilities than national peers as a primarily regional mall-based
player.
"Despite a strong 2021, historically Dillard's has had lower
margins than national peers due to its smaller footprint. We expect
margins to remain weaker than national competitors' over the next
years as Dillard's contends with mall traffic reductions,
investments to expand omnichannel capabilities, intense
competition, increasing price transparency, inflation, and supply
chain constraints. In addition, the company has an uneven operating
track record. Profitability deteriorated significantly with
adjusted EBITDA margins of less than 7% before the pandemic in
fiscal 2019, declining by nearly half since 2015. This was partly
due to meaningful merchandise missteps to which we believe
Dillard's remains exposed despite its expanded sales of cosmetics
and juniors' and children's apparel. They significantly
outperformed other categories in 2021. Therefore, we continue to
apply a negative comparable rating modifier to capture Dillard's
holistic standing in relation to its 'BB' rated peers and given the
sustaining industry trends.
"We believe the company's limited funded debt and good free cash
flow generation should help somewhat offset negative macroeconomic
trends. We expect the company to maintain adequate liquidity, with
FOCF generation of approximately $275 million per year on a
sustained basis. Dillard's owns the real estate for about 90% of
its stores, with a book value of over $1 billion. We view its
substantial asset ownership as strategic, providing operating and
financial flexibility. Under current management and family control,
we expect the company to maintain its real estate ownership and a
conservative approach to debt.
"The positive outlook reflects that we could raise our ratings on
Dillard's over the next 12 months if it extends its good operating
performance record and meets our forecast with adjusted leverage
sustained below 2x."
S&P could raise the ratings if:
-- Successful execution extends its operating record and
performance in line with S&P's base-case expectations and keeps S&P
Global Ratings-adjusted EBITDA growth at about 8% or higher; and
-- S&P expects the company to maintain its conservative financial
policy, supporting adjusted leverage comfortably below 2x.
S&P could revise the outlook to stable if:
-- A worsening macro environment or operational misstep causes
weaker performance compared with our base case, resulting in EBITDA
margin meaningfully below 8%; or
-- The company shifts to a more aggressive financial policy with
leverage remaining above 2x.
ESG credit indicators: E2, S2, G2
DONALD ANTHONY DELLA: Fortis Offers $138K for Portage Property
--------------------------------------------------------------
Donald Anthony Della asks the U.S. Bankruptcy Court for the Western
District of Pennsylvania to authorize the sale of the real property
and improvements thereon located in the Township of Portage, County
of Cambria, Commonwealth of Pennsylvania, identified by Cambria
County Tax Map Number 48-032. -111.000, commonly known as 3692
Portage Street, in Portage, Pennsylvania 15946, to Fortis
Industrial, Inc., for $138,000, cash, free and clear of all
third-party interests, liens, claims, charges and/or encumbrances.
A hearing on the Motion is set for April 5, 2022, at 10:00 a.m.
Respondent Cambria County is a government entity with notice to
Thomas C. Chernisky, President Commissioner, Cambria County
Courthouse, 200 South Center Street, Ebensburg, PA 15931; with
additional notice to counsel, William G. Barbin, Esquire, Gleason
Barbin & Markovitz, LLP, 206 Main St., Johnstown, PA 15901-1509.
Respondent Cambria County Tax Claim Bureau ("TCB") is a government
agency with a mailing address in care of Larissa M. Gavlak,
Director, 200 South Center Street, Ebensburg, PA 15931; with notice
to counsel, Thomas A. Swope, III, Esquire, Neugebauer & Swope, PC,
P.O. Box 270, Ebensburg, PA 15931-0270.
Respondent Township of Portage is a government entity with a
mailing address of 4109 Portage Street, Portage, PA 15946; with
notice to counsel, Brett J. Smith, Esquire, 616 Lamberd Avenue,
Johnstown, PA 15904.
Respondent Portage Area School District is a government entity with
a mailing address in care of Eric A. Zelanko, Superintendent, 84
Mountain Avenue, Portage, PA 15946; with additional notice to
counsel, Dennis M. McGlynn, Esquire, 969 Eisenhower Boulevard,
Johnstown, PA 15904.
The Debtor's assets include, inter alia, the Premises. The Premises
consists of a commercial building which formerly housed a
neighborhood pharmacy/bank.
The Debtor's investigation into the matter reveals that the
following parties have a lien against the Premises:
1. Cambria County Tax Claim Bureau - Statutory delinquent real
estate tax lien -- 2020 school district taxes ($2,309.10 per POC
No. 19) and any other delinquent real estate taxes due and owing.
2. Cambria County - Current year real estate taxes
3. Township of Portage - Current year real estate taxes
Per the books and records of the Debtor as well as a title search
conducted by counsel, but for the aforementioned real estate taxes,
to the best of their knowledge, there are no other liens and/or
encumbrances against the subject Premises.
The Premises is property of the estate. The Debtor advises that
this parcel of real estate, along with various other parcels owned
by the Debtor, have been listed for sale for some period of time.
The Debtor has received an offer to purchase the Premises from the
Buyer, a Pennsylvania corporation, 422 Japp Road, Summerhill, PA
15958, for a total price of $138,000. As more fully outlined on the
attached Agreement of Sale, the offer is an all-cash offer with no
mortgage contingency and, all inspection contingencies have been
waived by the prospective purchaser.
Said offer was brought to the Debtor by the Debtor's Court approved
realtor, Lisa Hess of Lang Real Estate. Ms. Hess was the Debtor's
realtor prior to the filing of the instant case and, by Order of
Court dated April 21, 2021, acts as the Estate's realtor. In accord
with the Listing Agreement and the Order of Court dated April 21,
2021, the realtor is entitled to a commission on the sale
equivalent to 5% of the purchase price or the sum of $3,500,
whichever is greater. Based on the offer being presented today, the
realtor would be entitled to a commission of $6,900. In the event
higher and better offers are received at the time of the hearing on
the instant motion, the realtor's commission will be based solely
on the offer presented herein and not on any higher amount.
While the market is the best indicator of the value of the
Premises, in his petition and schedules, the Debtor opined that the
value of the Premises was approximately $210,406 based on the
County tax assessed value multiplied by the Common Level Ratio.
Upon inquiry, the realtor advises that the Premises has been
marketed for a substantial period of time with little to no
interest in the Premises. Further, the property has been subject to
extensive water damage which, based on estimates provided to the
Debtor's realtor, may exceed $18,000 in repairs.
The Debtor has not claimed an exemption in the Premises and as
such, after deduction for real estate taxes, realtor commission,
and other costs of sale, the net sale proceeds will be devoted to
funding his Chapter 11 plan of reorganization. As indicated on the
Agreement of Sale, the purchaser waived the mortgage contingency
and is waiving various inspection contingencies.
To assure that the sale is a sale for the market value of the
Premises, higher and better offers for said Premises will be
accepted at the time of the hearing on the sale of said Premises.
The Debtor believes and therefore avers that the aforesaid method
of sale is fair and reasonable, and in the best interest of the
estate, and that a higher and better price would not be obtained
through continued marketing of the Premises.
The sale of the Premises will be a sale of the Premises in "as is,
where is" condition, without representations or warranties of any
kind whatsoever, including but not limited to implied warranties of
merchantability and/or fitness for a particular purpose.
The successful buyer will be required to deposit a nonrefundable
deposit in the amount of 10% of the purchase price at the time of
the approval of the sale by the Court, with the balance to be paid
at closing, which will occur on or before 30 days from the date the
Order of Sale becomes final, time being of the essence, with all
such payments to be paid to counsel for the Debtor or to the
closing agent by certified check or wire transfer.
Possession will be delivered at closing, which will occur within
said time frame at a mutually agreeable time at the offices of
Spence, Custer, Saylor, Wolfe and Rose, LLC, 1067 Menoher
Boulevard, Johnstown, PA 15905, or such other location as may be
agreed upon by the parties.
The proceeds of the sale of the Premises will be used as follows,
to wit:
a. The following lien(s)/claim(s): none;
b. Delinquent real estate taxes, if any;
c. Current real estate taxes, pro-rated to the date of
closing;
d. The costs of sale, specifically including but not limited
to payment for any Court filing fees, advertising, printing,
mailing and notice fees; Debtor/the Estate's counsel fees incurred
in filing and drafting the sale motion, representing the estate at
the hearing and obtaining an order authorizing the sale, deed
preparation fees and closing on the same and other such closing
costs as may be properly incurred to effect said closing;
e. The Court approved realtor commission in amount of $6,900;
and
f. The "net" proceeds from the closing as identified on the
Settlement Statement and/or Closing Disclosure to counsel for the
Debtor, Spence, Custer, Saylor, Wolfe & Rose, LLC, to be held in
escrow pending further Order of Court.
Donald Anthony Della sought Chapter 11 protection (Bankr. W.D. Pa.
Case No. 21-70103) on March 15, 2021. The Debtor tapped Kevin J.
Petak, Esq., at Spence, Custer, Saylor, Wolfe & Rose, LLC as
counsel.
DSB CONSTRUCTION: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: DSB Construction, LLC
789 Bamberger Drive, Suite C
American Fork, UT 84003
Business Description: The Debtor is part of the nonresidential
building construction industry.
Chapter 11 Petition Date: March 26, 2022
Court: United States Bankruptcy Court
District of Utah
Case No.: 22-21040
Judge: Hon. Joel T. Marker
Debtor's Counsel: Mark C. Rose, Esq.
MCKAY, BURTON & THURMAN, P.C.
15 West South Temple
Suite 1000
Salt Lake City, UT 84101
Tel: 801-521-4135
Fax: 801-521-4252
Email: mrose@mbt-law.com
Total Assets as February 2022: $1,555,783
Total Liabilities as February 2022: $4,893,048
The petition was signed by Lile M. Lavaki as president.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/HRTOIHQ/DSB_Construction_LLC__utbke-22-21040__0002.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/HWDP6PY/DSB_Construction_LLC__utbke-22-21040__0001.0.pdf?mcid=tGE4TAMA
EHT US1 INC: Objection to Evolution Alter Ego Claims Overruled
--------------------------------------------------------------
Judge Christopher S. Sontchi of the United States Bankruptcy Court
for the District of Delaware sustains the objection of EHT US1,
Inc., et al., to the proofs of claim filed by Evolution
Hospitality, LLC, and to the proof of claim filed by Interstate
Management Company, LLC.
The Debtors assert that the Evolution Claims and the Interstate
Claim are rightfully asserted against the Master Lessees, the
counterparties to the Evolution and Interstate contracts, rather
than being a liability of the Debtors. In response, Evolution and
Interstate assert their claims are not based on breach of contract,
rather, the Disputed Claims are claims in equity resulting from
claims of alter ego and unjust enrichment.
EH-REIT and its direct and indirect subsidiaries (including Debtor
and non-debtor entities) together comprise the Eagle Hospitality
Group, which was formed in May 2019 with the principal strategy of
investing on a long-term basis in a diversified portfolio of
income-producing real estate properties in the United States --
exclusively hotels.
As of the Petition Date, the Eagle Hospitality Group, through
direct and indirect wholly-owned subsidiaries of EH-REIT, owned 18
full-service hotels. Each Hotel was owned by a separate LLC entity
of which 15 are debtors in the Chapter 11 Cases.
The Hotels were owned by the Propcos prior to the May 2019
formation of the Eagle Hospitality Group; the Propcos themselves,
however, were under different ownership. Specifically, prior to May
2019, the Propcos, in their capacity as the Pre-IPO Propcos, were
each a subsidiary of Urban Commons LLC. In connection with their
ownership and operation of the Hotels, four of the Pre-IPO Propcos
(before they were owned by the Eagle Hospitality Group) each
entered into:
(a) an Evolution hotel management agreement regarding each of
their respective Hotels, which are: (i) Embassy Suites Anaheim
North; (ii) Holiday Inn Resort Orlando Suites-Waterpark; (iii)
Sheraton Pasadena Hotel; and (iv) The Queen Mary Long Beach; and
(b) an Interstate HMA regarding the Sheraton Denver Tech
Center.
The Evolution HMAs and the Interstate HMA in place prior to the May
2019 Transaction were each between Evolution/Interstate and the
applicable Pre-IPO Propco and, when originally executed, did not
involve, name, or refer to any Eagle Hospitality Group entity (nor
could they, as the Eagle Hospitality Group did not exist at the
time these agreements were executed).
On May 24, 2019, and concurrently with the May 2019 Transaction,
the Master Lessees replaced the Pre-IPO Propcos as parties to the
then-existing Evolution HMAs pursuant to the Assignment
Agreements.
Judge Sontchi sustains the Objections on the Debtors' assertions
that there is no contract between Evolution and the Debtors. Judge
Sontchi, however, overrules, without prejudice, on the equitable
grounds raised by Evolution, including alter ego and unjust
enrichment. The equitable relief sought by Evolution contains
questions of fact, requires an adversary proceeding, and discovery
for the Court to reach a determination of those issues, the judge
holds.
A full-text copy of Judge Sontchi's Opinion dated March 15, 2022,
is available at https://tinyurl.com/ye278543 from Leagle.com.
About Eagle Hospitality Group
Eagle Hospitality Trust -- https://eagleht.com/ -- is a hospitality
stapled group comprising Eagle Hospitality Real Estate Investment
Trust and Eagle Hospitality Business Trust. Based in Singapore,
Eagle H-REIT is established with the principal investment strategy
of investing on a long-term basis in a diversified portfolio of
income-producing real estate, which is used primarily for
hospitality or hospitality-related purposes as well as real
estate-related assets in connection with the foregoing, with an
initial focus on the United States.
EHT US1, Inc. and 26 affiliates, including 15 LLC entities that
each owns hotels in the U.S., sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 21-10036) on Jan. 18, 2021. EHT US1
estimated $500 million to $1 billion in assets and liabilities as
of the bankruptcy filing.
The Debtors tapped Paul Hastings LLP and Cole Schotz P.C. as their
bankruptcy counsel, FTI Consulting Inc. as restructuring advisor,
and Moelis & Company LLC as an investment banker. Rajah & Tann
Singapore LLP and Walkers serve as Singapore Law counsel and Cayman
Law counsel, respectively. Donlin, Recano & Company, Inc. is the
claims agent.
The U.S. Trustee for Region 3 appointed an official committee of
unsecured creditors on Feb. 4, 2021. The committee tapped Kramer
Levin Naftalis & Frankel, LLP as bankruptcy counsel, Morris James
LLP as Delaware counsel, and Province, LLC as financial advisor.
LVM Law Chambers LLC serves as the Debtor's Singapore law Conflicts
counsel.
David M. Klauder, Esq., is the fee examiner appointed in the
Debtors' Chapter 11 cases. Thomas D. Bielli, Esq., at Bielli &
Klauder, LLC, is the fee examiner's legal counsel.
ELAINE PALASOTA: EV Buying College Station Property for $830K
-------------------------------------------------------------
Elaine Palasota asks the U.S. Bankruptcy Court for the Western
District of Texas to authorize the sale of the real property
located at 6988 Raymond Stotzer Parkway, in College Station, Texas
77845, to EV Assets, LLC, for $830,000.
Objections, if any, must be filed within 21 days of the date of
Notice service.
The Debtor partially owns a number of pieces of real property.
Among the property she partially owned is the Property. The Debtor
has received an offer to purchase the Property. The offer provides
sufficient monies to pay those creditors who have asserted a lien
against the Property. The offer is subject to better and higher
bids.
The Debtor desires to sell the Property because she is currently
not operating the Property and believes the sale of the Property is
in the best interest of her creditors. The proposed purchaser is an
independent third party who was located though the efforts of the
Debtor's Court approved real estate broker.
The Debtor seeks an Order approving the Sale, and providing that
all liens, claims, and encumbrances asserted against the Property
attached to the net proceeds and be held pending further order of
the Court.
The Purchaser:
EV ASSETS, LLC
2508 Briarwood Cir.
Bryan, TX 77802-2001
Telephone: (817) 584-8137
E-mail: shanevinsantmail.com
Elaine Palasota sought Chapter 11 protection (Bankr. W.D. Tex. Case
No. 22-60001) on Jan. 1, 2022. The Debtor tapped Eric Liepins,
Esq., as counsel.
ENSTROM HELICOPTER: Trustee's $10.5M All Assets Sale to MidTex OK'd
-------------------------------------------------------------------
Judge Scott W. Dales of the U.S. Bankruptcy Court for the Western
District of Michigan authorized Darrell R. Dettmann, the Chapter 7
Trustee for the estate of Enstrom Helicopter Corp., to sell
substantially all of the Debtor's assets to MidTex Aviation, LLC,
for $10.5 million.
The Sale Hearing was held on March 8, 2022.
The Purchase Agreement and all of the terms and conditions thereof,
and the transactions contemplated thereby, are approved.
The sale is free and clear of all Liens and Interests, with any
such Liens or Interests to attach to the net proceeds of the Sale.
At Purchaser's expense, and in accordance with the Purchase
Agreement, the Trustee will be responsible for paying the Cure
Amounts related to the Purchased Contracts. Pursuant to Section 365
of the Bankruptcy Code, the Trustee is authorized to assume the
Purchased Contracts designated in the Purchase Agreement, cure the
same (in the Cure Amounts set forth in the notice relating to such
contracts or by further order of the Court) and assign the same to
Purchaser.
The stay imposed by Federal Rule of Bankruptcy Procedures 6004(h)
and 6006(d) is waived. The terms and conditions of the Order are
immediately effective and enforceable upon its entry.
About Enstrom Helicopter Corp.
Enstrom Helicopter Corp. is a Chinese-owned helicopter design and
manufacturing company, based at the Menominee–Marinette
Twin
County Airport in Michigan.
Enstrom Helicopter sought Chapter 7 protection (Bankr. W.D. Mich.
Case No. 22-90006-SWD) on Feb. 7, 2022.
EXPRESS GRAIN: $118K Sale of Caterpillar Loader to Roebuck Approved
-------------------------------------------------------------------
Judge Selene D. Maddox of the U.S. Bankruptcy Court for the
Northern District of Mississippi authorized Express Grain
Terminals, LLC's sale of Caterpillar 926M Small Wheel Loader to
Roebuck Landing Grain Terminal, LLC, for $118,000.
The Debtor conducted an auction of substantially all of its assets
in open court, commencing at 10:00 a.m. on Feb. 25, 2022. At the
auction, Roebuck submitted a bid of $118,000 for the mall wheel
loader, Caterpillar Financial Services Corporation's collateral.
The sale is free and clear of all of the claims, liens and
interests.
The CRO is authorized to execute such bills of sale or other
transfer documents reflecting that the small wheel loader is sold
free and clear of liens, claims and interests to Roebuck.
It is a final judgment as contemplated by the applicable Bankruptcy
Rules.
To the extent the objections to the Sale Motion have not previously
been resolved by earlier orders, they are overruled.
About Express Grain Terminals
Greenwood, Mississippi-based Express Grain Terminals, LLC,
produces
soy products such as oil and biodiesel.
Express Grains Terminals and its affiliates, Express Biodiesel,
LLC
and Express Processing, LLC, sought Chapter 11 protection (Bankr.
N.D. Miss. Lead Case No. 21-11832) on Sept. 29, 2021. At the time
of the filing, Express Grains Terminals listed up to $50 million
in
assets and up to $100 million in liabilities. Judge Selene D.
Maddox oversees the cases.
The Law Offices of Craig M. Geno, PLLC, is the Debtors' legal
counsel.
UMB Bank, N.A., the Debtors' lender, is represented by Spencer
Fane
LLP.
EXPRESS GRAIN: $185K Sale of Articulated Boom Lift to BOW Approved
------------------------------------------------------------------
Judge Selene D. Maddox of the U.S. Bankruptcy Court for the
Northern District of Mississippi authorized Express Grain
Terminals, LLC's sale of JLGI SOOSJ4XD8 Articulated Boom Lift,
together with attachments, accessories, etc., to The Bank of the
West ("BOW") for $185,000.
The Debtor conducted an auction of substantially all of its assets
in open court, commencing at 10:00 a.m. on Feb. 25, 2022. At the
auction, BOW advanced and offered its credit bid of $185,000 as a
credit against the indebtedness owed by the Debtor to BOW.
The sale is free and clear of all of the claims, liens and
interests.
The parties have agreed (and the Court's prior orders provide) that
in the event there are ad valorem personal property taxes owed upon
the boom lift, the Court reserves determination of the amount and
allocation of those ad valorem personal property taxes for a future
date as agreed by the parties thereto.
The CRO is authorized to execute such bills of sale or other
transfer documents reflecting that the boom lift is sold free and
clear of liens, claims and interests to BOW.
It is a final judgment as contemplated by the applicable Bankruptcy
Rules.
To the extent the objections to the Sale Motion have not previously
been resolved by earlier orders, they are overruled.
About Express Grain Terminals
Greenwood, Mississippi-based Express Grain Terminals, LLC,
produces
soy products such as oil and biodiesel.
Express Grains Terminals and its affiliates, Express Biodiesel,
LLC
and Express Processing, LLC, sought Chapter 11 protection (Bankr.
N.D. Miss. Lead Case No. 21-11832) on Sept. 29, 2021. At the time
of the filing, Express Grains Terminals listed up to $50 million
in
assets and up to $100 million in liabilities. Judge Selene D.
Maddox oversees the cases.
The Law Offices of Craig M. Geno, PLLC, is the Debtors' legal
counsel.
UMB Bank, N.A., the Debtors' lender, is represented by Spencer
Fane
LLP.
FLOOR-TEX: Gets Court Nod to Use Cash Collateral Thru May 16
------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Texas,
Houston Division, has authorized Floor-Tex Commercial Flooring, LLC
to use cash collateral on an interim basis in accordance with the
budget until the final hearing on the matter.
The final hearing is scheduled for May 16, 2022 at 3:30 p.m.
Pursuant to the Order, the Cash Collateral Lenders will continue to
have the same liens, encumbrances and security interests in the
cash collateral generated or created post filing, plus all
proceeds, products, accounts, or profits thereof, as existed prior
to the filing date.
The Debtor is authorized to pay $2,000 to Westwood Funding
Solutions, LLC, during the time period for the projected budget.
The payment will be made based on instructions for payment to be
provided by counsel for Westwood.
Westwood objects to its characterization as a lender in the
Debtor's Cash Collateral Motion and the Order, and reserves all
rights with respect to a determination of the nature of its
transaction with the Debtor and the extent and nature of its
security interest.
The Debtor will pay to Fresh Funding Solutions, LLC, $1,000 during
the time period for the projected budget; the payment will be made
based on instructions for payment to be provided by counsel for
Fresh.
Fresh Funding also objects to its characterization as a lender in
the Motion and the Order, and reserves all rights with respect to a
determination if the nature of its transaction with the Debtor and
the extent and nature of its security interest.
The Debtor will pay to Blue Bridge Capital, LLC, $2,000 during the
time period for the projected budget; the payment will be made
based on instructions for payment to be provided by counsel for
Blue Bridge. Blue Bridge objects to its characterization as a
lender in the Motion and the Order; and reserves all rights with
respect to a determination if the nature of its transaction with
the Debtor and the extent and nature of its security interest.
The Debtor will pay to Vox Funding, LLC, $1,200 during the time
period for the projected budget; the payment will be made based on
instructions for payment to be provided by counsel for Vox. Vox
also objects to its characterization as a lender in the Motion and
the Order, and reserves all rights with respect to a determination
if the nature of its transaction with the Debtor and the extent and
nature of its security interest.
The Debtor may also pay any pre-petition amounts to subcontractors
or vendors that are included in payments to the Debtor in order to
obtain lien waivers, to prevent liens on construction jobs, and to
maintain the ability to continue to work on construction job.
A copy of the order is available at https://bit.ly/3IzDTJX from
PacerMonitor.com.
About Floor-Tex Commercial Flooring, LLC
Floor-Tex Commercial Flooring, LLC specializes in residential and
commercial flooring contracting. The Debtor sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No.
21-33751) on November 19, 2021. In the petition signed by Doris
Springer, chief executive officer, the Debtor disclosed up to $10
million in assets and liabilities.
Judge Eduardo V. Rodriguez oversees the case.
Reese Baker, Esq., at Baker and Associates is the Debtor's
counsel.
FOOTPRINT POWER: Rebrands as Chapter 11 Kicks Off
-------------------------------------------------
Leslie A. Pappas of Law360 reports that a bankrupt Massachusetts
power plant undertook a brand makeover Friday, March 25, 2022, as
Footprint Power Salem Harbor Development LP used its first Chapter
11 court appearance to purge the "Footprint" out of its name,
saying it was no longer allowed to use the moniker.
At a virtual first day bankruptcy hearing in Delaware before U.S.
Bankruptcy Court Judge Mary F. Walrath, the gas-fired electricity
generator plant said it no longer had the right to use its logo or
the words "Footprint Power" because the owner of the trademark,
Footprint Power Holdings LLC, had terminated the license shortly
before the company filed for bankruptcy.
About Footprint Power Salem Development LP
Footprint Power Salem Development LP is a natural gas company based
in Salem, Massachusetts.
Footprint Power Salem Development LP sought Chapter 11 bankruptcy
protection (Bankr. D. Del. Case No. 22-10239) on March 23, 2022.
In the petition filed by CRO John R. Castellano, Footprint Power
estimated assets between $500 million and $1 billion and
liabilities between $500 million and $1 billion.
Paul, Weiss, Rifkind, Wharton & Garrison LLP and Young Conaway
Stargatt & Taylor, LLP, serve as the Debtors' co-counsel.
AlixPartners' AP Services LLC has provided John Castellano to serve
as the Salem Harbor Companies' chief restructuring officer. Prime
Clerk LLC is the claims agent.
GAMESTOP CORP: RC Ventures, Ryan Cohen Own 11.9 of Class A Shares
-----------------------------------------------------------------
RC Ventures, LLC and Ryan Cohen disclosed in a Schedule 13D/A filed
with the Securities and Exchange Commission that as of March 22,
2022, they beneficially own 9,101,000 shares of Class A common
stock, $0.001 par value per share of GameStop Corp., representing
11.9 percent of the shares outstanding.
The aggregate percentage of shares reported owned by each person is
based upon 76,339,248 shares outstanding as of March 11, 2022 as
reported in the issuer's Annual Report on Form 10-K filed with the
SEC on March 17, 2022.
As of March 22, 2022, RC Ventures directly beneficially owned
9,101,000 shares. Mr. Cohen, as the manager of RC Ventures, may be
deemed to beneficially own the 9,101,000 shares owned by RC
Ventures.
A full-text copy of the regulatory filing is available for free
at:
https://www.sec.gov/Archives/edgar/data/1326380/000092189522000946/sc13da612128005_03222022.htm
About GameStop
Grapevine, Texas-based GameStop Corp. is a specialty retailer
offering games and entertainment products through its E-Commerce
properties and thousands of stores.
GameStop reported a net loss of $381.3 million in 2021, a net loss
of $215.3 million in 2020, a net loss of $470.9 million in 2019,
and a net loss of $673 million in 2018. As of Jan. 29, 2022, the
Company had $3.49 billion in total assets, $1.89 billion in total
liabilities, and $1.6 billion in total stockholders' equity.
GATA III LLC: Selling Henderson Property to Mas for $1.4 Million
----------------------------------------------------------------
Gata III, LLC, asks the U.S. Bankruptcy Court for the District of
Nevada to authorize the sale of the real property located at 375 N.
Stephanie Street, Building 3, in Henderson, Nevada 89014, to Seung
Hyuk Ma and Sun K. Ma for $1.4 million, free and clear of liens and
other interests.
The Debtor is managed by GATA II LLC, which is an entity owned and
controlled by Paul Thomas, and Mr. Thomas is also the Debtor's sole
member.
The Debtor owns the two properties, which it, in turn, leases to
third parties. First, the Debtor owns the real property located at
120 Cassia Way, Henderson, Nevada 89014, a single unit within a
14-unit industrial complex, which unit contains approximately 6,000
square feet of space, plus 1,000 square feet of mezzanine space.
The Cassia Property is located within the Black Mountain Corporate
Center, over which the Blank Mountain Point Association serves as
the management association in charge of collecting monthly
assessments. The Debtor presently has the Cassia Property leased to
IEDAC USA, LLC, a management, scientific, and technical consulting
company.
Second, the Debtor owns the Stephanie Property, which includes a
freestanding building containing approximately 3,510 rentable
square feet situated on a site containing a total 0.49 net acres.
The Stephanie Property is located within the Galleria Corporate
Centre, which is a mixed-use commercial center. The Galleria
Corporate Centre Maintenance District serves as the management
association over this Centre in charge of collecting monthly
assessments. The Debtor presently has the Stephanie Property leased
to a Tokyo Boys sushi bar and restaurant.
On April 30, 2019, the Debtor, as borrower, and certain
beneficiaries, as direct lenders arranged by NV Capital Corp., as
broker, entered into a Promissory Note Secured by Deed of Trust
(the "Cassia Note") in the original principal amount of $1,286,000.
The obligations under the Cassia Note were secured with a Deed of
Trust with Assignment of Rents originally recorded as on May 1,
2019, and then re-recorded on Sept. 5, 2019.
On May 3, 2019, the Debtor, as borrower, and certain beneficiaries,
as direct lenders arranged by NV Capital, as broker, entered into a
Promissory Note Secured by Deed of Trust in the original principal
amount of $1,222,000. The obligations under the Stephanie Note were
secured with a Deed of Trust with Assignment of Rents dated and
recorded in the Official Records of the County Recorder, Clark
County, Nevada on May 3, 2019, and then re-recorded on May 6, 2019.
Both of the obligations under the Cassia Note and the Stephanie
Note were personally guaranteed by Mr. Thomas as well. Disputes
arose between the Debtor and Mr. Thomas, on the one hand, and NV
Capital, as agent for the secured creditors on the Properties on
the other hand, involving payoff and sale terms for the Properties.
The Properties were also severely impacted by the COVID-19
pandemic, with the Cassia Property remaining unleased and thus not
generating income for most of the time that its loan was
outstanding, and the Stephanie Property experienced a troublesome
cash flow given that it was leased to an operating restaurant that
also went through months of closures and phased reopenings that
severely limited its operations.
On Jan. 19, 2021, both lender groups caused Notices of Trustees
Sales to be recorded on the Properties, which gave notice of
foreclosure sales for Feb. 16, 2021. The Debtor filed bankruptcy
the day before the foreclosure sales to stay them from proceeding
by operation of the automatic stay in section 362 of the Bankruptcy
Code.
On June 28, 2021, and in an effort to apply further pressure to the
situation, the Secured Creditors filed a complaint in the Eighth
Judicial District Court, Clark County, Nevada, Case No.
A-21-837043-C (the "Guaranty Litigation") against Mr. Thomas, which
alleged a breach of contract for his failure to pay them pursuant
to his personal guarantys, among other claims for relief.
On Dec. 6, 2021, Mr. Thomas filed an answer, counterclaims, and
third party complaint against the Secured Lender. The Guaranty
Litigation remains pending as of the date of the filing of the Sale
Motion. However, the Sale Motion is being filed at the same time
that the Secured Creditors and Mr. Thomas have reached a separate
arrangement to resolve his alleged deficiency liability in the
Guaranty Litigation.
The Stephanie Property Buyers offer a total purchase price of $1.4
million. The date of the Commercial Purchase Agreement and Escrow
Instructions is Feb. 11, 2022. The Stephanie Purchase Agreement has
a 21-day due diligence period, and then a close of escrow 10 days
thereafter, although such dates may be extended by agreement, and
thus must close by March 14, 2022, unless otherwise extended by the
parties. The Stephanie Purchase Agreement contemplates that the
existing lease will be renegotiated by the purchaser.
The Debtor requests a waiver of these stays given the need for
expedited approval of the sales as dictated by the terms of the
purchases, which will also allow the Debtor to quickly maximize and
realize the value of its Properties, as well as to avoid the
incurrence of additional administrative expenses for continued
post-petition operations.
About Gata III
Gata III, LLC is a Las Vegas-based company primarily engaged in
renting and leasing real estate properties.
Gata III filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. D. Nev. Case No. 21-10690) on Feb. 15,
2021, listing as much as $10 million in both assets and
liabilities. Brian Shapiro serves as the Subchapter V trustee.
Judge Natalie M. Cox oversees the case.
Larson & Zirzow, LLC, led by Zachariah Larson, Esq., serves as the
Debtor's legal counsel.
GOPHER COURIER: Unsecureds to Get Nothing in Subchapter V Plan
--------------------------------------------------------------
Gopher Courier Service, Inc., filed with the U.S. Bankruptcy Court
for the District of Massachusetts a Chapter 11 Subchapter V Plan of
Reorganization dated March 24, 2022.
The Debtor is Massachusetts Corporation organized on or about
September 27, 2010. The Debtor can trace its business history back
to about the year 2000. The Debtor's principal place of business is
35 Mohave Road, Worcester, MA 01606.
The Debtor has one owner, an individual, Matthew Kornn of 35 Mohave
Road, Worcester, MA 01606. Mr. Kornn is a 100% equity holder of the
business. Mr. Kornn also is the president, treasurer, secretary and
sole director of Gopher Courier Service, Inc.
The Debtor's sole source of income is the FedEx contract. The
contract with FedEx periodically renews. The current contract went
into effect on or about October 09, 2021.
Since the filing of this bankruptcy case, in an effort to right
size his business the Debtor has laid off several employees. Since
the time of filing this case, the Debtor has brought current and
has remained current with his tax filing requirements. The Debtor
has remained current with post petition tax obligations.
The Debtor proposes this plan to cure in full priority and secured
tax obligations and continue its business operations.
The majority of the Debtor's projected total non-exempt equity is
from a FedEx contract. The market for the contract is limited.
FedEx has a right to accept or reject the purchaser and the
contract currently expires in 2023. Because of these restrictions
on the sale of the contract the Debtor believes the actual
liquidation value of the asset to be minimal. Even if the Debtor
was able to liquidate assets with no costs with the projections,
there would not be funds available for general unsecured
creditors.
This Plan proposes 5 classes of claims and 1 subclass of claims.
Secured claims in class 1 will be paid in full plus interest over
10 years. Secured claims in class 1.B will treated as general
unsecured claims and any property surrender. Administrative claims
will be paid in full, as allowed by the court, within 14 days of
confirmation. Priority claims will be paid in full within 5 years
of filing date of the petition. Executory contracts and leases will
be assumed by the Debtor and general unsecured claims will not be
paid.
Class 5 consists of General unsecured creditors. General unsecured
creditors shall not be entitled to any distribution under the plan
and are forever discharged of their right to collect.
The Plan will be funded from the Debtor's future earnings and
income. Upon the Effective Date, the Debtor is authorized to take
all action permitted by law, including, without limitation, to use
its cash and other assets for all purposes provided for in the Plan
and in its business operations, and to borrow funds and to transfer
funds for any legitimate purpose. Notwithstanding section 1194(b)
of the Bankruptcy Code, the Debtor shall make the payments to
creditors under the Plan.
A full-text copy of the Subchapter V Plan dated March 24, 2022, is
available at https://bit.ly/3iMUFLq from PacerMonitor.com at no
charge.
Debtor's Counsel:
Robert W. Kovacs, Jr.
Bar No.: 671497
Kovacs Law, P.C
131 Lincoln Street
Worcester, MA 01605
Telephone No.: (508) 926-8833
Fax No.: (508) 459-1723
E-mail: Robert@KovacsLawFirm.com
About Gopher Courier Service
Gopher Courier Services, Inc. filed a Chapter 11 bankruptcy
petition (Bankr. D. Mass. Case No. 21-40929) on Dec. 24, 2021,
disclosing as much as $1 million in both assets and liabilities.
Judge Christopher J. Panos oversees the case.
The Debtor is represented by Robert W. Kovacs Jr., Esq., at Kovacs
Law, P.C.
GREGORY W. STEVENS: Ipek Buying Greenwich Property for $330K
------------------------------------------------------------
Gregory W. Stevens, Sr., and Madeline M. Stevens ask the U.S.
Bankruptcy Court for the District of New Jersey to authorize the
sale of the land, building and improvements located at 422 W. Broad
Street, Township of Greenwich, County of Gloucester and State of
New Jersey, commonly known as Block 79, Lot 1.01, to Ismail Ipek
for $330,000.
The time of closing will be on the fifteenth day following the end
of the Due Diligence Period at 10.00 a.m., at the office of the
Seller's attorney, 46 West Main Street, Maple Shade, New Jersey. If
the fifteenth day is a weekend day or a holiday, the closing will
take place on the next business day. Time is of the essence.
The Purchaser will pay the sum of $10,000 within five days of the
date the agreement is fully signed as a deposit. The Earnest Money
will be held in escrow by the Purchaser's title company. The
Purchaser will pay an additional $10,000 of Earnest Money within
five days of the conclusion of the Due Diligence Period. He will
pay an additional $310,000 at closing.
The parties agree that the Seller will pay broker's commissions as
follows: 6% of the gross sale price to Caldwell Banker Realty.
The Purchaser will pay one half of the title company's customary
charge for closing as well as all searches and title insurance,
recording and acknowledgment fees, conveyancing and recording
charges, and notary fees payable for the purchase. The Seller will
pay the state and local realty transfer taxes due on the sale and
one-half of the title company's customary costs for closing.
The Property is being sold "As Is." The sale will be free and clear
of all claims and rights of others and free of any and all
encumbrances and restrictions of record, with no restrictions or
easements, other than for utilities and two sign easements, or
encroachments which will not interfere with the use of the
Property.
A copy of the Agreement is available at
https://tinyurl.com/26m4utf2 from PacerMonitor.com free of charge.
The Purchaser:
Ismail Ipek
243 Quigley Blvd, Suite K
New Castle, DE 19720
Gregory W. Stevens, Sr. and Madeline M. Stevens sought Chapter 11
protection (Bankr. D.N.J. Case No. 21-16319) on Aug. 5, 2021. The
Debtors tapped Ellen McDowell, Esq., as counsel.s
HACIENDA HOLDINGS: Continued Operations to Fund Plan
----------------------------------------------------
Hacienda Holdings LLC filed with the U.S. Bankruptcy Court for the
Middle District of Florida a Plan of Reorganization dated March 24,
2022.
The Debtor is a limited liability company organized under the laws
of the State of Florida and authorized to transact business in
Florida since July 26, 2016. The Debtor operates farming
facilities, a market, and a restaurant.
The Debtor owns approximately 130.14-acres (83 +/- acres of which
are usable) located at or around 3145 Austin Merritt Road in
Groveland, Florida (the "Property"). The Property includes 1
completed 291,000 SF hydroponic greenhouse structure and a second
greenhouse structure of equivalent size currently under
construction. The Property has the capacity to support up to 4
hydroponic greenhouse structures.
In addition, there is a fresh produce market and another greenhouse
attached to the market, as well as a restaurant that operates from
a trailer on the Property. In 2021, the Debtor generated
approximately $115,415.00 in revenues. From January 1, 2022,
through the Petition Date, the Debtor has generated approximately
$39,504.00 in revenues. The Debtor projects that revenues will
increase substantially, if a restructuring plan is in place.
Class 1 consists of the Secured Claim of MJH. This Claim is secured
by a lien on the MJH Collateral. The Class 1 Secured Claim is
approximately $1,039,041.80. The Reorganized Debtor shall make 180
equal monthly payments of principal and interest of $7,948.60,
which payment amount is calculated based upon amortizing the amount
of the MJH Secured Claim over a 15-year period at the Till Rate.
Class 2 consists of the Allowed Unsecured Claims against the
Debtor. This Class is Impaired.
* Consensual Plan Treatment: The liquidation value or amount
that unsecured creditors would receive in a hypothetical chapter 7
case is approximately $0.00. Accordingly, the Debtor proposes to
pay unsecured creditors a pro rata portion of $180,000.00. Payments
will be made in equal quarterly payments totaling $15,000.00.
Payments shall commence on the fifteenth day of the month, on the
first month that begins after the Effective Date and shall continue
quarterly for eleven additional quarters. Pursuant to §1191, the
value to be distributed to unsecured creditors is greater than the
Debtor's projected disposable income to be received in the 3-year
period beginning on the date that the first payment is due under
the plan.
* Nonconsensual Plan Treatment: The liquidation value or
amount that unsecured creditors would receive in a hypothetical
chapter 7 case is approximately $0.00. Accordingly, the Debtor
proposes to pay unsecured creditors a pro rata portion of its
Disposable Income. If the Debtor remains in possession, plan
payments shall include the Subchapter V Trustee's administrative
fee which will be billed hourly at the Subchapter V Trustee's then
current allowable blended rate, which shall not exceed the
Disposable Income. Plan Payments shall commence on the fifteenth
day of the month, on the first month that is after the Effective
Date and shall continue quarterly for eleven additional quarters.
The initial estimated quarterly payment shall be $0.00.
Class 3 consists of any and all equity interests and warrants
currently issued or authorized in the Debtor. This Class is
Unimpaired. Holders of a Class 3 interests shall retain their full
equity interest in the same amounts, percentages, manner and
structure as existed on the Petition Date.
The Plan contemplates that the Reorganized Debtor will continue to
operate the Debtor's business. Except as explicitly set forth in
this Plan, all cash in excess of operating expenses generated from
operation until the Effective Date will be used for Plan Payments
or Plan implementation, cash on hand as of Confirmation shall be
available for Administrative Expenses.
A full-text copy of the Reorganizing Plan dated March 24, 2022, is
available at https://bit.ly/3tNJlVq from PacerMonitor.com at no
charge.
Attorneys for Debtor:
Jeffrey S. Ainsworth, Esquire
Fla. Bar No.: 060769
E-mail: jeff@bransonlaw.com
Jacob D. Flentke, Esquire, of Counsel
Florida Bar No.: 25482
E-mail: jacob@bransonlaw.com
BransonLaw, PLLC
1501 E. Concord Street
Orlando, Florida 32803
Telephone (407) 894-6834
Fax (407) 894-8559
About Hacienda Holdings
Hacienda Holdings, LLC owns approximately 130.14-acres (83 +/-
acres of which are usable) located at or around 3145 Austin Merritt
Road in Groveland. The property includes one completed 291,000 SF
hydroponic greenhouse structure and a second greenhouse structure
of equivalent size currently under construction. The property has
the capacity to support up to four hydroponic greenhouse
structures. In addition, there is a fresh produce market and
another greenhouse attached to the market, as well as a restaurant
that operates from a trailer.
Hacienda Holdings sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-00998) on March 21,
2022. In the petition signed by Colin Farnum, managing member, the
Debtor disclosed $1,164,718 in assets and $6,710,220 in
liabilities.
Jeffrey S. Ainsworth, Esq., at Bransonlaw, PLLC, is the Debtor's
counsel.
HAWAIIAN HOLDINGS: Provides Update to Q1, Full Year 2022 Outlook
----------------------------------------------------------------
Hawaiian Holdings, Inc. provided an update to its outlook for the
first quarter and full year of 2022 based on changes since its
prior outlook disclosed in Exhibit 99.1 to its Current Report on
Form 8-K filed with the Securities and Exchange Commission on Jan.
25, 2022.
The Company stated, "The COVID-19 public health crisis has
continued to significantly impact demand for air travel and
consequently driven considerable change to the Company's business.
The Company anticipates that the path to recovery will continue to
be non-linear and difficult to predict, but remains encouraged that
as restrictions continue to lift and international borders continue
to reopen, demand for travel to Hawai'i will increase."
"The State of Hawai'i announced that the Safe Travels Hawai'i
restrictions will end on March 25, 2022, thereby removing the
requirement that domestic travelers complete a Safe Travels
application, which includes providing proof of COVID-19 vaccination
or a pre-travel negative test result, in order to avoid a required
quarantine period upon entering Hawai'i."
First Quarter and Full Year 2022 Outlook Updates
The Company now expects its capacity for the full year of 2022 to
decrease between approximately 2% to 6% compared to the full year
of 2019, whereas the Company's prior guidance was for full year
2022 capacity to be approximately down 3% to up 1%. The Company
now expects the full restoration of its historical Japan network by
summer of 2022, a delay of a few months from its previous
expectation. As a result of decreased capacity, the Company now
expects its gallons of jet fuel consumed to be down 6.5% to 10.5%
compared to the full year of 2019, whereas the Company's prior
guidance was for full year 2022 gallons of jet fuel consumed to be
down approximately 4.5% to 8.5%. The Company will continue to
monitor and make capacity adjustments as needed, in response to
changes in travel restrictions and the evolving fuel environment.
The Company now expects its total revenue for the first quarter of
2022 to be down approximately 26.5% to 29.5% compared to the first
quarter of 2019, whereas the Company's prior guidance was for first
quarter 2022 revenue to be down approximately 31% to 35%. The
improvement is driven by better than expected demand and higher
average fares throughout its network. Since the State of Hawai'i
announced the removal of nearly all COVID-19 related restrictions
by the end of March due to low COVID-19 case counts and high
vaccination rates, the Company has seen an increase in bookings.
The Company's estimates for its costs per available seat mile,
excluding fuel and non-recurring items, for the quarter ending
March 31, 2022 and full year ending Dec. 31, 2022 now include the
ratification of the International Association of Machinists and
Aerospace Workers (IAM) agreements, which provide for higher wages
effective Feb. 16, 2022 and a one-time ratification bonus of $2.1
million that will be reflected as a special item in the financial
results for the quarter ended March 31, 2022. With the
ratification of the IAM agreements, the Company now expects its
CASM excluding fuel and non-recurring items for the first quarter
ending March 31, 2022, to end up on the higher end of its range of
up 10% to 13%. The Company's estimates for its CASM excluding fuel
and non-recurring items for the full year December 31, 2022 now
include a 5.5 point headwind from wages and benefits which now
incorporates a 1.5 point headwind for the ratification of the IAM
agreement, 1.5 point headwind from other rentals and landing fees,
1 point for the delay in the resumption of its international
service, and 0.5 point headwind from costs associated with
preparations for the induction of the Boeing 787 into service in
2023, partially offset by 1.5 points of tailwinds from lower
aircraft rent and depreciation and amortization.
The Company now expects its fuel price per gallon for the first
quarter to be $2.76 and for the full year 2022 to be $2.73. Fuel
prices are volatile as a result of Russia's ongoing invasion of
Ukraine.
The Company has narrowed its range and now expects its adjusted
EBITDA for the first quarter of 2022 to be between $(90) million
and $(130) million, whereas the Company's prior guidance was for
first quarter 2022 adjusted EBITDA to be between approximately
$(90) million to $(150) million.
The Company's full year 2022 capital expenditure outlook remains
unchanged at $105 to $125 million. The outlook reflects the
expected delivery of two Boeing 787 aircraft in the first half of
2023.
About Hawaiian Holdings
Hawaiian Holdings, Inc.'s primary asset is sole ownership of all
issued and outstanding shares of common stock of Hawaiian Airlines,
Inc. The Company is engaged in the scheduled air transportation of
passengers and cargo amongst the Hawaiian Islands (the Neighbor
Island routes) and between the Hawaiian Islands and certain cities
in the United States (the North America routes together with the
Neighbor Island routes, the Domestic routes), and between the
Hawaiian Islands and the South Pacific, Australia, New Zealand and
Asia (the International routes), collectively referred to as its
Scheduled Operations.
Hawaiian Holdings reported a net loss of $144.77 million for the
year ended Dec. 31, 2021, a net loss of $510.93 million for the
year ended Dec. 31, 2020, and net income of $223.98 million for the
year ended Dec. 31, 2019. As of Dec. 31, 2021, the Company had
$4.63 billion in total assets, $1.11 billion in total current
liabilities, $1.70 billion in long-term debt, $1.24 billion in
total other liabilities and deferred credits, and $569.08 million
in total shareholders' equity.
* * *
As reported by the TCR on April 12, 2021, S&P Global Ratings
revised its ratings outlook to positive from negative and affirmed
its 'CCC+' issuer credit rating on Hawaiian Holdings Inc. (parent
of Hawaiian Airlines). S&P said, "The positive outlook indicates
that we could raise our ratings on Hawaiian if we see sustained
improvements in traffic resulting in funds from operations (FFO) to
debt improving to at least the mid-single-digit-percent area in
2022 and further in 2023, with the company also continuing to
maintain adequate liquidity."
HELLO LIVING: Unsecured Creditors Will Get 100% of Claims in Plan
-----------------------------------------------------------------
Hello Living Developer Nostrand, LLC, filed with the U.S.
Bankruptcy Court for the Southern District of New York a Disclosure
Statement describing Chapter 11 Plan dated March 24, 2022.
The Debtor owns 100% of the shares of stock of Hello Nostrand LLC.
Hello Nostrand owns and operates real property located at 1580
Nostrand Avenue, Brooklyn, New York (the "Real Property"). The
shares are secured by a security interest held by 1580 Hello
Nostrand Mezz LLC with a secured debt of $3,000,000 principal.
The Real Property is the only asset of the Hello Nostrand. The Real
Property has a disputed Mortgage held by 1580 Nostrand Ave LLC, a
first Mortgagee and an affiliate of 1580 Nostrand Mezz LLC (the
"Mortgagee"), by a number of assignments, asserting a secured claim
in the approximate amount of $70,000,000 inclusive of interest
(including the $3,000,000 debt owed by the Debtor).
The Debtor owns 100% of the equity of Hello Nostrand LLC. The
equity interest was scheduled to be foreclosed if a foreclosure
sale proceeded as scheduled in December 2021 and the Chapter 11
petition was not filed.
Class 1 consists of the Allowed Secured Claims of 1580 Nostrand
Mezz LLC holding a claim alleged to be in the amount of
approximately $3,000,000 in unpaid principal which is alleged to be
$4,500,000 presently which claim includes any prepayment fees,
forbearance fees, exit fees, servicing fees and any other charges
charged by this creditor (the attorney of Secured Creditor refused
to provide a payoff amount for these claims) are the holders of the
Allowed Class 1 Claim.
Class 1 creditor shall receive monthly principal and interest
payments amortized over 30 years at the interest rate of a 3.5%
annual rate commencing on the Effective Date in full satisfaction
and settlement of the claim. The monthly payments shall continue
until paid on or before 4 years following the Effective Date (the
"Final Installment Date"). Payments shall come from Lease Income of
Hello Nostrand LLC.
Class 2 consists of Allowed Unsecured Claims. Such claims shall be
paid, pro rata, in full, with monthly principal payments of $15,000
plus interest at 3.5% interest commencing on or about the effective
date in full satisfaction and settlement of the claims. The Debtor
estimates the monthly payment to be $7,297 and the repayment period
to be 108 months or over 9 years. These payments made be prepaid at
the Debtor's option. This Class will receive a distribution of 100%
of their allowed claims. This Class is impaired.
Class 3 consists of Equity Interests. The equity holders shall be
paid their investments upon the development project under the means
provided for in the investment documents with the equity holders.
This Class is unimpaired.
All plan payments shall come from the assets of Hello Nostrand.
Hello Nostrand will then be able to make their payment based on its
Lease Income commencing in March 2023 of over $3,200,000 per year.
The monthly payment of $20,207 to Class 1 and $7,297 to Class 2 can
be easily met from Hello Nostrand's cash flow.
A full-text copy of the Disclosure Statement dated March 24, 2022,
is available at https://bit.ly/35gNVSH from PacerMonitor.com at no
charge.
Attorney for the Debtor:
Leo Fox, Esq.
630 Third Avenue – 18th Floor
New York, New York 10017
Tel: (212) 867-9595
Fax: (212) 949-1857
E-mail: leo@leofoxlaw.com
About Hello Living Developer Nostrand
Hello Living Developer Nostrand, LLC, is a single asset real estate
debtor (as defined in 11 U.S.C. Section 101(51B)).
Hello Living filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 21-22696) on
Dec. 21, 2021, disclosing $50 million to $100 million in both
assets and liabilities. Eli Karp, manager, signed the petition.
Judge Sean H. Lane oversees the case.
The Debtor tapped Leo Fox, Esq., a practicing attorney in New York,
to handle its bankruptcy case.
HERITAGE POWER: S&P Lowers Senior Secured Debt Rating to 'B-'
-------------------------------------------------------------
S&P Global Ratings lowered its rating on Heritage Power LLC's
senior secured term loan B (TLB) to 'B-' from 'B'. The recovery
rating is unchanged at '3', indicating its expectation for
meaningful (50%-70%; rounded estimate: 60%) recovery in a default
scenario.
S&P said, "The negative outlook reflects our view that the project
could become vulnerable to unfavorable business, financial, and
economic conditions, thus limiting its ability to meet its
financial commitments. This could occur if upcoming capacity prices
do not rebound from projected levels. We could also lower our
rating if we view Heritage's liquidity as becoming constrained,
which could result from the project not being able to extend either
its LC facility due July 2023 or its RFC due July 2024."
Heritage is a portfolio of 16 power plants across Pennsylvania,
Ohio, and New Jersey, as well as four different zones in the PJM:
American Transmission Systems Inc. (ATSI), Mid-Atlantic Area
Council (MAAC), Eastern MAAC (EMAAC), and the remaining areas of
the regional transmission organization (RTO).
Materially lower projected clearing prices will have a significant
impact on Heritage's cash flows.
S&P said, "We now anticipate that capacity prices, particularly
PJM, will be lower over the long term. This is material for
Heritage given the project's reliance on capacity revenues, at more
than 80% of its gross margin. Furthermore, given the nature of the
portfolio, we don't anticipate that this downward pressure on
capacity revenues will be sufficiently offset by higher energy
margins.
"Among the revisions are our assumptions for MAAC and EMAAC, which
are Heritage's main zones. For MAAC, we assume a price of
$80/megawatt (MW)-day for 2023-2024 and $90/MW-day for the
2024-2025 delivery years, compared with our previous assumption of
$120/MW-day starting in the 2023-2024 auction. We now expect EMAAC
will clear at about $95/MW-day in 2023-2024 and $110/MW-day in the
2024-2025 delivery years. We previously assumed $140/MW-day
starting in the 2023-2024 auction."
Weaker performance in 2021 results in a lag in debt paydown and
higher leverage than previously expected.
Heritage's financial performance during 2021 was below
expectations, which resulted in a weaker cash flow sweep than
anticipated by about $20 million. As a result, the TLB outstanding
at the end of 2021 was about $497 million, versus S&P's previous
expectation of $475 million.
This financial underperformance was largely spurred by basis
leakage for its heat rate call options (HRCOs), in part due to gas
and pricing differences between the PJM-West hub and the Shawville
node during non-winter months. Heritage recently extended its HRCOs
to March 2024, and S&P expects they will perform as expected given
that the project will be looking to hedge its basis differential
throughout the year and not exclusively during winter months.
S&P said, "Our assessment of Heritage's liquidity could materially
deteriorate if the LC facility is not extended past July 2023.
"Given our 12-month outlook horizon, we view Heritage's liquidity
as adequate with sources over uses exceeding 2x. However, we could
revise our assessment as we start factoring the maturity of the LC
facility into our analysis. If this facility is not extended past
July 2023, LC holders could draw on their LCs, which would result
in additional pari passu loans with the TLB lenders. This would
likely result in a negative rating action and potentially a
liquidity event depending if those additional obligations are due
within one year."
Total projected liquidity sources are about $110 million and
include cash flows available for debt service of $77 million, a
cash-funded debt service reserve of $25 million, and $7 million
available on the RCF. This should cover projected debt service of
about $45 million.
Refinancing could be challenged by Heritage's capital structure.
S&P said, "Heritage's projected high leverage will likely be a
material impediment to refinancing its TLB maturity in 2026. Given
the slower-than-expected cash sweep, combined with our lower
capacity price assumptions, we now anticipate that the TLB at
maturity will be about $432 million, compared with our previous
expectation of $316 million. A higher TLB balance at maturity
heightens refinancing risk.
"Under our revised base case, we project a minimum debt service
coverage ratio (DSCR) of 0.60x in 2027, which is materially lower
than our previous expectation of 1.09x. At the same time, we view
Heritage's projected financial performance as being particularly
sensitive to our modeling assumptions regarding capacity prices.
For example, we project DSCR pre-refinancing will be above 1.1x on
a sustained basis. We also believe that a material rebound in
projected capacity prices would have a positive impact on
Heritage's sweep profile.
"The negative outlook reflects the possibility that we will lower
the rating if Heritage becomes vulnerable to unfavorable business,
financial, and economic conditions to meet its financial
commitments. This could occur if upcoming capacity prices do not
rebound from projected levels, which would lead to
lower-than-expected sweeps, and potentially challenge refinancing
of the TLB and the maturity extension of the credit facilities. If
the project was not able to extend the maturities of its LC
facility or its RFC, due July 2023 and July 2024, respectively,
this could materially affect our assessment of Heritage's liquidity
and lead to further negative actions.
"We could lower our rating if Heritage becomes vulnerable to
unfavorable business, financial, and economic conditions, which
would limit its ability to meet its financial commitments. This
could occur if upcoming capacity prices do not rebound from
projected levels, which in turn would lead to a
higher-than-projected TLB balance at maturity and greater pressure
on refinancing. We could also lower the rating if we view the
project as having constrained liquidity or it violates its
financial covenants.
"Although unlikely in the near term, we could revise the outlook to
stable if the minimum DSCR increases to above 1.1x on a sustained
basis and we believe that the project's refinancing prospects have
improved. This could occur due to higher-than-expected capacity
payments in uncleared periods or materially higher performance in
terms of cash flow sweep."
HERMELL PRODUCTS: Dr. Jill's Buying Bandage Business Line for $210K
-------------------------------------------------------------------
Hermell Products, Inc., asks the U.S. Bankruptcy Court for the
District of Connecticut to authorize the sale of assets related to
its manufacture of tubular bandages, more particularly described in
the Asset Purchase Agreement dated as of March 2, 2022, to Dr.
Jill's Foot Pads, Inc., or its designee for $210,000, subject to
overbid.
The Debtor has continued its operations since the Petition Date.
However, as of the date of the motion, its Operations have not
generated sufficient cash flow for it to continue operations and
make payments to creditors pursuant to a proposed plan of
reorganization. As a result, the Debtor has determined that it is
in its best interest of the Debtor, its creditors, and its estate
to sell a portion of its business, namely the production of tubular
bandages (the "Bandage Business Line"). The Debtor has concluded
that the sale of the Bandage Business Line will generate sufficient
capital to (i) allow the Debtor to successfully emerge from its
Subchapter V proceedings, (ii) allow the Debtor to operate
profitably in the future, (iii) allow the Debtor to reduce its
secured debt, and (iv) allow the Debtor to perform its obligations
under a plan ofreorganization.
The Debtor has determined that the offer it received from the
Proposed Purchaser was the best offer available for the Bandage
Business Line. The Proposed Purchaser is its major customer for
tubular bandages. The parties have engaged in extensive
negotiations regarding the terms of sale, culminating in the
execution of the Purchase Agreement.
The Purchase Agreement provides that the Assets are to be sold or
otherwise transferred free and clear of all interests, including
(i) all liens, claims and encumbrances, with such liens, claims and
encumbrances, if any, to attach to the proceeds of the sale, and
(ii) all obligations and liabilities of the Debtor, except those
expressively assumed pursuant to the Purchase Agreement. The
Purchase Agreement further provides that, inter alia, the Proposed
Purchaser will pay in cash to the Debtor $210,000. The Proposed
Purchaser has delivered to Debtor’s counsel the sum of $20,000 as
a deposit pursuant to the terms of the Purchase Agreement.
The Debtor determined the fair market value of the Bandage Business
Line based on its unique experience with the product line and the
customers of that business line and by exposing the Bandage
Business Line to the marketplace for offers for a period of two
months. The Debtor's proposed procedures will test the fair market
value ofthe Bandage Business Line through additional marketing and
an auction process.
The sale will be exempt from stamp tax (if any) pursuant to 11
U.S.C. Section 1146. The proceeds will be used to fund a plan of
reorganization. Windsor Federal Credit Union will "carve-out"
$110,000 of the sale proceeds pursuant to the provisions of a
proposed plan of reorganization. Windsor Federal Credit Union
consents to the sale ofthe Bandage Business Line.
By the Motion, the Debtor seeks approval of certain Bidding
Procedures for a sale ofthe Assets. After careful review of the
options available to it, it has determined that the proposed
structure for the Bidding Procedures is the one most likely to
yield the maximum realizable value for these assets for the benefit
of the Debtor's estate, creditors and other interested parties
considering the necessity of an expedited sale process.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: 5:00 p.m. (EST) on March 31, 2022
b. Initial Bid: The amount ofthe initial Topping Bid must
equal or exceed the Purchase Price plus, the initial bidding
increment, pig the Breakup Fee and Expense Reimbursement. A
Qualified Bidder must bid at least $225,000 to make a Qualifying
Bid.
c. Deposit: $20,000
d. Auction: The Auction will take place at _.m. on April _,
2022 at the United States Bankruptcy Court, 450 Main Street, 7th
Floor, Hartford, Connecticut 06103.
e. Bid Increments: $10,000
f. Expense Reimbursement: $2,500
g. Bid Protection: $10,000
All interests will attach to the net proceeds of the Proposed Sale.
The Debtor accordingly requests that the Assets be transferred to
the Proposed Purchaser or to the other successful Qualified Bidder
free and clear of all interests in such assets, including any
liens, claims and encumbrances, with such liens interests to attach
to the proceeds of the proposed Sale.
The Debtor requests that the Court authorizes payment of the Bid
Protections, and pursuant to the terms and conditions of, the
provisions of the Purchase Agreement.
The Debtor requests that the Court (a) schedules the Sale Hearing
as soon as possible, consistent with the Bankruptcy Rules, and (b)
sets as a deadline for objecting to the proposed sale that is three
business days prior to the Sale Hearing Date.
A copy of the Agreement is available at
https://tinyurl.com/ykvw97ra from PacerMonitor.com free of charge.
About Hermell Products
Hermell Products, Inc. -- https://www.hermell.com/ -- offers
comfortable and supportive medical equipment including, orthopedic
supports, slings, cervical and lumbar cushions, foot care
products,
decubitus care products, wheelchair and seating cushions, and a
collection of products for the bed.
Hermell Products sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Conn. Case No. 21-20284) on March 25,
2021. In the petition signed by Ronald G. Pollack, president, the
Debtor disclosed $710,254 in assets and $2,125,418 in liabilities.
Judge James J. Tancredi oversees the case.
The Debtor tapped Novak Law Office, P.C. as its legal counsel and
Bardaglio Hart & Shuman, LLC as its accountant.
Timothy Miltenberger has been appointed Sub-chapter V Trustee of
the estate.
HERTZ GLOBAL: Court Rejects Another Move at $23 Mil. Insurance Suit
-------------------------------------------------------------------
Rick Archer of Law360 reports that a New York federal judge Friday,
March 25, 2022, denied Hertz Global Holdings' request for another
try at a suit against two insurers that denied coverage for $23
million in legal bills racked up during a U.S. Securities and
Exchange Commission probe, saying three tries is enough.
In her memorandum, U.S. District Judge Alison Julie Nathan said she
saw no reason to allow Hertz to file a fourth amended breach of
contract complaint against AIG unit National Union Fire Insurance
Co. of Pittsburgh and U. S. Specialty Insurance Co. , and that the
car rental giant had given her no reason to reconsider her 2021
decision.
About Hertz Global Holdings
Hertz Corp. and its subsidiaries -- http://www.hertz.com/--
operate a worldwide vehicle rental business under the Hertz,
Dollar, and Thrifty brands, with car rental locations in North
America, Europe, Latin America, Africa, Asia, Australia, the
Caribbean, the Middle East, and New Zealand. The Company also
operates a vehicle leasing and fleet management solutions
business.
On May 22, 2020, The Hertz Corporation and certain of its U.S. and
Canadian subsidiaries and affiliates filed voluntary petitions for
reorganization under Chapter 11 in the U.S. Bankruptcy Court
(Bankr. D. Del. Case No. 20-11218).
The Hon. Mary F. Walrath is the presiding judge.
White & Case LLP is serving as legal advisor, Moelis & Co. is
serving as investment banker, and FTI Consulting is serving as
financial advisor. Richards, Layton & Finger, P.A., is the local
counsel.
Prime Clerk LLC is the claims agent, maintaining the page
https://restructuring.primeclerk.com/hertz
INNERLINE ENGINEERING: Has Final OK on Cash Collateral Access
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
Riverside Division, has authorized Innerline Engineering, Inc. to
use cash collateral on a final basis.
"The Court previously entered an order on February 18, 2022 [docket
#30] approving use of cash collateral on an interim basis and the
Court hereby approves on a final basis all relief previously
granted in that order," Bankruptcy Judge Wayne Johnson said.
In its prior order, the Court permitted the Debtor to use cash
collateral in accordance with the budget, with a 15% variance.
Secured creditors holding valid, pre-petition liens secured by the
cash collateral used by the Debtor post-petition were granted a
replacement lien on all post-petition revenues of the Debtor to the
same extent, priority and validity (if any) that their liens
attached to the cash collateral. The scope of the replacement lien
is limited to the amount (if any) that cash collateral diminishes
post-petition as a result of the post-petition use of cash
collateral by the Debtor.
A copy of the order is available at https://bit.ly/3DcJjtB from
PacerMonitor.com.
About Innerline Engineering
Corona, Cal.-based Innerline Engineering, Inc. --
http://www.innerlineengineering.com/-- offers a variety of
services to municipalities, utility owners, industrial facilities
and commercial property owners for the maintenance of their
underground utilities.
Innerline Engineering filed a petition for Chapter 11 protection
(Bankr. C.D. Cal. Case No. 21-14305) on Aug. 9, 2021, listing as
much as $10 million in both assets and liabilities. Thomas J.C.
Yeh, chief financial officer, signed the petition. Judge Wayne E.
Johnson, who presided over the case, entered a dismissal order on
Jan. 28, 2022. The 2021 case was closed on March 22, 2022. Resnik
Hayes Moradi LLP served as the Debtor's bankruptcy counsel in the
2021 case.
Innerline Engineering filed another Chapter 11 petition (Bankr.
C.D. Cal. Case No. 22-10545) this year.
INSYS THERAPEUTICS: Docs Misuse Struck as Move to Taint Atty
------------------------------------------------------------
Bill Wichert, writing for Law360, reports that a New Jersey federal
judge on Friday, March 25, 2022, struck letters from counsel for a
specialty pharmacy purporting that another lawyer misused
privileged material in litigating claims related to an Insys
Therapeutics opioid, finding that they were meant to "unfairly
taint" that attorney and "could be deemed frivolous and
sanctionable conduct.
"U.S. District Judge Christine P. O'Hearn on Friday granted the
motion from the parents of Sarah Fuller to strike filings related
to Linden Care LLC's assertion that their attorney, Richard J.
Hollawell, took documents acquired in the matter on a confidential
basis and improperly used them in a related False Claims Act.
About Insys Therapeutics
Headquartered in Chandler, Ariz., Insys Therapeutics Inc. --
http://www.insysrx.com/-- is a specialty pharmaceutical company
that develops and commercializes innovative drugs and novel drug
delivery systems of therapeutic molecules that improve patients'
quality of life. Using proprietary spray technology and
capabilities to develop pharmaceutical cannabinoids, Insys is
developing a pipeline of products intended to address unmet medical
needs and the clinical shortcomings of existing commercial
products. Insys is committed to developing medications for
potentially treating anaphylaxis, epilepsy, Prader-Willi syndrome,
opioid addiction and overdose, and other disease areas with a
significant unmet need.
As of March 31, 2019, Insys had $172.6 million in total assets,
$336.3 million in total liabilities, and a total stockholders'
deficit of $163.7 million.
Insys Therapeutics and six affiliated companies filed petitions
seeking relief under Chapter 11 of the Bankruptcy Code (Bankr. D.
Del. Lead Case No. 19-11292) on June 10, 2019.
The Debtors' cases are assigned to Judge Kevin Gross.
The Debtors tapped Weil, Gotshal & Manges LLP and Richards, Layton
& Finger, P.A., as legal counsel; Lazard Freres & Co. LLC as
investment banker; FTI Consulting, Inc. as financial advisor; and
Epiq Corporate Restructuring, LLC as claims agent.
Andrew Vara, acting U.S. trustee for Region 3, on June 20, 2019,
appointed nine creditors to serve on an official committee of
unsecured creditors in the Chapter 11 cases. Akin Gump Strauss
Hauer & Feld LLP, and Bayard, P.A., serve as the Committee's
attorneys; and Province, Inc., is the financial advisor.
After selling substantially all of their assets, the Debtors filed
a Chapter 11 Plan and Disclosure Statement.
JAFFAN INTERNATIONAL: Gets Interim Cash Collateral Access
---------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Florida, Tampa
Division, authorized Jaffan International, LLC to use the cash
collateral of US Foods, Inc. and Syndimate 2017 LP on an interim
basis retroactive to February 4, 2022.
The Debtor is permitted to use cash collateral to pay amounts
expressly authorized by the Court, one-quarter of the current and
necessary expenses set forth in the budget plus an amount not to
exceed 10% for each line item, and additional amounts as may be
expressly approved in writing by the Secured Creditors.
Moreover, the Debtor is authorized to make monthly adequate
protection payments to The Tamm Corporation, Inc. in the regular
contractual amount of $1,633. The Tamm Corporation's claim is
secured by a first position lien on the Debtor's 4COP liquor
license.
The Court Order says the Secured Creditors will have perfected
post-petition liens against cash collateral to the same extent and
with the same validity and priority as the prepetition liens,
without the need to file or execute any document as may otherwise
be required under applicable non bankruptcy law.
The Debtor will also maintain insurance coverage for its property
in accordance with the obligations under the loan and security
documents with the Secured Creditors.
The continued hearing on the matter is scheduled for April 8 at
9:30 a.m.
A copy of the order is available at https://bit.ly/3uMOTiz from
PacerMonitor.com.
About Jaffan International, LLC
Jaffan International, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-00459) on
February 4, 2022. In the petition signed by Ahmad Maher AlJaffan,
managing member, the Debtor disclosed up to $500,000 in both assets
and liabilities.
Judge Roberta A. Colton oversees the case.
Buddy D. Ford, Esq., at Buddy D. Ford, P.A. is the Debtor's
counsel.
JCB TRUCKING: Wins Cash Collateral Access
-----------------------------------------
The U.S. Bankruptcy Court for the Northern District of Indiana has
authorized JCB Trucking Enterprises LLC and JKM Storage and Rentals
LLC to use cash collateral on an interim basis to pay weekly
expenses consistent with the proposed budget.
The Court held that all payments made to First Merchants and M&K
Truck Leasing LLC pursuant to the Budget are made without prejudice
to any party's ability to later contest how such payments are
applied or whether such payments are for a true lease or a secured
financing arrangement.
As adequate protection for the use of cash collateral,
notwithstanding section 552 of the Bankruptcy Code, the lien of
First Merchants and any other creditor with a lien upon what is or
what may become cash collateral, will continue to attach to
post-petition property to the same extent and with the same
priority, as to each specific Debtor, as if the petition had not
been filed.
The final hearing on the matter is scheduled for April 21 at 9:30
a.m.
A copy of the order and the Debtor's 13-week budget is available at
https://bit.ly/3Lfr4GB from PacerMonitor.com.
The Debtor projects $585,000 in total income and $263,412 in total
expenses for the period.
About JCB Trucking Enterprises LLC
JCB Trucking Enterprises LLC is a privately held company in the
general freight trucking industry. The Debtor sought protection
under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ind. Case
No. 22-40047) on March 18, 2022. In the petition signed by Michael
C. Bloom, member, the Debtor disclosed up to $50,000 in assets and
up to $10 million in liabilities.
Judge Robert E. Grant oversees the case.
Sarah L. Fowler, Esq., at Overturf Fowler LLP is the Debtor's
counsel.
JEVIC HOLDING: Trustee Floats Chapter 7 Deal With CIT, Sun Capital
------------------------------------------------------------------
Jeff Montgomery of Law360 reports that the Chapter 7 trustee in a
14-year-old Delaware bankruptcy known for a Supreme Court ruling
that barred some types of structured dismissals has sought court
approval for a final, case-resolving series of deals, releases and
$431,000 in payments to the estate's liquidation.
George L. Miller, trustee in the case of In re Jevic Holding Corp.,
said in a motion filed Friday, March 25, 2022, in U.S. Bankruptcy
Judge Brendan L. Shannon's court that the agreement may offer the
only sure route to avoiding another potentially precedent-setting
battle -- this time over the trustee's effort to press clawback
actions against lenders.
About Jevic Transportation
Based in Delanco, New Jersey, Jevic Transportation Inc. --
http://www.jevic.com/-- provided trucking services. Two affiliates
-- Jevic Holding Corp. and Creek Road Properties -- have no assets
or operations. Jevic et al. sought Chapter 11 protection (Bankr. D.
Del. Case No. 08-11008) on May 20, 2008.
Domenic E. Pacitti, Esq., and Michael W. Yurkewicz, Esq., at Klehr
Harrison Harvey Branzburg & Ellers, in Wilmington, Del.,
represented the Debtors.
The U.S. Trustee for Region 3 appointed five creditors to serve on
an Official Committee of Unsecured Creditors. Robert J. Feinstein,
Esq., Bruce Grohsgal, Esq., and Maria A. Bove, Esq., at Pachulski
Stang Ziehl & Jones LLP, in Wilmington, Del., represent the
Official Committee of Unsecured Creditors.
Before filing for bankruptcy, the Debtors initiated an orderly
wind-down process. As a part of the wind-down process, the Debtors
ceased substantially all of their business and terminated roughly
90% of their employees. The Debtors continue to manage the
wind-down process in an attempt to deliver all freight in their
system and to retrieve their assets.
As of Oct. 31, 2010, the Debtor had total assets of $425,000, total
liabilities of $12.2 million, and a stockholders' deficit of $11.8
million.
In 2018, the bankruptcy case of Jevic Holding Corp. converted to a
Chapter 7 liquidation after a Delaware judge denied approval of a
proposed settlement floated by the company and its creditors to
dismiss the case. On June 5, 2018, George L. Miller was appointed
as Chapter 7 trustee.
K.B. PROPERTIES: Case Summary & One Unsecured Creditors
-------------------------------------------------------
Debtor: K.B. Properties, LLC
72 Airport Drive, Suite 104
Wappingers Fallas, NY 12590
Business Description: K.B. Properties is a Single Asset Real
Estate (as defined in 11 U.S.C. Section
101(51B)). The Debtor owns a commercial
real property located at 72 Airport Drive,
Wappingers Falls, New York having a
comparable sale value of $1 million.
Chapter 11 Petition Date: March 28, 2022
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 22-35166
Debtor's Counsel: Michelle L. Trier, Esq.
GENOVA, MALIN & TRIER, LLP
1136 Route 9
Wappingers Fallas, NY 12590
Tel: 845-298-1600
Total Assets: $1,000,100
Total Liabilities: $952,752
The petition was signed by Kenneth Beheran, managing member.
Kevin Barry, Esq. is listed as the Debtor's only unsecured creditor
holding a claim amount of $0 (for notice purposes).
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/6QZYZOI/KB_Properties_LLC__nysbke-22-35166__0001.0.pdf?mcid=tGE4TAMA
KENWOOD COMMONS: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Kenwood Commons, LLC
46 Ledgerock Road
Hyde Park, NY 12538
Chapter 11 Petition Date: March 28, 2022
Court: United States Bankruptcy Court
Southern District of New York
Case No.: 22-35169
Debtor's Counsel: Wayne M. Greenwald, Esq.
WAYNE GREENWALD PC
475 Park Avenue South
18th Floor
New York, NY 10016
Tel: 212-983-1922
E-mail: grimlawyers@aol.com
Estimated Assets: $100 million to $500 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jacob Frydman as manager.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/HVISUVI/Kenwood_Commons_LLC__nysbke-22-35169__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
1. 260 Structural $25,840
Engineering
124 E Main St
Waterville, NY 13480
2. Burton, Behrendt, Smith $36,815
244 East Main Street
Patchogue, NY 11772
3. Casale Rent-All, LLC $75,595
1641 U.S. 9
Clifton Park, NY 12065
4. Curtis Lumber Co, Inc. $59,534
1657 Columbia Turnpike
Castleton on
Hudson, NY 12033
5. Design Management $87,965
Group, LLC
2007 PA-315 202
Pittston, PA 18640
6. F.W. Webb Company $18,165
30 Stefanic Ave
Elmwood Park, NJ 07407
7. General Insualtion Company $138,693
38-42 Review Avenue
Long Island City, NY 11101
8. Hershberg & Hershberg $27,739
18 Locust St
Albany, NY 12203
9. Keystone Structural Group Inc. $19,957
711 Davis Street
Scranton, PA 18505
10. Lowe's $24,944
790 Loudon Road
Latham, NY 12110
11. Marjam Supply Co., Inc. $94,552
162 S Robinson Avenue
Newburgh, NY 12550
12. National Grid $19,778
PO Box 371376
Pittsburgh, PA 15250
13. Overit Multimedia $38,192
434 New Scotland Ave
Albany, NY 12208
14. Red Hawk Fire Security $91,641
6 Skyline Dr
Hawthorne, NY 10532
15. Securitas Security $26,558
10 Colvin Ave Ste 102
Albany, NY 12206
16. Smith Miller Associates $24,600
38 N Main St
Pittston, PA 18640
17. Thorpe Electric Supply, Inc. $39,105
27 Washington St
Rensselaer, NY 12144
18. Troy Ironwork, Inc. $70,512
20 Industrial Park Dr
Mechanicville, NY 12118
19. Troy Ironworks $70,512
20 Industrial Park Dr
Mechanicville, NY 12118
20. VP Supply Corp. $41,570
190 Tom Miller Rd
Plattsburgh, NY 12901
LANDMARK 99: Wins Final Cash Collateral Access
----------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
San Ferdinando Valley Division, has authorized Landmark 99
Enterprises Inc., dba Wilma & Frieda's, to use cash collateral on a
final basis.
As adequate protection, West Coast Business Capital, LLC is granted
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 also pay West Coast
$1,000 as monthly adequate protection payments.
A copy of the order is available at https://bit.ly/3IFA1an from
PacerMonitor.com.
About Landmark 99 Enterprises Inc.
Landmark 99 Enterprises Inc., dba Wilma & Frieda's, sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
C.D. Cal. Case No. 22-10148) on February 9, 2022. In the petition
signed by Kelly McFall, owner and chief executive officer, the
Debtor disclosed up to $100,000 in assets and up to $10 million in
liabilities.
Judge Victoria S. Kaufman oversees the case.
Michael Jay Berger, Esq., at Law Offices of Michael Jay Berger is
the Debtor's counsel.
LARSON VALLEY: Seeks to Employ Bradshaw as Bankruptcy Counsel
-------------------------------------------------------------
Larson Valley, Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the Southern District of Iowa to hire
Bradshaw, Fowler, Proctor & Fairgrave, P.C. to serve as legal
counsel in their Chapter 11 cases.
The firm's services include:
(a) advising and assisting the Debtors with respect to
compliance with the requirements of the Office of the U.S.
Trustee;
(b) advising the Debtors regarding matters of bankruptcy law,
including the rights and remedies of the Debtors with regard to
their assets and the claims of creditors;
(c) representing the Debtors in any proceedings or hearings in
the bankruptcy court and in any actions in other courts where their
rights under the Bankruptcy Code may be litigated or affected;
(d) conducting examinations of witnesses, claimants or adverse
parties, and preparing reports, accounts and pleadings related to
the Chapter 11 cases;
(e) advising the Debtors concerning the requirements of the
Bankruptcy Code and applicable rules;
(f) assisting the Debtors in the negotiation, formulation,
confirmation and implementation of a Chapter 11 plan;
(g) making any court appearances on behalf of the Debtors;
and
(h) performing other necessary legal services for the Debtors.
The firm's hourly rates are as follows:
Associates $125 - $300
Paralegal $90 - $125
The Debtors paid $10,000 to the firm as a retainer fee.
Jeffrey Goetz, Esq., the firm's attorney who will be providing the
services, disclosed in a court filing that he is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Jeffrey D. Goetz, Esq.
Bradshaw, Fowler, Proctor & Fairgrave, PC
801 Grand Avenue, Suite 3700
Des Moines, IA 50309-8004
Tel: 515-246-5817
Email: goetz.jeffrey@bradshawlaw.com
About Larson Valley
Larson Valley Inc. and its affiliates, Larson Ridge Inc., Larson
Logistics LLC and Larson Farms Trucking Inc., filed petitions for
Chapter 11 protection (Bankr. S.D. Iowa Lead Case No. 22-00230) on
March 12, 2022. At the time of the filing, the Debtors listed as
much as $50,000 in both assets and liabilities.
Bradshaw, Fowler, Proctor & Fairgrave, PC, led by Jeffrey D. Goetz,
Esq., serve as the Debtors' legal counsel.
MALLINCKRODT PLC: Edelman May Proceed with Appeal
-------------------------------------------------
In the matter DARREL EDELMAN, Appellant, v. MALLINCKRODT PLC,
Appellee, C.A. No. 22-222-LPS (D. Del.), the court conducted an
initial review, which included information from counsel, to
determine the appropriateness of mediation.
As a result of the screening process, Chief Magistrate Judge Mary
Pat Thynge determines that the issues involved are not amenable to
mediation and mediation at this stage would not be a productive
exercise, a worthwhile use of judicial resources nor warrant the
expense of the process.
Because Darrel Edelman is pro se, the judge held a teleconference
on March 7, 2022 related to the screening process for mandatory
mediation rather than the submission of a joint letter in
22-222-LPS.
The Appeal was filed on February 22 from a Revised Opinion issued
by the Honorable John T. Dorsey of the Bankruptcy Court entered on
February 8. On February 23, the Appeal was assigned to Judge Stark.
An Oral Order was issued by this judge on February 24 for the
teleconference, which proceeded on the scheduled date. Both
Appellant and counsel for the Appellee participated. During this
teleconference, Appellee was not interested in mediation because it
felt there was a confirmed Plan entered by Judge Dorsey within the
past week. Further, Appellee is insolvent. Appellant felt if he
were successful on his Appeal, this would return the parties to
"square 1."
Accordingly, the Magistrate recommends that the matter proceed
through the appellate process of the Court. The parties have the
right to file objections to the Recommendation pursuant to 28
U.S.C. Section 636(b)(1)(B), FED. R. CIV. P. 72(a) and D. DEL. LR
72.1.
A full-text copy of the Recommendation dated March 16, 2022, is
available at https://tinyurl.com/4dhzn6ft from Leagle.com.
About Mallinckrodt PLC
Mallinckrodt -- http://www.mallinckrodt.com/-- is a global
business consisting of multiple wholly-owned subsidiaries that
develop, manufacture, market and distribute specialty
pharmaceutical products and therapies. The company's Specialty
Brands reportable segment's areas of focus include autoimmune and
rare diseases in specialty areas like neurology, rheumatology,
nephrology, pulmonology and ophthalmology; immunotherapy and
neonatal respiratory critical care therapies; analgesics; and
gastrointestinal products. Its Specialty Generics reportable
segment includes specialty generic drugs and active pharmaceutical
ingredients.
On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates
sought Chapter 11 protection in Delaware (Bankr. D. Del. Lead Case
No. 20-12522) to seek approval of a restructuring that would
reduce
total debt by $1.3 billion and resolve opioid-related claims
against them.
Mallinckrodt plc disclosed $9,584,626,122 in assets and
$8,647,811,427 in liabilities as of Sept. 25, 2020.
Judge John T. Dorsey oversees the cases.
The Debtors tapped Latham & Watkins LLP and Richards, Layton &
Finger P.A. as their bankruptcy counsel; Arthur Cox and Wachtell,
Lipton, Rosen & Katz as corporate and finance counsel; Ropes &
Gray
LLP as litigation counsel; Torys LLP as CCAA counsel; Guggenheim
Securities LLC as investment banker; and AlixPartners LLP as
restructuring advisor. Prime Clerk, LLC, is the claims agent.
The official committee of unsecured creditors retained Cooley LLP
as its legal counsel, Robinson & Cole LLP as co-counsel, and
Dundon
Advisers LLC as its financial advisor.
On Oct. 27, 2020, the U.S. Trustee for Region 3 appointed an
official committee of opioid related claimants. The OCC tapped
Akin
Gump Strauss Hauer & Feld LLP as its lead counsel, Cole Schotz as
Delaware co-counsel, Province Inc. as financial advisor, and
Jefferies LLC as investment banker.
* * *
Mallinckrodt in February announced that its Plan of Reorganization
was confirmed by the Bankruptcy Court. The Plan will deleverage
Mallinckrodt's balance sheet by approximately $US1.3 billion and
resolve thousands of lawsuits the company was facing prior to the
Chapter 11 proceedings by channeling opioid claims and many other
litigation and general unsecured claims to various creditor
trusts.
The Plan was confirmed after a 16-day trial.
MANN REALTY: Trustee's Harrisburg Asset Auction Set for April 12
----------------------------------------------------------------
Judge Henry W. Van Eck of the U.S. Bankruptcy Court for the Middle
District of Pennsylvania authorized the bidding procedures proposed
by Markian R. Slobodian, the Trustee for the Estate of Mann Realty
Associates, Inc., in connection with the sale of the unimproved
real property located at 1125 South 9th Street, in the City of
Harrisburg, Dauphin County, Pennsylvania (Parcel No.
01-049-029-000-0000), to Shanois Associates, LLC, or its assigns
for $150,000, free and clear of liens and encumbrances, subject to
higher and better offers.
The Trustee is authorized and directed to use the bidding
procedures in connection with his Motion to Sell the Real Property
to solicit purchase offers that are higher and better than the
purchase offer he has received from Shanois in the amount of
$150,000, which offer the Trustee has accepted subject to higher
and better offers and Bankruptcy Court approval.
Any higher offers for the Real Property 1) must be made in writing
in a form acceptable by the Trustee; 2) must be for an amount
which is at least $10,000 in excess of the $150,000 Shanois offer;
3) must not contain any contingencies, such as due diligence or
financing contingencies, other than approval of the Bankruptcy
Court; 4) must contain proof of financial ability in a form
acceptable to the Trustee; and 5) must be received by the Trustee
or the Trustee's Court Appointed Realtor, Lee & Associates, Attn.
Bradley D. Swidler, 4550 Lena Drive, Suite 104, Mechanicsburg, PA
17043, either by physical delivery or via email at
Bswidler@lee-associates.com with a copy delivered to the Trustee's
counsel, Markian R. Slobodian, Esq., P.O. Box 480, Camp Hill, PA
17001 either by mail delivery or via email at law.ms@usa.net on or
before 12:00 noon on April 11, 2022, or such other time and date as
may be provided or extended by Order of the Bankruptcy Court.
In order for a higher offer to be considered by the Trustee and
brought to the attention of the Bankruptcy Court, the proposed
purchaser will be required to post a deposit with the Court
Appointed Realtor in the amount of no less than $10,000, although a
higher deposit or other conditions may be required by the Trustee
if necessary to demonstrate to the Trustee the prospective
purchaser's financial ability.
In the event one or more higher offers are received by the Trustee
pursuant to the terms of bidding procedures approved by the
Bankruptcy Court, the Trustee will conduct an auction at the
Bankruptcy Courtroom, or such other space as the Bankruptcy Court
will make available, in the Federal Building, 228 Walnut Street,
Room 320, Harrisburg, PA 17101 on April 12, 2022 at 11:00 a.m. or
at such other date and time as may be provided by Order of the
Bankruptcy Court.
All bidding will take place outside the presence of the Bankruptcy
Court. At any auction conducted by the Trustee, higher bids must be
in increments of no less than $5,000 unless otherwise agreed by the
Trustee and any bidders. Following the conclusion of any auction
for the Real Property, the Trustee will report the results of the
bidding to the Bankruptcy Court and will request its approval of
the sale of the Real Property to the highest and best bidder.
If the Court approved sale to the highest and best bidder fails to
proceed to closing, the Trustee will be authorized to sell the Real
Property to the next highest bidder. If the Court approves a sale
to the highest and best bidder and that bidder fails to proceed to
closing, the Trustee will be authorized to retain the bidder's
deposit as liquidated damages.
If the Trustee receives no acceptable higher or better offers for
the purchase of the Real Property, the Trustee may ask the
Bankruptcy Court to approve the sale of the Real Property to
Shanois pursuant to the terms of the Sale Agreement.
About Mann Realty Associates
Mann Realty Associates, Inc., previously filed a voluntary
petition
under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No.
17-00080) on Jan. 10, 2017. The petition was a "pro se" filing,
or
case filed without attorney. The Debtor is an affiliate of
Kimbob,
Inc., which sought bankruptcy protection on March 1, 2017 (Case
No.
17-00836).
Mann Realty Associates again filed for Chapter 11 bankruptcy
protection (Bankr. M.D. Pa. Case No. 17-01334) on March 31, 2017.
In the petition signed by Robert M. Mumma, II, its president, the
Debtor was estimated to have assets between $10 million and $50
million and debt between $1 million and $10 million. Judge Robert
N. Opel II presides over the case. Craig A. Diehl, Esq., at the
Law Offices of Craig A. Diehl, serves as the Debtor's bankruptcy
counsel.
MILTON D. KEELE: Huang & Carpenter Buying Austin Property for $228K
-------------------------------------------------------------------
Milton Duane Keele asks the U.S. Bankruptcy Court for the Western
District of Texas to authorize the sale of the real property
described as 910 W. 25th Street, Condominium #302, in Austin,
Travis County, Texas 78705, to Biging Huang and Matthew Carpenter
for $228,000.
The sale will be free and clear of liens, with any liens, to the
extent valid and allowed, to attach to the proceeds of the sale, in
accordance with the terms of their Residential Condominium
Contract, along with the Non-Realty Items Addendum, and Addendum
Regarding Residential Lease.
The U.S. Bank National currently holds a lien on all 6 condominium
units owned by the Debtor. The estimated balance remaining on the
lien is approximately $1.22 million.
The Property value, based upon the current tax appraisal of the
Property by the Travis County, TX, Appraisal District, is
$172,190.
The proposed consideration to be received by the Estate is
$228,000, less the deduction of costs, ad valorem taxes, and
capital gains taxes associated with the sale of the Property.
It is the Debtor's position that the sale is in the best interest
of the bankruptcy estate and his creditors because the proposed
sale is for more than the appraised value assigned to this property
by the Travis County, TX appraisal district. The sale will allow
Debtor to have funds available to pay a portion of the debt owed to
the Debtor's largest secured creditor, U.S. Bank National.
The Debtor requests the Court to authorize the sale to be free and
clear of liens, claims and encumbrances whatsoever, with any liens,
claims, and encumbrances to attach to the proceeds to satisfy such
liens and encumbrances.
The Debtor desires to assume and assign the Residential Lease,
currently in effect on the subject Property, to the Proposed
Buyers. The Debtor, the Tenants, and the Proposed Buyers have all
agreed to the assignment of such Residential Lease to the Proposed
Buyers, at closing, along with the assumption of such Lease by the
Proposed Buyers. The Debtor is not in default under the terms of
the Residential Lease.
A copy of the Contract is available at https://tinyurl.com/y6kcbf58
from PacerMonitor.com free of charge.
The Purchasers:
Biging Huang and Matthew Carpenter
323 Cantara Way
Round Rock, TX 78665.
Milton Duane Keele sought Chapter 11 protection (Bankr. W.D. Tex.
Case No. 21-10431) on May 28, 2021. The Debtor tapped Jerome
Brown, Esq., as counsel.
MTE HOLDINGS: Chenault-Vaughan May Proceed with Appeal
------------------------------------------------------
Pursuant to paragraph 2(a) of the Procedures to Govern Mediation of
Appeals from the United States Bankruptcy Court for the District of
Delaware dated September 11, 2012, the United States District Court
for the District of Delaware conducted an initial review, which
included information from counsel, to determine the appropriateness
of mediation in the matter captioned CHENAULT-VAUGHAN FAMILY
PARTNERSHIP, LTD., Appellant, v. CENTENNIAL RESOURCE PRODUCTION
LLC, Appellee, C.A. No. 21-1846-LPS (D. Del.).
As a result of the screening process, Chief Magistrate Judge Mary
Pat Thynge finds the issues involved in this case are not amenable
to mediation and mediation at this stage would not be a productive
exercise, a worthwhile use of judicial resources nor warrant the
expense of the process.
Appellant Chanault-Vaughan Family Partnership, Ltd, and Appellees
MCD Reeves Energy LLC, Centennial Resource Production LLC and
Centenial Resource Development, Inc., provided their joint letter
on March 15, 2022. Appellee MCD Reeves Energy LLC did not take a
position on this appeal and does not participate in the joint
mediation letter.
On December 29, 2021, a notice of appeal was filed. On January 4,
2022, an Oral Order was issued by Judge Thynge ordering that on or
before January 26 the parties shall advise in a joint written
submission their respective positions on mediation and their
reasoning for their positions. The case was assigned to Judge Stark
on January 5. A Recommendation was issued by Judge Thynge regarding
Mandatory Mediation with objections due by February 10. An
objection was filed to the Recommendations by Appellant on February
2. On February 16, and Oral Order was issued by Judge Stark
ordering that (1) at present no action would be taken regarding
whether this matter should be withdrawn from mandatory mediation;
(2) in accordance with the parties' agreement, Appellant was
required to file an Amended Notice of Appeal within 14 days of
issuance of a final order by the Bankruptcy Court; and (3) the
parties shall provide an Amended Joint Submission on Mandatory
Mediation and a Proposed Briefing Schedule within 14 days of the
filing Amended notice of Appeal. An Amended Notice of Appeal from
the Judgment and Memorandum entered on February 14 by Bankruptcy
Judge Craig T. Goldblatt was filed on February 28, for which a
Notice of Docketing the Amended Bankruptcy Appeal was entered.
Appellant challenges the (1) entry of summary judgment in favor of
MCD Development, Inc., Centennial Resources Production LLC, and
Centennial Resource Development, Inc. by Judge Goldblatt and (2)
any Order encompassed within this Judgement.
Appellant and Appellees conferred and jointly request that the
appeal be removed from mandatory mediation including that (1)
mediation of this appeal is unlikely to be productive; (2) the
issues on appeal primarily involve issues of law; and (3) the
parties' previous settlement efforts have been unsuccessful.
The parties have not previously engaged any ADR process.
The parties request that the following briefing schedule be
entered:
-- Appellant's Opening Brief be due on or before April 28,
2022;
-- Appellees' Answering Brief be due 45 days after Appellant's
Brief is served; and
-- Appellant's Reply Brief be due 21 days after Appellees'
Brief is served
The Parties further request, to the extent the proceeding is
delayed, that the proposed briefing be allowed to be adjusted
accordingly.
Accordingly, Magistrate Judge Thynge recommends that the matter
proceed through the appellate process of the District Court. No
objections are anticipated to this Recommendation because the
Recommendation is consistent with the parties' request.
A full-text copy of the Recommendation dated March 16, 2022, is
available at https://tinyurl.com/3y9j68bs from Leagle.com.
About MTE Holdings
MTE Holdings LLC is a privately held company in the oil and gas
extraction business. MTE sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Case No. 19-12269) on Oct. 22,
2019. In the petition signed by its authorized representative,
Mark A. Siffin, the Debtor disclosed assets of less than $50
billion and debts of $500 million.
Judge Karen B. Owens was originally assigned to the case before
Judge Christopher S. Sontchi took over.
The Debtor tapped Kasowitz Benson Torres LLP as its bankruptcy
counsel; Morris, Nichols, Arsht & Tunnell, LLP as its local
counsel; Greenhill & Co., LLC, as financial advisor and investment
banker; Ankura Consulting LLC, as a chief restructuring officer;
and Stretto as its claims and noticing agent.
N.G. PURVIS: Plan Solicitation Period Extended to May 4
-------------------------------------------------------
Judge David Warren of the U.S. Bankruptcy Court for the Eastern
District of North Carolina extended to May 4 the period during
which N. G. Purvis Farms, Inc. has the exclusive right to solicit
acceptances for its proposed Chapter 11 plan.
The company filed its plan on Sept. 3 last year, which proposes to
pay general unsecured creditors pro rata, from any remaining net
proceeds from the sale of its real and personal property after
payment to the senior classes of claims.
N. G. Purvis Farms' general unsecured creditors assert $13,313,036
in claims, according to court filings.
About N. G. Purvis Farms
N. G. Purvis Farms, Inc., operates throughout the Southeast as a
farrow-to-finish pork producer, which breeds, farrows, weans, and
raises weaner pigs, feeder pigs, and market hogs, and then sold to
pork processors. It owns and operates 12 farms in North Carolina
and two farms in Georgia, together with associated facilities, on
which it maintains herds of sows, breeds piglets, and raises market
hogs. It contracts with numerous independent growers to feed and
finish at their facilities weaned pigs and feeder pigs furnished
and owned by the company into market hogs.
N. G. Purvis Farms sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.C. Case No. 21-01068) on May 6, 2021.
In the petition signed by Jerry M. Purvis, Sr., president, the
Debtor disclosed $34,268,361 in assets and $53,126,237 in
liabilities.
Judge David M. Warren oversees the case.
The Debtor tapped Butler & Butler, LLP and Hendren, Redwine, Malone
PLLC as bankruptcy counsels; Robbins May & Rich, LLP as special
counsel; Frost, PLLC as accountant; and NutriQuest Business
Solutions, LLC as restructuring advisor. Steve Weiss of NutriQuest
serves as the Debtor's chief restructuring officer. Meanwhile,
Professional Swine Management, LLC and Dr. Attila Farkas of
Carthage Veterinary Service, Ltd. are the Debtor's consultants.
On May 27, 2021, the U.S. Bankruptcy Administrator for the Eastern
District of North Carolina appointed an official committee of
unsecured creditors. The committee tapped Waldrep Wall Babcock &
Bailey, PLLC and Dundon Advisers, LLC as legal counsel and
financial advisor, respectively.
The Debtor filed its proposed Chapter 11 plan and disclosure
statement on Sept. 3, 2021.
NASSAU BREWING: Seeks to Extend Exclusivity Period to May 2
-----------------------------------------------------------
Nassau Brewing Company Landlord, LLC asked the U.S. Bankruptcy
Court for the Eastern District of New York to extend to May 2 the
period during which only the company can file a Chapter 11 plan.
The company also requested a 60-day extension from May 2 of the
exclusivity period to solicit acceptances for the plan.
The extension, if granted by the court, will give Nassau more time
to complete negotiations with its tenant regarding a potential
assumption of their master lease agreement for the company's real
property in Brooklyn, N.Y., according to a motion filed by the
company in court.
The exclusivity motion is on the court's calendar for April 13.
About Nassau Brewing Co.
Nassau Brewing Company Landlord, LLC is a New York limited
liability company organized in 2015 to acquire a property at 945
Bergen Ave., Brooklyn, N.Y.
Nassau Brewing Co. filed a petition for Chapter 11 protection
(Bankr. E.D.N.Y. Case No. 21-41852) on July 16, 2021, listing as
much as $50 million in both assets and liabilities. Sean Rucker,
manager, signed the petition.
Judge Jil Mazer-Marino handles the case.
Goldberg Weprin Finkel Goldstein, LLP, led by Kevin J. Nash, Esq.,
serves as the Debtor's legal counsel.
NB LOFT VUE: Trustee's Sale of Real and Personal Properties OK'd
----------------------------------------------------------------
Judge Marvin Isgur of the U.S. Bankruptcy Court for the Southern
District of Texas authorized the bidding procedures proposed by
Randy Williams, the trustee appointed in the Chapter 11 cases of NB
Loft Vue, DST, and NB Vue Mac, DST, relating to the auction sale of
the Debtor's real property and improvements, and related personal
property.
The salient terms of the Bidding Procedures are:
a. Bid Deadline: April 1, 2022, at 5:00 p.m. (CT)
b. Deposit: 10% of each Qualified Bidder's bid
c. Auction: The Trustee may, in his discretion conduct an
auction. The Auction may be conducted virtually, (inside or
outside the Court's courtroom), and the Trustee will have the right
to adjourn or cancel the Auction at any time.
d. Sale Hearing: May 2, 2022, at 10:00 a.m. (CT)
e. Credit Bid: Any initial Qualified Bid made by Fannie Mae,
the Trustee and Fannie Mae agree that Fannie Mae reserves the right
to credit bid its Qualified Bid up to the full amount of its
allowed claim at the Auction in the event of competitive bidding
and that, if the Trustee receives no other Qualified Bid that is
higher or otherwise better than Fannie Mae's final credit bid which
is a Qualified Bid, then the Trustee will sell the Assets to Fannie
Mae promptly after entry of the Sale Order.
The procedures regarding the assumption and assignment of executory
contracts and unexpired leases, including without limitation the
Debtor's executory contracts and unexpired leases with its tenants
in connection with the Sale are approved and will govern the
assumption and assignment of all Contracts/Leases proposed to be
assumed by the Trustee and assigned to a purchaser of the Assets
pursuant to section 365(f) of the Bankruptcy Code under the
applicable purchase agreement.
As soon as practicable after the Trustee has identified the
proposed Purchaser of the Assets, for which the Trustee will seek
approval at the Sale Hearing, the Trustee will serve on all
non-Debtor counterparties to any Contract/Lease that may be assumed
by the Trustee and assigned to the Purchaser a notice that
identifies.
The Contract Objection Deadline is 14 days after the date of
service of the Contract Notice on the applicable Contract
Counterparty.
The Trustee is authorized to take all actions necessary to
effectuate the relief granted pursuant to the Order.
The terms and conditions of the Order will be immediately effective
and enforceable upon its entry.
A copy of the Bidding Procedures is available at
https://tinyurl.com/4emzvpw8 from PacerMonitor.com free of charge.
About NP Loft Vue and NB Vue Mac
NP Loft Vue DST and NB Vue Mac DST sought protection under Chapter
11 of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No.
21-32292) on July 6, 2021, listing as much as $50 million in both
assets and liabilities. Patrick Nelson, the Debtors' authorized
representative, signed the petition.
Judge Marvin Isgur oversees the cases.
The Debtors tapped Tucker Ellis, LLP and Munsch Hardt Kopf & Harr,
P.C. as legal counsel. O'Boyle Properties, Inc. is the investment
banker.
Randy W. Williams is the Chapter 11 trustee appointed in the
Debtors' cases. Jackson Walker, LLP and TPS-West, LLC serve as
the
trustee's legal counsel and accountant, respectively.
NORTH AMERICAN CONSTRUCTION: S&P Affirms 'B+' ICR, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'B+' issuer credit rating on North
American Construction Group Ltd (NACG).
S&P said, "The stable outlook reflects our expectation that NACG
will generate weighted-average adjusted funds from operations
(FFO)-to-debt of about 45% over the next two years and maintain
sufficient liquidity.
"Demonstrated low volatility in cash flow generation has
strengthened our assessment of the company's business risk profile.
We improved the company's business risk profile to weak from
vulnerable. NACG has demonstrated relative stability in cash flow
generation, with adjusted EBITDA maintained within C$170
million-C$190 million since 2019 and through the recent industry
downturn. We believe this is largely due to the company's variable
cost structure, which has resulted in relatively low volatility and
strengthened the company's profitability and business risk profile.
This was evident during the difficult 2020 period when revenues
declined by 30%, but adjusted EBITDA remained relatively flat
compared with 2019 levels, demonstrating the company's flexible
cost structure (90% of costs being variable) and ability to
implement cost discipline to maintain margins. Management remains
focused on continued cost reduction, as illustrated by measures
taken to increase fleet utilization outside the Canadian oil sands
sector and reduce reliance on vendor-provided maintenance to lower
costs through NACG's component rebuild facility in Acheson, Alta.,
which is currently being expanded. The recent acquisition of DGI
Trading Pty is likely to further enable sourcing of low-cost key
components. We believe these measures position NACG well to
accommodate modest levels of volatility without jeopardizing the
improved business risk profile.
"The company's leading market position in Western Canada and track
record also support the improved business risk assessment. NACG has
the largest heavy civil construction and mining equipment fleet in
Canada (about 900 mobile heavy equipment assets as of December
2021), which coupled with its track record of operations, provides
it with a competitive advantage to bid for larger contracts and
build its backlog (currently about C$1.8 billion including equity
investments), providing low-risk revenue visibility in the near
term, given its long-term relationships with its top oil sands
customers. We also believe the risk of customers' in-sourcing
overburden removal work (the primary source of revenue for NACG) is
muted, at least over our forecast period, based on NACG's ongoing
business relationship with these customers during the past few
years. Furthermore, high initial capital costs to establish an
equipment fleet create a huge barrier to entry.
"High customer concentration risk constrains upside to the rating.
Despite the improved business risk profile, upside to our rating
remains constrained due to sizable exposure to oil sands integrated
mining projects and high customer concentration risk, with the top
four customers accounting for 92% of 2021 reported revenues. We
believe the risk of losing any major customer has the potential to
substantially weaken cash flow generation and we factor this risk
in our rating." In addition, customers' heightened focus on cost
reduction in recent years represents a risk for NACG to be able to
continuously renew its contracts under favorable terms.
In the recent past, management has taken steps to diversify from
oil sands exposure through a partnership with Nuna Logistics and
bidding for civil infrastructure projects. As of year-end 2021,
about 50% of the company's EBIT came from outside the Alberta oil
sands. S&P said, "Although these projects diversify the customer
base and end-market exposure as well as increase fleet utilization
because the smaller fleets are typically unused in oil sands, we
believe they might increase volatility, given exposure to mining
projects. In addition, there is execution risk related to large
projects, such as the recently awarded Fargo-Moorhead project.
Although NACG is familiar with the scope of the work, it is the
largest infrastructure project awarded in terms of scale. While we
now factor in the exposure outside oil sands under the capital
goods industry in our industry risk assessment (about 20% of
consolidated revenues), it doesn't provide any immediate
enhancement to the business risk profile, given the potential for
added volatility and lack of an established track record of project
execution in these new service offerings."
S&P said, "The company's relatively low leverage continues to
support the rating. Our financial risk profile reflects our
expectation that the company will generate an adjusted FFO-to-debt
ratio averaging 45% in 2022 and 2023. Underpinning our assumption
is our expectation of continued increase in activity levels, led by
the strength in commodity prices as well as existing contracts and
projects. We estimate 2022 unconsolidated revenues will rise by
about 20%, which takes into account stable production from oil
sands producers as well as existing mining and civil infrastructure
contracts. While we expect cost inflation and supply chain issues,
we project EBITDA margins to only modestly weaken from 2021 levels,
given the company's strong focus on maintaining margins.
Considering NACG's limited growth spending, we also expect the
company will generate positive free cash flows averaging about C$50
million annually in 2022 and 2023. Although a portion of the free
cash flows could be allocated toward dividends and share buybacks,
management remains committed to reducing leverage and expects to
use a portion of the excess cash flows for debt reduction.
Accordingly, we believe the credit measures should remain well
within our rating thresholds and continue to support the rating.
"The stable outlook reflects our expectation that NACG will
generate weighted-average adjusted FFO-to-debt of about 45% over
the next 12 months, led by existing projects and new contract wins.
We also expect the company will generate positive free cash flows
and continue to pay down debt, while maintaining positive net
sources of liquidity.
"We believe continued customer concentration and narrow scope of
operations pose a greater risk to the rating compared with
operationally diversified companies. Accordingly, we could lower
the rating if the company's two-year, weighted-average FFO-to-debt
ratio fell below 30% and we expected it would remain below this
threshold. We believe this could occur if revenues declined by 10%
and margins fell by 500 basis points. In this scenario, we also
believe the company would likely generate negative free operating
cash flows.
"We consider rating upside to be limited. Nevertheless, we could
raise the rating if NACG were to materially increase its scale and
business diversity away from oil sands customers while keeping its
adjusted FFO-to-debt ratio above 45%."
ESG Credit Indicators: E-4, S-2, G-2
O & A ENTERPRISES: Voluntary Chapter 11 Case Summary
----------------------------------------------------
Debtor: O & A Enterprises, LLC
d/b/a Flowers for Every Occasion
d/b/a O'Leary Funeral and Cremation Services -
Celebration of Life Center
1020 Main Street
P.O. Box 171
Norwalk, IA 50211
Business Description: The Debtor offers funeral and cremation
services.
Chapter 11 Petition Date: March 27, 2022
Court: United States Bankruptcy Court
Southern District of Iowa
Case No.: 22-00295
Judge: Hon. Anita L. Shodeen
Debtor's Counsel: Joseph A. Peiffer, Esq.
AG & BUSINESS LEGAL STRATEGIES
PO Box 11425
Cedar Rapids, IA 52410-1425
Tel: 319-363-1641
Email: joe@ablsonline.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Johan Aerts as manager.
The Debtor failed to include in the petition a list of its 20
largest unsecured creditors.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/QBC2LBI/O__A_Enterprises_LLC__iasbke-22-00295__0001.0.pdf?mcid=tGE4TAMA
O'CONNOR CONSTRUCTION: Taps Underwood Law Firm as Special Counsel
-----------------------------------------------------------------
O'Connor Construction Group, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Texas to employ
Underwood Law Firm, PC as its special counsel.
The Debtor needs a special counsel for representation in two
pending cases in the 415th Judicial District Court in and for
Parker County, Texas, Cause No. CV21-1445 styled Lineage Logistics,
LLC, Garnishor, vs. Beacon Sales Acquisition, Inc., Garnishor vs.
First Financial Bank, Garnishee, and Cause No. CV21-1443 styled
Lineage Logistics, LLC v. O'Connor Construction Group, LLC.
The hourly rates of the firm's counsel and staff are as follows:
Richard Schellhammer $450
Brad Timms $325
Paralegals $125
In addition, the firm will seek reimbursement for expenses
incurred.
Richard Schellhammer, Esq., a shareholder of Underwood Law Firm,
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:
Richard Schellhammer, Esq.
Underwood Law Firm, PC
1008 Macon, Suite 101
Fort Worth, TX 76102
Telephone: (817) 885-7529
Facsimile: (817) 439-9921
Email: RES@uwlaw.com
About O'Connor Construction Group
Based in Poolville, Texas, O'Connor Construction Group, LLC has
over 30 years of experience as a commercial and industrial
contractor specializing in food storage and processing facilities,
and provides turnkey design, construction and construction
management services for projects nationwide, but focusing primarily
in the South and Southwest.
O'Connor sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. N.D. Texas Case No. 22-40187) on Jan. 28, 2022. In the
petition signed by Paul O'Connor, member and manager, the Debtor
disclosed up to $10 million in assets and up to $50 million in
liabilities. Judge Edward L. Morris oversees the case.
The Debtor tapped the Law Offices of Joseph F. Postnikoff, PLLC as
its bankruptcy counsel and Underwood Law Firm, PC as special
counsel.
Union Funding Source, Inc., as secured creditor, is represented by
Shanna M. Kaminski, Esq., at Kaminski Law, PLLC.
OMNIQ CORP: To Supply Pricing System to Israeli Supermarket Chain
-----------------------------------------------------------------
OMNIQ Corp. has received a purchase order to equip a sophisticated
Digital Pricing System in 42 Branches of a Dynamic Supermarket
Chain in Israel. The order was received by Dangot Computers Ltd,
an Israeli based subsidiary of OMNIQ providing automation and
sophisticated solutions to the retail, healthcare, restaurants and
other verticals.
OMNIQ is a major supplier of high-tech solutions to some of the
largest supermarket chains and other major retail corporations in
the US to whom it will offer its Smart Digital Pricing System
developed and successfully supplied in the sophisticated Israeli
market. According to The Wall Street Journal: "In North America,
groceries are a $1 trillion industry, with 90% of grocery sales
taking place in stores."
Without a centralized digital system, price changes in supermarkets
is a major time consuming and logistic problem as there are
thousands of different items, sizes and special offers. Moreover,
changes have to be effective and displayed on the shelfs at the
same time in all branches which increases the complexity and might
create errors resulting into annoying waste of time at cashiers and
unpleasant arguments with customers.
With OMMQ's SDPS all changes are done from one computer so at the
same time all digital displays show the new price for the specific
product in all branches concurrently updating the point of sale and
cash registers.
Shai Lustgarten, CEO of OMNIQ commented, "Just a few days since we
announced the Smart Buy and Go solution sold to a large Israeli
supermarket chain, we are pleased to announce a new awarded project
for another leading supermarket chain solving a major costly
logistic problem. Our smart solution avoids unnecessary arguments
with customers and shortens lines, saving time and money. We are
proud to market this solution in Israel and soon to offer it to our
Fortune 500 U.S. customers, including some of the largest
supermarket chains in North America."
About omniQ Corp.
Headquartered in Salt Lake City, Utah, omniQ Corp. (OTCQB: OMQS) --
http://www.omniq.com-- provides computerized and machine vision
image processing solutions that use patented and proprietary AI
technology to deliver data collection, real time surveillance and
monitoring for supply chain management, homeland security, public
safety, traffic and parking management and access control
applications. The technology and services provided by the Company
help clients move people, assets and data safely and securely
through airports, warehouses, schools, national borders, and many
other applications and environments.
Omniq Corp. reported a net loss attributable to common stockholders
of $11.31 million for the year ended Dec. 31, 2020, compared to a
net loss attributable to common stockholders of $5.31 million for
the year ended Dec. 31, 2019. As of June 30, 2021, the Company had
$35.86 million in total assets, $44.50 million in total
liabilities, and a total stockholders' deficit of $8.64 million.
Salt Lake City, Utah-based Haynie & Company, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated March 31, 2021, citing that the Company has a deficit in
stockholders' equity, and has sustained recurring losses from
operations. This raises substantial doubt about the Company's
ability to continue as a going concern.
OUTSIDE CAPITAL: Case Summary & Seven Unsecured Creditors
---------------------------------------------------------
Debtor: Outside Capital LLC
6565 S. Syracuse Way
Greenwood Village, CO 80111
Chapter 11 Petition Date: March 28, 2022
Court: United States Bankruptcy Court
District of Colorado
Case No.: 22-11004
Debtor's Counsel: Aaron A. Garber, Esq.
WADSWORTH GARBER WARNER CONRARDY, P.C.
2580 West Main Street, Suite 200
Littleton, CO 80120
Tel: 303-296-1999
E-mail: agarber@wgwc-law.com
Total Assets: $19,200
Total Liabilities: $1,177,410
The petition was signed by Ryan Newcomb as manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 11 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/XG453ZQ/Outside_Capital_LLC__cobke-22-11004__0001.0.pdf?mcid=tGE4TAMA
PACIFIC THEATRES: Tiger Group Offers 15,000-Plus Assets
-------------------------------------------------------
Theater owners, live-event production companies and rental houses
will find an extensive selection of gear and equipment -- more than
15,000 items in all -- as Tiger Group liquidates assets from seven
former Pacific Theatres locations.
"This is one of the largest liquidations of a movie chain in North
America, offering a wide range of gear in excellent condition,"
noted Jonathan Holiday, Director of Business Development, Tiger
Commercial & Industrial.
Pacific Theatres operated movie houses across the United States
before filing for Chapter 7 bankruptcy in the wake of Covid-19
lockdowns. Working on behalf of the secured lender, Tiger Group
recently sold 99 percent of hundreds of assets from an initial
group of closed Pacific Theatres locations.
In this latest sale, the available gear is from locations in
Bethesda, Maryland, as well as the California cities of El Segundo,
La Jolla, Lakewood, Northridge, Santa Monica and Sherman Oaks.
Combined, these former Pacific Theatres boast a total of 94
screens.
"After a very successful auction of assets located in Los Angeles
and Boston, the Tiger Commercial & Industrial team is pleased to
have been selected by the secured lender to sell the assets from
the remaining nine theaters," Holiday said. "That number was just
reduced to seven locations after venues in Pasadena, California,
and Chicago were purchased on a bulk basis for reopening. We are
offering the remaining assets individually, but buyers can also
acquire complete theaters to be reopened for moviegoers."
The immediate sale is already underway at SoldTiger.com.
The gear on offer includes:
-- digital and cinema projectors
-- lenses
-- amplifiers
-- speakers (including more than 3,000 JBL speakers, various
models)
-- integrated media blocks
-- cinema servers, monitors and processors
-- theater seating (more than 25,000, various styles)
-- concession equipment
-- point of sale systems, and more
Brands include Christie, NEC, GDC, QSC, JBL, Samsung, and Touch
Systems, to name a few. Projection-support accessories, backup
battery systems, bar/kitchen equipment and computers/servers are
also on offer.
To arrange an inspection or obtain other information, email:
auctions@tigergroup.com or call (805) 497-4999.
For asset photos, descriptions, bidding and other information,
visit
https://soldtiger.com/sales/nine-pacific-theatres-with-over-1000-assets-for-sale/
Media Contacts: At Tiger Commercial & Industrial Division, Jonathan
Holiday, (805) 367-3893,
332832@email4pr.com; at Jaffe Communications, Elisa Krantz,
(908)-789-0700,
332832@email4pr.com, or Bill Parness, 332832@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
PAUL WIGODA: Selling Sunny Isles Beach Property for $10.25 Million
------------------------------------------------------------------
Paul Wigoda asks the U.S. Bankruptcy Court for the Southern
District of Florida to authorize the private sale of the real
property located at 18201 Collins Avenue, Apt. 1709 and Apt. 1808A,
in Sunny Isles Beach, Florida 33160, to Sydney Goldberg for $10.25
million, cash.
The Debtor and his non-debtor wife, Ruthy Wigoda, are the 100%
owners of the Sunny Isles Beach Property.
JPMorgan Chase Bank, N.A. ("JPMC") holds three allowed claims in
the approximate amounts of $5,065,086.23 [POC 13], $2,737,543.04
[POC 11], and $139,188.48 [POC 10] plus post-petition arrearages,
if any, secured by the Sunny Isles Beach Property. Upon
information and belief and without prejudice, the Debtor believes
JPMC's claim may now exceed the proof of claim figure in light of
post-petition arrearages.
Lift Forward, Inc. holds an allowed claim in the approximate amount
of $300,000 secured by the Sunny Isles Beach Property.
18201 Collins Avenue Condominium Association, Inc. holds an allowed
claim in the approximate amount of $112,666.63, plus post-petition
arrearages, if any, secured by the Sunny Isles Beach Property.
No other liens exist against the Sunny Isles Beach Property.
On March 2, 2022, the Debtor and his non-debtor wife, Ruthy Wigoda,
entered into the "AS IS" Residential Contract for Sale and Purchase
for the private sale of the Sunny Isles Beach Property for the
purchase price of $10.25 million in cash. The Contract provides
for a closing date of June 15, 2022.
The Debtor requests an order of the Court authorizing the Debtor to
sell the Sunny Isles Beach Property to the Buyer pursuant to the
Contract and in accordance with the terms of the Confirmed Plan and
Confirmation Order.
In exercising his business judgment, the Debtor submits that the
sale of the Sunny Isles Beach is in the best interests of the
estate. The Purchase Price is sufficient to satisfy in full the
secured claims held by JPMC, Lift Forward and the Association and
to satisfy the Debtor's obligations under the Confirmed Plan and
Confirmation Order. The Debtor submits that the Purchase Price is
fair and reasonable given the facts that the Debtor has been
marketing the Sunny Isles Beach Property for months without a
legitimate, realistic offer and that the Debtor scheduled the Sunny
Isles Beach Property as having a value of only $10 million.
Further, in the event the Court disapproves the pending sale and
the Debtor is unsuccessful in timely obtaining a new binding
contract for private sale, the Sunny Isles Beach Property will be
sold via the public auction procedures set forth in the Confirmed
Plan. A public auction of the Sunny Isles Beach Property will
undoubtedly result in a purchase price much less than the current
Purchase Price as well as require the Debtor to incur significant
attorneys' and costs, all to the detriment of JPMC, Lift Forward,
the Association and the Debtor's other general unsecured creditors.
Accordingly, the Purchase Price is fair and reasonable.
A copy of the Contract is available at https://tinyurl.com/2vxjatd2
from PacerMonitor.com free of charge.
Paul Wigoda sought Chapter 11 protection (Bankr. S.D. Fla. Case No.
19-22567) on Sept. 20, 2019. The Debtor tapped Bradley S.
Shraiberg, Esq., as counsel.
PHIO PHARMACEUTICALS: Incurs $13.3 Million Net Loss in 2021
-----------------------------------------------------------
Phio Pharmaceuticals Corp. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing a net loss of
$13.29 million for the 12 months ended Dec. 31, 2021, compared to a
net loss of $8.79 million for the 12 months ended Dec. 31, 2020.
As of Dec. 31, 2021, the Company had $25.17 million in total
assets, $3.24 million in total liabilities, and $21.93 million in
total stockholders' equity.
At Dec. 31, 2021, the Company had cash of $24.1 million as compared
with $14.2 million at Dec. 31, 2020. The Company expects its
current cash will be sufficient to fund currently planned
operations to the second quarter of 2023.
Phio stated, "The Company has reported recurring losses from
operations since its inception and expects to continue to have
negative cash flows from operations for the foreseeable future.
Historically, the Company's primary source of funding has been from
sales of its securities. The Company's ability to continue to fund
its operations is dependent on obtaining funding from third
parties, such as proceeds from the issuance of debt, sale of
equity, or strategic opportunities, in order to maintain its
operations. This is dependent on a number of factors, including
the market demand or liquidity of the Company's common stock.
There is no guarantee that debt, additional equity or other funding
will be available to us on acceptable terms, or at all. If we fail
to obtain additional funding when needed, we would be forced to
scale back or terminate our operations or seek to merge with or to
be acquired by another company.
"While we believe that the coronavirus pandemic has not had a
significant impact on our financial condition and results of
operations at this time, the potential economic impact brought by,
and the duration of, the coronavirus pandemic is difficult to
assess or predict. There may be developments outside of our
control that require us to adjust our operating plans and given the
nature of the situation, we cannot reasonably estimate the impact
of the coronavirus pandemic on our financial conditions, results of
operations or cash flows in the future.
"The Company believes that its existing cash should be sufficient
to fund operations for at least the next 12 months from the date of
the release of these financial statements."
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1533040/000168316822001833/phio_i10k-123121.htm
About Phio Pharmaceuticals
Marlborough, Massachusetts-based Phio Pharmaceuticals Corp. --
http://www.phiopharma.com-- is a biotechnology company developing
the next generation of immuno-oncology therapeutics based on its
self-delivering RNAi therapeutic platform. The Company's efforts
are focused on silencing tumor-induced suppression of the immune
system through its proprietary INTASYL platform with utility in
immune cells and/or the tumor micro-environment. The Company's
goal is to develop powerful INTASYL therapeutic compounds that can
weaponize immune effector cells to overcome tumor immune escape,
thereby providing patients a powerful new treatment option that
goes beyond current treatment modalities.
PHUNWARE INC: Reports Preliminary Full Year 2021 Financial Results
------------------------------------------------------------------
Phunware, Inc. announced preliminary financial results for the year
ended Dec. 31, 2021.
"The past year was an incredibly pivotal period for Phunware, as we
made significant progress across all key segments of our business,"
said Alan S. Knitowski, president, CEO and co-founder of Phunware.
"The combination of our direct and indirect go-to-market strategies
came to fruition in conjunction with the re-opening of the
post-pandemic economy, resulting in extremely promising
opportunities for our core MaaS business. Additionally, the
acquisition of Lyte Technology late last year not only materially
added to our top line revenues, but it also diversified our
business channels by providing a conduit to further expand our B2C
customer vertical. As we ramped our blockchain initiatives in
parallel, we are encouraged by the number of prospective companies
that have taken interest in our new digital offerings. As the
first publicly-traded company worldwide to launch its own
cryptocurrencies, we fully intend to capitalize on the
opportunities available to us in the nascent new realm of
monetizing one's own data inside of a sovereign global data
economy. Going forward, we expect to accelerate this expansion via
organic and inorganic initiatives on an international scale,
including top-line revenue growth of 250% or more year-over year,
all while strategically investing for efficiency and
diversification."
Full Year 2021 Preliminary Financial Results
* Net Revenues for the year totaled $10.6 million
* Multiscreen-as-a-Service (MaaS) Platform Subscriptions and
Services Revenues were $5.3 million
* Computer Hardware Revenues were $3.1 million
* Net Loss was $(53.5) million
* Net Loss per Share was $(0.71)
* Non-GAAP Adjusted EBITDA Loss was $(11.7) million
The Company's independent registered public accounting firm has not
yet completed its annual audit for the year ended Dec. 31, 2021.
"We are pleased with the way we closed the year and are even more
excited about the opportunities for growth in 2022 and beyond,"
said Matt Aune, CFO of Phunware. "In addition to the progress of
our B2B MaaS offerings, we are thrilled with the growth of our B2C
business. Lyte by Phunware posted record revenue in a partial
fourth quarter and the sales of PhunToken continue to move up and
to the right. Going forward, we are well positioned with our
balance sheet to continue to execute our operational objectives
while driving organic and inorganic growth."
Recent Business Highlights
* Notable Corporate Developments:
- Provided 2022 Revenue Guidance & Revises Investment Policy for
Cash Management
- Phunware Acquired Additional Bitcoin
- Launched New Resource for Shareholders to Restrict Short
Selling
* Notable Customer and Partner Wins:
- Announced Partnership with PrimusTech to Integrate Mobile
Smart Solutions in Asia
- Announced Two Strategic Supplier Relationships and Optimized
PC Series for CES
- Announced Strategic Political Partnership with Campaign
Nucleus
* Notable Product Updates:
- PhunCoin by Phunware to Begin Trading
- Phunware Multiscreen-as-a-Service (MaaS) Platform for Digital
- Transformation Now Available in AWS Marketplace
- Announced PhunToken Uniswap Liquidity Pool Rewards Program
- Received Notice of Allowance for United States Patent for
Monitoring Outdoor and Indoor Environments with Mobile Devices
About Phunware
Headquartered in Austin, Texas, Phunware, Inc. --
http://www.phunware.com-- offers a fully integrated software
platform that equips companies with the products, solutions and
services necessary to engage, manage and monetize their mobile
application portfolios globally at scale.
Phunware reported a net loss of $22.20 million for the year ended
Dec. 31, 2020, a net loss of $12.87 million for the year ended Dec.
31, 2019, and a net loss of $9.80 million for the year ended Dec.
31, 2018. As of Sept. 30, 2021, the Company had $31.95 million in
total assets, $18.93 million in total liabilities, and $13.03
million in total stockholders' equity.
PINNACLE CONSTRUCTORS: Unsecureds to Get Share of Income for 3 Yrs
------------------------------------------------------------------
Pinnacle Constructors, Inc. and Kevin Webb (the "Debtors") filed
with the U.S. Bankruptcy Court for the Middle District of Tennessee
a Joint Plan of Reorganization dated March 24, 2022.
Pinnacle Constructors, Inc. was established in 2015 by Kevin Webb,
its president and sole shareholder. Pinnacle is a Tennessee
corporation that provides underground utility work specializing in
large diameter water, sewer, and storm drainage projects.
The Company's office is located at 263 Anthony Lane, Shelbyville,
Tennessee. All of the Company's jobs are located in Rutherford,
Williamson, Sumner, and Davidson Counties in the Middle District of
Tennessee, and substantially all of the Company's equipment assets
are located at those job sites.
Pinnacle filed its Chapter 11 petition on March 4, 2022 because Mr.
Webb personally guaranteed substantially all of the Company's
debts, he also filed his own Chapter 11 petition on the Petition
Date.
As of the Petition Date, the Company had approximately 39
employees, approximately $233,654.55 of cash on hand, equipment and
vehicle assets with an approximate aggregate value of $2,400,000,
and (collectible) accounts receivable and retainage of
approximately $893,000. The Company's primary secured lenders
include Pathway Lending owed $190,000.00 and Renasant Bank owed
$218,390.78. Approximately $2,400,000 is owed to 18 different
equipment and vehicle lenders (not including lease obligations).
The Company has total unsecured debt of approximately $2,700,000
not including potential contingent and unliquidated claims.
This Plan is Pinnacle's and Mr. Webb's comprehensive proposal to
honor their obligations in a responsible manner that will enable
the Company to continue providing superior service to its owner,
developer, and prime contractor clients.
Class 23 consists of Unsecured Claims Against either Debtor. Each
Holder of an Allowed Unsecured Claim shall be paid its Pro Rata
portion of Debtors' Disposable Income in 3 annual installments
beginning on the Effective Date. In the event an objection to this
Plan is filed by the Holder of an Allowed Unsecured Claim, payments
hereunder shall comply with the provisions of section 1129(a)(15)
of the Bankruptcy Code.
Class 24 consists of Interests in Pinnacle Constructors, Inc. and
Property of Kevin Webb. Except for property to be sold, abandoned,
or otherwise relinquished under this Plan, Kevin Webb shall retain
his equity interests in Pinnacle Constructors, Inc. and ownership
of his property.
The Debtors shall use proceeds from operation of the business to
pay all required payments on the Effective Date and all payments
due under the Plan on an on-going basis.
A full-text copy of the Joint Reorganizing Plan dated March 24,
2022, is available at https://bit.ly/3iJjIia from PacerMonitor.com
at no charge.
Attorneys for Debtors:
Robert J. Gonzales, Esq.
Nancy B. King, Esq.
Courtney H. Gilmer, Esq.
EmergeLaw, PLLC
4000 Hillsboro Pike, Suite 1112
Nashville, TN 37215
Phone: (615) 815-1535
Email: robert@emerge.law
nancy@emerge.law
courtney@emerge.law
About Pinnacle Constructors
Pinnacle Constructors, Inc., is a construction company that
specializes in underground utility work, site grading, and
equipment hauling. It is based in Westwood Shelbyville, Tenn.
Pinnacle Constructors sought voluntary Chapter 11 bankruptcy
protection (Bankr. M.D. Tenn. Case. No. 22-00670) on March 5, 2022,
listing as much as $10 million in both assets and liabilities.
Kevin Webb, president of Pinnacle Constructors, signed the
petition.
Judge Randal S. Mashburn oversees the case.
Nancy B. King, Esq., at Emergelaw, PLC and Sims Funk, PLC serve as
the Debtor's bankruptcy counsel and special counsel, respectively.
Tortola Advisors, LLC is the Debtor's restructuring and general
business advisor.
PIUS STREET: Court Wants Trial on Licensing Fee Dispute
-------------------------------------------------------
Once God's House, the former St. Michael's Church on Pittsburgh's
South Side Slopes, is now the 26-unit Angel Arms Condominium
complex. There is a dispute over who holds the authority to license
the condominium's amenities, such as parking and storage. For
roughly 10 years, the debtor-developer Pius Street Associates, LP,
did just that and kept the licensing fees it collected. But the
Angel Arms Condominium Association asserts the Debtor converted
those fees by usurping the Association's dominion over condominium
property.
Thomas Tripoli, the Debtor's limited partner and the sole
shareholder of its general partner, objects to the Association's
claim to both past and future licensing fees, contending they are
subject to the Debtor's reserved rights in the condominium's
formation documents.
This discrete issue is presently before the United States
Bankruptcy Court for the Western District of Pennsylvania on
cross-motions for summary judgment.
Bankruptcy Judge Gregory L. Taddonio finds that only the
Association is entitled to partial summary judgment, though on a
more narrow basis than it urges.
The Court's analysis starts with the most basic question -- what is
a condominium? Under Pennsylvania law, a "condominium" is real
estate consisting of "portions . . . which are designated for
separate ownership" with "the remainder . . . designated for common
ownership solely by the owners of those portions." The portions
designated for separate ownership are "units," while the commonly
owned portions are called "common elements." The defining
characteristic of a condominium is that the undivided interests in
the common elements are vested in the unit owners. Some common
elements may be allocated for the exclusive use of fewer than all
units, rendering them "limited common elements." Limited common
elements are therefore a subset of common elements legally
distinguished to ensure unit owners who are not entitled to enjoy
such amenities are not saddled withthe financial burden of
maintaining them.
All condominiums created within the Commonwealth are subject to the
Condominium Act, which is modeled on the Uniform Condominium Act
drafted by the Uniform Law Commission. Given the inherent
complexity attendant to carving up real estate into separately and
commonly owned parts, the Condominium Act imposes certain
substantive requirements and establishes a baseline set of rules
governing their creation and operation. Though condominiums are not
technically creatures of contract, such principles are often
applied to them. Thus, the statute balances contractual flexibility
with the need to protect purchasers, lenders, and declarants by
clearly establishing the rights and obligations of each party. In
fact, consumer protection was one of the motivating principles
behind the Uniform Condominium Act.
Under the Condominium Act, a condominium can only be created by a
"declarant" who "record[s] a declaration executed, in the same
manner as a deed, by all persons whose interests in the real estate
will be conveyed to unit owners." The declaration is "the perpetual
governing instrument for the condominium." The statutorily required
contents of a declaration generally involve matters pertaining to
the legal structure of the condominium or its title.
In that vein, the Condominium Act also mandates that the
declaration adequately describe several aspects of any limited
common elements. After all, that characterization carries legal
consequences for all unit owners in the condominium. First, the
declaration must contain a description of any limited common
elements. Second, except for fixtures that are statutorily
allocated to the unit they exclusively serve, the declaration must
specify "to which unit or units each limited common element is
allocated." Third, the declaration must disclose any limited common
expenses -- the liabilities associated with the upkeep of the
limited common elements -- and how they will be assessed. Fourth,
"[a]ny fees or charges to be paid by unit owners, currently or in
the future, for the use of . . . limited common elements" must be
similarly included in the declaration. Finally, if a common element
may be later allocated to a unit owner as a limited common element,
the declaration must contain a statement to that effect and
describe "the method by which the allocations are to be made."
Judge Taddonio notes that the Condominium Act is largely silent on
the effect of any failure to include a required term in the
declaration. For example, legislative commentary suggests a
declarant may be subject to personal liability for the failure to
include the recording data for any easements and licenses included
in the condominium or to which condominium property is subject.
Beyond that, the Court is mindful that "Pennsylvania courts have
examined condominium declarations under the umbrella of general
contract law," and that "principles of law and equity" apply unless
inconsistent with the provisions of the Condominium Act. Thus,
consonant with the premise of consumer protection, the Court
concludes that omissions and ambiguities are to be construed
against the declarant as the drafter of the declaration.
To serve the fundamental communal interests, the Condominium Act
commands the establishment of a unit owners' association by the
time the first unit is conveyed to someone other than the
declarant. "Subject to the provisions of the declaration," the
Condominium Act empowers an association to do essentially all the
things necessary to operate and manage the condominium for the
benefit of the unit owners. This includes the obvious universe of
functions such as adopting bylaws and regulations, creating a
budget for revenues and expenditures, and hiring employees and
contractors. As for common elements, an association may also: (6)
Regulate the use, maintenance, repair, replacement and modification
of common elements . . . (9) Grant easements, leases, licenses and
concessions through or over the common elements . . . [and] (10)
Impose and receive any payments, fees or charges for the use,
rental or operation of the common elements other than limited
common elements described in section 3202(2) and (4) (relating to
unit boundaries).
That said, an association's power to license common elements in a
manner that does not "benefit . . . all or substantially all of the
unit owners" is statutorily conditioned on obtaining the requisite
approval from the unit owners, Judge Taddonio holds. Notably, the
executive board, which acts on behalf of a unit owners'
association, may unilaterally implement certain curative amendments
to the declaration to resolve ambiguities, correct defects, or
supplement missing provisions.
The Declaration characterizes the licensable elements (such as
parking spaces and storage areas) as either limited common elements
or common elements depending on whether they are licensed to a unit
owner. As a result, the licensable elements were necessarily common
elements when the Declaration was executed and recorded. And to be
clear, there is no evidence in the record showing that the common
elements were withheld from Angel Arms awaiting a separate
transfer, Judge Taddonio notes. Thus, the Declaration vested the
common elements' undivided interests in the individual unit owners.
This point is significant because once the common elements were
ceded to collective ownership, the Debtor's control over them was
not absolute and was necessarily constrained by the Declaration no
matter how many units it owned.
Given that the licensable elements were not initially allocated as
limited common elements, the statute requires the declaration to
describe "the method by which the allocations are to be made."
While the Declaration leaves much to be desired, the method of
allocating a common element as a limited common element is
articulated clearly enough (albiet implicitly): by licensing. It
is, after all, the defining characteristic of a licensable limited
common element.
Under the Condominium Act, the default rule is that an association
is empowered to "regulate the use . . . of" and "grant . . .
licenses over . . . the common elements." Here, the Declaration
explicitly vests the Association's executive board with "all
authority to . . . exercise all rights provided by the Condominium
organizational documents, or the Act, that are not specifically
reserved to Unit Owners." As a result, both the statute and the
Declaration require a specific reservation of rights to prohibit
the Association's executive board from exercising its statutory
powers. Upon a thorough review of the Declaration, the Court finds
no express restriction on the Association's authority to license
common elements.
Tripoli's insistence that the Debtor reserved special declarant
rights to license common elements and keep the licensing fees is
unsupported by any evidence, the Court finds. Critically, Tripoli
does not (and indeed cannot) identify an explicit reservation of
these rights because there is no such provision. Frankly, all
Tripoli does is point to the Declaration provisions relating to
limited common elements and assert that the Offering Statement's
narrative explains that "[t]he Declarant will decide what to do
with any parking spaces which remain unlicensed prior to the
expiration of Declarant Control." But the Offering Statement is not
a governing instrument that can create rights, and nothing in the
Declaration supports, or even suggests, that the Debtor retained
any control over the common elements. The Offering Statement also
falls far short of making Tripoli's case as it references only a
single type of licensable common element (parking) and on its face
appears tied to the period of Declarant control. And all of this
ignores the much bigger problem: even if a reserved right to
license could be implied, it does not translate to the Debtor
having a right to retain the licensing fees -- a concept absent
from the Declaration.
Ultimately, Tripoli's course of dealing argument fairs no better.
Though he posits that the Debtor's ten years of licensing limited
common elements while retaining the fees strongly evidences that
this conduct was "contemplated, permitted and assented-to," this
theory is foreclosed by the Declaration. It provides that the
failure by the Association or any unit owner to enforce the
Declaration's terms "shall in no event be deemed a waiver of the
right to enforce [it] at a later date. . . ." Put simply, prior
inaction cannot shield the Debtor's licensing activities from
proper scrutiny now, Judge Taddonio holds.
Based on this analysis of the Condominium Act and the Declaration,
the Court finds that:
(1) the Debtor did not reserve any special declarant rights
regarding the disposition of the licensable elements;
(2) the Association is statutorily authorized to license common
elements to unit owners in accordance with the Declaration;
(3) the Debtor lacked authority in its own right to enter into
license agreements with unit owners for the licensable elements;
and
(4) the Debtor lacked a legitimate basis to collect and retain
licensing fees related to the limited common elements. But herein
lies the rub: just because the Debtor was not entitled to collect
the licensing fees, it does not follow that the funds are owed to
the Association.
According to Judge Taddonio, the Association's claim to the
licensing fees collected by the Debtor appears to be subject to
genuine issues of material fact and law that the parties have
likely not considered. To facilitate the future resolution of these
matters, the Court will briefly touch upon the issues it has
identified, mindful that there may be others that it has not.
First and foremost, it seems the Association has not considered the
full implications of the position it has strenuously advanced,
Judge Taddonio notes. To put a finer point on it -- are the license
agreements valid if the Debtor lacked authority in its own right to
enter into them? On the one hand, the Debtor as declarant had
control of the Association and its executive board at one time,
which theoretically could have granted the licenses. But the Debtor
did not purport to act on behalf the Association, and the record
does not reveal whether the Debtor complied with the Declaration in
granting those licenses. And, of course, that still would not
address the license agreements the Debtor executed after the period
of declarant control ended. The Association might have obtained the
requisite approval of the unit owners to ratify the license
agreements, but that is not in the record either. Ultimately, if
the license agreements are invalid and were not ratified by the
Association, the licensees may lay claim to the fees the Debtor
collected.
The second area of concern, according to Judge Taddonio, is that
the Declaration does not contain the "fees or charges to be paid by
unit owners . . . for the use of . . . limited common elements" as
required by the Condominium Act. Perhaps this is merely a technical
problem, but it is not immediately clear what impact such a defect
would have on the license agreements or any attempt by the
Association to ratify them. This too may be an issue in which the
licensees would be acutely interested. In any event, it is yet
another reason why the Court is not prepared to find that the
Association is entitled to the licensing fees the Debtor
collected.
Judge Taddonio admits the Court has struggled with these complex
issues and is wary to move beyond the scope of what was presented
without the benefit of further argument and a better record. More
importantly though, there is enough factual uncertainty at play to
dissuade the Court from even attempting to characterize any
outstanding issues as "pure" questions of law. Instead, the Court
will schedule further proceedings after affording the parties an
opportunity to digest the Court's rulings and observations and
formulate appropriate responses.
In light of this, the Court grants the Association's motion in
part, deny Tripoli's motion, and schedule this matter for further
proceedings.
A full-text copy of Judge Taddonio's Memorandum Opinion dated March
16, 2022, is available at https://tinyurl.com/ywm74z8t from
Leagle.com.
About Pius Street Associates
Pius Street Associates, LP is a privately held company engaged in
activities related to real estate.
Pius Street Associates sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Pa. Case No. 19-21560) on April 17,
2019. Judge Gregory L. Taddonio oversees the case.
At the time of the filing, the Debtor disclosed assets of between
$1 million and $10 million and liabilities of the same range.
Robert O Lampl Law Office is the Debtor's legal counsel.
Natalie Lutz Cardiello, Esq., is the Chapter 11 trustee appointed
in Debtor's bankruptcy case. She is represented by The Law Offices
of Natalie Lutz Cardiello.
PLATINUM CREDIT: Receiver Seeks to Release $4.5 Mil. to SHICP
-------------------------------------------------------------
Melanie L. Cyganowski, as receiver for the receivership entities,
has moved the U.S. Bankruptcy Court for the Eastern District of New
York for entry of an order permanently enjoining any prosecution of
Claim no. 145 against the receivership entities, submitted by BAM
Administrative Services LLC, as agent for (i) PBLA ULICO 2017, (ii)
BBIL ULICO 2014, and (iii) OMNIA Ltd; confirming the receiver's
disallowance of Claim no. 145; and authorizing the receiver to
release $4,530,155.68, currently held in escrow, to Senior Health
Insurance Company of Pennsylvania, in rehabilitation.
Opposition to the motion must be filed by May 9, 2022.
Receivership entities are Platinum Credit Management LP, Platinum
Partners Credit Opportunities Master Fund LP, Platinum Partners
Credit Opportunities Fund (TE) LLC,Platinum Partners Credit
Opportunities Fund LLC, Platinum Partners Credit Opportunities Fund
(BL) LLC, Platinum Liquid Opportunity Management (NY) LLC, Platinum
Partners Liquid Opportunity Fund (USA) LP, Platinum Partners Liquid
Opportunity Master Fund LP, Platinum Partners Credit Opportunities
Fund International Ltd., and Platinum Partners Credit Opportunities
Fund International (A) Ltd.
Attorneys for Melanie L. Cyganowski:
Otterburg P.C.
Attn: Erik B. Weinick
Andrew S. Halpern
230 Park Avenue
New York, NY 10169
Tel: (212) 661-9100
Fax: (212) 682-6104
Email: eweinick@otterburg.com
ahalpern@otterbourg.com
About Platinum Credit
Platinum Partners Credit Opportunities Master Fund LP, Platinum
Partners Credit Opportunities Fund (TE) LLC, Platinum Partners
Credit Opportunities Fund LLC, Platinum Partners Credit
Opportunities Fund International Ltd., Platinum Partners Credit
Opportunities Fund International (A) Ltd., and Platinum Partners
Credit Opportunities Fund (BL) LLC, are members of the PPCO Funds,
one of the three groups of funds that were managed by several
entities led by Mark Nordlicht and sometimes collectively referred
to as "Platinum Partners." The PPCO Funds were marketed as a
single-strategy group of funds whose business was to "originate
short and medium term, high yield, debt secured by collateral,
and/or equity investments."
A massive fraudulent scheme was masterminded by the now indicted
and/or convicted insiders of Platinum -- Mark Nordlicht, Murray
Huberfeld and David Levy. The scheme was fueled by the money
ploughed into Platinum and its portfolio companies that were
frequently speculative, unprofitable or distressed by their
self-created, fraudulent vehicle (thinly veiled as a reinsurance
company), "Beechwood," fronted by fellow fraudsters, Moshe M. Feuer
and Scott Taylor.
At the request of the U.S. Securities and Exchange Commission, the
U.S. District Court for the Eastern District of New York (Cogan,
U.S.D.J.) ordered the appointment of a receiver for the Platinum
entities on Dec. 19, 2016.
The court appointed Melanie L. Cyganowski, Esq., as successor
equity receiver on July 6, 2017. The receiver is tasked to marshal
the assets of the entities in receivership and, ultimately, develop
a plan for the disposition of these assets.
Judge Brian M. Cogan oversees the cases.
Adam C. Silverstein, Esq., and Erik B. Weinick, Esq., of Otterbourg
P.C., serve as the Receiver's counsel. Marc Kirschner and William
Edwards, of Goldin Associates LLC, were selected as financial
advisors.
POLYMER GRINDING: Unsecureds Will Get 0% in Liquidating Plan
------------------------------------------------------------
Polymer Grinding, Inc., filed with the U.S. Bankruptcy Court for
the Western District of Pennsylvania a Small Business Chapter 11
Liquidating Plan dated March 24, 2022.
The Debtor's primary business operations consist of custom grinding
of industrial plastics. Generally speaking, the Debtor receives
scrap plastics and prime pellets developed during the compounding
process from its customers.
Prior to the bankruptcy, a dispute arose between the Debtor and its
landlord, SOBE Real Estate Group, LLC. SOBE threatened to evict the
Debtor, which would have severely impaired the Debtor's business
operations.
On February 8, 2022, the Debtor filed a Motion to Sell various
pieces of equipment that were property of the bankruptcy estate
(hereinafter the "Sale Motion"). Pursuant to the terms of the Sale
Motion, the Debtor proposed a sale of the equipment to Doug Cole,
Michael Richardson, and Shaun Paul Mienke (and later, an identified
assign, Poly Technologies, Inc.) for $125,000.00.
A hearing on the Sale Motion occurred on February 25, 2022. At the
hearing, the Court approved the sale to Doug Cole, Michael
Richardson, and Shaun Paul Mienke, and their assign, Poly
Technologies, Inc., for $125,000.00.
Under the terms of the Sale, the Debtor also will receive
consecutive monthly payments of $4,687.50 for 24 months. For the
distribution of the remainder of the Sale Proceeds (paid in the
monthly installments), the distribution will be as follows:
* One-half to the Administrative Professionals and One-half of
the installments paid to SOBE for its remaining Administrative
Claim (believed to be $19,725.00). After SOBE is paid in full on
its administrative claim; then all money shall be distributed to
the Administrative Professionals until they are paid in full.
* After all Administrative Claims have been paid in full, then
installment payments will be distributed pro rata until they are
paid in full, then the sale proceeds will be distributed to the
Commonwealth of Pennsylvania, Department of Labor & Industry on
account of their allowed secured claim until it is paid in full.
* After the payment of Commonwealth of Pennsylvania,
Department of Labor & Industry on account of their allowed secured
claim has been paid in full, any excess sale proceeds will be
distributed to priority claims on a pro rata basis until the funds
are exhausted.
The Plan proposes to pay administrative claims in full unless
otherwise agreed to. The Debtor estimates approximately 0% will be
paid on account of general unsecured claim pursuant to the Plan.
The Allowed Secured Claim of the Commonwealth of Pennsylvania,
Department of Labor & Industry ("PA DLI") that is secured to the
Debtor's Property only shall be classified as Class 1. PA DLI shall
be the only creditor in Class 1 based on its senior lien over other
creditors. This Class is Impaired and Disputed. The claim will be
paid by the Sale Proceeds from the Sale Motion.
Class 3 consists of General Unsecured Claims. The creditors in this
Class must have had a claim against the Debtor as of December 3,
2021. The total amount scheduled for this Class is approximately
$237,463.32. This Class also includes any Claims for rejected
executor contracts. This Class will be Impaired. The Creditors in
this Class will not be paid from the Sale Proceeds after all
Secured Claims, Administrative and General Priority Claims have
been paid in full. It is not anticipated that there will be any
distribution will be made to this Class.
The equity ownership in the Debtor shall not be retained. The
equity owners shall not retain full voting and management rights
over the Debtor after Confirmation of the Plan.
On the Plan Effective Date, by operation of this Plan and the
Confirmation Order, all assets of the Debtor and the Estate shall
be transferred to, and vested in, the Reorganized Debtor and to the
Disbursing Agent Donald R. Calaiaro.
The proposed Plan is a liquidating Plan used to distribute the Sale
Proceeds of substantially all of the Debtor's equipment needed to
operate its business. Under the terms of the Sale, the Debtor
received an initial deposit from the Purchaser and will receive
consecutive monthly payments of $4,687.50 for 24 months.
A full-text copy of the Liquidating Plan dated March 24, 2022, is
available at https://bit.ly/36Byq8E from PacerMonitor.com at no
charge.
Debtor's Counsel:
Donald R. Calaiaro, Esq.
Calaiaro Valencik
938 Penn Avenue, Suite 501
Pittsburgh, PA 15222-3708
Telephone: (412) 232-0930
Email: dcalaiaro@c-vlaw.com
About Polymer Grinding
Polymer Grinding, Inc. filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Pa. Case No.
21-22585) on Dec. 3, 2021, listing as much as $1 million in both
assets and liabilities.
Donald R. Calaiaro, Esq., at Calaiaro Valencik and Julian Law Firm
serve as the Debtor's bankruptcy counsel and special counsel,
respectively.
PRECIPIO INC: To Host Q4, Year-End Shareholder Call on April 4
--------------------------------------------------------------
Precipio, Inc. will be hosting its Q4-2021 and year-end shareholder
update call on Monday, April 4th at 5:00 p.m. ET. The call will
include updates on the Company's current core businesses.
The conference call may be accessed by calling 844-695-5519
(international callers dial 1-412-902-6760). All callers should
ask for the Precipio Inc. conference call. Participants may also
pre-register for the conference call at
https://dpregister.com/sreg/10164970/f20eec96a8. For those that
pre-register for the shareholder call, the host service will send a
calendar invitation and a direct dial-in number for the call to
your email used during registration, which will allow for the
registrant to bypass the operator.
Listeners interested in submitting questions in advance should
email their questions to investors@precipiodx.com and management
will do its best to address those questions during the call.
A replay of the call will be available approximately 24 hours after
the call and may be accessed via the investors page located on
Precipio's website or at http://www.precipiodx.com/investors.html.
About Precipio
Omaha, Nebraska-based Precipio, formerly known as Transgenomic,
Inc. -- http://www.precipiodx.com-- is a cancer diagnostics
company providing diagnostic products and services to the oncology
market. The Company has developed a platform designed to eradicate
misdiagnoses by harnessing the intellect, expertise and technology
developed within academic institutions and delivering quality
diagnostic information to physicians and their patients worldwide.
Precipio operates a cancer diagnostic laboratory located in New
Haven, Connecticut and has partnered with the Yale School of
Medicine.
Precipio reported a net loss of $10.6 million for the year ended
Dec. 31, 2020, compared to a net loss of $13.24 million for the
year ended Dec. 31, 2019. As of June 30, 2021, the Company had
$33.54 million in total assets, $6.28 million in total liabilities,
and $27.26 million in total stockholders' equity.
Hartford, CT-based Marcum LLP issued a "going concern"
qualification in its report dated March 29, 2021, citing that the
Company has a significant working capital deficiency, has incurred
significant losses and needs to raise additional funds to meet its
obligations and sustain its operations. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
PRIME ECO: Future Business Income to Fund Plan Payments
-------------------------------------------------------
Prime Eco Group, Inc., Prime Eco Supply, LLC and Fernando and
Rosario Guzman ("the Debtors") filed with the U.S. Bankruptcy Court
for the Southern District of Texas a Disclosure Statement
describing Plan of Reorganization dated March 24, 2022.
Prime Eco Group, Inc. manufactures specialty chemicals, and has
managed its financial affairs prior to and during the bankruptcy.
Prime Eco Supply, LLC is a sister company to Prime Eco Group, Inc.,
and Fernando and Rosario Guzman are the owners of the companies.
Class 3(c) Claims:
* Automobile Lender Claims Ford Motor Credit Company, LLC.
This creditor has filed a secured claim in the amount of $30,627.86
for the purchase of a 2019 Ford Explorer. The Debtors will continue
making payments to Ford Motor Credit Company, LLC until the debt is
paid in full. Ford Motor Credit Company, LLC has a perfected
purchase money security interest in the 2019 Ford Explorer, vehicle
identification number 1FM5K7D82KGB06870. As of the date of filing,
this Creditor was owed $30,627.86. Notwithstanding anything in the
Plan to the contrary, Ford Motor Credit Company, LLC will be paid
pursuant to the terms and conditions of its pre-petition contract.
Ford Motor Credit Company shall retain its lien until paid in full
per the terms of the Chapter 11 Plan.
* First Community Credit Union is owed on a 2018 Acura RDX in
the amount of $17,870.02. The Debtors will continue making payments
to the First Community Credit Union until the debt is paid in full.
First Community Credit Union has a perfected purchase money
security interest in the 2018 Acura RDX, vehicle identification
number 5J8TB3H58JL012939. As of the date of filing, this Creditor
was owed $17,870.02. Notwithstanding anything in the Plan to the
contrary, First Community Credit Union will be paid pursuant to the
terms and conditions of its pre-petition contract. First Community
Credit Union shall retain its lien until paid in full per the terms
of the Chapter 11 Plan.
* Fairview Investment Fund V, LP has a claim in the amount of
$1,491,935.08 which is represented by two mortgages against the
real property owned by Prime Eco Group, Inc. and located at 2933
Hwy 60, Wharton, Texas. This debt is secured by two deeds of trust.
The FMV of the property is $1,000,000.00. The $1,000,000.00 debt
will be paid in full in 60 months at 6% interest with monthly
payments of $19,333.00. The balance of the debt, $491,935.08 will
be paid in full in 60 months with -0- interest with monthly
payments of $8,200.00. These payments will begin on the 15th day of
the first full calendar month after the effective date of the
plan.
Class 3(d) consists of the United States Small Business
Administration. The Debtors have an EIDL loan with the SBA in the
amount of $155,164.70. This claim will be paid in full in 360
monthly payments at 3.75% interest, with monthly payments of
$731.00 and since the SBA extended the first payment under the
loan, the first monthly payment will be made in approximately
December, 2022.
The total general unsecured claims are approximately $675,000.00.
The allowed general unsecured creditors will be paid as much of
what they are owed as possible and will be mailed the Debtors'
previous year's financial statements each year for five years,
during the term of the five-year Plan, on or about May 1st each
year, beginning on May 1, 2023, and thereafter on or about May 1,
2024, May 1, 2025, May 1, 2026 and May 1, 2027. Each year, if the
business Reorganized Debtors made a profit, after income taxes, and
after making all secured plan payments and normal overhead
payments.
Reorganized Debtors shall pay to the allowed unsecured creditors
their pro rata share of 25% of the net profit for the previous
year, in twelve monthly payments beginning on September 15th of the
year in which the financial statements are mailed to these
creditors. Each year, during the term of the five-year Plan, the
Reorganized Debtors will repeat the 12-month payment plan to the
allowed unsecured creditors if the Reorganized Debtors made a net
profit the previous year as reflected in the previous year 's
financial statements. This payout will not exceed five years, and
at the end of the five-year Plan term, the remaining balance owed,
if any, to the allowed unsecured creditors shall be discharged.
This Plan of Reorganization will be funded by the Reorganized
Debtors through future income earned from the chemical production
by Prime Eco Group, Inc.
A full-text copy of the Disclosure Statement dated March 24, 2022,
is available at https://bit.ly/3IWi47S from PacerMonitor.com at no
charge.
Attorney for Debtors:
Margaret M. McClure
The Law Office of Margaret M. McClure
25420 Kuykendahl Road, Suite B300-1043
The Woodlands, TX 77375
Tel.: (713) 659-1333
Fax: (713) 658-0334
Email: margaret@mmmcclurelaw.com
About Prime Eco Group and Prime Eco Supply
Prime Eco Group, Inc. is a manufacturer of specialty chemicals in
Wharton, Texas.
Prime Eco Group and its affiliate, Prime Eco Supply, LLC, sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.
Tex. Lead Case No. 21-32560) on July 30, 2021. At the time of the
filing, Prime Eco Group disclosed $3,057,685 in assets and
$3,587,476 in liabilities while Prime Eco Supply disclosed $107,969
in assets and $527,681 in liabilities.
Judge David R. Jones oversees the cases.
The Debtors tapped the Law Office of Margaret M. McClure as
bankruptcy counsel, Edgardo E. Colon P.C. as special counsel,
Abunden LLC as financial advisor, and Wells & Bedard P.C. as
accountant.
PUBLIC FINANCE AUTHORITY, WI: S&P Withdraws 'CCC-' Bonds Rating
---------------------------------------------------------------
S&P Global Ratings withdrew its 'CCC-' rating on Public Finance
Authority, Wis.' series 2019 student-housing revenue bonds, the
proceeds of which were used to finance the construction of student
housing on the campus of Nevada State College, at the issuer's
request.
PUERTO RICO: Govt. Faces Financial Challenge In Exiting Bankruptcy
------------------------------------------------------------------
Jose Alvarado Vega of Caribbean Business reports that the
government of Puerto Rico faces financial challenges to exit
bankruptcy.
Gov. Pedro Pierluisi's fiscal team says it is charting a path to
Puerto Rico's exit from bankruptcy, despite the unfinished task of
creating a sustained and uniform accounting system that would allow
timely issuance of the commonwealth's audited financial statements,
which are currently three years behind.
Island government officials have acknowledged that the years-long
delays in issuing comprehensive annual financial reports (CAFRs) --
which are essential in meeting the fiscal requirements of the
federally created Puerto Rico Oversight, Management and Economic
Stability Act (Promesa) -- are largely the result of disparate
accounting systems at 130 central government agencies.
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.
PUFF FACTORY: Case Summary & 16 Unsecured Creditors
---------------------------------------------------
Debtor: The Puff Factory LLC
3030 Lower Mill Drive
Hood River, OR 97031
Business Description: The Debtor is engaged in the business
of fruit and vegetable preserving and
specialty food manufacturing.
Chapter 11 Petition Date: March 27, 2022
Court: United States Bankruptcy Court
District of Oregon
Case No.: 22-30470
Judge: Hon. Peter C. Mckittrick
Debtor's Counsel: Theodore J. Piteo, Esq.
MICHAEL D. O'BRIEN & ASSOCIATES, P.C.
12909 SW 68th Parkway, Suite 160
Portland, OR 97223
Tel: 503-786-3800
E-mail: enc@pdxlegal.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Jacqueline Alexander as member.
A full-text copy of the list of the Debtor's 16 unsecured creditors
is available for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/UWZVFVA/The_Puff_Factory_LLC__orbke-22-30470__0002.0.pdf?mcid=tGE4TAMA
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/UI4U2AY/The_Puff_Factory_LLC__orbke-22-30470__0001.0.pdf?mcid=tGE4TAMA
PURDUE PHARMA: New Chapter 11 Plan Reflects 'Extraordinary' Support
-------------------------------------------------------------------
Hailey Konnath of Law360 reports that the Sackler family said
Friday that Purdue's newly negotiated Chapter 11 plan "reflects an
extraordinary consensus" and urged the Second Circuit to reject
appeals challenging the family's nonconsensual third-party
releases, which the Sacklers said are integral to the plan's
success.
In a reply brief filed Friday, March 25, 2022, the family said the
arguments against approval of the new plan are without merit and go
against decades of precedent. "The Second Circuit has repeatedly
held that third-party releases are available where a bankruptcy
court makes appropriate findings regarding their importance to a
debtor's reorganization," the Sacklers said.
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."
PWM PROPERTY: 245 Park Member Suit May Proceed with Appeal
----------------------------------------------------------
On February 28, 2022, Chief Magistrate Judge Mary Pat Thynge
recommended that the consolidated matter in 245 PARK MEMBER LLC, et
al., Appellants, v. PWM PROPERTY MANAGEMENT LLC, et al., Appellees,
C.A. Nos. 21-1788, 21-1814. 21-1827 (MN)(D. Del.), be withdrawn
from the mandatory referral for mediation and proceed through the
appellate process of the United States District Court for the
District of Delaware.
No objections to the Recommendation were filed; and District Judge
Maryellen Noreika does not find the Recommendation to be clearly
erroneous or contrary to law.
Accordingly, Judge Noreika orders that the Recommendation is
adopted and the consolidated matter is withdrawn from the mandatory
referral for mediation.
A full-text copy of Judge Noreika's Order dated March 15, 2022, is
available at https://tinyurl.com/4rurj3uj from Leagle.com.
About PWM Property Management
PWM Property Management LLC, et al., are primarily engaged in
renting and leasing real estate properties. They own two premium
office buildings, namely 245 Park Avenue in New York City, a
prominent commercial real estate assets in Manhattan's prestigious
Park Avenue office corridor, and 181 West Madison Street in
Chicago, Illinois.
On Oct. 31, 2021, PWM Property Management LLC and its affiliates
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
21-11445). PWM estimated assets and liabilities of $1 billion to
$10 billion as of the bankruptcy filing.
The cases are pending before the Honorable Judge Mary F. Walrath
and are being jointly administered for procedural purposes under
Case No. 21-11445.
The Debtors tapped White & Case LLP as restructuring counsel; Young
Conaway Stargatt & Taylor, LLP as local counsel; and M3 Advisory
Partners, LP as restructuring advisor. Omni Agent Solutions is the
claims agent.
RETROTOPE INC: Wins Cash Collateral Access, $1.5MM DIP Loan
-----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Retrotope, Inc. to, among other things, use cash collateral on an
interim basis and obtain postpetition financing.
The Debtor is authorized to obtain postpetition financing in an
aggregate principal amount not to exceed $1,500,000 from RTMFP
Enterprises Inc., with the Initial DIP Loan to be made upon entry
of the Interim Order and satisfaction of other conditions set forth
in the DIP Loan Documents, with the remaining DIP Loans to be
advanced in accordance with the DIP Loan Documents and consistent
with the applicable Approved Budget and the DIP Loan Documents.
To secure performance and payment when due -- whether at the stated
maturity, by acceleration or otherwise -- of any and all DIP
Obligations of the Debtor to the DIP Lender, the DIP Lender is
granted, effective as of the Petition Date, continuing, valid,
binding, enforceable, non-avoidable, and automatically and properly
perfected security interests in and liens in and upon all DIP
Collateral, subject to the Carve Out.
Subject to the Carve Out, the DIP Liens on the DIP Collateral
securing the DIP Obligations are granted (i) junior, perfected
security interests in and liens upon any assets of the Debtor that
are subject to valid, perfected, enforceable and unavoidable
security interests as of the Petition Date and (ii) superpriority
perfected security interests in and first-priority, valid,
perfected, enforceable and unavoidable liens upon all property and
assets of the Debtor as of now or hereafter arising or acquired
that are not otherwise subject to valid, perfected, enforceable,
and unavoidable security interests.
The Carve Out means the sum of: (i) all fees required to be paid to
the Clerk of the Court; (ii) all reasonable fees and expenses
incurred by the Subchapter V Trustee; (iii) solely upon conversion
of the Case to a case under chapter 7, all reasonable fees and
expenses up to $50,000 incurred by a trustee under section 726(b)
of the Bankruptcy Code; (iv) to the extent allowed at any time
(whether prior to or subsequent to an Event of Default), whether by
interim order, procedural order, or otherwise, all unpaid fees,
costs, disbursements and expenses incurred or earned by persons or
firms retained by the Debtor pursuant to sections 327, 328, or 363
of the Bankruptcy Code; provided that nothing herein shall be
construed to impair any party's ability to object to court approval
of the fees, expenses, reimbursement of expenses or compensation of
any Professional Person.
These events constitute an "Event of Default:"
(a) any "Event of Default" as that term is defined in the DIP
Loan Documents,
(b) the Maturity Date under the DIP Loan Documents, or
(c) any material violation, breach, or default by the Debtor
with respect to any of its obligations under the Interim Order or
any other DIP Loan Document, will constitute a "DIP Termination
Event" unless waived in writing by the DIP Lender in accordance
with the DIP Loan Documents or successfully challenged following
notice of a DIP Termination Event.
A further interim hearing on the matter is scheduled for April 5,
2022 at 10 a.m.
A copy of the order is available at https://bit.ly/3DebJmF from
PacerMonitor.com.
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.
Judge John T. Dorsey oversees the case.
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.
RICHARD JOSEPH GUILLOT: Selling Mandeville Marital Home for $450K
-----------------------------------------------------------------
Richard Joseph Guillot asks the U.S. Bankruptcy Court for the
Eastern District of Louisiana to authorize the sale of his prior
marital home located at 302 Evergreen, in Mandeville, Louisiana
70471, for not less than $450,000.
On March 3, 2022, the Debtor filed a motion a Motion seeking
Preliminary Court approval of the sale of the Property, free and
clear of all liens and encumbrances, and further seeks Court
approval for the proposed distribution the net home sale proceeds
("Consent Sale Motion"). The Consent Sale Motion inadvertently
failed to include some of the changes to the Motion requested by
Mrs. Paula Guillot and the IRS ("Revisions"). The Revisions are
immaterial as it impacts only the claims of Mrs. Guillot and the
IRS which both agree with the requested Revisions. In all other
respects, the First Amened Motion is the same as previously filed
on March 3, 2022.
The Debtor and Mrs. Guillot were divorced in 2013 but never
separated their community property. During the course of the
marriage, the couple acquired the Property as their domicile.
Following the couple's divorce, Paula Guillot continued to reside
in the Property. As the community property regime ended upon the
filing of the Petition for Divorce, the Debtor and his ex-wife are
considered co-owners of the Property under state law.
The Debtor seeks the Court's authorization to sell the Property
free and clear of all liens and encumbrances. He no longer resides
in the Property and Mrs. Guillot is unable to purchase the Debtor's
co-ownership interest in the property and make the required
mortgage payments to retain the Property.
The Debtor has obtained a certified Mortgage Certificate from St.
Tammany Parish.
The Property is subject to a first mortgage in favor of Home Bank
with a secured claim for approximately $210,752.36, as reflected in
the Home Bank Proof of Claim Number 12 filed on July 14, 2021.
Since the filing of the bankruptcy proceeding, Mrs. Guillot has
continued to pay the Home Bank first mortgage note and, as such,
the mortgage note is current.
The Property is also subject to a second lien in favor of Gulf
Coast Bank and Trust. The Gulf Coast Bank loan was cross
collateralized by the Debtor’s medical office building,
previously sold by auction as part of this bankruptcy case, and by
the Property. Gulf Coast Bank has filed three secured proofs: Claim
No. 14 for $400,413,70; Claim No. 15 for $52,475; and Claim No. 16
for $16,654.63, for a total secured claim of $469,954.33. Gulf
Coast previously received $394,194.76 from the sale of the medical
office building. The remaining amount due on the Gulf Coast claim
secured by the Property is $93,714.09. Other than the remittance of
the office building sale proceeds, Gulf Coast has not received any
post-petition payments on its secured claim.
The Internal Revenue Service filed Proof of Claim Number 19
evidencing the following tax liens recorded in St. Tammany Parish
solely in the name of Richard Guillot: Lien filed 12/11/17 for tax
period 2015 for $101,786.48; Lien filed 5/6/2019 for tax period
2017 for $66,104.56; and Lien filed 3/9/2020 for tax period 2018
for $54,012.63. All of the IRS liens are based upon tax periods
following the divorce of the Debtor and Mrs. Guillot in 2013. The
IRS agrees that its lien attaches only to the Debtor's one-half
interest in the Property.
The Preliminary Consent Motion to Sell Property and Approve
Disposition of Sale Proceeds, setting forth the proposed sale
procedures and time lines, has been agreed to by the following
entities ("Movants"):
(i) Paula Guillot - co-owner of the Property to be sold,
appearing through counsel Darryl Landwehr;
(ii) Home Bank - the first mortgage lender on the Property
whose allowed claim will be paid in full at closing from the
Property sale proceeds, appearing through counsel Gray Burks;
(iii) Gulf Coast Bank - the second mortgage lender on the
Property whose allowed claim will be paid in full from the Property
sale proceeds, appearing through counsel Jeff Toepfer; and
(iv) Internal Revenue Service - has recorded tax liens on the
Property, set forth above, appearing through U.S. Attorney Staff
Counsel Glenn Schreiber.
The Movants have agreed to the following Sale Procedures and
Disposition of Sale Proceeds:
(i) The Debtor and Paula Guillot will be afforded 30 days from
the execution of the Order approving the Motion to list and market
the Property for sale by owner;
(ii) The sale price for the Property will not be less than
$450,000;
(iii) Should the Debtor and Paula Guillot be unable to obtain
a Bona Fide Sales Contract within the 30-day period, the Debtor
will retain realtor Ken Rayer to market and list the Property for
sale. The Debtor has filed a separate Ex Parte Motion to Approve
Realtor Ken Rayer with the filing of this Motion such that a
realtor will be in place to immediately take over the Property
marketing and listing should a Bona Fide Sales Contract not be
obtained by Mrs. Guillot during the initial 30-day period.
(iv) Mr. Rayer will be given 180 days (beginning immediately
after the expiration of the initial 30-day period) to market and
sell the Property. The sales price for the Property will be
initially $450,000, with the Movants consent that the Property may
be sold for not less than $400,000.
(v) "Bona Fide Sales Contract" is defined as a contract for
the sale of the Property (a) that is not to an affiliate or
insider; (b) that is based upon current market terms and
conditions; and (c) that contains no conditions to the obligations
of the purchaser other than customary title, survey and due
diligence conditions, and financing contingencies, which financing
contingencies have either been satisfied or waived.
(vi) Should Mr. Rayer be unable to obtain a Bona Fide Sales
Contract within this 180-day period, the Property will be sold at
auction by an auctioneer employed on motion filed by the Debtor.
(vii) Mr. Rayer's real estate commission will be based upon
the total sale price of the Property and will not exceed 6% on the
first $100,000 and 4% of any amount in excess of $100,000. Any real
estate commission to be paid at the closing of the sale of the
Property will be paid as a Section 506(c) carve out;
(viii) The Sales Price of the Property must be sufficient to
pay Home Bank the full amount of its allowed claim as of the
closing date.
(ix) After payment of any real estate commission and other
traditional costs of sale to be borne by the seller, including pro
rata property taxes, the sales proceeds will be used to pay the
Home Bank and Gulf Coast Bank’s allowed claims in full. Any
residual sale proceeds after these payments will be considered "Net
Sale Proceeds" which are subject to Paula Guillot’s co-ownership
interest therein, Mrs. Guillot's claims for the homestead exemption
under La. R.S. 20:1, the bankruptcy estate's co-ownership interest,
and the IRS liens on the bankruptcy estate's co-ownership interest.
(x) The Net Sale Proceeds will be remitted directly by the
closing agent to the Subchapter V Trustee Ryan Richmond to hold in
trust, subject to Paula Guillot's co-ownership interest therein,
Paula Guillot's claims for the homestead exemption under La. R.S.
20:1 therein, the bankruptcy estate's co-ownership interest
therein, and the IRS liens on the bankruptcy estate's co-ownership
interest therein, until a final judicial determination is made as
to the distribution of the remaining Net Sale Proceeds and the
ranking of Paula Guillot's claims for the homestead exemption vis a
vis the IRS liens on the bankruptcy estate's co-ownership interest
in the Net Sale Proceeds.
(xi) Paula Guillot will reserve a claim against the claims of
all lienholders on the Property and the bankruptcy estate’s 50%
interest for the amount of her post-petition mortgage payments made
to Home Bank.
(xii) At all times, Mrs. Guillot may purchase the estate's
interest in the Property, provided, however, that such purchase
results in proceeds the amount of which is not less than if the
Property had been sold for $400,000.
Prior to the actual closing of the sale of the Property, the Debtor
will file a Final Motion to Approve the Sale of the Property,
identifying the successful purchaser and sales price for the
Property.
The sale of the Property is in the best interests of the bankruptcy
estate as it will eliminate the secured mortgages and IRS liens
that encumber the Debtor's interest in the Property. The Debtor
anticipates that he will receive no proceeds from the sale of the
Property but purely eliminate debt associated with the Property.
For the foregoing reasons, the Debtor prays that the Court grants
the First Amended Preliminary Motion with immaterial modification
to Approve Sale of the Property free and clear of all liens,
approves the proposed Disposition of Sale Proceeds, finds that the
agreed
terms of the sale of the Property are appropriate; authorizes the
disbursement of sale proceeds, after closing costs, to Home Bank
and Gulf Coast Bank to be paid their allowed claims in full, and
further direct that the remaining Net Sale Proceeds be held by the
Subchapter V Trustee Ryan Richmond until a judicial determination
is made as to further distribution of the Net Sale Proceeds and
moves for all other relief as is equitable and just.
Richard Joseph Guillot sought Chapter 11 protection (Bankr. E.D.
La. Case No. 21-10644) on May 11, 2021. The Debtor tapped Robin
DeLeo, Esq., as counsel.
RIOT BLOCKCHAIN: Signs Separation Agreement With COO
----------------------------------------------------
Riot Blockchain, Inc. entered into a separation and release
agreement with its chief operating officer, Megan M.
Brooks-Anderson, regarding her separation from the Company,
effective as of April 7, 2022, and her provision of certain
transition services to the Company to help facilitate a smooth
transition following the cessation of her employment with the
Company from the Separation Date through July 7, 2022, unless
earlier terminated as provided in the Separation Agreement. Under
applicable law, the Separation Agreement may be revoked for seven
days following its execution; therefore, the Separation Agreement
will become effective as of March 29, 2022, unless earlier
revoked.
The Separation Agreement provides for: (i) a customary waiver and
release in favor of the Corporation; (ii) reconfirmation and
certain extensions of the obligations under existing agreements
pertaining to confidentiality and intellectual property ownership;
(iii) the parties' agreements regarding cooperation following the
Separation Date; (iv) the provision of certain transition services
to the Corporation and payment of the transition services fees; and
(v) upon the Separation Agreement becoming binding and enforceable
by its terms, payment of the following amounts as separation
benefits: (A) a cash severance payment of $406,250.00, less amounts
withheld for applicable taxes, representing 15 months' base salary,
payable in semi-monthly installments commencing July 7, 2022
according to Riot's ordinary compensation practices; (B) a lump-sum
payment as of the Separation Date of $86,370.00, less amounts
withheld for applicable taxes, representing the pro-rated portion
of the gross annual Incentive Bonus amount for fiscal year 2022
accrued through the Separation Date; (C) continued vesting through
the end of the Transition Period of 6,000 time-based restricted
stock units previously granted under the Riot Blockchain, Inc. 2019
Equity Incentive Plan, as amended, pursuant to the RSU award
agreements dated as of April 7, 2021 and Nov. 5, 2021, with
acceleration of the final 1,500 RSUs awarded under the Nov. 5, 2021
RSU award agreement as of July 7, 2022, as permitted under the 2019
Equity Plan and as approved by the Corporation's Compensation and
Human Resources Committee; (D) continued vesting through the end of
the Transition Period of the performance-based restricted stock
units previously granted under the 2019 Equity Plan pursuant to the
PSU award agreement dated as of Aug. 12, 2022, based on the
Corporation's performance as of the end of Q2 2022 on June 30,
2022; and (E) if continuing coverage under the Company's group
medical plan is elected pursuant to the Consolidated Omnibus Budget
Reconciliation Act, as amended, payment of COBRA premiums until the
earlier of 18 months after the Separation Date or the date such
coverage commences under a subsequent employer's medical insurance
plan. Further, in consideration of the transition services, the
Company agreed to pay a cash fee of $81,250.00, payable in
semi-monthly installments throughout the Transition Period, and
grant 75,000 RSUs under the 2019 Equity Plan, which are eligible to
vest in three equal tranches as of May 7, 2022, June 7, 2022, and
July 7, 2022.
About Riot Blockchain
Headquartered in Castle Rock, Colorado, Riot Blockchain --
http://www.RiotBlockchain.com-- specializes in cryptocurrency
mining with a focus on bitcoin. The Company is expanding and
upgrading its mining operations by securing the most energy
efficient miners currently available. Riot is headquartered in
Castle Rock, Colorado, and the Company's mining facility operates
out of upstate New York, under a co-location hosting agreement with
Coinmint.
Riot Blockchain reported a net loss of $7.93 million for the year
ended Dec. 31, 2021, a net loss of $12.67 million for the year
ended Dec. 31, 2020, a net loss of $20.30 million for the year
ended Dec. 31, 2019, and a net loss of $60.21 million for the year
ended Dec. 31, 2018. As of Dec. 31, 2021, the Company had $1.53
billion in total assets, $173.62 million in total liabilities, and
$1.36 billion in total stockholders' equity.
RM NEWMAN: Files for Chapter 11 to Stop Foreclosure
---------------------------------------------------
Single asset real estate company RM Newman LLC has sought Chapter
11 bankruptcy protection to stop the foreclosure sale of its
property.
RM Newman LLC 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.
The property is the subject of a pending mortgage foreclosure sale
scheduled of March 25, 2022. The Debtor's principal, Ronni Newman,
says certain family related issues prevented him from addressing
the mortgage debt earlier. The intervening Covid-19 pandemic also
negatively impacted the Debtor's ability to refinance the mortgage
debt.
The Debtor has elected to file a Chapter 11 case in order to stay
the foreclosure sale and give the Debtor the opportunity to pursue
a refinancing in conjunction with fixing the amounts owed to the
current lender, Bayview Loan Servicing Inc.
According to the court filing, RM Newman estimates between 1 and 49
creditors, including Consolidated Edison, NYC Department of
Finance, and NYC Water Board. The petition states that funds are
available to its unsecured creditors.
About RM Newman LLC
RM Newman LLC 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.
RM Newman LLC sought Chapter 11 bankruptcy protection (Bankr.
E.D.N.Y. Case No. 22-40576) on March 23, 2022. In the petition
filed by Kevin J. Nash, on behalf of the company, RM Newman
estimated assets and liabilities between $1 million to $10 million.
The case is assigned to Honorable Judge Jil Mazer-Marino. Kevin J
Nash, of Goldberg Weprin Finkel Goldstein LLP, is the Debtor's
counsel.
ROCKING M MEDIA: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Four affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Rocking M Media, LLC (Lead Case) 22-20242
1065 S. Range
Colby, KS 67701
Rocking M Media Wichita LLC 22-20243
1065 S. Range
Colby, KS 67701
Rocking M Radio, Inc. 22-20244
1065 S. Range
Colby, KS 67701
Melia Communications Inc. 22-20245
3023 W 31st Street
Goodland, KS 67735
Business Description: The Debtors are part of the radio and
television broadcasting industry.
Chapter 11 Petition Date: March 26, 2022
Court: United States Bankruptcy Court
District of Kansas
Judge: Hon. Dale L. Somers
Debtors' Counsel: Sharon L. Stolte, Esq.
SANDBERG PHOENIX & VON GONTARD PC
4600 Madison Ave., Suite 1000
Kansas City, MO 64112
Tel: 816-627-5332
Fax: 816-627-5532
Email: sstolte@sandbergphoenix.com
Rocking M Media, LLC's
Total Assets: $813,696
Rocking M Media, LLC's
Total Liabilities: $8,496,185
Rocking M Media Wichita's
Total Assets: $450,000
Rocking M Media Wichita's
Total Liabilities: $3,764,794
Rocking M Radio's
Total Assets: $44,000
Rocking M Radio's
Total Liabilities: $5,634,734
Melia Communications'
Total Assets: $0.40
Melia Communications'
Total Liabilities: $4,470,171
The petitions were signed by Monte M. Miller, co-manager and CEO.
Full-text copies of the petitions containing, among other items,
lists of the Debtors' 20 largest unsecured creditors are available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/TAOXS2Y/ROCKING_M_MEDIA_LLC__ksbke-22-20242__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/RQPLG3Q/ROCKING_M_MEDIA_WICHITA_LLC__ksbke-22-20243__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/UBZUVJI/ROCKING_M_RADIO_INC__ksbke-22-20244__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/2UYJEWQ/MELIA_COMMUNICATIONS_INC__ksbke-22-20245__0001.0.pdf?mcid=tGE4TAMA
ROCKING M MEDIA: Files for Chapter 11 Bankruptcy Protection
-----------------------------------------------------------
Carrie Rengers of The Wichita Eagle reports that four companies
associated with Colby-based Rocking M Media have filed for Chapter
11 bankruptcy reorganization.
"We filed on Saturday, and we are hoping to reorganize," said
Kansas City-based attorney Sharon Stolte, who also has applied to
be counsel for the companies.
"We will sell some of the stations that we find are not profitable,
and we will reorganize the debt with the remaining stations."
The four petitions are for Rocking M Media, Rocking M Media
Wichita, Rocking M Radio and Melia Communications, all based in
Colby.
Stolte said there's a motion for joint administration of all the
cases. She said she can’t say if any of the Wichita stations will
be ones to be sold.
"We haven't made that determination yet."
The Rocking M companies have faced myriad issues, including
numerous lawsuits and some FCC violations. Its Wichita stations
have been particularly embroiled in issues, as the The Eagle has
reported in recent years.
In 2019, The Eagle reported that a deal for Wichita's new Allied
Media Partners to acquire Rocking M Media's six Wichita-area radio
stations fell apart, and the stations went off the air for a time.
Both companies sued each other over the deal, and the case is set
for trial June 3, according to the bankruptcy petition.
Rocking M Media had to pay a $7,000 civil penalty by Jan. 1, 2022
for failure to meet the FCC's minimum operating requirements.
CEO Monte Miller's declaration in the bankruptcy petition tells the
story of his family's long history in media in Kansas, beginning
with the Belleville Telescope newspaper in 1900.
The family, which is now in its third and fourth generations of
media ownership, diversified into other media outlets through the
years.
Miller and his wife, Doris, formed Rocking M in 2007, with their
eldest son, Christopher. The declaration blames Christopher Miller
for rapid expansion to a couple dozen stations with a number of
ensuing issues.
In 2019, the Millers removed their son as president and took what
Monte Miller said were steps to save Rocking M Media and put its
stations in the better positions they are in on March 28, 2022.
About Rocking M Media
Rocking M Media is a company that operates and owns radio stations,
digital media, and radio networks in Western and Central Kansas.
Rocking M Media and affiliates Rocking M Media Wichita, Rocking M
Radio and Melia Communications sought Chapter 11 bankruptcy
protection (Bankr. D. Kan. Lead Case No. 22-20242) on March 26,
2022. Sharon L. Stolte, of Sandberg Phoenix & von Gontard, is the
Debtors' counsel.
ROWAN SAWDUST: Seeks to Hire Tameria Driskill as Legal Counsel
--------------------------------------------------------------
Rowan Sawdust and Shavings, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Alabama to employ
Tameria Driskill, Esq., an attorney practicing in Gadsden, Ala., to
handle its Chapter 11 case.
Ms. Driskill will render these legal services:
(a) advise the Debtor regarding its powers and duties;
(b) negotiate and formulate a plan of reorganization under
Chapter 11 acceptable to the creditors of the Debtor or approved by
the bankruptcy court over objection;
(c) deal with secured claim holders regarding adequate
protection and arrangements for payment of the Debtor's debts or
contesting the validity of claims or liens;
(d) prepare legal papers; and
(e) provide all other legal services which may become
necessary in the Chapter 11 case.
Ms. Driskill will be paid at her hourly rate of $325, plus
reimbursement of expenses incurred.
The attorney received a retainer of $10,000 from the Debtor for
pre-bankruptcy and post-petition services.
Ms. Driskill disclosed in a court filing that she is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The attorney can be reached at:
Tameria S. Driskill, Esq.
Williams Driskill Huffstutler & King
2100 Club Drive, Ste. 150
Gadsden, AL 35901
Telephone: (256) 442-0201
Email: tammy@williamsattorneyatlaw.com
About Rowan Sawdust and Shavings
Rowan Sawdust and Shavings, LLC, an Altoona, Ala.-based company
that offers animal bedding and transport services, filed a
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Ala. Case No. 22-40262) on March 21, 2022,
listing up to $50,000 in assets and up to $10 million in
liabilities. Kevin Rowan, manager, signed the petition.
Judge James J. Robinson oversees the case.
Tameria S. Driskill, Esq., at Williams Driskill Huffstutler & King
serves as the Debtor's legal counsel.
SEADRILL LTD: Appoints New CEO Simon Johnson
--------------------------------------------
The Board of Seadrill Limited announced March 25, 2022, the
appointment of Simon Johnson as President and Chief Executive
Officer.
Mr. Johnson will replace Stuart Jackson as President and Chief
Executive Officer with immediate effect.
Julie Robertson, Chair of the Board of Seadrill, commented:
"On behalf of the Board of Seadrill, I would like to thank Stuart
for his contribution in guiding the company through its Chapter 11
bankruptcy reorganization. These have been difficult times and we
appreciate his work in keeping the Company operating in a safe and
effective manner. Stuart will no longer be President and Chief
Executive Officer with immediate effect.
We are also pleased to announce that Simon Johnson will succeed
Stuart as President and Chief Executive Officer of the Company.
Simon has significant experience in the offshore drilling industry,
having previously served as Chief Executive Officer of Borr
Drilling, and in various roles with Noble Corporation, including
most recently as Senior Vice President - Marketing and Contracts,
Diamond Offshore and Seadrill. We believe that Simon is well-suited
to lead the Seadrill team following its emergence from
bankruptcy."
Simon Johnson commented:
"I am excited to be joining the Seadrill team at a fascinating time
in the industry. As someone who was at the very beginning of the
Seadrill story, I am proud to return in a leadership role and look
forward to working with our shareholders, employees, customers and
vendors to re-launch our investment proposition with a laser focus
on value creation."
Simon Johnson Biography
Simon W. Johnson has worked internationally for the past 25 years
for a number of publicly listed offshore drilling contractors,
including Diamond Offshore, Seadrill, Noble Corporation and Borr
Drilling. His early career saw exposure to various rig and
shore-based operational roles for MODUs in South East Asia before
migrating to more commercially focused roles including Senior Vice
President - Marketing and Contracts at Noble Corporation and Chief
Executive Officer of Borr Drilling. Mr. Johnson has demonstrated
strengths in strategy development, investor engagement and
relationship management. Mr. Johnson has many years of exposure to
board engagements and associated corporate governance and
compliance issues. He holds a Bachelor of Commerce (Economics &
Finance) from Curtin University and has completed the Advanced
Management Program at Harvard Business School.
About Seadrill Ltd.
Seadrill Limited (OSE: SDRL, OTCQX: SDRLF) --
http://www.seapdrill.com/-- is a deepwater drilling contractor
providing drilling services to the oil and gas industry. As of
March 31, 2018, it had a fleet of over 35 offshore drilling units
that include 12 semi-submersible rigs, 7 drillships, and 16 jack-up
rigs.
On Sept. 12, 2017, Seadrill Limited sought Chapter 11 protection
after reaching terms of a reorganization plan that would
restructure $8 billion of funded debt. It emerged from bankruptcy
in July 2018.
Demand for exploration and drilling has fallen further during the
COVID-19 pandemic as oil firms seek to preserve cash, idling more
rigs and leading to additional overcapacity among companies serving
the industry.
In June 2020, Seadrill wrote down the value of its rigs by $1.2
billion and said it planned to scrap 10 rigs. Seadrill said it is
in talks with lenders on a restructuring of its $5.7 billion bank
debt.
Seadrill Partners LLC, a limited liability company formed by
deepwater drilling contractor Seadrill Ltd. to own, operate and
acquire offshore drilling rigs, along with its affiliates, sought
Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 20-35740) on
Dec. 1, 2020, after its parent company swept one of its bank
accounts to pay disputed management fees. Mohsin Y. Meghji,
authorized signatory, signed the petitions.
On Feb. 7, 2021, Seadrill GCC Operations Ltd., Asia Offshore
Drilling Limited, Asia Offshore Rig 1 Limited, Asia Offshore Rig 2
Limited, and Asia Offshore Rig 3 Limited sought Chapter 11
protection. Seadrill GCC estimated $100 million to $500 million in
assets and liabilities as of the bankruptcy filing.
Additionally, on Feb. 10, 2021, Seadrill Limited and 114 affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the United States Bankruptcy Code with the Court. The lead case
is In re Seadrill Limited (Bankr. S.D. Tex. Case No. 21-30427).
Seadrill Limited disclosed $7.291 billion in assets against $7.193
billion in liabilities as of the bankruptcy filing.
In the new Chapter 11 cases, the Debtors tapped Kirkland & Ellis
LLP as counsel; Houlihan Lokey, Inc. as financial advisor; Alvarez
& Marsal North America, LLC as restructuring advisor; Jackson
Walker LLP as co-bankruptcy counsel; Slaughter and May as co
corporate counsel; Advokatfirmaet Thommessen AS as Norwegian
counsel; and Conyers Dill & Pearman as Bermuda counsel. Prime
Clerk LLC is the claims agent.
On April 9, 2021, the board of directors of Debtor Seadrill North
Atlantic Holdings Limited unanimously adopted resolutions
appointing Steven G. Panagos and Jeffrey S. Stein as independent
directors to the board. Seadrill North Atlantic Holdings Limited
tapped Katten Muchin Rosenman LLP as counsel and AMA
CapitalPartners, LLC, as a financial advisor at the sole direction
of independent directors.
SEAFOOD JUNKIE: Seeks to Tap Lay, Hogan & Associates as Accountant
------------------------------------------------------------------
Seafood Junkie LLC, doing business as Manzo's Lobster and Oyster
Bar, seeks approval from the U.S. Bankruptcy Court for the District
of Colorado to employ Lay, Hogan & Associates as its accountant.
The firm will provide tax and accounting services to the Debtor,
including preparation of periodic reports, tax returns, financial
statements, monthly operating reports, and other similar services
as needed.
The firm will charge a base rate of $1,000 to prepare the Debtor's
annual tax returns. Accounting services provided outside of the
base price are billed at the rate of $100 per hour. Tax services
outside of the base price are billed at the rate of $200 per hour.
Vanessa Lay, co-owner of Lay, Hogan & Associates, 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:
Vanessa Lay, CPA
Lay, Hogan & Associates
3300 S. Parker Rd., Ste. 105
Aurora, CO 80014
Telephone: (303) 696-9609
About Seafood Junkie
Seafood Junkie, LLC operates a restaurant known as Manzo's Lobster
and Oyster Bar located in Denver.
Seafood Junkie filed a petition under Subchapter V of Chapter 11 of
the Bankruptcy Code (Bankr. D. Colo. Case No. 21-15217) on Oct. 14,
2021, listing $50,000 to $100,000 in assets and $100,000 to
$500,000 in liabilities. John Smiley serves as Subchapter V
trustee.
Judge Thomas B. McNamara presides over the case.
The Debtor tapped Buechler Law Office, LLC as legal counsel and
Lay, Hogan & Associates as accountant.
SHEPHERD REALTY: Taps Cuneo, Reyes & Luna as Bankruptcy Counsel
---------------------------------------------------------------
Shepherd Realty Investments, Inc. received interim approval from
the U.S. Bankruptcy Court for the Southern District of Florida to
employ the law firm of Cuneo, Reyes & Luna LLC as its legal
counsel.
The firm will render these legal services:
(a) advise the Debtor regarding its powers and duties in the
continued management of its business operations;
(b) advise the Debtor regarding its responsibilities in
complying with the U.S. Trustee's Operating Guidelines and
Reporting Requirements and with the rules of the court;
(c) prepare legal papers;
(d) protect the interest of the Debtor in all matters pending
before the court; and
(e) represent the Debtor in negotiations with creditors in the
preparation of a Chapter 11 plan connection with the creditors or
other parties-in-interest or their respective attorneys.
The hourly rates of the firm's counsel and staff are as follows:
Laudy Luna $450
Jessica Reyes and Frank Cuneo $450
Associate Attorneys $325
Paralegals $150
The Debtor agreed to pay the firm a retainer in the amount of
$15,000.
Laudy Luna, Esq., an attorney at Cuneo, Reyes & Luna, 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:
Laudy Luna, Esq.
Cuneo, Reyes & Luna LLC
2655 S. Le Jeune Rd., Suite 804
Coral Gables, FL 33134
Telephone: (786)332-6787
Facsimile: (786)204-0687
Email: ll@crllawgroup.com
About Shepherd Realty Investments
Shepherd Realty Investments, Inc. is the fee simple owner of two
real estate properties located in West Palm Beach, Fla., having a
total appraised value of $470,000.
Shepherd Realty Investments filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
22-12083) on March 16, 2022, listing $470,044 in total assets and
$1,420,665 in total liabilities. Maria Yip serves as Subchapter V
trustee.
Judge Erik P. Kimball oversees the case.
The law firm of Cuneo, Reyes & Luna LLC serves as the Debtor's
legal counsel.
SHYREX INVESTMENTS: Seeks to Tap Geer Law Group as Legal Counsel
----------------------------------------------------------------
Shyrex Investments, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Georgia to employ Geer Law
Group, LLC as its bankruptcy counsel.
Geer Law Group will render these services:
(a) prepare pleadings and applications;
(b) conduct examination;
(c) advise the Debtor of its rights, duties and obligations;
(d) consult with and represent the Debtor with respect to a
Chapter 11 plan;
(e) perform legal services necessary to the operations of the
Debtor's business; and
(f) take any and all other action incident to the proper
preservation and administration of the Debtor's estates and
business.
The hourly rates of the firm's counsel and staff are as follows:
Attorneys $425
Legal Assistants $150
Will Geer, Esq., an attorney at Geer Law Group, 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:
Will B. Geer, Esq.
Geer Law Group, LLC
50 Hurt Plaza, SE, Suite 1150
Atlanta, GA 30303
Telephone: (678) 587-8740
Facsimile: (404) 287-2767
Email: wgeer@geerlawgroup.com
About Shyrex Investments
Shyrex Investments, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-51647) on Feb.
28, 2022, listing as much as $1 million in both assets and
liabilities. Will B. Geer, Esq., at Geer Law Group, LLC serves as
the Debtor's legal counsel.
SPI ENERGY: Delays Filing of 2021 Annual Report
-----------------------------------------------
SPI Energy Co., Ltd. filed a Form 12b-25 with the Securities and
Exchange Commission notifying the delay in the filing of its Annual
Report on Form 10-K for the year ended Dec. 31, 2021.
The company said its Form 10-K could not be filed within the
prescribed time period due to the fact that it was unable to
finalize its financial results without unreasonable expense or
effort. As a result, the company could not solicit and obtain the
necessary review of the Form 10-K in a timely fashion prior to the
due date of the report.
About SPI Energy Co.
SPI Energy Co., Ltd. (SPI) is a global renewable energy company and
provider of solar storage and electric vehicle (EV) solutions for
business, residential, government, logistics and utility customers
and investors. The Company provides a full spectrum of EPC
services to third-party project developers, as well as develops,
owns and operates solar projects that sell electricity to the grid
in multiple countries, including the U.S., the U.K., Greece, Japan
and Italy. The Company has its US headquarters in Santa Clara,
California and maintains global operations in Asia, Europe, North
America and Australia. SPI is also targeting strategic investment
opportunities in green industries such as battery storage and
charging stations, leveraging the Company's expertise and growing
base of cash flow from solar projects and funding development of
projects in agriculture and other markets with significant growth
potential.
SPE Energy reported a net loss attributable shareholders of $6.51
million in 2020, a net loss attributable to shareholders of $15.26
million in 2019, and a net loss attributable to shareholders of
$12.28 million in 2018. As of June 30, 2021, the Company had
$238.19 million in total assets, $187.35 million in total
liabilities, and $50.84 million in total equity.
STATERA BIOPHARMA: Obtains Limited Waiver From Investor
-------------------------------------------------------
Statera Biopharma, Inc. has obtained a limited waiver from a
certain investor with respect to certain provisions of a securities
purchase Agreement, dated as of Feb. 6, 2022, by and among the
company and the investor which limits the ability of the company to
issue common stock and warrants except through the confidentially
marketed public offering announced on March 22, 2022.
As consideration for the limited waiver, upon consummation of such
public offering, the exercise price of the common stock purchase
warrant issued on Feb. 9, 2022, by the company to the investor in
connection with the securities purchase agreement, will be repriced
from $1.00 per share to the public offering price per unit in the
confidentially marketed public offering of the company, subject to
adjustment under the common stock purchase warrant.
About Statera
Statera Biopharma, Inc. (formerly known as Cytocom, Inc. and
Cleveland Biolabs) is a clinical-stage biopharmaceutical company
developing novel immunotherapies targeting autoimmune,
neutropenia/anemia, emerging viruses and cancers based on a
proprietary platform designed to rebalance the body's immune system
and restore homeostasis.
The Company reported a net loss of $2.44 million for the year ended
Dec. 31, 2020, a net loss of $2.69 million for the year ended Dec.
31, 2019, a net loss of $3.71 million for the year ended Dec. 31,
2018, and a net loss of $9.84 million for the year ended Dec. 31,
2017. As of Sept. 30, 2021, the Company had $98.04 million in
total assets, $23.84 million in total liabilities, and $74.19
million in total stockholders' equity.
STOHO ENTERPRISES: Ends Up In Chapter 11 Bankruptcy
---------------------------------------------------
Nevada-based Stoho Enterprises Inc. has filed for Chapter 11
bankruptcy.
The Debtor was established in May 2002 to own and operate motel and
rental real estate. To date, the Debtor owns four parcels of real
estate in Nevada from which it operates the Diamond A Motel and one
rental home in Los Angeles, California.
Prior to the Petition Date, the Debtor obtained a loan having a
face value of $200,000 from Robert K. Stoeppelmann and Sharon L.
Stoeppelmann, husband and wife, which has been assigned to Ty
Albisu and Linda Albisu, husband and wife, (the "Motel Lender").
The Debtor estimates that the Motel Property has a value of
$780,000, leaving an
approximately 38% equity cushion in the Motel Property (assuming
the validity of Motel Lender's claim).
According to a court filing, Stoho Enterprises has between 1 and 49
creditors, including the California Franchise Tax Board,
Booking.com B.V., and Harney Electric Cooperative, Inc. The
petition also states that funds will be available to unsecured
creditors.
About Stoho Enterprises
Stoho Enterprises Inc. is the fee simple owner of five real
properties located in McDermitt, Nevada and Los Angeles,
California, having an aggregate value of $1.64 million.
Stoho Enterprises Inc. sought Chapter 11 bankruptcy protection
(Bankr. D. Nev. Case No. 22-50151) on March 24, 2022. In the
petition filed by Illysa I. Fogel, as president, Stoho listed total
assets of $4,711,505 and total liabilities of $433,015. Elizabeth
Fletcher, Esq., of FLETCHER & LEE, LTD., is the Debtor's counsel.
SUDBURY PROPERTY: Counsel to Propose Order on $1.6M Property Sale
-----------------------------------------------------------------
Judge Christopher J. Panos of the U.S. Bankruptcy Court for the
District of Massachusetts, Central Division, ordered Sudbury
Property Management, LLC's counsel to submit a proposed order
consistent with what was discussed at the hearing on the Debtor's
proposed private sale of the real estate situated on 1.71 acres of
land in Marlborough, Massachusetts, and consists of three wood
frame commercial buildings that have been divided into 21
commercial condominium units containing a total of 22,058 feet of
net rentable area, to Tiago Bruno Alves, Monalisa De Assis and
Rafael Klipp for $1.575 million, free and clear of liens, claims
and interests.
Building # 1 is a two-story office building, divided into four
units on each floor, several of which have been combined to meet
the needs of tenants. Building # 2 is a two-story building with a
walkout basement. It is also divided into four units. Building # 3
is a three-story single unit historic building and the building is
in the demolition stage of being built out.
The Debtor's counsel will circulate a proposed form of order to all
counsel that attended the hearing and submit the proposed order to
the Court in Word format to cjp@mab.uscourts.gov.
About Sudbury Property Management
Sudbury Property Management, LLC is a privately held company in
the
nonresidential building construction industry. The company is
headquartered in Marlborough, Mass.
Sudbury Property Management filed a petition for Chapter 11
protection (Bankr. D. Mass. Case No. 21-40913) on Dec. 14, 2021,
listing as much as $10 million in both assets and liabilities.
Padraig O'Beime, member, signed the petition.
Judge Christopher J. Panos oversees the case.
The Debtor tapped Francis C. Morrissey, Esq., at Morrissey, Wilson
& Zafiropoulos, LLP as legal counsel.
SWING HOUSE: Mover Can't Amend Suit vs. Jaurigui et al.
-------------------------------------------------------
Judge Robert Kwan of the United States Bankruptcy Court for the
Central District of California, Los Angeles Division, denied the
Motion For Leave To File First Amended Complaint filed by plaintiff
in the adversary proceedings styled JONATHAN MOVER, Plaintiff, v.
PHILIP JOSEPH JAURIGUI, Defendant, SWING HOUSE REHEARSAL AND
RECORDING, INC., Plaintiff, v. PHILIP JOSEPH JAURIGUI, Defendant,
Adv. No. 2:18-ap-01351 RK., 2-18-ap-01352 RK (Bankr. C.D. Calif.).
Mover seeks to amend his complaint post-trial, over three years
after he filed the original complaint, to add a claim under 11
U.S.C. Section 727(a)(7) against Philip Jaurigui, pursuant to Fed.
R. Civ. P. 15(b)(2).
Judge Kwan explains the rule governing amendment of pleadings to
conform to the evidence is Civil Rule 15(b)(2), made applicable in
this adversary proceeding by Fed. R. Bankr. P. 7015, which
provides: "When an issue not raised by the pleadings is tried by
the parties' express or implied consent, it must be treated in all
respects as if raised in the pleadings. A party may move -- at any
time, even after judgment -- to amend the pleadings to conform them
to the evidence and to raise an unpleaded issue." Judge Kwan points
out that the plain language of Civil Rule 15(b)(2) specifically
refers to an unpleaded issue being tried by express or implied
consent, and thus consent is a requirement under Civil Rule
15(b)(2) trial of an unpleaded issue. There is no evidence showing
that defendant consented to trying the unpleaded issues raised by a
Section 727(a)(7) claim, either expressly or impliedly, as argued
by Jaurigui in his written opposition, Judge Kwan notes.
Mover argues "consent is not a factor because Section 727(a)(7)
[by] its very nature is inclusive of the claims already plead and
litigated." Mover does not cite any authority to support this
argument, the Court says. The Ninth Circuit case, Prieto v. Paul
Revere Life Insurance Co., 354 F.3d at 1012, is contrary to Mover's
argument, Judge Kwan says.
Instead, Mover apparently relies upon a Seventh Circuit decision in
Matter of Krehl, 86 F.3d 737 (7th Cir. 1996) for the proposition
that it allowed the addition of a Section 727(a)(7) claim without
consideration of the defendant's consent.
Judge Kwan says Mover misreads Krehl because the added claim was
under Section 727(a)(3) rather than Section 727(a)(7) and the
Seventh Circuit held that it did not have to consider the consent
issue for the added claim because debtor's discharge was already
being denied under other provisions of Section 727. Because the
Seventh Circuit did not decide whether consent was needed to add
another claim under Civil Rule 15(b)(2) and did not specifically
address the addition of a Section 727(a)(7) claim, the Court does
not find that Krehl is instructive.
Implied consent is not established merely because one party
introduced evidence relevant to an unpleaded issue and the opposing
party failed to object to its introduction. It must appear that the
parties understood the evidence to be aimed at the unpleaded issue,
Judge Kwan holds, citing Kehoe Component Sales Inc. v. Best
Lighting Products, Inc., 796 F.3d 576, 595 (6th Cir. 2015).
"Otherwise, the court runs the risk of violating the defendant's
procedural due process rights by imposing judgment upon a claim
against which the defendant did not know he had to defend
himself."
"To establish implied consent, the [plaintiff] must demonstrate
that [the defendant] understood evidence had been introduced to
prove [the new issue], and that [the new issue] had been directly
addressed, not merely inferentially raised by incidental evidence,"
Judge Kwan further holds, citing In re Acequia, Inc., 34 F.3d 800,
814 (9th Cir. 1994).
Mover has failed to make this showing in his moving and reply
papers as to his proposed Section 727(a)(7) claim, Judge Kwan
concludes.
A full-text copy of Judge Kwan's Order dated March 18, 2022, is
available at https://tinyurl.com/2p8nm4zk from Leagle.com.
About Swing House Rehearsal
Swing House Rehearsal and Recording, Inc. dba Swing House Studios
provides comprehensive rehearsal sound stage, rental service, and
recording studio services for the music industry at its 21,000
square foot state-of-the-art compound in Atwater Village. Since
1993, Swing House has provided the highest quality sound
engineering service, live event production, backline rental, and
showcase facilities in the music industry.
The Debtor filed a Chapter 11 petition (Bankr. C.D. Cal. Case No.
16-24758), on Nov. 8, 2016. The petition was signed by Philip
Jaurigui, president and secretary. The case is assigned to Judge
Robert N. Kwan. At the time of filing, the Debtor estimated $1
million to $10 million in both assets and liabilities.
The Debtor is represented by Kurt Ramlo, Esq. and Jeffrey S. Kwong,
Esq., at Levene, Neale, Bender, Yoo & Brill L.L.P. The Debtor
hired Friedman, Kannenberg & Company, P.C., as accountant.
TELEGRAPH SQUARE: Taps Redmon Peyton & Braswell as Legal Counsel
----------------------------------------------------------------
Telegraph Square II, a Condominium Unit Owners Association seeks
approval from the U.S. Bankruptcy Court for the Eastern District of
Virginia to employ the law firm of Redmon Peyton & Braswell, LLP as
its legal counsel.
The firm will render these legal services:
(a) assist with the preparation of schedules and statement of
financial affairs;
(b) represent the Debtor at initial debtor interview and
creditors' meeting;
(c) advise the Debtor of its duties and responsibilities under
the Bankruptcy Code;
(d) assist in preparing monthly accounting forms and reports;
(e) prepare cash flow analysis and financial matters arising
under the Bankruptcy Code;
(f) prepare, file and prosecute any necessary motions to
obtain court approval on a variety of proposed debtor actions;
(g) work with creditors' committee and other counsel, if any;
(h) communicate with creditors and counsel;
(i) work on any disclosure statement and plan of
reorganization; and
(j) perform other matters that may arise in the normal course
of administration of this estate in bankruptcy.
The Debtor agreed to pay the firm an initial retainer of $21,738.
The firm will charge the Debtor at an hourly rate of $425 and will
seek reimbursement of all out-of-pocket expenses incurred.
Robert Marino, Esq., an attorney at Redmon Peyton & Braswell,
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:
Robert M. Marino, Esq.
Redmon Peyton & Braswell, LLP
510 King Street, Suite 301
Alexandria, VA 22314
Telephone: (703) 684-2000
Facsimile: (703) 684-5109
Email: rmmarino@rpb-law.com
About Telegraph Square II
Telegraph Square II, a Condominium Unit Owners Association, engaged
in activities related to real estate, sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Va. Case No.
22-10302) on March 16, 2022. In the petition signed by Stephanie
Tavares, secretary and treasurer, the Debtor disclosed $248,032 in
total assets and $1,129,919 in total liabilities.
Robert M. Marino, Esq., at Redmon Peyton & Braswell, LLP serves as
the Debtor's legal counsel.
TELIGENT INC: Exclusivity Period Extended to May 12
---------------------------------------------------
Judge Brendan Shannon of the U.S. Bankruptcy Court for the District
of Delaware extended the exclusivity period for Teligent, Inc. and
its affiliates to file a Chapter 11 plan to May 12 and to solicit
acceptances for the plan to July 11.
About Teligent Inc.
Teligent, Inc., a specialty generic pharmaceutical company,
develops, manufactures and sells generic topical, branded generic,
and generic injectable pharmaceutical products in the United States
and Canada. The company was formerly known as IGI Laboratories,
Inc. and changed its name to Teligent, Inc. in October 2015.
Teligent was founded in 1977 and is based in Buena, N.J.
Teligent and three affiliates sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 21-11332) on Oct. 14, 2021. The cases are
handled by Honorable Judge Brendan Linehan Shannon.
As of Aug. 31, 2021, Teligent had total assets of $85 million and
total debt of $135.8 million.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP as
bankruptcy counsel; K&L Gates, LLP as special corporate counsel;
Raymond James & Associates, Inc. as investment banker;
PharmaBioSource Realty, LLC as real estate consultant; and Portage
Point Partners, LLC as restructuring advisor. Vladimir Kasparov of
Portage Point Partners serves as the Debtors' chief restructuring
officer. Epiq Corporate Restructuring, LLC is the claims and
noticing agent and administrative advisor.
The U.S. Trustee for Region 3 appointed an official committee of
unsecured creditors in the Debtors' cases on Oct. 27, 2021. Jenner
& Block, LLP and Saul Ewing Arnstein & Lehr, LLP serve as the
committee's bankruptcy counsel. Province, LLC is the committee's
financial advisor.
Latham & Watkins LLP, serves as co-counsel to the Prepetition First
Lien Parties and the Senior DIP Parties. Morgan Lewis & Bockius
LLP serves as co-counsel to the DIP Junior Term Loan Parties and
Prepetition Second Lien Parties. Morris, Nichols, Arsht & Tunnell
LLP serves as co-counsel to the DIP Parties and Prepetition Secured
Parties. Jenner & Block LLP serves as co-counsel to the Creditors'
Committee. Osler, Hoskin & Harcourt LLP, serves as Canadian
counsel to both the DIP Junior Term Loan Parties and the Senior DIP
Parties. NautaDutilh Avocats Luxembourg S.a r.l., as Luxembourg
serves as counsel to both the DIP Junior Term Loan Parties and the
Senior DIP Parties. TGS Baltric is the Estonian counsel to both the
DIP Junior Term Loan Parties and the Senior DIP Parties.
TENET HEALTHCARE: Fitch Raises LT IDR to 'B+', Outlook Stable
-------------------------------------------------------------
Fitch Ratings has upgraded Tenet Healthcare Corp.'s Long-Term
Issuer Default Rating (IDR) to 'B+' from 'B'. The Rating Outlook is
Stable. Fitch has also upgraded Tenet Healthcare Corp.'s instrument
ratings by one notch, including (i) the ABL Revolving Credit
Facility to 'BB+'/'RR1' from 'BB'/'RR1', (ii) the senior secured
first lien notes to 'BB-'/'RR3' from 'B+'/'RR3', (iii) the senior
secured second lien notes to 'B+'/'RR4' from 'B'/'RR4, and (iv) the
senior unsecured notes to 'B+'/'RR4' from 'B'/'RR4.
The upgrade reflects Tenet's improving competitive position as a
healthcare provider and the durability of its operational and
financial results through the pandemic, with debt leverage
declining meaningfully in recent years albeit still at high levels.
Fitch expects leverage to remain below 5.5x (based on Fitch-defined
EBITDA) through the rating horizon, as is appropriate for the 'B+'
rating, but notes potential risk to leverage levels should Tenet's
capital allocation decisions prove overly aggressive through large,
debt-funded acquisitions and its stated potential to consider
commencing share repurchases in 2023.
KEY RATING DRIVERS
Hospitals and ASCs Drive Operating Outlook: Tenet is one of the
largest for-profit operators of acute care hospitals and ambulatory
surgery centers (ASCs) in the U.S. In 2021, the hospital and
ambulatory care segments contributed 82% and 14% of revenue and,
notably, 55% and 34% of reported EBITDA, respectively. The ASC
business provides diversification in settings of care and payor
mix, and benefits from margins that were over 3x those in its
hospital segment in 2021. Fitch expects secular tailwinds to
continue to augment volume growth and acuity mix in the ASC
business over the rating horizon.
One of Tenet's stated goals is to increase the contribution of its
ASC business to 50% of reported EBITDA by YE 2023, with only 40%
from its hospital segment. Fitch expects Tenet to pursue this goal
by further refining its hospital operations via divestitures and
expanding its ASC business via acquisitions and de novo
development, with organic growth in the ASC business likely well
above that from its hospitals. Tenet's two major acquisitions of
ASC assets from SurgCenter Development (SCD) in Dec. 2020 and Dec.
2021 (the latter including an option to partner with SCD affiliates
to develop at least 50 ASCs over five years), and its purchases of
nearly a dozen other ASCs and additional center-level equity, mark
a $2.5+ billion investment in the expansion of its higher-margin,
higher-growth ambulatory care segment.
Effects of Pandemic Remain Manageable: Fitch expects Tenet and
healthcare providers to be negatively impacted by the pandemic
through at least the first half of 2022 (i.e. lower volumes, higher
operating expense). While volumes have not fully recovered to
pre-pandemic levels, they have rebounded sharply from their lows in
2Q20 and stabilized at levels where Tenet can support its current
capitalization and ratings. Lower volumes have been offset in part
by accommodative payment policies implemented by government payors,
increases in acuity mix and reductions in operating costs.
Margins Improving Amid Pandemic: Tenet has made significant
progress on its objectives to (i) improve operations, (ii)
rationalize its hospital footprint by exiting non-core assets and
(iii) expand its ASC business. With the contribution of its
high-margin ASC operations rising, pandemic patient volumes
subsiding to more tolerable levels, and Tenet capturing operating
efficiencies to manage COVID's labor cost challenges, Fitch-defined
operating EBITDA margin increased to nearly 15% in 2021. This marks
the highest level in five years, up from approximately 12% in 2016,
and Fitch sees potential for upside.
Margins should benefit to the extent the pandemic recedes and as
the contribution of its ambulatory care segment increases via
organic growth and the continuing acquisitions and capital
investment that Fitch expects. However, inflationary pressures on
labor, both in terms of compensation increases and greater use of
costly contract labor, remain a notable headwind. Fitch thus
expects recently-increased margins to be sustainable but
anticipates only modest margin improvement over the rating
horizon.
Leverage Still High, But Moderating: Gross leverage as of YE 2021
was 5.5x (based on Fitch-defined EBITDA), notably improved from
levels well above 6.0x in recent years. With $700 million of senior
secured first lien notes retired using cash on hand in February
2022, Fitch expects Tenet to sustain leverage below 5.5x, with
potential for up to a turn of deleveraging, over the rating
horizon. The degree to which leverage improves further is likely to
reflect a still-dynamic operating environment amid the pandemic and
Tenet's capital allocation decisions, most notably its potential
pursuit of ASC acquisitions on a larger scale in 2022 and beyond
and its stated potential to consider share repurchases in 2023.
DERIVATION SUMMARY
Tenet's 'B+' Long-Term IDR reflects its higher leverage relative to
that of its closest hospital industry peers HCA Healthcare Inc.
(HCA; 'BB+'/Stable) and Universal Health Services Inc. (UHS;
'BB+'/Stable). While Tenet's operating and FCF margins also lag
those of HCA and UHS, Tenet has started to close the gap by
reducing costs, divesting lower-margin hospitals and expanding its
higher-margin ASC business.
Tenet has a stronger operating profile than lower-rated hospital
industry peers Prime Healthcare Services Inc. ('B'/Stable) and
Community Health Systems, Inc. ('B-'/Stable). In contrast to these
peers, but similar to higher-rated peers HCA and UHS, Tenet's
operations are primarily located in urban or large suburban
markets, which generally have more favorable organic growth
prospects.
KEY ASSUMPTIONS
Fitch's key assumptions within its rating case for the issuer
include:
-- Revenue and operating EBITDA improve in 2022 and grow by 3%-6%
thereafter with some margin improvement as the EBITDA mix
shift towards the ASC business;
-- Operating cash flows negatively affected in 2022 as certain
benefits from the CARES Act are unwound (e.g. Medicare advance
repayments, deferred payroll taxes);
-- Capex approximating 4% of revenues annually and $500 million-
$750 million of acquisitions per year focused on expanding the
ASC business and offering higher-acuity hospital services;
-- No meaningful changes to gross debt beyond completed and
announced transactions;
-- $200 million-$600 million of share repurchases annually
starting in 2023.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
-- An expectation of debt/EBITDA after associate and minority
dividends sustained below 4.5x; and
-- An expectation of FCF margins sustained above 5.0%.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
-- An expectation of debt/EBITDA after associate and minority
dividends sustained above 5.5x; and
-- An expectation of FCF margins sustained below 2.0%.
BEST/WORST CASE RATING SCENARIO
International scale credit ratings of Non-Financial Corporate
issuers have a best-case rating upgrade scenario (defined as the
99th percentile of rating transitions, measured in a positive
direction) of three notches over a three-year rating horizon; and a
worst-case rating downgrade scenario (defined as the 99th
percentile of rating transitions, measured in a negative direction)
of four notches over three years. The complete span of best- and
worst-case scenario credit ratings for all rating categories ranges
from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are
based on historical performance.
LIQUIDITY AND DEBT STRUCTURE
Liquidity Profile Solid: Tenet's sources of liquidity include $2.4
billion of cash (as of YE 2021) and a recently-amended, undrawn
$1.5 billion ABL facility now maturing in March 2027. While Tenet's
cash balance should decline near-term after $1.0 billion of
repayments of Medicare advance and payroll tax deferral funds in
2022, Fitch expects annual FCF to average nearly $1.0 billion over
the rating horizon, all of which we assume funds acquisitions and
share repurchases (about 70% and 30%, respectively).
Tenet's earliest debt maturities include $1.9 billion of senior
unsecured notes due in 2Q 2023 and $2.5 billion of senior secured
first lien notes due in 3Q 2024. Fitch notes that Tenet has
sufficient debt covenant capacity to refinance these bonds using
senior secured first lien debt and expects Tenet is likely to
maintain access to such capital. Fitch further notes that Tenet's
only financial maintenance covenant is a 1.5x fixed-charge coverage
requirement, which applies only in a liquidity event wherein
available ABL capacity falls below $150 million.
Debt Notching Considerations: The 'BB+'/'RR1' and 'BB-'/'RR3'
ratings for Tenet's ABL facility and senior secured first lien
notes, respectively, reflect Fitch's expectation of recoveries for
such debt in the ranges of 91%-100% and 51%-70%, respectively, in a
bankruptcy scenario. The 'B+'/'RR4' ratings on the senior secured
second lien notes and senior unsecured notes reflect Fitch's
expectation of a recovery for such debt in the range of 31%-50%.
Recovery Analysis: Fitch estimates an enterprise value (EV) on a
going-concern basis of $10.4 billion for Tenet after deducting 10%
for administrative claims assumed to accrue in restructuring. The
estimated EV reflects estimated post-reorganization EBITDA after
dividends to associates and minorities of $1.6 billion, up from
$1.4 billion previously, reflecting Fitch's view that EBITDA around
these levels is likely to trigger a default or restructuring amid
significant refinancing risk from negative FCF and high leverage.
The $1.6 billion EBITDA estimate is based on a scenario in which:
(i) hospital volumes turn negative, reflecting elevated pressure
from adverse secular shifts in the settings in which acute care is
provided, with declines in acuity mix and pricing further
pressuring revenue and compressing margins amid rising labor costs;
(ii) the ASC business expands at a much slower pace than that
assumed in our rating case; and (iii) the Conifer business sees
slower revenue growth, further pressuring consolidated margins.
The $10.4 billion EV further reflects Fitch's use of a 7.25x
EV/EBITDA multiple, up from 7.00x previously. This reflects (i) an
increasing share of the valuation attributable to an expanding ASC
business (especially as Fitch expects a default scenario to entail
material underperformance in the hospital business relative to the
ASC business) and (ii) mature ASCs garnering EV multiples well over
8.00x versus EV multiples for acute care hospitals in the 6.50x
area, reflecting the latter's lower margins and lower growth
prospects.
In estimating claims, Fitch assumes that Tenet would draw the full
amount available on the $1.5 billion ABL facility in a bankruptcy
scenario, and includes that amount of debt in the claims waterfall
along with $0.2 billion of mortgages. The waterfall analysis also
reflects (i) senior secured claims consisting of $8.4 billion of
senior secured first lien notes and $1.5 billion of senior secured
second lien notes, each collateralized solely by the capital stock
of Tenet's wholly-owned guarantor subsidiaries that own or operate
hospitals, and (ii) $4.7 billion of senior unsecured notes.
Fitch assumes the guarantor subsidiaries comprise 45% of the
distributable EV, down from 50% previously, reflecting (i) an
increasing share of the EV attributable to an expanding ASC
business garnering a higher share of Tenet's EBITDA and (ii) our
view that a default scenario is likely to entail material
underperformance in the hospital business relative to the ASC
business.
Fitch assumes the non-guarantor subsidiaries (the Conifer and ASC
businesses) comprise 55% of the remaining distributable EV, up from
50% previously, reflecting the foregoing and an increase from their
contribution of approximately 50% of EBITDA currently but below the
contribution of approximately 60% expected by YE 2023. Fitch
assumes the collateral attributable to the guarantor subsidiaries,
again valued at 45% of distributable EV, is recovered from first by
both the ABL and mortgage claims in full, and thereafter by the
senior secured first lien notes in part due to insufficient
remaining value, leaving the senior secured first lien notes with a
deficiency claim of $5.4 billion, and leaving the senior secured
second lien notes with no recovery from the collateral and a full
deficiency claim of $1.5 billion.
Fitch assumes these deficiency claims of $6.9 billion and the
senior unsecured note claims of $4.7 billion, together totaling
$11.6 billion in unsecured claims, receive a pro-rata recovery of
the $5.7 billion of distributable EV attributable to the
non-guarantor subsidiaries, with all such unsecured claims thus
recovering in the 31%-50% range. The senior secured first lien
notes, in contrast, recover in the range of 51%-70%, as they
further benefit from a partial recovery from the guarantor
subsidiaries collateral.
Further hospital divestitures and/or continuing ASC investments
could narrow the notching between the senior secured first lien
notes and the senior unsecured notes and/or trigger rating
actions.
ISSUER PROFILE
Tenet is among the largest U.S. for-profit operators of acute care
hospitals and ASCs. Its operations include: 60 hospitals; 535 other
healthcare facilities, including 399 ASCs and 24 surgical
hospitals; and Conifer Health Solutions, which provides revenue
cycle management and value‑based care services.
SUMMARY OF FINANCIAL ADJUSTMENTS
Fitch has removed the effects of certain portions of the CARES Act
from operating EBITDA and has reallocated changes in working
capital that are deemed non-recurring (i.e. grant monies) or
temporary (i.e. accelerated Medicare payments, deferred payroll
taxes) to non-operating lines.
ESG CONSIDERATIONS
Tenet has an ESG Relevance Score of '4' for Exposure to Social
Impacts due to societal and regulatory pressures to constrain
growth in healthcare spending in the U.S. This has a negative
impact on the credit profile and is relevant to the rating in
conjunction with other factors.
Unless otherwise disclosed in this section, the highest level of
ESG credit relevance is a score of '3'. This means ESG issues are
credit-neutral or have only a minimal credit impact on the entity,
either due to their nature or the way in which they are being
managed by the entity.
TG MANUFACTURING: Seeks to Hire Kotz Sangster Wysocki as Counsel
----------------------------------------------------------------
TG Manufacturing, LLC seeks approval from the U.S. Bankruptcy Court
for the Western District of Michigan to employ the law firm of Kotz
Sangster Wysocki, PC as its legal counsel.
The firm will render these legal services:
(a) advise the Debtor about its rights, powers and duties in
the management of its business and financial affairs;
(b) work with third-party participants in the administration
of the bankruptcy;
(c) attend meetings and court hearings on behalf of the
Debtor;
(d) assist the Debtor in preparing and advancing a Chapter 11
Plan of Reorganization and Disclosure Statement and other related
agreements; and
(e) perform such other actions as may be necessary to advance
the Debtor's interest in the administration of the bankruptcy
estate.
The hourly rates of the firm's counsel and staff are as follows:
Attorney $400
Paralegal $200
Non-Paralegal $150
W. Todd Van Eck, Esq., an attorney at Kotz Sangster Wysocki,
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:
W. Todd Van Eck, Esq.
Kotz Sangster Wysocki, PC
3333 Deposit Drive NE, Suite 320
Grand Rapids, MI 49546
Telephone: (616) 481-9593
Email: tvaneck@kotzsangster.com
About TG Manufacturing
TG Manufacturing, LLC is a diverse group of manufacturing companies
serving a multitude of industrial sectors including aerospace,
automotive, material handling, furniture, appliances, renewable
energy and construction, among others.
TG Manufacturing sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Mich. Case No. 22-00302) on Feb. 21,
2022. In the petition signed by Richard Achtenberg, sole member,
the Debtor disclosed $1 million 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 serves as the
Debtor's legal counsel.
TG TURNKEY: Seeks to Tap Kotz Sangster Wysocki as Legal Counsel
---------------------------------------------------------------
TG Turnkey, LLC seeks approval from the U.S. Bankruptcy Court for
the Western District of Michigan to employ the law firm of Kotz
Sangster Wysocki, PC as its legal counsel.
The firm will render these legal services:
(a) advise the Debtor about its rights, powers and duties in
the management of its business and financial affairs;
(b) work with third-party participants in the administration
of the bankruptcy;
(c) attend meetings and court hearings on behalf of the
Debtor;
(d) assist the Debtor in preparing and advancing a Chapter 11
Plan of Reorganization and Disclosure Statement and other related
agreements; and
(e) perform such other actions as may be necessary to advance
the Debtor's interest in the administration of the bankruptcy
estate.
The hourly rates of the firm's counsel and staff are as follows:
Attorney $400
Paralegal $200
Non-Paralegal $150
W. Todd Van Eck, Esq., an attorney at Kotz Sangster Wysocki,
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:
W. Todd Van Eck, Esq.
Kotz Sangster Wysocki, PC
3333 Deposit Drive NE, Suite 320
Grand Rapids, MI 49546
Telephone: (616) 481-9593
Email: tvaneck@kotzsangster.com
About TG Turnkey
TG Turnkey, LLC is a fully-integrated metals manufacturing company.
Turnkey and TGM Coatings, LLC operate with a non-debtor company
named TG Integration, LLC. Turnkey, Coatings and Integration
jointly manufacture gaming equipment. 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.
TG Turnkey sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Mich. Case No. 22-00303) on Feb. 21,
2022. In the petition signed by Richard Achtenberg, sole member,
the Debtor disclosed $1 million 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 serves as the
Debtor's legal counsel.
TGM COATINGS: Seeks to Tap Kotz Sangster Wysocki as Legal Counsel
-----------------------------------------------------------------
TGM Coatings, LLC seeks approval from the U.S. Bankruptcy Court for
the Western District of Michigan to employ the law firm of Kotz
Sangster Wysocki, PC as its legal counsel.
The firm will render these legal services:
(a) advise the Debtor about its rights, powers and duties in
the management of its business and financial affairs;
(b) work with third-party participants in the administration
of the bankruptcy;
(c) attend meetings and court hearings on behalf of the
Debtor;
(d) assist the Debtor in preparing and advancing a Chapter 11
Plan of Reorganization and Disclosure Statement and other related
agreements; and
(e) perform such other actions as may be necessary to advance
the Debtor's interest in the administration of the bankruptcy
estate.
The hourly rates of the firm's counsel and staff are as follows:
Attorney $400
Paralegal $200
Non-Paralegal $150
W. Todd Van Eck, Esq., an attorney at Kotz Sangster Wysocki,
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:
W. Todd Van Eck, Esq.
Kotz Sangster Wysocki, PC
3333 Deposit Drive NE, Suite 320
Grand Rapids, MI 49546
Telephone: (616) 481-9593
Email: tvaneck@kotzsangster.com
About TGM Coatings
TGM Coatings, LLC offers metal coating, engraving, and allied
services to manufacturers.
TGM Coatings sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Mich. Case No. 22-00304) on Feb. 21,
2022. In the petition signed by Richard Achtenberg, sole member,
the Debtor disclosed $1 million 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 serves as the
Debtor's legal counsel.
TOMMIE BROADWATER JR: Receives $160K Offer for Accokeek Property
----------------------------------------------------------------
Tommie Broadwater, Jr., asks the U.S. Bankruptcy Court for the
District of Maryland to approve his sale of the real property
located at 17723 Livingston Road, in Accokeek, Maryland 20607, to
Adhemar Pena and Doris Ruiz for $160,000.
Broker Theodore Megginson and M & M Real Estate Properties, L.L.C.
has procured a contract of sale for the Property”) for
$160,000.00 to the Buyers. The list price was $180,000. The
Contract was ratified on March 4, 2022. The Broker serves as dual
agent under the Contract. A $2,000 earnest cash deposit was
tendered by Buyer and is being held by Home First Title in escrow.
A 45-day contingency exists for IRS consent or lack of objection
and Bankruptcy Court approval from the ratification date. However,
the closing date is set for March 17, 2022. The undersigned
received the Contract after business hours by email on March 7,
2022. The Motion is prepared at the earliest opportunity.
The expedited treatment on the Contract is worth the time of the
Court and professionals. Firstly, this is an undeveloped lot
consisting of 2.7 acres +/-. It is a cash offer with no
contingencies. Proof of the availability of funds has been
provided to the estate and selling broker. There are no liens at
issue other than the IRS lien (which is shortly to be paid from
another property sale as addressed below) and any Prince George's
County, MD real property taxes. This contract is not contingent on
a percolation or well test or boundaries survey. It is a
non-contingent Contract (other than as to IRS approval and
Bankruptcy Court approval naturally).
The hearing on notice of the Motion and Contract is set for April
11, 2022, at 11:00 a.m.; however, a Motion to Shorten notice time
is being filed such that the parties may close as planned on March
17, 2022 assuming approval. The Buyer is enthusiastic about
closing as planned on March 17, 2022, and consequently to ensure no
disruption or risk to a very beneficial Contract, the
aforementioned Motion to Shorten Time has been filed. It is an "as
is" Contract. The Motion represents herein that the Court Approval
date need be by March 14, 2022 at 11:00am. This will allow for
three days thereafter to ensure there is no unanticipated issue for
closing.
The sale proceeds would be paid to the brokers at a commission of
4% ($6,400) and ($15,000) anticipated counsel fees for the Debtor
by retainer (assumes closing on 3309 Hayes Street) and closing
costs of ($1,500) with real property taxes being paid from the
remainder and unknown UST fees estimated at ($3,000) which will be
presented by that office hopefully next week prior to closing,
there will be subject to these provisos approximately $134,100
remaining for distribution to the Allowed Unsecured Claim of the
IRS and Wells Fargo pro rata. Following the sale and the
previously approved sale on 3309 Hayes Street, the only remaining
unpaid Allowed Claims in the Chapter 11 case will be the residual
Allowed Unsecured Claims of the IRS and of Wells Fargo Bank, which
will be cured the Debtor advises before May 31, 2022 from another
sale he has in final discussions and contract formation.
The foregoing figures assume a closing on 3309 Hayes Street which
has been deferred to May 15, 2022, and the calculated assumptions
therein already realized. Thus, if for reasons unknown presently
to the undersigned the closing on 3309 Hayes Street does not occur,
the foregoing assumptions would remain although there would be an
outstanding IRS Priority Claim and IRS Secured Claim portion that
was not reduced by the proceeds from 3309 Hayes Street remaining
due and owing despite the disbursement of proceeds from this
Property having been paid on the Allowed Unsecured Claims of the
IRS and Wells Fargo. That is merely disclosed as a contingent
factor on the assumptions, although the Debtor still has far more
in real properties owned than would be necessary to satisfy the
Allowed Claims in this Chapter 11 Case as the Court and all parties
in interest are aware.
Any 2020 and 2021 taxes owed by the Debtor will be determined and
paid as provided for under the Order issued germane thereto. The
2020 1040SR shows no taxes owed for 2020.
If the Debtor does not so proceed by May 31, 2022, there are no
further extensions and the Disbursement Agent will sell with a new
realtor such properties of the estate as are required to satisfy
the Plan base, all open fees/costs and taxes due as required and
provided for by the recent Order. There are no transfer or
recordation or stamp taxes in connection with the Contract and
Motion because of the confirmed Plan.
Further, the Contract as to the Property above which is the subject
of the present sale fails to note that this is a sale free and
clear of all transfer taxes, recordation and stamp taxes, thus the
transaction is exempt from such taxes. This is pursuant to the
confirmed Plan. The Contract is so modified therewith as is also
the case with third party approvals of Bankruptcy Court and IRS.
The known secured claimant on this Property is the Internal Revenue
Service. Service has occurred under Fed. R. Bankr. P. 7004.
However, notably as observed above the sale of the Property is
anticipated to pay the IRS on its Allowed Unsecured Claim, given
that the 3309 Hayes Street property is to payoff the IRS Allowed
Secured Claim, but closing is deferred about two months after
closing on this Property at issue.
Once debt service extinguishes the IRS Allowed Secured Claim and
the Allowed Priority Claim, net proceeds from further sales will be
applied first to the IRS Allowed Unsecured Claim until they are
extinguished including accrued interest. Then, the Plan
Disbursement Agent will cause from further sales proceeds Cash
Disbursements on the WF Deficiency Claim, and the IRS Allowed
Unsecured Claim, and any outstanding UST fees if there be any
accrued and unpaid. There will be naturally modest costs of
continuing administration; however, it is the goal of the
Disbursement Agent to pursue unfortunately untimely debt
curtailment here given the time parameters are set in the Plan, as
adjusted by the Order, and extended most recently to May 31, 2022.
There is also a modest post-confirmation FICA sum claim in favor of
the IRS that has been filed on Sept. 15, 2021. That needs to be
paid directly by the Debtor on or before May 31, 2022 to the IRS.
Finally, waiver of the 14-day period under Fed. R. Bankr. P.
6004(h) is requested and incorporated to the Order so as to permit
closing. So as to avoid any irregularities given the existence of
an IRS claim -- albeit secured -- the Motion requests that the
Court requires the IRS to file a Line of no opposition, unless of
course the IRS has a substantive objection.
Tommie Broadwater, Jr. sought Chapter 11 protection (Bankr. D. Md.
Case No. 18-11460) on Feb. 2, 2018. The Debtor filed Pro Se. The
Court appointed Theodore Meginson and M & M Real Estate
Properties,
L.L.C. as Broker. On Dec. 7, 2020, the Court approved the
Debtor's
Amended Disclosure Statement and confirmed the Debtor's Amended
Chapter 11 Plan of Reorganization.
The Court appointed Theodore Megginson and M & M Real Estate
Properties, L.L.C. as Broker.
TRANSPORTATION DEMAND: Case Summary & 20 Top Unsecured Creditors
----------------------------------------------------------------
Two affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Transportation Demand Management Holdings, LLC 22-10481
9801 Martin Luther King Jr. Way S.
Seattle, WA 98118
Transportation Demand Management, LLC 22-10482
f/d/b/a Transportation Demand Management, Inc.
9801 Martin Luther King Jr. Way S
Seattle, WA 98118
Business Description: The Debtors operate in the charter bus
industry.
Chapter 11 Petition Date: March 26, 2022
Court: United States Bankruptcy Court
Western District of Washington
Judge: Hon. Judge Barreca
Debtors' Counsel: Nathan T. Riordan, Esq.
WENOKUR RIORDAN PLLC
600 Stewart Street
Suite 1300
Seattle, WA 98101
Tel: (206) 724-0846
Email: nate@wrlawgroup.com
Transportation Demand Management Holdings'
Total Assets: $87,005
Transportation Demand Management Holdings'
Total Liabilities: $4,119,666
Transportation Demand Management, LLC's
Total Assets: $7,760,423
Transportation Demand Management, LLC's
Total Liabilities: $7,849,154
The petitions were signed by Gladys Gillis as CEO.
A full-text copy of Transportation Demand Management Holdings'
petition containing, among other items, a list of the Debtor's
three unsecured creditors is available for free at PacerMonitor.com
at:
https://www.pacermonitor.com/view/4EYIWAY/Transportation_Demand_Management__wawbke-22-10481__0001.0.pdf?mcid=tGE4TAMA
A full-text copy of Transportation Demand Management, LLC's
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/4TLCKRQ/Transportation_Demand_Management__wawbke-22-10482__0001.0.pdf?mcid=tGE4TAMA
TRIPOD HOLDINGS: Case Summary & Seven Unsecured Creditors
---------------------------------------------------------
Debtor: Tripod Holdings LLC
5355 Nottingham Drive, Suite 110
Nottingham, MD 21236
Business Description: The Debtor is a privately held company in
the residential building construction
business.
Chapter 11 Petition Date: March 27, 2022
Court: United States Bankruptcy Court
District of Maryland
Case No.: 22-11572
Judge: Hon. Michelle M. Harner
Debtor's Counsel: Paul Sweeney, Esq.
YUMKAS, VIDMAR, SWEENEY & MULRENIN, LLC
10211 Winconpin Circle, Suite 500
Columbia, MD 21044
Tel: (443) 569-5972
Fax: (410) 571-2798
Email: psweeney@yvslaw.com
Debtor's
Financial
Advisor: VERITY, LLC
Debtor's
Accountant: GARDINER & APPEL GROUP, INC.
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Rob Kimball, managing member of RMK
Advisors, LLC, authorized member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's seven unsecured creditors is available for
free at PacerMonitor.com at:
https://www.pacermonitor.com/view/6E6LPJI/Tripod_Holdings_LLC__mdbke-22-11572__0001.0.pdf?mcid=tGE4TAMA
ZOHAR FUNDS: Bankruptcy Judge Rejects Chapter 11 Subordination Suit
-------------------------------------------------------------------
Jeff Montgomery, writing for Law360, reports that a Delaware
bankruptcy judge rejected without leave to amend on Friday, March
25, 2022, distressed debt entrepreneur Lynn Tilton's long battle to
subordinate claims of insurers, noteholders and others to her own
interests in the ongoing "Zohar Funds" Chapter 11.
Judge Karen B. Owens, in a 44-page decision, found that Tilton
"fails to plausibly allege" that noteholder insurer MBIA, the
"Zohar III" controlling creditor class and others schemed to keep
unjustified control of the multibillion-dollar bankruptcy after a
mediated settlement in May 2018.
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 FUNDS: Equity Stealing Scheme Lawsuit vs. MBIA Dismissed
--------------------------------------------------------------
Alex Wolf, wrting for Bloomberg Law, reports that the equity
stealing scheme lawsuit of Lynn Tilton against MBIA Inc. is
dismissed by the bankruptcy court.
Distressed-debt investor Lynn Tilton lost her bid to pursue her
claims that bond insurer MBIA Inc. schemed with others to steal
over a billion dollars of equity holdings in her distressed
companies, a Delaware bankruptcy judge ruled.
Tilton and her private equity firm Patriarch Partners have failed
to sufficiently show a foundation for claims against MBIA and
several major bondholders involved in her distressed debt loan fund
Zohar III Corp.'s Chapter 11 case, Judge Karen B. Owens of the U.S.
Bankruptcy Court for the District of Delaware ruled.
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.
[*] U.S. Bankruptcy System Experiences Government Pushback
----------------------------------------------------------
Alexander Gladstone of The Wall Street Journal reports that the
U.S. bankruptcy system faces government pushback over new corporate
tactics.
The U.S. bankruptcy system is facing a backlash from all three
branches of the federal government as big companies and wealthy
individuals push the limits of chapter 11 to relieve themselves of
legal and financial liabilities.
Bankruptcy courts aim to facilitate corporate reorganizations that
will save businesses and jobs. But some are going beyond their core
mandate of rehabilitating companies and are functioning to help
moneyed organizations and individuals pay as little as possible to
people hurt by allegedly defective products or corporate
wrongdoing, prompting a reaction from government authorities,
according to a number of participants in the bankruptcy system.
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
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public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
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than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
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then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
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