/raid1/www/Hosts/bankrupt/TCR_Public/231106.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, November 6, 2023, Vol. 27, No. 309
Headlines
1091 RALPH AVE: Hits Chapter 11 Bankruptcy Protection
111-25 116 LLC: Voluntary Chapter 11 Case Summary
11824 OCEAN PARK: Has Deal on Cash Collateral Access
11824 OCEAN PARK: Kicks Off Chapter 11 Bankruptcy Process
2377 NW: Court Confirms Plan as Modified
255 BUTLER LLC: Hits Chapter 11 Bankruptcy Protection
3OE SCIENTIFIC: Case Summary & 11 Unsecured Creditors
717 ARMORY LLC: Dives into Chapter 11 Bankruptcy
A & T ASSETS: Unsecureds Owed $43K to Get Full Payment
ACCELERATED HEALTH: $875MM Bank Debt Trades at 15% Discount
AEMETIS INC: Board Committee OKs $1.2M Bonuses to Executives
AEROFARMS INC: Seeks to Extend Plan Exclusivity to December 5
ALL FLORIDA SAFETY: Case Summary & 20 Largest Unsecured Creditors
ALLERGY & ASTHMA: Unsecureds Will Get 4.27% of Claims over 5 Years
AMADEUS TRUST: Court OKs Cash Collateral Access on Final Basis
AMERICAN TIRE: Moody's Alters Outlook on 'B3' CFR to Negative
APPS INC: Case Summary & Five Unsecured Creditors
ARCHWAY REAL: Hires Martin Law Group P.C. as Legal Counsel
ARDELYX INC: Posts $6.6 Million Net Income in Third Quarter
ASPEN RIDGE: S&P Affirms 'BB' LT Rating on 2015A/B Revenue Bonds
ATLAS PURCHASER: $250MM Bank Debt Trades at 58% Discount
AVINGER INC: Reports $4.5MM Net Loss for Third Quarter 2023
CABALLERO SAND & GRAVEL: Starts Subchapter V Bankruptcy
CANO HEALTH: $644.4MM Bank Debt Trades at 43% Discount
CAPROCK MILLING: Case Summary & 20 Largest Unsecured Creditors
CARESTREAM DENTAL: $335MM Bank Debt Trades at 16% Discount
CARESTREAM DENTAL: $375MM Bank Debt Trades at 16% Discount
CEL-SCI CORP: CEO Issues Letter to Shareholders
CEL-SCI CORP: Extends CEO Geert Kersten's Contract Through 2027
CELSIUS NETWORK: Quinn Emanuel Advises Pharos, Nexxus
CGEN HOLDINGS: Gets OK to Sell Brooklyn Property for $1.4MM
CHATTAN 1379: Seeks to Hire Redwood Property Advisors as Appraiser
CLEAN AIR CAR: Seeks to Extend Plan Exclusivity to November 27
CLOVER FAST: Case Summary & 20 Largest Unsecured Creditors
COGENT COMMUNICATIONS: Egan-Jones Retains B- Sr. Unsecured Ratings
COMEBACK TRAIL: Bush Gottlieb Represents Union Entities
CONSTANT CONTACT: $300MM Bank Debt Trades at 16% Discount
CONTINUOUS CAST: Deadline to File Plan Extended to Nov. 8
COOKEVILLE PLATINUM: Seeks to Hire Dunham Hildebrand as Counsel
COOKEVILLE PLATINUM: Taps National Hospitality as Business Advisor
COSMOS ACQUISITIONS: $63MM Bank Debt Trades at 22% Discount
CPI LUXURY: Hires SB360 Capital Partners as Sales Consultant
CUMULUS MEDIA: $525MM Bank Debt Trades at 20% Discount
CURO GROUP: Falls Short of Nasdaq Minimum Bid Price Requirement
CYXTERA DC HOLDINGS: $100MM Bank Debt Trades at 39% Discount
DIAMOND SPORTS: $635MM Bank Debt Trades at 54% Discount
DIOCESE OF BUFFALO: Creditors Want Chapter 11 Insurance Information
DNA SERVERS: Hires Law Firm of Herren Dare & Streett as Counsel
EAGLE PROPERTIES: Court OKs Cash Collateral Access Thru Nov 14
EARTHSTONE ENERGY: S&P Upgrades ICR to 'BB-' Then Withdraws Rating
EISNER ADVISORY: Fitch Lowers Rating on Revolving Facility to 'B+'
EMERALD TECHNOLOGIES: S&P Alters Outlook to Neg., Affirms 'B-' ICR
ENVISION HEALTHCARE: $2.20BB Bank Debt Trades at 82% Discount
EXACTECH INC: $235MM Bank Debt Trades at 35% Discount
FACEBANK INTERNATIONAL: DBRS Confirms BB Long-Term Issuer Rating
FIG & FENNEL: Court OKs Cash Collateral Access Thru Nov 10
FINTHRIVE SOFTWARE: $460MM Bank Debt Trades at 42% Discount
FINTHRIVE SOFTWARE: Fitch Affirms B- LongTerm IDR, Outlook Negative
FIRST BRANDS: S&P Rates New EUR300MM First-Lien Term Loan 'B+'
FLEXOGENIX GROUP: Asset Sale Proceeds to Fund Plan
FRANCHISE GROUP: Moody's Cuts CFR to B3 & Second Lien Loan to Caa2
FRANK STOLLER: Hits Chapter 11 Bankruptcy Protection
FTX GROUP: Customer Property Disputes Settlement Proposed
FUSION GALAXY: $1.38M Unsecured Claims to Recover 1.10% in Plan
GAC ENVIRONMENTAL: Commences Subchapter V Bankruptcy Process
GENERAL PEST: Wins Cash Collateral Access on Final Basis
GLOBAL TEE: Unsecureds to Get $14K Monthly Until Fully Paid
GREENWAY HEALTH: S&P Upgrades Long-Term ICR to 'B-' on Refinancing
H-FOOD HOLDINGS: $1.15BB Bank Debt Trades at 16% Discount
H-FOOD HOLDINGS: $415MM Bank Debt Trades at 16% Discount
H20 COMMERCIAL: Starts Subchapter V Bankruptcy Process
HCIC HOLDINGS: Hits Chapter 11 Bankruptcy Protection
HELLO ALBEMARLE: Hires Kudman Trachten Aloe as Bankruptcy Counsel
HOBBS WOOD: Amends Several Secured Claims Pay Details
HOG FATHERS: Court OKs Cash Collateral Access on Final Basis
HOLLY ENERGY: Fitch Puts 'BB+' LongTerm IDR on Watch Positive
INITALY LLC: Exclusivity Period Extended to December 12
INNOVATION PHARMACEUTICALS: Board Approves GreenGrowth as Auditor
IVANTI SOFTWARE: $545MM Bank Debt Trades at 24% Discount
IXS HOLDINGS INC: $600.1MM Bank Debt Trades at 17% Discount
JADI COMMUNITY: Bid to Use Cash Collateral Denied
JCF FREEPORT NORTH: Case Summary & 13 Unsecured Creditors
JCF FREEPORT: Case Summary & 18 Unsecured Creditors
JCF HILTON HEAD: Case Summary & 10 Unsecured Creditors
JCF HILTON: Case Summary & 20 Largest Unsecured Creditors
JCF PANAMA CLARA: Case Summary & Nine Unsecured Creditors
JCF PANAMA: Case Summary & 20 Largest Unsecured Creditors
JEFFERSON LA BREA: Seeks Cash Collateral Access Thru March 2024
KAFHAYAAYNSAD ENTERPRISE: Starts Subchapter V Bankruptcy
KALERA INC: Plan Acceptances Extended to Dec. 1
KOMBU KITCHEN: Files Emergency Bid to Use Cash Collateral
LAKEVILLE FARMS: Seeks Extension to File Plan Until Dec. 29
LEBANON PLATINUM: Court OKs Cash Collateral Access Thru Dec 8
LIGADO: Negotiates With Creditors to Get Fund, Forbearance Lawsuit
LILIUM N.V.: Appoints ArcosJet as Authorized Dealer in Middle East
LIPSEY PAINTING: Hires C. Taylor Crockett as Legal Counsel
LORDSTOWN MOTORS: Cannot Nix Truck Recall Liability
LOUISA RIDGE: Files Emergency Bid to Use Cash Collateral
LTL MANAGEMENT: J&J Considers 3rd Bankruptcy to Settle Talc Suits
LUMEN TECHNOLOGIES: Gets $1.2B Financing Commitment From Creditors
LUMEN TECHNOLOGIES: Incurs $78 Million Net Loss in Third Quarter
LUMEN TECHNOLOGIES: S&P Places 'CCC+' ICR on CreditWatch Negative
M.V.J. AUTO: Seeks to Hire Doral Accountants LLC as Accountant
MARKET SHARE: Case Summary & 15 Unsecured Creditors
MAYVILLE HOLDINGS: Court OKs Cash Collateral Access on Final Basis
MESABI METALLICS: 3rd Circ. Protects Pending Docs in Ch. 11 Appeal
MICHAELS COS: $1.95BB Bank Debt Trades at 16% Discount
MVK FARMCO: Burr, Moore Represent Compeer, et al.
MVK FARMCO: Prima Wawona Wants to Sell Business for $275 Million
MVK FARMSCO: Prima Wawona Seeks Speedy Ch. 11 as Cash Dwindles
NASHVILLE SENIOR: Has $57.5MM Deal to Sell Assets to Nexus Capital
NUZEE INC: Masateru Higashida Has 12.2% Stake as of Oct. 20
OAKWOOD DREAMS: Hires Cross Law Firm as Legal Counsel
OIL DADDY: Lynch Chappell Advises Ijarah, Endeavor Energy
OMNIQ CORP: Awarded IOT Equipment Supply Contract in Israel
ORIGEN MANUFACTURED 2002-A: S&P Raises Cl. M-2 Rating to 'CCC(sf)'
OSG GROUP: Hits Chapter 11 Bankruptcy Protection in Texas
OSG GROUP: Receives $50 Million DIP Loan to Cut Chapter 11 Debt
OTG MANAGEMENT: Considers Sale, Capital Hike After Missing Payment
PACK LIQUIDATING: Nixon, Quinn & Cross File Rule 2019 Statement
PACKET CONSTRUCTION: Seeks to Hire Lane Law Firm as Counsel
PARKCHESTER ORAL: Hires Goldfine & Company CPA as Accountant
PAX THERAPY: Files Emergency Bid to Use Cash Collateral
PEACHSTATE PEDALING: Seeks to Hire Manay CPA as Accountant
PERMIAN RESOURCES: Moody's Hikes CFR to Ba3 Amid Earthstone Deal
PERMIAN RESOURCES: S&P Ups ICR to 'BB-' on Earthstone Acquisition
PESTO 1 INC: Court OKs Cash Collateral Access Thru Dec 31
POINDEXTER PROPERTIES: $10.9MM Bank Debt Trades at 19% Discount
POINDEXTER PROPERTIES: $16MM Bank Debt Trades at 19% Discount
POLLO FELIZ: Hires Miranda & Maldonado as Legal Counsel
PRC 717 LP: Kicks Off Chapter 11 Bankruptcy Protection
PRIMAL MATERIALS: Court OKs Cash Collateral Access Thru Jan 2024
PROJECT ALPHA: S&P Upgrades ICR to 'B' on Debt Refinancing
PSG MORTGAGE: Seeks to Hire Mark Louis Vasquez as Broker
PUERTO RICO: Dechert LLP Updates Rule 2019 Statement
PURE BIOSCIENCE: Posts $4M Net Loss in Fiscal Year Ended July 31
QUEST SOFTWARE: $765MM Bank Debt Trades at 34% Discount
RAISING CANE: Fitch Assigns 'BB-' First-Time IDR, Outlook Stable
RE PALM SPRINGS: Supreme Court Declines Sale of Cal. Hotel Project
REALD INC: $260MM Bank Debt Trades at 36% Discount
REMARKABLE HEALTHCARE: Voluntary Chapter 11 Case Summary
RENALYTIX PLC: Schedules Annual General Meeting for Dec. 15
RENNOVA HEALTH: Reaches Deal to Extend $8.2M Debt Maturity to 2025
RITE AID: Rushes Unit Sale Despite Mystery Suitor Objection
RITE AID: Settles w/ Prescription Drug Supplier to Deter Shortages
SADIE ROSE BAKING: Case Summary & 20 Largest Unsecured Creditors
SAM'S PLACE: Seeks Approval to Tap Lane Ryan Auctions as Appraiser
SAMJANE PROPERTIES: Hires Keller Williams as Real Estate Agent
SAN JORGE CHILDREN'S: Hires IEC as Investment Consultant
SEATTLE SOLUTIONS: Court OKs Interim Cash Collateral Access
SELBYSOFT INC: Hires Law Offices of David Smith as Attorney
SHOWFIELDS INC: Seeks to Hire Rachel S. Blumenfeld as Counsel
SIENTRA INC: Expects $19.2M-$19.7M Third Quarter Revenue
SIENTRA INC: Signs Temporary Waiver, Exchange Deal With Deerfield
SIGNAL HOLDINGS: Dives Into Chapter 11 Bankruptcy
SINCLAIR TELEVISION: $1.30BB Bank Debt Trades at 17% Discount
SINCLAIR TELEVISION: $740MM Bank Debt Trades at 29% Discount
SINCLAIR TELEVISION: $750MM Bank Debt Trades at 32% Discount
SORRENTO THERAPEUTICS: Wants Quick Chapter 11 Plan Process Timeline
ST. MARGARET'S HEALTH: Barnes & Thornburg Advises Ad Hoc Committee
STERETT COMPANIES: Wins Interim Cash Collateral Access
STIMWAVE TECHNOLOGIES: Ex-CEO Can't Toss Fraud Indictment
SURGE TRANSPORTATION: Committee Taps Foley & Lardner as Counsel
SURGE TRANSPORTATION: Gets OK to Hire Katz Sapper as Accountant
SURGE TRANSPORTATION: Gets OK to Tap Daniel Larson as Accountant
TEMPLE HEIGHTS: Case Summary & Two Unsecured Creditors
TERLINGO CYCLES: Hires Eric A. Liepins as Bankruptcy Counsel
THRASIO LLC: $325MM Bank Debt Trades at 37% Discount
TIMBER PHARMACEUTICALS: Adjourns Special Meeting Until Nov. 17
TIMBER PHARMACEUTICALS: Gets $3.5M Bridge Loan Increase From LEO US
TITAN CONCRETE: Commences Subchapter V Bankruptcy Case
TITAN CONCRETE: Hires Polsinelli PC as Bankruptcy Counsel
TPT GLOBAL: Achieves Full Compliance Status Following 10-Q Filing
TPT GLOBAL: Appoints SwamiFi as IT Advisor
TRANSOCEAN LTD: Incurs $220 Million Net Loss in Third Quarter
TRIMARK USA: Wants Debt Extended, Raise Money
TRINITY INDUSTRIES: Egan-Jones Retains B+ Senior Unsecured Ratings
TWENTY FIFTY: Hires Prince Commercial as Real Estate Broker
URBAN ACADEMY: S&P Lowers 2021A/B Revenue Bonds Rating to 'BB'
VERTIV GROUP: S&P Places 'BB-' ICR on CreditWatch Positive
VISTA CLINICAL: Hires Shuker & Dorris as Bankruptcy Counsel
WAITS R.V. CENTER: Court OKs Interim Cash Collateral Access
WASTEPLACE LLC: Hires Michael Best & Friedrich LLP as Counsel
WEATHERFORD INTERNATIONAL: Fitch Assigns 'B+' IDR, Outlook Stable
WEINHAGEN TIRE: Seeks to Hire Lamey Law Firm as Legal Counsel
WEST COAST HOSPITALITY: Wins Cash Collateral Access Thru Nov 30
WESTERN DIGITAL: Moody's Assigns Ba1 CFR, On Review for Downgrade
WEWORK INC: Enters Into Satisfaction Letter With SVF, et al.
WEWORK INC: Inks Forbearance Agreement With Noteholders
WEWORK INC: Names David Tolley as CEO to Lead Turnaround Effort
WEWORK INC: Skips $6.4 Million Interest Payment on Senior Notes
WW INTERNATIONAL: $945MM Bank Debt Trades at 29% Discount
YELLOW CORP: Can't Transfer Teamsters Lawsuit
YELLOW CORP: Kicks Off Chapter 11 Trucks Auction Strategy
Z GALLERIE: Seeks Buyer After Filing for Chapter 11 for 3rd Time
[^] BOND PRICING: For the Week from Oct. 30 to Nov. 3, 2023
*********
1091 RALPH AVE: Hits Chapter 11 Bankruptcy Protection
-----------------------------------------------------
1091 Ralph Ave LLC filed for chapter 11 protection in the Eastern
District of New York. According to court filing, the Debtor
reports between $500,000 and $1 million in debt owed to 1 and 49
creditors. The petition states funds will be available to unsecured
creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated
for
November 6, 2023, at 3:30 P.M.
About 1091 Ralph Ave
1091 Ralph Ave LLC sought relief under Chapter 11 of the Bankruptcy
Code (Bankr. E.D.N.Y. Case No. 23-43598) on Oct. 4, 2023. In the
petition filed by Christopher Brandon, as officer, the Debtor
reported assets and liabilities between $500,000 and $1 million.
The Honorable Bankruptcy Judge Nancy Hershey Lord handles the
case.
111-25 116 LLC: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: 111-25 116 LLC
107-40 132nd Street
South Richmond Hill, NY 11419
Business Description: 111-25 116 is a Single Asset Real Estate
debtor (as defined in 11 U.S.C. Section
101(51B)).
Chapter 11 Petition Date: November 2, 2023
Court: United States Bankruptcy Court
Eastern District of New York
Case No.: 23-44047
Judge: Hon. Jil Mazer-Marino
Debtor's Counsel: Leo Jacobs, Esq.
JACOBS PC
595 Madison Avenue FL 39
New York, NY 10022
Tel: (718) 772-8704
Email: leo@jacobspc.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Lata D. Dass as owner.
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/E6NJSUQ/111-25_116_LLC__nyebke-23-44047__0001.0.pdf?mcid=tGE4TAMA
11824 OCEAN PARK: Has Deal on Cash Collateral Access
----------------------------------------------------
11824 Ocean Park Partners LLC and Calcap Income Fund I, LLC have
advised the U.S. Bankruptcy Court for the Central District of
California, Los Angeles Division, that they have reached an
agreement regarding the Debtor's use of cash collateral and now
desire to memorialize the terms of this agreement into an agreed
order.
CALCAP's predecessor and the Debtor entered into a Loan and
Security Agreement on July 23, 2021, extending a construction loan
of $4,350,000.00. The Debtor executed a Deed of Trust, Assignment
of Leases and Rents, Fixture Filing and Security Agreement to
secure the obligations owed. The Deed of Trust encumbers the real
property with a first-priority lien and pledges all personal
property associated with the property and its construction. All
rights, title, and interest under the Loan Documents were assigned
to CALCAP on April 18, 2023.
The parties agree that the Debtor may use cash collateral for the
maintenance, operation and construction of the Property commonly
known as 11824 Ocean Park Blvd, Los Angeles, California 90064.
The Debtor's right to use cash collateral will continue through and
including December 14, 2023, the continued hearing date on the
Motion, according to the terms set forth in the stipulation, unless
the right terminates earlier upon the occurrence of a Default as
defined in the Stipulation, following written notice and a three
day cure period.
The Debtor may not exceed the Budget on a monthly basis for any
disbursement category by more than 15%, as proposed in the Motion.
The 15% variance will be measured on a cumulative basis, with any
savings or deficits carried forward to the next period.
In the event that any tenant gives notice of intent to vacate, the
Debtor is permitted use of cash collateral to refund said tenant
their security deposit. Any new security deposit(s) paid will be
segregated in the DIP Account.
CALCAP will be granted a perfected and enforceable replacement lien
in all of the Debtor's post-petition assets, Cash Collateral and
DIP Accounts now owned or hereafter acquired by the Debtor. The
replacement lien granted to CALCAP will secure replacement to
CALCAP of the actual amount of cash collateral utilized by Debtor
in the period subsequent to the Petition Date. The replacement lien
will be of the same validity, order of priority, nature and extent
as any duly perfected and unavoidable pre-petition liens described
in the recitals above held by the CALCAP as of the Petition Date.
As adequate protection to CALCAP for the use of its Cash Collateral
during the interim period covered by the Stipulation, the Debtor
agrees to pay CALCAP the amount of $10,000 per month, on November
1, 2023 and December 1, 2023. CALCAP's agreement to this amount of
adequate protection will not be considered an admission or
concession that this amount is adequate protection for the use of
cash collateral for any period after the interim period covered by
the Stipulation. CALCAP may apply such payments to the amounts due
under the Loan Documents as specified in the Loan Documents.
The Debtor's rights to use cash collateral will terminate upon the
occurrence of any of the following events:
a. The Court's determination that the Debtor committed an event of
Default that was not timely cured;
b. Entry of an order (i) granting any creditor other than CALCAP
relief from the automatic stay to exercise any rights which may
impair CALCAP's collateral under any of the Loan Documents, (ii)
converting the case to Chapter 7, (iii) dismissing the case, or
(iv) appointing a trustee; and
c. the Debtor's failure to maintain insurance as required.
A hearing on the matter is set for November 16, 2023 at 11:30 a.m.
A copy of the stipulation is available at
https://urlcurt.com/u?l=BKYQTD from PacerMonitor.com.
About 11824 Ocean Park Partners, LLC
11824 Ocean Park Partners LLC in Los Angeles, CA, filed its
voluntary petition for Chapter 11 protection (Bankr. C.D. Cal. Case
No. 23-16465) on October 3, 2023, listing as much as $1 million to
$10 million in both assets and liabilities. Ronald L. Meer as
president of Bear Capital Partners, Inc., the Managing Member of
Ocean Park Manager, LLC, the Managing Member of the Debtor, signed
the petition.
RHM LAW, LLP serve as the Debtor's legal counsel.
11824 OCEAN PARK: Kicks Off Chapter 11 Bankruptcy Process
---------------------------------------------------------
11824 Ocean Park Partners LLC filed for chapter 11 protection. The
petition states funds will be available to Unsecured Creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
11/7/2023 at 09:00 AM at UST-LA3, TELEPHONIC MEETING. CONFERENCE
LINE:1-866-811-2961, PARTICIPANT CODE:9609127.
About 11824 Ocean Park Partners
11824 Ocean Park Partners LLC is a Single Asset Real Estate debtor
(as defined in 11 U.S.C. Section 101(51B)).
11824 Ocean Park Partners LLC sought relief under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-16465) on Oct.
3, 2023. In the petition filed by Ronald L. Meer as president of
Bear
Capital Partners, Inc., the Managing Member of Ocean Park Manager,
LLC, the Managing Member of the Debtor, it reported assets and
liabilities between $1 million and $10 million each.
Matthew D. Resnik of RHM Law LLP is the Debtor's counsel.
2377 NW: Court Confirms Plan as Modified
----------------------------------------
Judge David W. Hercher has entered an order that the Plan of
Reorganization of 2377 NW Kearney, LLC dated July 13, 2023, is
confirmed with the following modifications:
Paragraph 3.01 is modified to include the following language to the
end of the first paragraph: "To the extent the Reorganized Debtor
and an Administrative Claimant agree to payment other than on the
Confirmation Date, the Reorganized Debtor agrees to grant to such
Administrative Claimants a Deed of Trust to secure all
Administrative Claims, accruing interest at the rate of 1% per
month."
Paragraph 4.03 is modified pursuant to the agreement reached
between the Debtor and Class 2 claimant at the settlement
conference held on August 15, 2023 as follows:
1. As of the Effective Date of Plan (November 1, 2023), the Class
2 claim is allowed in the amount of $1,080,000. Interest will
accrue on a principal balance of the Allowed Class 2 claim of
$860,094.15 from the Effective Date of Plan at 9.24% per annum.
2. The Class 2 creditor will be paid in full no later than
November 1, 2024, together with the additional sum of $18,834.55 as
reimbursement for property taxes paid by the Class 2 creditor.
3. The Class 2 creditor will receive no payments until full and
final payment on or before November 1, 2024.
4. The Class 2 creditor will pay $10,000 for the benefit of the
Reorganized Debtor but such sum shall be paid directly to Conde Cox
to apply to his Administrative Claim immediately following
confirmation of the Plan. The Reorganized Debtor agrees not to
disclose the amount of this payment to any party, other than as
required by notice provisions applicable to this case.
5. The Reorganized Debtor will maintain insurance on the property
with coverages and amounts commensurate with the current policy of
insurance.
6. The Reorganized Debtor will pay when due all property taxes
due on November 15, 2023, either in full to take advantage of the
discount, or on the trimester payment schedule allowed by law.
7. No fees or costs are awarded to the Debtor or the Class 2
creditor.
8. The Debtor and Class 2 creditor agree that the terms of this
settlement do not constitute nor should be construed to be an
admission of wrong doing by either party.
Other than as provided by the First Amended Plan [Doc 102] or by
the terms of this Order, all terms and conditions set forth in the
agreements and instruments under which the Allowed Secured Class 2
Claim arose shall be and remain in full force and effect according
to the terms therein.
This Plan of Reorganization (the "Plan") under Chapter 11,
Subchapter V of the Bankruptcy Code (the "Code") proposes to pay
creditors of 2377 NW Kearney, LLC, (the "Debtor") from business
income, sale of real property, or refinance of the property. The
Plan provides that the Reorganized Debtor will continue the
operation of its business, with the principal place of business at
2377 NW Kearney, Portland, Oregon 97201.
All Allowed Administrative Claims will be paid in full in cash on
the Effective Date of Plan or at such times and in such amounts as
is agreed with the Reorganized Debtor. All Allowed Secured Claims
will be paid in full as provided by this Plan.
This Plan provides for 2 classes of Allowed Secured Claims, one (1)
class of general Allowed Unsecured Claims not entitled to priority
treatment, and 1 class of equity security holders. Classes 1, 2 and
3 will receive distributions equal to the present value, as of the
Effective Date of the Plan, of the amount of the Allowed Claims in
such Classes. The equity holder will retain her interest.
Under the Plan, Class 3 will consist of the Allowed Claims of
General Unsecured Creditors not entitled to priority. Allowed
Unsecured Claims not entitled to priority will be paid the Allowed
amount of their Claim with annual interest at 2%, prorata monthly
payments amortized over 3 years in the approximate sum of $350.00,
beginning on the first day of the month after both the residential
unit and ADU are rented.
The Reorganized Debtor proposes to complete the renovation of the
property for the purpose of renting the two units to obtain the
monthly rents from which payments under the Plan will be made. The
Debtor will obtain the amount necessary to complete the renovation
of approximately $150,000, to be deposited in the Reorganized
Debtors bank account after entry of the Order Confirming Plan and
before the Effective Date.
Of Attorneys for Debtor in Possession:
Keith Y. Boyd, Esq.
KEITH Y. BOYD, P.C.
724 S. Central Ave., Suite 106
Medford, OR 97501
Telephone: 541-973-2422
Facsimile: 541-973-2426
E-mail: keith@boydlegal.net
A copy of the Order dated October 18, 2023, is available at
https://tinyurl.ph/AAwjr from PacerMonitor.com.
About 2377 NW Kearney
2377 NW Kearney, LLC, a company in Portland, Ore., filed a Chapter
11 petition (Bankr. D. Ore. Case No. 22-31209) on July 26, 2022,
with between $1 million and $10 million in both assets and
liabilities. Jacqueline Alexander, member, signed the petition.
Judge David W. Hercher oversees the case.
The Law Offices of Keith Y. Boyd and the Law Office of Conde Cox
serve as the Debtor's bankruptcy counsel and special counsel,
respectively.
255 BUTLER LLC: Hits Chapter 11 Bankruptcy Protection
-----------------------------------------------------
255 Butler LLC filed for Chapter 11 protection in the Eastern
District of New York. According to court filing, the Debtor reports
between $10 million and $50 million in debt owed to 1 and 49
creditors. The petition states funds will be available to
unsecured creditors.
A telephonic meeting of creditors under 11 U.S.C. Section 341(a) is
slated for November 6, 2023, at 3:00 P.M.
About 255 Butler LLC
255 Butler LLC is a Single Asset Real Estate (as defined in 11
U.S.C. Sec. 101(51B)). It owns a commercial building located at
255 Butler Street, Brooklyn, New York.
255 Butler LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 23-43575) on Oct. 3,
2023. In the petition filed by Margaux Levy, as manager, the
Debtor reported assets and liabilities between $10 million and $50
million.
The Debtor is represented by:
J Ted Donovan, Esq.
Goldberg Weprin Finkel Goldstein LLP
255 Butler Street
Brooklyn, NY 11217-3020
3OE SCIENTIFIC: Case Summary & 11 Unsecured Creditors
-----------------------------------------------------
Debtor: 3OE Scientific, LLC
424 W. Main St., Suite 4A
Carmel IN 46032
Business Description: The Debtor is a manufacturer of medical
equipment & supplies.
Chapter 11 Petition Date: November 3, 2023
Court: United States Bankruptcy Court
Southern District of Indiana
Case No.: 23-04918
Judge: Hon. James M. Carr
Debtor's Counsel: Jeffrey Hester, Esq.
HESTER BAKER KREBS LLC
One Indiana Sq Suite 1330
Indianapolis IN 46204
Tel: 317-833-3030
Email: jhester@hnkfirm.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Thomas F. Foust as chief executive
officer.
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/6DKPEVY/3OE_Scientific_LLC__insbke-23-04918__0001.0.pdf?mcid=tGE4TAMA
717 ARMORY LLC: Dives into Chapter 11 Bankruptcy
------------------------------------------------
717 Armory LLC and affiliates filed for chapter 11 protection in
the Middle District of Pennsylvania. According to court filing, the
Debtor reports between $1 million and $10 million in debt owed to 1
and 49 creditors. The petition states funds will be available to
unsecured creditors.
A telephonic meeting of creditors under 11 U.S.C. Section 341(a) is
slated for November 9, 2023, at 2:00 P.M.
About 717 Armory
717 Armory LLC is a limited liability company engaged in the sale
and use training of firearms and operations of a gun and archery
range.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Pa. Case No. 23-02284) on Oct. 4, 2023. In the
petition signed by Patrick R. Connaghan, member, the Debtor
disclosed up to $10 million.
The Honorable Bankruptcy Judge Henry W Van Eck oversees the case.
The Debtor is represented by:
Robert E Chernicoff, Esq.
Cunningham and Chernicoff PC
7500 Derry Street
Harrisburg, PA 17111
Tel: (717) 238-6570
Email: rec@cclawpc.com
A & T ASSETS: Unsecureds Owed $43K to Get Full Payment
------------------------------------------------------
A & T Assets LLC submitted a Chapter 11 Plan and a Disclosure
Statement.
The Debtor, a single asset real estate debtor as that term is
understood under the Bankruptcy Code, filed for relief primarily
due to the refusal of NPSFT LLC and NPSFT1 LLC to provide a payoff
statement in accordance with the note and mortgage which mortgage
is a lien against the Debtor's real property commonly known as
23-33 31 Street, Astoria, New York ("Astoria Real Property").
NPSFT filed a proof of claim with this Court (Claim No. 2-1) in
which it set forth that it was owed $3,307,902 as of July 13, 2023,
plus all post interest and fees and costs due and owing in
connection therewith.
Recoveries projected in the Plan shall be from the Debtor's
re-financing of the Astoria Real Property and the sale of the real
property located at 3-29 150th Street, Whitestone, New York
("Whitestone Property"). The amount generated by the proposed
re-financing of the Astoria Real Property shall be used to satisfy
the claim of the Secured Creditor; the payment of any outstanding
statutory fees due and owing the United States Trustee; the payment
of allowed costs of administration of the case (the "Administrative
Claims") and a distribution to the holder of Allowed Claims.
The Debtor believes that the recoveries provided for in the
proposed Plan exceed any recovery that would otherwise be available
if NPSFT were to foreclose on its interest in the Astoria Real
Property. Similarly, the Debtor believes that if this chapter 11
case was converted to one under chapter 7 of the Bankruptcy Code,
the holders of the Allowed Claims would receive less than the
amounts anticipated in the Debtor's Plan due to the additional
administrative expenses that would necessarily be incurred in such
liquidation.
Under the Plan, Class 3 consists of Allowed General Unsecured
Claims. The Debtor believes that the following creditors as holding
general unsecured claims as against the Debtor: Consolidated Edison
Company of New York Inc. ("ConEdison") - $42,979.23. Accordingly,
ConEdison shall have an allowed general unsecured claim in the
amount of $42,979.23.
Accordingly, the Debtor estimates that the Allowed General
Unsecured Claims total $42,979.23. The Allowed General Unsecured
Claims shall be paid in full in Cash within 10 business days from
the Effective Date. Class 3 is impaired and entitled to vote.
The Debtor has obtained a Term Sheet from Quontic Bank where it has
agreed to provide the Debtor with financing up to $2,500,000.00.
The Debtor's ability to close on that financing is not difficult as
there is, as conceded by NPSFT, substantial value to the Astoria
Real Property, which estimated by NPSFT to be $6,000,000.00 and as
the Debtor's affiliate is selling the Whitestone Real Property for
$1,500,000.00 and the maximum amount owed to NPSFT is $3,300,00.00,
there is no issue as to the Debtor being able to fully satisfy the
amount owed to NPSFT when determined by the Court. The Effective
Date of the Plan is expressly conditioned upon the closing on the
Exit Facility having occurred and there being sufficient funds
allocated from the Exit Facility to fully fund the plan.
In the event of the sale of the Astoria Real Property, the Debtor
shall have no continued interest in the Real Property.
Attorneys for A & T Assets LLC:
Marc A. Pergament, Esq.
WEINBERG, GROSS & PERGAMENT LLP
400 Garden City Plaza, Suite 309
Garden City, New York 11530
(516) 877-2424 ext. 226
E-mail: mpergament@wgplaw.com
A copy of the Disclosure Statement dated October 18, 2023, is
available at https://tinyurl.ph/RyaWu from PacerMonitor.com.
About A & T Assets
A & T Assets, LLC is engaged in activities related to real estate.
It is the fee simple owner of a real property located at 23-33 31st
St., Astoria, N.Y., valued at $3 million.
A & T Assets filed its voluntary petition for relief under Chapter
11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No.
23-41827) on May 24, 2023, with $3,000,000 in assets and $7,550,824
in liabilities. Evangelos Gerasimou, manager, signed the petition.
Judge Nancy Hershey Lord presides over the case.
Marc A. Pergament, Esq., at Weinberg, Gross & Pergament, LLP
represents the Debtor as counsel.
ACCELERATED HEALTH: $875MM Bank Debt Trades at 15% Discount
-----------------------------------------------------------
Participations in a syndicated loan under which Accelerated Health
Systems LLC is a borrower were trading in the secondary market
around 84.6 cents-on-the-dollar during the week ended Friday,
November 3, 2023, according to Bloomberg's Evaluated Pricing
service data.
The $875 million facility is a Term loan that is scheduled to
mature on February 15, 2029. The amount is fully drawn and
outstanding.
Accelerated Health Systems, LLC provides healthcare services. The
Company offers athletic training, physical therapy, occupational
therapy, and fitness services to affiliations including high
schools, colleges, and many professional sports teams.
AEMETIS INC: Board Committee OKs $1.2M Bonuses to Executives
------------------------------------------------------------
Aemetis, Inc. disclosed in a Form 8-K filed with the Securities and
Exchange Commission that the Governance, Compensation, and
Nominating Committee of the Board of Directors of the Company held
a special meeting at which it considered bonus awards to
management, including its named executive officers, and certain
other employees of Aemetis, Inc.
At that meeting, the Committee reviewed the progress of the Company
in achieving key goals in several different segments of operations.
The Committee also reviewed the salaries of its Named Executive
Officers in conjunction with U.S. national average compensation
levels obtained from a third-party compensation consultant.
In connection with its review, the Committee approved and
authorized the payment of one-time bonuses to the Company's Named
Executive Officers in the following amounts: Eric A. McAfee,
Chairman and chief executive officer, bonus of $300,000; Todd A.
Waltz, executive vice president and chief financial officer, bonus
of $250,000; Andrew B. Foster, executive vice president, North
America, bonus of $250,000; Sanjeev Gupta, executive vice
president, Aemetis International, bonus of $250,000; J. Michael
Rockett, executive vice president, general counsel and corporate
secretary, bonus of $100,000.
About Aemetis
Headquartered in Cupertino, California, Aemetis, Inc. --
http://www.aemetis.com-- is an international renewable natural
gas, renewable fuels and byproducts company focused on the
acquisition, development and commercialization of innovative
technologies that replace traditional petroleum-based products.
The Company operates in two reportable geographic segments: "North
America" and "India."
Aemetis reported a net loss of $107.76 million for the year ended
Dec. 31, 2022, compared to a net loss of $47.15 million for the
year ended Dec. 31, 2021. As of March 31, 2023, the Company had
$210.38 million in total assets, $103.63 million in total current
liabilities, $329.17 million in total long-term liabilities, and a
total stockholders' deficit of $222.42 million.
"As a result of negative capital, negative market conditions
resulting in prolonged idling of the Keyes Plant, negative
operating results, and collateralization of substantially all of
the company assets, the Company has been reliant on its senior
secured lender to provide additional funding and has been required
to remit substantially all excess cash from operations to the
senior secured lender. In order to meet its obligations during the
next twelve months, the Company will need to either refinance the
Company's debt or receive the continued cooperation of its senior
lender. This dependence on the senior lender raises substantial
doubt about the Company's ability to continue as a going concern"
the Company said in its Form 10-Q for the period ended June 30,
2023, filed with the Securities and Exchange Commission on Aug. 4,
2023.
AEROFARMS INC: Seeks to Extend Plan Exclusivity to December 5
-------------------------------------------------------------
AeroFarms, Inc. and its affiliates asked the U.S. Bankruptcy
Court for the District of Delaware to extend the exclusive
periods within which they may file a chapter 11 plan and solicit
acceptances thereto to December 5, 2023 and February 5, 2024,
respectively.
The initial exclusive filing period ends on October 6, 2023,
while the initial exclusive solicitation period expires on
December 5, 2023.
The Debtors claim that they have, among other things:
(i) approved the sale of substantially all of its assets
to the Stalking Horse Purchaser;
(ii) filed the Plan;
(iii) approved solicitation of the Plan;
(iv) filed their Schedules of Assets and Liabilities and
Statements of Financial Affairs and monthly operating
reports;
(v) responded to various creditor inquiries and demands;
and
(vi) handled the various other tasks related to the
administration of their estates and Chapter 11 Cases.
The Debtors stated that they have filed with the Committee as
joint proponents the Plan, and that they have begun the process
of approving the solicitation of the Plan. The Debtors submitted
that, under these circumstances, the requested extensions are
both appropriate and necessary to afford them with sufficient
time to continue marketing the Plan and to mitigate the time and
expense associated with incremental extension motions that
inevitably would be required absent the requested extension.
The Debtors explained that the requested extension will
facilitate their efforts by providing them with a full and fair
opportunity to resolve any remaining issues and market the Plan
without the distraction of ill-formed competing plans.
AeroFarms, Inc. and its affiliates are represented by:
Stuart M. Brown, Esq.
Kaitlin MacKenzie, Esq.
DLA PIPER LLP (US)
1201 N. Market Street, Suite 2100
Wilmington, DE 19801
Tel: (302) 468-5700
Email: craig.martin@us.dlapiper.com
kaitlin.mackenzie@us.dlapiper.com
- and -
Richard A. Chesley, Esq.
DLA PIPER LLP (US)
444 West Lake Street, Suite 900
Chicago, IL 60606
Tel: (312) 368-4000
Email: richard.chesley@us.dlapiper.com
About AeroFarms Inc.
AeroFarms, Inc. is engaged in large-scale commercial indoor
vertical farming, using proprietary aeroponic technology to grow
differentiated leafy greens products while using up to 95 percent
less water and zero pesticides. AeroFarms operates two
commercial farms, which are located in Danville, Virginia and
Newark, New Jersey, where they also have their Company
headquarters.
AeroFarms and affiliates sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10737)
on June 8, 2023. In the petition signed by Guy Blanchard,
president and CEO, the Debtor disclosed up to $500 million in
assets and up to $100 million in liabilities.
Judge Mary F. Walrath oversees the case.
The Debtors tapped DLA Piper LLP (US) as general bankruptcy
counsel, CloudPoint Capital LLC as investment banker, ICR, LLC as
communications and consulting services provider, Omni Agent
Solutions as notice and claims agent.
The U.S. Trustee for Region 3 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases.
Fox Rothschild, LLP and Dundon Advisers, LLC serve as the
committee's legal counsel and financial advisor, respectively.
ALL FLORIDA SAFETY: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: All Florida Safety Institute, LLC
822 A1A South Suite #310
Ponte Vedra Beach, FL 32082
Business Description: All Florida Safety Institute (AFSI), a
Driver License Testing School, opened in
North East Florida in 2016 to give residents
in the state a better understanding of
driving rules, requirements, and techniques
that will make roads safer for everyone.
Chapter 11 Petition Date: November 3, 2023
Court: United States Bankruptcy Court
Middle District of Florida
Case No.: 23-02720
Debtor's Counsel: Thomas Adam, Esq.
THOMAS ADAM
2258 Riverside Ave
Jacksonville, FL 32204
Email: tadam@adamlawgroup.com
Total Assets: $1,872,100
Total Liabilities: $4,819,392
The petition was signed by Mark Allen as manager.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/4BDAKNQ/All_Florida_Safety_Institute_LLC__flmbke-23-02720__0001.0.pdf?mcid=tGE4TAMA
ALLERGY & ASTHMA: Unsecureds Will Get 4.27% of Claims over 5 Years
------------------------------------------------------------------
Allergy & Asthma Center of S.W. Washington, LLC, submitted a
Modified Subchapter V Plan of Reorganization dated October 24,
2023.
The Debtor will continue to operate its medical business and
provide treatment for asthma and allergies, including allergy
testing, immunotherapy, allergy shots and other asthma and allergy
treatments.
Now that the Debtor is in bankruptcy and the automatic stay
prohibits the merchant cash advance creditors from intercepting
Debtor's receivables, Debtor is continuing to operate and is doing
well. It anticipates to continue its business operation, work on
the collection efforts for its receivables, and reorganize its
debts.
Dr. Sanjeev Jain will remain the sole owner and 100% shareholder of
the Debtor. Mr. Sanjeev Jain will remain the Chief Operating
Officer of the Debtor.
After the Plan is confirmed: Dr. Sanjeev Jain will forego his
salary for the first 6 months of the plan, then resume his
$10,000.00 monthly compensation from the Debtor plus the
perquisites for car allowance and business travel. Rajeev Jain will
no longer receive a salary from the Debtor.
Total liabilities are $3,334,543 in general unsecured claims
($1,973,539.05 in light of JPMC's 1111(b) election); $58,190.24 in
priority unsecured claims; and $415,702.56 in secured claims
($1,776,706.88 in light of JPMC's 1111(b) election). The Debtor
and JPMC have entered into a Plan Treatment Stipulation ("JPMC Plan
Treatment Stipulation") that was approved by the Court.
Class #2b consists of General Unsecured Claims. Each creditor in
Class #2b will be paid 4.27% of its claim beginning the first
relevant date after the Effective Date Over 5 years in equal
monthly installments of $1,407 due on the first day of each
calendar month/quarter.
Class #4a consists of Secured Creditor JPMorgan Chase Bank, N.A.
JPMorgan Chase Bank's claim was bifurcated into $415,703 secured
(per value of Debtor's assets) and $1,361,004 as a general
unsecured claim (treated in class 2b). However, a timely 1111(b)
election was made, and the Debtor and JPMC entered into a plan
treatment stipulation ("JPMC Stipulation") and the court entered an
order approving (docket no. 141).
Pursuant to the JPMC Stipulation, the parties agreed to the
following plan treatment:
* Chase holds a valid, senior secured claim encumbering all
property of the Debtor.
* Chase timely made an election under Section 111l(b)(2) of
the Bankruptcy Code to have its total claim treated as an allowed
secured claim for purposes of the Chapter 11 plan confirmation
process.
* The total amount of Chase's claim is $1,776,706.88, as of
March 6, 2023 (which has been reduced by post-petition adequate
protection payments made to Chase).
* Starting on the Plan Effective Date, Chase will receive
monthly payments of
* $6,928.38 for 12 months (i.e., 12 payments of $6,928.38).
Starting with the 13th month following the Plan Effective Date,
Chase's monthly payments increase to $8,000 Starting with the 25th
month following the Plan Effective Date, Chase's monthly payments
increase to $10,000, and continue monthly to January 1, 2034. On
January 1, 2034, a balloon payment will be due in the amount of the
remaining debt owed to Chase (i.e., the claim amount, less adequate
protection payments, monthly payments made, and other payments
received by Chase for repayment of the Loans).
* The Plan shall include this due on sale or due on transfer
clause providing that without the written consent of Chase, the
debt owed to Chase will be due and payable upon the sale or
transfer of any equity interest in the Debtor over 25% in the
aggregate.
* The Chase guaranties and security agreement encumbering all
of Debtor's assets will remain in full force and effect and Chase
retains its lien in all of Debtor's assets, following confirmation,
until the Chase POC amount is paid in full. All other terms of the
guaranties and security agreement not directly altered by this
Stipulation will remain in full force and effect. Plan conflict
with the terms of this Stipulation, the terms of this Stipulation
will control.
The Debtor's revenue depends on the billings it submits to various
insurance companies for payment. It is possible for the insurance
companies to delay certain payments, but given the volume of
Debtor's billings, Debtor believes it will have a steady source of
income to support a feasible reorganization plan.
The Debtor's Plan calls for 1 (potentially 2) balloon payments, and
there always are inherent risks associated with balloon payments.
The first balloon payment is due on January 1, 2034, for the
remaining amount due on JPMC's claim. However, this risk is
mitigated since the Debtor has sufficient time to plan to have the
funds available ahead of time.
The second potential balloon payment is due on the 60th month
following the Effective Date to the general unsecured creditors.
Debtor's Plan is a commitment to pay 4.27% regardless of future
revenues, expenses, or the total allowed claims; therefore,
anything below that amount on the 60th month following the
Effective Date must be paid in full. This risk is mitigated because
the Debtor is confident that the minimum payment due under the Plan
will be paid in full every month so that there is no balloon
payment.
A full-text copy of the Modified Plan dated October 24, 2023 is
available at https://urlcurt.com/u?l=JD0nwo from PacerMonitor.com
at no charge.
Attorney for Debtor:
Sheila Esmaili, Esq.
Law Offices of Sheila Esmaili
11601 Wilshire Blvd., Suite 500
Los Angeles, CA 90025
Telephone: (310) 734-8209
Facsimile: (877) 738-6220
Email: SELaw@bankruptcyhelpla.com
About Allergy & Asthma Center
Allergy & Asthma Center of S.W. Washington, LLC is a Los
Angeles-based provider of personalized care for allergies and
asthma.
Allergy & Asthma Center sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-11270) on March
6, 2023. In the petition signed by its chief executive officer,
Sanjeev Jain, MD, the Debtor disclosed up to $500,000 in assets and
up to $10 million in liabilities.
Judge Vincent P. Zurzolo oversees the case.
Sheila Esmaili, Esq., at the Law Offices of Sheila Esmaili, is the
Debtor's bankruptcy counsel.
AMADEUS TRUST: Court OKs Cash Collateral Access on Final Basis
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
Los Angeles, Division, authorized the Amadeus Trust Under
Declaration of Trust of January 24, 2000 to use cash collateral on
a final basis.
As previously reported by the Troubled Company Reporter, the
Debtor's sole asset is the Property located at 3800 Wailea Alanui
Drive, Apt./Unit E201, Kihei, Hawaii 96753 (and potentially the
rental income it generates). The Debtor estimates that the current
fair market value of the Property is between $9 to $10 million. The
Property has two large master bedrooms and a third large bedroom,
three and a half baths, a large lanai with built-in barbecue, a
private elevator for privacy and ease of access; multi-zone central
air conditioning and ceiling fans; and a European kitchen with
state-of-the art appliances located in a lush 10.74-acre retreat.
In recent years, the Property has been managed and leased by the
Association of Apartment Owners of Wailea Beach Villas.
It is undisputed that U.S. Bank Trust, N.A., as trustee for LSF9
Master Participation Trust, and the AOAO, each have a cash
collateral security interest in all rental proceeds generated by
the Property. It is further undisputed that the Bank's lien on cash
collateral is senior in priority to the lien of the AOAO. The Bank
and the AOAO are the only parties known to hold interests in the
Debtor's cash.
As adequate protection, the Secured Creditors were granted
replacement liens on the ongoing gross rental proceeds generated by
the Property to the same extent, validity, and priority as the
Secured Creditors' current liens against the Property under
applicable nonbankruptcy law.
A copy of the order is available at https://urlcurt.com/u?l=S4uXWL
from PacerMonitor.com.
About Amadeus Trust Under Declaration
of Trust of January 24, 2000
The Amadeus Trust under Declaration of Trust of January 24, 2000
filed its voluntary petition for Chapter 11 protection (Bankr. C.D.
Calif. Case No. 23-13086) on May 18, 2023, with as much as $1
million to $10 million in both assets and liabilities. Gerald
Goldstein, as trustee, signed the petition.
Judge Neil W. Bason oversees the case.
Jeffrey I. Golden, Esq., Golden Goodrich, LLP serves as the
Debtor's legal counsel.
AMERICAN TIRE: Moody's Alters Outlook on 'B3' CFR to Negative
-------------------------------------------------------------
Moody's Investors Services affirmed the ratings of American Tire
Distributors, Inc. ("ATD"), including its B3 corporate family
rating, B3-PD probability of default rating and Caa1 senior secured
credit facilities ratings. The outlook has been changed to negative
from stable.
The negative outlook reflects Moody's expectation that the
company's earnings will likely weaken further than anticipated in
2023. Furthermore, Moody's expects financial leverage will remain
high and free cash flow will breakeven to modestly positive in
2024. ATD's operating performance is expected to improve on
increasing volume and better pricing following the current softness
in the aftermarket tire industry. However, ATD is dependent on
improved economic and market conditions and a reduction in its high
cost inventory for a meaningful reduction in leverage and improved
cash flow.
RATINGS RATIONALE
The ratings are constrained by ATD's slower than expected sales
during the first half of 2023, as demand for the company's products
have been adversely impacted by lower auto aftermarket spending for
replacement tires since early 2022. The demand for the company's
products is supported by growing vehicle miles driven and an aging
light vehicle population for replacement tires. Additionally, the
company generates a modest EBITDA margin, typically about 6.5% but
currently well below this level at 3.5% for the twelve months ended
July 1, 2023. This decline is due to the slow economy, an
inflationary cost environment and high priced inventory that has
been difficult to move. Operating cash flow is also volatile,
heavily affected by changes in working capital through cycles. As
such, Moody's expects debt-to-LTM EBITDA, which was 10.8x at July
1, 2023, to remain high at about 11.4x at the end of 2023, before
declining to about 7.4x by the end of 2024. This is supported by
Moody's expectation that ATD's EBITDA margin will improve in 2024
to about 4.7% as a result of better industry conditions and
improved volumes and pricing. Moreover, Moody's expects ATD to pay
down around $80 million of the outstanding ABL by year-end 2023
using free cash flow generated from a reduction in inventory
levels.
ATD's liquidity is expected to remain adequate, reflecting a cash
balance of about $26 million as of July 1, 2023, and positive free
cash flow of around $74 million for 2023. Moody's expects ATD will
have breakeven to modestly positive free cash flow in 2024, as
higher working capital spend will be required to replenish
inventory. The company's primary revolving credit facility is a
$1.1 billion asset-based facility that expires in 2026. Moody's
expects that the company will use much of its free cash flow to
repay a portion of the outstanding revolver this year.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
The rating could be downgraded if the company fails to see a
recovery in volume and improved earnings such that debt-to-EBITDA
remains above 7x or EBITA-to-interest expense is below 1.0x. The
ratings could also be downgraded if the company fails to improve
liquidity through reductions in working capital, sustained negative
free cash flow or reduced availability of the company's revolver.
The ratings could also be downgraded if the company undertakes a
pre-emptive restructuring of its debt or Moody's estimates of
recovery deteriorate.
The ratings could be upgraded if ATD demonstrates earnings growth
that supports sustained EBITDA margin near 7% and debt-to-EBITDA
below 5.5x. Expectations for ATD to maintain prudent working
capital management to generate free cash flow to debt near 5% could
also result in an upgrade.
The principal methodology used in this rating was Distribution and
Supply Chain Services published in February 2023.
Headquartered in Huntersville, North Carolina, American Tire
Distributors, Inc. is a wholesale distributor of tires, custom
wheels, and related tools in North America. Revenue for the twelve
months ended June 30, 2023 was about $5.7 billion. The company is
majority-owned by a large consortium of investors.
APPS INC: Case Summary & Five Unsecured Creditors
-------------------------------------------------
Debtor: Apps, Inc.
744 Long Hill Rd
Groton, CT 06340
Chapter 11 Petition Date: November 3, 2023
Court: United States Bankruptcy Court
District of Connecticut
Case No.: 23-20895
Judge: Hon. James J. Tancredi
Debtor's Counsel: Jeffrey M. Sklarz, Esq.
GREEN & SKLARZ LLC
1 Audubon St, 3rd Fl
New Haven, CT 06511
Tel: 203-285-8545
Fax: 203-823-4546
Email: jsklarz@gs-lawfirm.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Gordon H. Newton as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's five unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/X27HFAQ/Apps_Inc__ctbke-23-20895__0001.0.pdf?mcid=tGE4TAMA
ARCHWAY REAL: Hires Martin Law Group P.C. as Legal Counsel
----------------------------------------------------------
Archway Real Estate Holdings II LLC seeks approval from the U.S.
Bankruptcy Court for the District of Columbia to employ Martin Law
Group, P.C. as legal counsel to handle its Chapter 11 case.
The firm will be paid at the rates of $475 per hour, a retainer of
$6,750.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Jeffery T. Martin, Jr, a partner at Martin Law Group, P.C,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Jeffery T. Martin, Jr., Esq.
Martin Law Group, P.C
7918 Jones Branch Dr. 4th Floor
McLean, VA 22102
Telephone: (703) 223-1822
(703) 474-3436
Email: Jeff@martinlawgroupva.com
About Archway Real Estate Holdings II LLC
Archway Real Estate Holdings II, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. D.D.C. Case No. 23-00293) on October 11, 2023,
disclosing under $1 million in both assets and liabilities.
The Debtor is represented by MARTIN LAW GROUP PC.
ARDELYX INC: Posts $6.6 Million Net Income in Third Quarter
-----------------------------------------------------------
Ardelyx, Inc. filed with the Securities and Exchange Commission its
Quarterly Report on Form 10-Q disclosing net income of $6.63
million on $56.39 million of total revenues for the three months
ended Sept. 30, 2023, compared to a net loss of $22.89 million on
$4.98 million of total revenues for the three months ended Sept.
30, 2022.
For the nine months ended Sept. 30, 2023, the Company reported a
net loss of $37.26 million on $90.09 million of total revenues
compared to a net loss of $77.90 million on $7.98 million of total
revenues for the nine months ended Sept. 30, 2022.
As of Sept. 30, 2023, the Company had $289.38 million in total
assets, $98.22 million in total liabilities, and $191.16 million in
total stockholders' equity.
Ardelyx stated, "As of September 30, 2023, we had cash, cash
equivalents and short-term investments of approximately $165.1
million. We have incurred operating losses since inception in 2007
and our accumulated deficit as of September 30, 2023 is $817.4
million. Since December 31, 2021 and prior to September 30, 2023,
our liquidity position raised substantial doubt about our ability
to continue as a going concern. We have addressed our operating
cash flow requirements through cash generated from product sales of
IBSRELA, proceeds from the sale of shares of our common stock under
our at-the-market offering, and from the receipt of milestones
payments from our collaboration partners and payments from our
Japanese collaboration partner under the second amendment to our
License Agreement, which were received in October 2023. We believe
our available cash, cash equivalents and short-term investments as
of September 30, 2023 will be sufficient to fund our operations for
at least a period of one year from the issuance of these condensed
financial statements."
CEO Comments
"Ardelyx is effectively advancing on all fronts with clear focus,
evidenced by the continued strong performance of IBSRELA as well as
the approval and commercial launch of XPHOZAH," said Mike Raab,
president and chief executive officer. "Demonstrating consistent,
quarter-over-quarter growth of IBSRELA prescriptions during the
third quarter, we achieved a 22 percent increase in net sales
revenue. We continue to see an increase in new and repeat writers,
as well as new and refill prescriptions increasing from established
writers at a steady, meaningful trajectory. We have raised our
full year U.S. net sales revenue guidance for IBSRELA, reflecting
the important benefit this product is offering to patients. In
addition, on October 17, we received our long sought after FDA
approval of XPHOZAH. Our team is in the field, and launch is
underway. We anticipate having product in channel in early
November."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/0001437402/000162828023035597/ardx-20230930.htm
About Ardelyx, Inc.
Headquartered in Waltham, Massachusetts, Ardelyx, Inc. --
www.ardelyx.com -- is a biopharmaceutical company founded with a
mission to discover, develop and commercialize innovative,
first-in-class medicines that meet significant unmet medical needs.
The Company developed a unique and innovative platform that
enabled the discovery of new biological mechanisms and pathways to
develop potent, and efficacious therapies that minimize the side
effects and drug-drug interactions frequently encountered with
traditional, systemically absorbed medicines.
San Mateo, California-based Ernst & Young LLP, the Company's
auditor since 2009, issued a "going concern" qualification in its
report dated March 2, 2023, citing that the Company has suffered
recurring losses from operations and has stated that substantial
doubt exists about the Company's ability to continue as a going
concern.
ASPEN RIDGE: S&P Affirms 'BB' LT Rating on 2015A/B Revenue Bonds
----------------------------------------------------------------
S&P Global Ratings revised its outlook to positive from stable and
affirmed its 'BB' long-term rating on the Colorado Educational and
Cultural Facilities Authority's series 2015A and 2015B fixed-rate
charter school revenue bonds, issued for Aspen Ridge Preparatory
School (ARPS).
"The outlook revision reflects our view of ARPS' improved financial
performance with a trend of healthy margins and maximum annual debt
service coverage, a growing liquidity position, and increasing
enrollment, which we expect will be sustained through the outlook
period," said S&P Global Ratings credit analyst John Miceli.
ATLAS PURCHASER: $250MM Bank Debt Trades at 58% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Atlas Purchaser Inc
is a borrower were trading in the secondary market around 42.4
cents-on-the-dollar during the week ended Friday, November 3, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $250 million facility is a Term loan that is scheduled to
mature on May 18, 2029. The amount is fully drawn and
outstanding.
Atlas Purchaser, Inc., which does business as Alvaria, Inc.,
acquired the assets of Aspect Software in a leveraged buyout in
2021. Aspect is a provider of call center software and solutions.
AVINGER INC: Reports $4.5MM Net Loss for Third Quarter 2023
-----------------------------------------------------------
Avinger, Inc. has released its financial results for the quarter
ended September 30, 2023. The Company said net loss and
comprehensive loss for the third quarter of 2023 was $4.5 million,
compared with $4.2 million in the second quarter of 2023 and $4.1
million in the third quarter of 2022.
Avinger's Third Quarter and Recent Highlights included:
* Third quarter revenue of $1.8 million, and gross margin of
21%
* Initiated full commercial launch for Tigereye ST, Avinger's
most advanced image-guided CTO-crossing device, in September
* Commenced limited launch of the new Pantheris LV (large
vessel) image-guided atherectomy device
* Advanced development of the first-ever image-guided coronary
CTO-crossing system, including successful completion of additional
animal and cadaver heart studies, in preparation for IDE submission
anticipated mid-2024
* Named Phil Preuss to new position of Chief Commercial
Officer in October, to lead sales force expansion and drive revenue
growth initiatives
* Released updated, best-in-class interim data from the
Pantheris SV IMAGE-BTK (below-the-knee) study in key opinion leader
presentation at the AMP clinical conference
* Strengthened balance sheet through conversion of $1.9
million or 12% of outstanding debt to a new series of convertible
preferred stock, and raising net proceeds of $5.1 million through
the sale of common stock in the company's at-the-market (ATM)
facility
"With full commercial launch of our Tigereye ST CTO-crossing
catheter and limited launch of our new Pantheris LV image-guided
atherectomy system in the third quarter, exciting new clinical
outcomes data for our Pantheris SV below-the-knee atherectomy
device, and the outstanding performance and increased mobility of
our Lightbox 3 imaging console launched last year, we have built
the most advanced peripheral products portfolio in the industry,"
commented Jeff Soinski, Avinger's President and CEO.
"To support the launch of our new product offerings and drive
meaningful revenue growth in 2024, we are commencing an expansion
of our sales team with plans to increase the size of our direct
sales force by more than 25% in the fourth quarter. I am thrilled
to have Phil Preuss lead these efforts in his new role as Chief
Commercial Officer. Phil brings over 15 years of direct industry
experience to this expanded role and has been deeply involved in
the commercial launch and development of our advanced product
portfolio in his prior position as Chief Marketing Officer.
"We continue to make excellent progress on the development of our
first coronary product application, including the successful
completion of animal studies and cadaver heart studies in an
innovative coronary test model at a leading clinical institution.
We are excited about the results we are seeing as we continue to
advance our lead design candidate and anticipate filing an IDE
application with the FDA by mid-2024 to allow for the initiation of
a clinical study following approval. Our first entry into the
coronary space is designed to provide superior, simplified, and
more predictable clinical outcomes while crossing chronic total
occlusions in the coronary arteries, and we are excited about the
prospect of extending our proprietary image-guided approach to this
large and underserved market with well-established reimbursement."
Third Quarter 2023 Financial Results
Total revenue was $1.8 million for the third quarter of 2023,
compared with $2.0 million in the second quarter of 2023 and $2.3
million in the third quarter of 2022. The change in sales revenue
primarily reflected a decrease in sales headcount, while sales
productivity for existing team members remained consistent with the
prior quarter. The company has hired two new clinical specialists
in October as a first step in expanding The Company's clinical
support capabilities with the hiring of additional sales and
clinical support personnel planned for the fourth quarter.
Gross margin for the third quarter of 2023 was 21%, compared with
30% in the second quarter of 2023 and 35% in the third quarter of
2022. The change in gross margin primarily reflected lower
manufacturing volume over fixed costs in the third quarter.
Operating expenses for the third quarter of 2023 were $4.4 million,
up slightly from $4.3 million in the second quarter of 2023 and
down from $4.5 million in the third quarter of 2022 as the company
maintains an efficient operating expense structure.
Adjusted EBITDA, as defined under non-GAAP financial measures in
this press release, was a loss of $3.7 million, up slightly from a
loss of $3.4 million in the second quarter of 2023 and a loss of
$3.6 million in the third quarter of 2022. For more information
regarding non-GAAP financial measures discussed in this press
release, please see "Non-GAAP Financial Measures" below, as well as
the reconciliation of non-GAAP measures to the nearest GAAP
measure, provided in the tables below.
Cash and cash equivalents totaled $8.7 million as of September 30,
2023.
A full-text copy of the Report, filed with the Securities and
Exchange Commission, is available at https://tinyurl.com/2p8y4hcc
About Avinger
Headquartered in Redwood City, California, Avinger, Inc. –
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).
Avinger reported a net loss applicable to common stockholders of
$27.24 million for the year ended Dec. 31, 2022, a net loss
applicable to common stockholders of $21.59 million for the year
ended Dec. 31, 2021, a net loss applicable to common stockholders
of $22.87 million for the year ended Dec. 31, 2020, a net loss
applicable to common stockholders of $23.03 million for the year
ended Dec. 31, 2019, and a net loss applicable to common
stockholders of $35.69 million for the year ended Dec. 31, 2018. As
of June 30, 2023, the Company had $16.94 million in total assets,
$23.53 million in total liabilities, and a total stockholders'
deficit of $6.59 million.
San Francisco, California-based Moss Adams LLP, the Company's
auditor since 2017, issued a "going concern" qualification in its
report dated March 15, 2023, citing that the Company's recurring
losses from operations and its need for additional capital raise
substantial doubt about its ability to continue as a going concern.
CABALLERO SAND & GRAVEL: Starts Subchapter V Bankruptcy
-------------------------------------------------------
Caballero Sand & Gravel Inc. filed for chapter 11 protection in the
Northern District of Texas. According to court documents, the
Debtor reported between $1 million and $10 million in debt owed to
1 and 49 creditors.
The Debtor reported assets of up to $50,000 and liabilities of $1
million to $10 million. The petition states funds will be
available to unsecured creditors.
A telephonic meeting of creditors under 11 U.S.C. Section 341(a) is
slated for November 13, 2023, at 2:30 P.M.
About Caballero Sand & Gravel
Caballero Sand & Gravel, Inc., is a landscape material supply
company.
The Debtor sought protection under Subchapter V of Chapter 11 of
the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 23-43032) on
Oct. 4, 2023. In the petition signed by Jose Caballero, president,
the Debtor disclosed up to $50,000 in assets and up to $10 million
in liabilities.
Judge Mark X. Mullin oversees the case.
The Debtor is represented by:
Eric A. Liepins, Esq.
Eric A. Liepins, P.C.
266 County Road
Rhome, TX 76078
CANO HEALTH: $644.4MM Bank Debt Trades at 43% Discount
------------------------------------------------------
Participations in a syndicated loan under which Cano Health LLC is
a borrower were trading in the secondary market around 57.3
cents-on-the-dollar during the week ended Friday, November 3, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $644.4 million facility is a Term loan that is scheduled to
mature on November 23, 2027. About $626.7 million of the loan is
withdrawn and outstanding.
Cano Health, LLC operates primary care centers and supports
affiliated medical practices. The Company specializes in primary
care for seniors, as well as promotes activities and care to
improve both physical health and well-being and offers population
health management programs. Cano Health serves patients in the
United States.
CAPROCK MILLING: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: CapRock Milling & Crushing, LLC
1615 S. Bryan St., Ste. 28
Amarillo, TX 79102
Business Description: The Debtor is engaged in the business of
grain and oilseed milling.
Chapter 11 Petition Date: November 3, 2023
Court: United States Bankruptcy Court
Northern District of Texas
Case No.: 23-20251
Debtor's Counsel: Steven L. Hoard, Esq.
MULLIN HOARD & BROWN, L.L.P.
P.O. Box 2585
Lubbock, TX 79408
Tel: 806-372-5050
Email: shoard@mhba.com
Estimated Assets: $10 million to $50 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Thomas Bunkley as member.
A full-text copy of the petition is available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/FKK6VZY/CapRock_Milling__Crushing_LLC__txnbke-23-20251__0001.0.pdf?mcid=tGE4TAMA
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
1. Applied Technology, Inc. $1,418
35547 Catamaran Road
Millsboro, DE 19966
2. Baltimore Recycling Center LLC $1,907
P.O. Box 1445
Westminster, MD 21158
3. BGE $140,194
PO Box 13070
Philadelphia, PA
19101
4. CareFirst BlueCross $41,524
BlueShield Payment Administrator
PO Box 70250
Philadelphia, PA 19176
5. ECOCERT USA LLC $1,575
P.O. Box 158
Plainfield, IN 46168
6. EMR $1,651
9100 Yellow Brick
Road, Suite H
Rosedale, MD 21237
7. Insta-Pro International $34,880
2100 SE Gateway
Drive, Suite 500
Grimes, IA 50111
8. Kutak Rock LLP $2,328
P.O. Rock 30057
Omaha, NE
68103-1157
9. Motion Industries, Inc. $4,393
P.O. Box 404130
Atlanta, GA
30384-413
10. New Jersey Laboratory, Inc. $3,250
PO Box 06650
Trenton, NJ 08650
11. North America $11,484
Millwright Services Inc.
4480 North Point Boulevard
Sparrows Point, MD 21219
12. Orthodox Union $5,340
Eleven Broadway,
13 Floor
New York, NY 10004
13. Poe's Pest Solutions $825
PO Box 70353
Rosedale, MD 21237
14. Rose, Snyder & Jacobs LLP $6,580
15821 Ventura
Boulevard, Suite 490
Encino, CA 91436
15. Shepherd Electric Supply $1,447
7401 Pulaski Highway
Rosedale, MD 21237
16. Taylor Oil Co., Inc. $11,555
P.O. Box 974
Somerville, NJ
08876-2915
17. TNE Taylor Northeast $2,332
931 Hemlock Road
Morgantown 19543
18. Trade Point Atlantic $474,782
6995 Bethlehen
Boulevard, Suite 100
Sparrows Point, MD 21219
19. Venable LLP $26,943
P.O. Box 62727
Baltimore, MD
21264-2727
20. Wooten Automotive Towing $13,601
435 Wheeler School Road
Pylesville, MD 21132
CARESTREAM DENTAL: $335MM Bank Debt Trades at 16% Discount
----------------------------------------------------------
Participations in a syndicated loan under which Carestream Dental
Inc is a borrower were trading in the secondary market around 84.0
cents-on-the-dollar during the week ended Friday, November 3, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $335 million facility is a Term loan that is scheduled to
mature on September 1, 2024. The amount is fully drawn and
outstanding.
Carestream Dental is an industry leader in dental imaging,
software, and accessories for dental practitioners across the
globe.
CARESTREAM DENTAL: $375MM Bank Debt Trades at 16% Discount
----------------------------------------------------------
Participations in a syndicated loan under which Carestream Dental
Technology Inc is a borrower were trading in the secondary market
around 83.9 cents-on-the-dollar during the week ended Friday,
November 3, 2023, according to Bloomberg's Evaluated Pricing
service data.
The $375 million facility is a Term loan that is scheduled to
mature on September 1, 2024. The amount is fully drawn and
outstanding.
Headquartered in Atlanta, Ga., Carestream Dental is a manufacturer
of dental imaging systems and a provider of dental practice
management software. The company is owned by affiliates of Clayton,
Dubilier & Rice and CareCapital Advisors. Revenues are
approximately $454 million.
CEL-SCI CORP: CEO Issues Letter to Shareholders
-----------------------------------------------
CEL-SCI Corporation issued a press release concerning a shareholder
letter from the Company's CEO, Geert Kersten. The very
comprehensive letter details the data reported on the efficacy of
Multikine (Leukocyte Interleukin, Injection) in the head and neck
cancer target patient population as well as CEL-SCI's plan to file
for immediate regulatory approval. The shareholder letter can be
read in full on the Company's website (https://cel-sci.com/).
Below is the letter's introduction:
Dear Shareholders
This shareholder letter will be longer and much more detailed than
prior letters. My goal is to show you the clinical data supporting
Multikine's survival benefits, explain how we identified the target
population of head and neck cancer patients who should receive
Multikine, and describe our efforts with the world's leading
regulatory bodies to bring Multikine to market as quickly as
possible.
Why are we confident that Multikine should be approved as soon as
possible? First, we can clearly identify patients who should get
Multikine. Second, Multikine definitely benefits patients by
causing pre-surgical responses. Third, the Multikine survival
benefit in the target population is outstanding. Fourth, as a
statistical matter, another trial is more than 95% likely to be
successful and therefore should not be necessary for approval.
Fifth, there are regulatory pathways specifically designed for our
situation where the target population is selected from the larger
Phase 3 study population. We believe that we meet these factors
with strong evidentiary support and are eager to move forward.
A Well-Defined Target Population
Last week at the European Society for Medical Oncology (ESMO)
conference -- the most important annual European cancer
conference -- we presented new data on Multikine's efficacy that is
far superior to the results we presented last year. We accomplished
this by focusing our target population on patients mostly to have
pre-surgical responses to Multikine. We identified these patients
based on the clinical data, cellular analysis, and advice from
regulators and top consultants, including two of the most respected
head and neck immuno-oncologists in the world. This is a huge
achievement, because it means Multikine patients can be identified
upon diagnosis with tests that physicians routinely use in cancer
screenings. In addition, we can now meet a critical regulatory
requirement: the writing of an approval label for Multikine.
Multikine Undeniably Helps Patients, Period.
Certain facts about Multikine cannot be denied. First, Multikine
leads to pre-surgical responses, meaning that Multikine's benefits
become immediately apparent for many within just a few weeks of
treatment. Second, if you have a pre-surgical response, then your
survival is greatly improved. Therefore, we know that Multikine
improves survival for those with pre-surgical responses. I will
show you the data that proves this to be true.
The Clinical Data Is Outstanding
By way of summary, Phase 3 patients in the finalized target
population saw the following:
-- risk of death cut in half at five years versus the control;
-- 28.6% absolute 5-year overall survival benefit versus control
p=0.0015);
-- 0.349 hazard ratio vs control (95% CIs [0.18, 0.66], Wald
p=0.0012);
-- >35% rate of pre-surgery tumor reductions and/or
downstages (p
CEL-SCI CORP: Extends CEO Geert Kersten's Contract Through 2027
---------------------------------------------------------------
CEL-SCI Corporation disclosed in a Form 8-K filed with the
Securities and Exchange Commission that the terms of its employment
agreement with Geert Kersten, the Company's chief executive
officer, was extended to Aug. 31, 2027.
As discussed in CEL-SCI's 8-K report dated Aug. 31, 2019, CEL-SCI
entered into four-year employment agreement with Mr. Kersten.
About CEL-SCI
CEL-SCI Corporation is a clinical-stage biotechnology company
focused on finding the best way to activate the immune system to
fight cancer and infectious diseases. Its lead investigational
therapy Multikine (Leukocyte Interleukin, Injection) completed a
pivotal Phase 3 clinical trial for patients who are newly diagnosed
with locally advanced (stage III and IV) primary (not yet treated)
squamous cell carcinoma of the head and neck (SCCHN). Multikine
has received Orphan Drug Status from the U.S. Food and Drug
Administration (FDA) for this indication. The Company has
operations in Vienna, Virginia, and near Baltimore, Maryland.
Cel-SCI Corporation reported a net loss of $36.70 million for the
year ended Sept. 30, 2022, compared to a net loss of $36.36 million
for the year ended Sept. 30, 2021. As of Dec. 31, 2022, the
Company had $44.56 million in total assets, $17.96 million in total
liabilities, and $26.59 million in total stockholders' equity.
Potomac, Maryland-based BDO USA, LLP, the Company's auditor since
2005, issued a "going concern" qualification in its report dated
Dec. 27, 2022, citing that the Company has suffered recurring
losses from operations and has future liquidity needs that raise
substantial doubt about its ability to continue as a going concern.
CELSIUS NETWORK: Quinn Emanuel Advises Pharos, Nexxus
-----------------------------------------------------
Victor Noskov of Quinn Emanuel Urquhart & Sullivan LLP filed a
verified statement pursuant to Rule 2019 of the Federal Rules of
Bankruptcy Procedure to disclose that in the Chapter 11 cases of
Celsius Network LLC, et al., the firm represents;;
* the Nexxus Advisors Holdings, LLC,
* Pharos Fund SP of Pharos Master SPC, and
* Pharos USD Fund SP of Pharos Master SPC.
Pharos is a creditor in these Chapter 11 Cases, and has file proofs
of claim #s 21817 and 21818 in the amount of $27,534,815 and
$55,247,446, related to loans to Celsius Network Limited under
Master Lending Agreements (the "Pharos Claims").
Nexxus and Pharos have entered into an agreement relating to
acquisition of the Pharos Claims.
QEUS notes that it does not possess any claims against or interests
in the Debtors.
The Swiss bankruptcy administrator of Covario AG assigned Covario
AG's claim in the Chapter 11 Cases to Swissblock Capital AG,
according to the verified statement's supplement.
Quinn Emanuel Urquhart & Sullivan (Schweiz) GmbH represents
Swissblock Capital AG.
Counsel for Pharos Fund and Pharos USD:
Sascha N. Rand, Esq.
Victor Noskov, Esq.
QUINN EMANUEL URQUHART & SULLIVAN LLP
51 Madison Avenue, 22nd Floor
New York, New York 10010
Telephone: (212) 849-7000
Email: sascharand@quinnemanuel.com
victornoskov@quinnemanuel.com
About Celsius Network
Celsius Network LLC -- http://www.celsius.network/-- is a
financial services company that generates revenue through
cryptocurrency trading, lending, and borrowing, as well as by
engaging in proprietary trading.
Celsius helps over a million customers worldwide to find the path
towards financial independence through a compounding yield service
and instant low-cost loans accessible via a web and mobile app.
Celsius has a blockchain-based fee-free platform where membership
provides access to curated financial services that are not
available through traditional financial institutions.
The Celsius Wallet claims to be one of the only online crypto
wallets designed to allow members to use coins as collateral to get
a loan in dollars, and in the future, to lend their crypto to earn
interest on deposited coins (when they're lent out).
Crypto lenders such as Celsius boomed during the COVID-19 pandemic,
drawing depositors with high interest rates and easy access to
loans rarely offered by traditional banks. But the lenders'
business model came under scrutiny after a sharp sell-off in the
crypto market spurred by the collapse of major tokens terraUSD and
luna in May 2022.
New Jersey-based Celsius froze withdrawals in June 2022, citing
"extreme" market conditions, cutting off access to savings for
individual investors and sending tremors through the crypto
market.
The list of major crypto firms that have filed for bankruptcy
protection in 2022 now includes Celsius Network, Three Arrows
Capital and Voyager Digital.
Celsius Network LLC and its subsidiaries sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No.
22-10964) on July 14, 2022. In the petition filed by CEO Alex
Mashinsky, the Debtor estimated assets and liabilities between $1
billion and $10 billion.
Judge Martin Glenn oversees the cases.
The Debtors tapped Kirkland & Ellis LLP as legal counsel;
Centerview Partners as financial advisor; Alvarez & Marsal as
restructuring advisor; and RSM US LLP as independent auditor.
Stretto is the claims agent.
On July 27, 2022, the U.S. Trustee appointed an official committee
of unsecured creditors. The committee tapped White & Case, LLP as
its bankruptcy counsel; Elementus Inc. as blockchain forensics
advisor; M3 Advisory Partners, LP as financial advisor; Perella
Weinberg Partners, LP as investment banker; and Gornitzky & Co. as
its Israeli counsel.
Shoba Pillay, Esq., is the examiner appointed in the Debtors'
Chapter 11 cases. Jenner & Block, LLP and Huron Consulting
Services, LLC, serve as the examiner's legal counsel and financial
advisor, respectively.
CGEN HOLDINGS: Gets OK to Sell Brooklyn Property for $1.4MM
-----------------------------------------------------------
CGEN Holdings, LLC received approval from the U.S. Bankruptcy Court
for the Eastern District of New York to sell its real property
located at 1010 57th St., Brooklyn, N.Y.
Liu Qing Yang, a resident of Brooklyn, offered $1.4 million for the
property, which includes the company's six-unit rental building. At
least $700,000 of the sale price will be paid in cash.
The property is being sold "free and clear" of liens, claims and
encumbrances, according to the sale contract between CGEN and the
buyer. The contract also provides for the assumption and assignment
of leases to the buyer.
Gabriel Del Virginia, Esq., CGEN's attorney, said the sale will
provide the company with sufficient funds to pay all claims in
full.
About CGEN Holdings
CGEN Holdings, LLC filed Chapter 11 petition (Bankr. E.D.N.Y. Case
No. 23-41549) on May 3, 2023, with $1 million to $10 million in
both assets and liabilities. Carmelo Genova, sole member, signed
the petition.
Judge Elizabeth S. Stong presides over the case.
Gabriel Del Virginia, Esq., at the Law Office of Gabriel Del
Virginia represents the Debtor as bankruptcy counsel.
CHATTAN 1379: Seeks to Hire Redwood Property Advisors as Appraiser
------------------------------------------------------------------
Chattan 1379, LLC seeks approval from the U.S. Bankruptcy Court for
the Middle District of Georgia to employ Redwood Property Advisors,
LLC as appraiser.
The firm will assist the Debtor to determine the fair market value
of its real properties located at 3225 Faceville Highway,
Bainbridge, GA 39819, 1572 Newton Road, Bainbridge, GA 39817, and
410 W. Crawford Street, Colquitt, GA 39837.
The firm will be paid an hourly rate of $350 per hour.
The firm will be paid at a fee of $1,750 per property for a total
of $5,250 to complete the appraisal of the Debtor's real
properties.
Charlie Gonzalez, a partner at Redwood Property Advisors, LLC,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Charlie Gonzalez
Redwood Property Advisors, LLC
44 Executive Blvd, Suite 206
Elmsford, NY 10523
Tel: (914) 208-2200
Fax: (914) 208-2201
About Chattan 1379, LLC
Chattan 1379, LLC is a lessor of real estate in Leesburg, Ga.
The Debtor filed Chapter 11 petition (Bankr. M.D. Ga. Case No.
23-10628) on July 31, 2023, with $1 million to $10 million in both
assets and liabilities. Samuel Isaiah Bora, manager, signed the
petition.
Judge Austin E. Carter oversees the case.
Will Geer, Esq., at Rountree, Leitman, Klein & Geer, LLC is the
Debtor's legal counsel.
CLEAN AIR CAR: Seeks to Extend Plan Exclusivity to November 27
--------------------------------------------------------------
Clean Air Car Service & Parking Branch Two, LLC, and Operr Plaza,
LLC asked the U.S. Bankruptcy Court for the Eastern District of
New York to extend their exclusive periods to file a chapter 11
plan and solicit acceptances thereof to November 27, 2023 and
January 26, 2024.
Unless extended, the Debtors' exclusive filing period ends on
September 28, 2023, while their exclusive solicitation period
expires on November 27, 2023.
The Debtors claim that they have made significant progress in
moving their chapter 11 cases to a successful completion,
including spending considerable time addressing numerous issues
involving creditors and other parties in interest.
The Debtors stated that they initially stabilized the companies
by negotiating and obtaining approval of the cash collateral
stipulation with their largest secured creditor, IV - CVCF NEB I
Trust. The Clean Air 2 Debtor has also engaged in meaningful
discussions with another secured creditor, Prince Plaza
Condominium Inc.
The Debtors further stated that they have also focused on
maximizing the value of their assets for the benefit of their
creditors through an orderly sale process.
Finally, the Debtors stated that they also removed certain state
court actions critical to the reconciliation of claims filed by
their disputed tenants.
The Debtors explained that the extension request is reasonable
and is consistent with the efficient prosecution of their chapter
11 cases in that it will provide them with additional time to
analyze the claims filed, focus on continuing to market their
asses, and thereafter draft and file plans, and solicit
acceptances thereof.
Clean Air Car Service & Parking Branch Two, LLC, and Operr Plaza,
LLC are represented by:
Thomas A. Draghi, Esq.
Alexandra Troiano, Esq.
WESTERMAN BALL EDERER
MILLER ZUCKER & SHARFSTEIN
1201 RXR Plaza
Uniondale, NY 11556
Tel: (516) 622-9200
Email: tdraghi@westermanllp.com
atroiano@westermanllp.com
About Clean Air Car Service and Operr Plaza
Clean Air Car Service & Parking Branch Two, LLC, and Operr Plaza,
LLC filed Chapter 11 bankruptcy petitions (Bankr. E.D.N.Y. Lead
Case No. 23-41937) on May 31, 2023.
At the time of filing, Clean Air Car Service reported $1 million
to $10 million in assets and $10 million to $50 million in
liabilities while Operr Plaza reported $10 million to $50 million
in both assets and liabilities.
Judge Nancy Hershey Lord oversees the cases.
The Debtors tapped Westerman Ball Ederer Miller Zucker &
Sharfstein, LLP as bankruptcy counsel.
CLOVER FAST: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: Clover Fast Food, Inc.
DBA Clover Food Lab
1075 Cambridge Street
Cambridge, MA 02139
Business Description: Clover Fast Food is a vegetarian fast food
chain which operates restaurants around the
Boston Metro Area.
Chapter 11 Petition Date: November 3, 2023
Court: United States Bankruptcy Court
District of Delaware
Case No.: 23-11812
Judge: Hon. Brendan Linehan Shannon
Debtor's Counsel: Karen M. Grivner, Esq.
CLARK HILL PLC
824 N. Market Street
Suite 710
Wilmington, DE 19801
Tel: (302) 250-4750
Fax: (302) 421-9439
Email: kgrivner@clarkhill.com
Total Assets as of Sept. 30, 2023: $8,397,968
Total Liabilities as of Sept. 30, 2023: $4,573,997
The petition was signed by Julia Wrin Piper as chief executive
officer.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/7KDJBNQ/Clover_Fast_Food_Inc__debke-23-11812__0001.0.pdf?mcid=tGE4TAMA
COGENT COMMUNICATIONS: Egan-Jones Retains B- Sr. Unsecured Ratings
------------------------------------------------------------------
Egan-Jones Ratings Company on October 18, 2023, maintained its 'B-'
foreign currency and local currency senior unsecured ratings on
debt issued by Cogent Communications Holdings, Inc. EJR also
withdrew the rating on commercial paper issued by the Company.
Headquartered in Washington, D.C., Cogent Communications Holdings,
Inc. operates as a next generation optical Internet service
provider focused on delivering ultra-high speed Internet access and
transport services.
COMEBACK TRAIL: Bush Gottlieb Represents Union Entities
-------------------------------------------------------
David E. Ahdoot, Esq. and Kirk M. Prestegard, Esq. of Bush
Gottlieb, A Law Corporation, filed a verified statement pursuant to
Rule 2019 of the Federal Rules of Bankruptcy Procedure to disclose
that in the Chapter 11 case of the Comeback Trail LLC, the firm
represents the Union Entities. The Union Entities are:
* Directors Guild of America, Inc. ("DGA");
* Screen Actors Guild-American Federation of Television and
Radio Artists ("SAG-AFTRA");
* Writers Guild of America, West, Inc. ("WGA");
* Motion Picture Industry Pension Plan; and
* Motion Picture Industry Health Plan.
Counsel represents the Union Entities only and do not presently
represent or purport to represent any other entities with respect
to the Debtor's chapter 11 case. Each member of the Union Entities
does not purport to act, represent, or speak on behalf of any other
entities in connection with the Debtor's chapter 11 case, except to
disclose, out of an abundance of caution, that there may be certain
Debtor obligations, the existence and extent of which are currently
unknown, which may be owed to related Union Entity pension and
health plans and that are enforceable by the Union Entities,
pursuant to applicable collective bargaining agreements.
Counsel have agreed to be compensated in their representation of
the Union Entities at their standard hourly rates, customarily
charged their clients, including the Union Entities, in many prior
bankruptcy matters.
The Union Entities hold disclosable economic interests with respect
to the Debtor's pre-production, production, and/or distribution of
the applicable motion picture project (presently known as The
Comeback Trail) which was produced subject to certain collective
bargaining agreements and related trust agreements with each Union
Entity, and perfected Guild liens secured by, inter alia, all
assets of the debtor, the applicable intellectual property and
related proceeds.
Specifically, and subject to ongoing investigation, the Union
Entities' claims largely concern amounts owing in the form of
residuals payments arising from exploitation of such motion picture
project, in accordance with the terms and conditions set forth in
certain collective bargaining agreements and related agreements
between the Debtor and each Union Entity, as applicable.
Attorneys for Union Entities:
David E. Ahdoot, Esq.
Email: dahdoot@bushgottlieb.com
Kirk M. Prestegard, Esq.
Email: kprestegard@bushgottlieb.com
BUSH GOTTLIEB
A Law Corporation
801 North Brand Boulevard, Suite 950
Glendale, California 91203-1260
Telephone: (818) 973-3200
Facsimile: (818) 973-3201
About The Comeback Trail
The Comeback Trail, LLC filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No.
23-15229) on August 15, 2023. The petition was signed by Phil Kim
as manager. At the time of filing, the Debtor estimated $1 million
to $10 million in assets and $1 million to $50 million in
liabilities.
Judge Deborah J. Saltzman presides over the case.
Maria L. Garcia, at Lewis Brisbois Bisgaard & Smith, LLP, is the
Debtor's counsel.
CONSTANT CONTACT: $300MM Bank Debt Trades at 16% Discount
---------------------------------------------------------
Participations in a syndicated loan under which Constant Contact
Inc is a borrower were trading in the secondary market around 84.1
cents-on-the-dollar during the week ended Friday, November 3, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $300 million facility is a Term loan that is scheduled to
mature on February 10, 2029. The amount is fully drawn and
outstanding.
Constant Contact, Inc. operates as a marketing company. The Company
provides e-mail marketing services as well as conducts social media
campaigns, managing digital storefronts, and creating online
surveys for businesses, associations, and organizations to help
them to connect with their customers and members.
CONTINUOUS CAST: Deadline to File Plan Extended to Nov. 8
---------------------------------------------------------
Continuous Cast Alloys LLC submitted a Third Motion for Order
Extending Time to File Plan or Reorganization.
Judge Deborah L. Thorne has entered an order granting the Motion.
The Debtor shall have until November 8, 2023, to file a Plan of
Reorganization.
Continuous Cast Alloys LLC filed for chapter 11 protection in the
Northern District of Illinois.
The Debtor is a custom manufacturer of premium nickel and cobalt
based alloys for the dental, electrode and rod, jewelry, powder,
and wire sectors. The Debtor specializes in crafting high-quality
products for a variety of industries including aerospace,
construction, hard-facing, medical, oil & gas, steel, and timber.
Dispute With Errett
The Debtor immediately filed with the Bankruptcy Court a motion
authorizing it to conduct Rule 2004 examinations of Errett
Warehousing LLC, Andrew Larsen, Scott Brown, and Steven Dilling.
"[T]he Debtor filed for bankruptcy relief, in part, to prevent its
former landlord, Errett Warehousing, from converting the Debtor's
assets and irreparably destroying the Debtor's business. Prior to
the Petition Date, the Debtor was trying to sell its assets to
third parties who had expressed interest in purchasing the assets,
but Errett improperly blocked this from happening and, did so
either to destroy irreparably the Debtor's business, or to
misappropriate it for its own gain," William J. Factor, of
FACTORLAW, the Debtor's attorneys, explains.
"The Debtor has been further advised, and thus has a reasonable
basis for seeking to learn more through discovery, that Errett is
seeking to misappropriate the Debtor's property, including its
forms, plans and customers, and to hire some of the Debtor's former
employees, as part of a scheme to re-start the Debtor's business
operations in the name of a new company. If this is true, that
potentially would explain, Errett's efforts to block the sale of
the Debtor's assets."
Errett's relationship with the Debtor arises from a lease for a
building out of which the Debtor formerly operated. The Lease
provided the Debtor with the opportunity to conduct business
operations, which included the production and sale of metal bars
and ingots made to specifications provided by customers. The
Debtor fell behind in the payment of rent and in late 2022, Errett
filed a forcible action against the Debtor in the Circuit Court of
Ogle County, Illinois.
Errett alleges that on or about March 8, 2023, it obtained an order
of possession from the Circuit Court of Ogle County. Errett
further alleges that because of the order of possession, it had the
unilateral right to change the locks on the Building, lock the
Debtor out of the Building, and deny the Debtor any further right
of access to its property.
Shortly before Errett locked the Debtor out of the Building, at
least one entity (AS Forge, LLC) was trying to pay in full the
amounts owed to Errett and to pay one of the Debtor's secured
creditors, Utica Leasing, to enable the Debtor to continue
operating either in the Building or potentially another location.
Errett refused the offer made by AS Forge, explaining that it
intended to execute a long-term lease with another entity.
More interesting, however, is that during the time that Errett was
using self-help to block the Debtor from accessing the Debtor's
assets, it appears that Utica Leasing and Errett Warehousing were
conspiring to prevent the payment of the amounts the Debtor owed to
Utica. The Debtor repeatedly asked Utica Leasing for payoff
amounts, but Utica refused such requests, using excuses that
ultimately appear to have been misleading, if not outright
fraudulent.
About Continuous Cast Alloys
Continuous Cast Alloys, LLC is a custom manufacturer of premium
nickel and cobalt based alloys for the dental, electrode and rod,
jewelry, powder, and wire sectors. The company is based in
Hinsdale, Ill.
Continuous Cast Alloys filed Chapter 11 petition (Bankr. N.D. Ill.
Case No. 23-04469) on April 3, 2023, with $1 million to $10 million
in both assets and liabilities. Mark Allen, manager, signed the
petition.
Judge Deborah L. Thorne oversees the case.
The Debtor is represented by William J. Factor, Esq., at FactorLaw.
COOKEVILLE PLATINUM: Seeks to Hire Dunham Hildebrand as Counsel
---------------------------------------------------------------
Cookeville Platinum, LLC and its affiliates seek approval from the
U.S. Bankruptcy Court for the Middle District of Tennessee to
employ Dunham Hildebrand, PLLC as counsel.
The firm's services include:
a. rendering legal advice with respect to the rights, powers
and duties of the Debtors in the management of their property;
b. investigating and, if necessary, instituting legal action
on behalf of the Debtors to collect and recover assets of the
estates of the Debtors;
c. preparing all necessary pleadings, orders and reports with
respect to this proceeding and to render all other necessary or
proper legal services;
d. assisting and counseling the Debtors in the preparation,
presentation and confirmation of its disclosure statements and
plans of reorganization;
e. representing the Debtors as may be necessary to protect
their interests; and
f. performing all other legal services that may be necessary
and appropriate in the general administration of the Debtors'
estate.
The firm will be paid at these rates:
Attorneys $500 per hour
Associate Attorneys $350 per hour
Paralegals $150 per hour
The firm received a retainer in the amount of $ $50,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Henry E. "Ned" Hildebrand, IV, a partner at Dunham Hildebrand,
PLLC, disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Henry E. "Ned" Hildebrand, IV, Esq.
Gray Waldron, Esq.
Dunham Hildebrand, PLLC
2416 21 st Avenue South, Suite 303
Nashville, TN 37212
Tel: (615) 933-5851
Email: ned@dhnashville.com
gray@dhnashville.com
About Cookeville Platinum, LLC
Cookeville Platinum, LLC filed its Chapter 11 petition (Bankr. M.D.
Tenn. Case No. 23-03589) on Sept. 29, 2023, with up to $50,000 in
assets and up to $10 million in liabilities. Mitch Patel, manager,
signed the petition.
Judge Charles M. Walker oversees the case.
Steven L. Lefkovitz, Esq., at Lefkovitz & Lefkovitz, PLLC serves as
the Debtor's legal counsel.
COOKEVILLE PLATINUM: Taps National Hospitality as Business Advisor
------------------------------------------------------------------
Cookeville Platinum, LLC and its affiliates seek approval from the
U.S. Bankruptcy Court for the Middle District of Tennessee to
employ National Hospitality Consulting Group as restructuring and
general business advisors.
The firm's services include:
a. improving internal accounting;
b. forecasting future cash flows for budgeting purposes;
c. improving management to ensure increased operating revenue
among the Debtors;
d. assisting the Debtors in evaluating the costs and benefits
of assumption or rejection of executory contracts;
e. assisting with a review of the Debtors' business model,
operations, assets and liabilities, sales, dispositions or any
proposed alternative transactions with the Debtors' assets or
business, including allocation of sale proceeds, as well as to
provide relevant testimony as needed;
f. tracing the cash flow of the business and build reports
that can be trusted and relied upon by financial institutions;
g. identifying inefficiencies in the Debtors' processes;
h. enabling the Debtors to comply with the structure and
reporting requirements of a Chapter 11, including assisting with
the preparation of statements and schedules and a disclosure
statement/plan of reorganization;
i. interfacing with employees to ensure job security and
morale;
j. working with the Debtor's lenders and vendors to optimize
the business relationship during Chapter 11; and
k. rendering such other general business consulting or other
assistance as the Debtors may deem necessary, consistent with the
role of a financial advisor, that are not duplicative of services
provided by other professionals in these Chapter 11 Cases.
The firm will be paid at these rates:
Senior Commercial Analyst $475 per hour
Senior Financial Consultant $350 per hour
Senior Consultant $300 per hour
Senior Design Consultant $285 per hour
Senior Associate $240 per hour
Administrative Professional $115 per hour
Travel Time $110 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Manoj "Mike" Patel, Owner and Director of Operations of National
Hospitality Consulting Group, disclosed in a court filing that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code.
The firm can be reached at:
Manoj ("Mike") Patel
National Hospitality Consulting Group
13461 Parker Commons Blvd #201
Fort Myers, FL 33912
Tel: (888) 879-9056
About Cookeville Platinum, LLC
Cookeville Platinum, LLC filed its Chapter 11 petition (Bankr. M.D.
Tenn. Case No. 23-03589) on Sept. 29, 2023, with up to $50,000 in
assets and up to $10 million in liabilities. Mitch Patel, manager,
signed the petition.
Judge Charles M. Walker oversees the case.
Steven L. Lefkovitz, Esq., at Lefkovitz & Lefkovitz, PLLC serves as
the Debtor's legal counsel.
COSMOS ACQUISITIONS: $63MM Bank Debt Trades at 22% Discount
-----------------------------------------------------------
Participations in a syndicated loan under which Cosmos Acquisitions
LLC is a borrower were trading in the secondary market around 78.5
cents-on-the-dollar during the week ended Friday, November 3, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $63 million facility is a Term loan that is scheduled to mature
on October 28, 2026. About $30.6 million of the loan is withdrawn
and outstanding.
AE Industrial Partners Fund II, LP, a private equity firm
specializing in aerospace, defense, and government services, formed
a series of acquisition vehicles on February 10, 2020, which
included Cosmos Parent, LLC, Cosmos Intermediate, LLC, Cosmos
Finance, LLC and Cosmos Acquisition, LLC, with Cosmos Parent, LLC
being the top holding company. Cosmos Parent, LLC owned 100% of the
equity in Cosmos Intermediate, LLC; Cosmos Intermediate, LLC owned
100% of the equity in Cosmos Finance, LLC; Cosmos Finance, LLC
owned 100% of the equity in Cosmos Acquisition, LLC. Upon the
formation of these acquisition vehicles, Cosmos Intermediate, LLC
effected a number of acquisitions through its wholly owned
subsidiary, Cosmos Acquisition, LLC. Cosmos Acquisition, LLC has
acquired a business unit of Adcole Corporation, Adcole Space, LLC;
Deep Space Systems, Inc.; In Space Group, Inc. and its
subsidiaries; Roccor, LLC; and LoadPath, LLC. Cosmos Parent, LLC
was later changed to Redwire, LLC.
CPI LUXURY: Hires SB360 Capital Partners as Sales Consultant
------------------------------------------------------------
CPI Luxury Group seeks approval from the U.S. Bankruptcy Court for
the Central District of California to employ SB360 Capital
Partners, LLC as sales consultant.
The firm will provide these services:
a. work with the Debtor and its advisors to collect and to
secure all of the available information and data concerning the
business;
b. prepare marketing materials designed to advertise the
availability of the business for sale, assignment, license or other
disposition based upon the information provided by the Debtor;
c. develop and execution of a sales and marketing programs
designed to elicit proposals to acquire the business from qualified
acquirers with a view toward completing one or more sales,
assignments, licenses, or other dispositions of the assets of the
business including the Intellectual Property;
d. assist the Debtor on reviewing going concern or all assets
bids to properly value and analyze;
e. assist counsel in negotiation documentation and closing any
transaction approved by the Debtor; and
f. assist the Debtor in connection with the transfer of the
business to the acquirer(s) who offer the highest or otherwise best
considerations.
The firm will be paid at these rates:
a. 7.5 percent of proceeds from the aggregate of all
transactions up to and including $5 million; plus
b. 5 percent of proceeds from the aggregated of Transactions
above $5 million. The Commission minus a credit of $48,000 of the
Base Fee, shall be due and payable at the closing of a
Transaction.
Aaron Miller, president at SB360 Capital Partners, LLC, disclosed
in a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Aaron Miller
Leonard S. Polivy
David Mickelson
SB360 Capital Partners, LLC
75 Second Avenue, Suite 570
Needham, MA 02494
Tel: (516) 829-2400
About CPI Luxury Group
CPI Luxury Group is a producer of cultured pearls. The Debtor
sought protection under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. C.D. Cal. Case No. 23-11059) on July 30, 2023. In the
petition signed by Harold Jabarian, chief executive officer, the
Debtor disclosed up to $50 million in both assets and liabilities.
Judge Victoria S. Kaufman oversees the case.
M. Douglas Flahaut, Esq., at Arentfox Schiff LLP, represents the
Debtor as legal counsel.
CUMULUS MEDIA: $525MM Bank Debt Trades at 20% Discount
------------------------------------------------------
Participations in a syndicated loan under which Cumulus Media New
Holdings Inc is a borrower were trading in the secondary market
around 80.3 cents-on-the-dollar during the week ended Friday,
November 3, 2023, according to Bloomberg's Evaluated Pricing
service data.
The $525 million facility is a Term loan that is scheduled to
mature on March 31, 2026. About $333.4 million of the loan is
withdrawn and outstanding.
Headquartered in Atlanta, Ga., Cumulus Media New Holdings Inc. is
the third largest radio broadcaster in the U.S. with 405 stations
in 86 markets, a nationwide network serving more than 9,500
broadcast affiliates, and numerous digital channels. In addition,
Cumulus has several digital businesses (including podcasting,
streaming, and marketing services), and live events. Cumulus
emerged from Chapter 11 bankruptcy protection in June 2018.
CURO GROUP: Falls Short of Nasdaq Minimum Bid Price Requirement
---------------------------------------------------------------
CURO Group Holdings Corp. announced that it received notice from
the New York Stock Exchange that it is no longer in compliance with
the NYSE continued listing standards set forth in Section 802.01C
of the NYSE's Listed Company Manual due to the fact that the
average closing price of the Company's common stock, par value
$0.10 per share, for 30 consecutive trading days prior to Oct. 27,
2023, was below $1.00 per share.
The Notice does not affect the Company's business operations or its
reporting obligations with the Securities and Exchange Commission,
and it does not conflict with or cause an event of default under
any of the Company's material debt or other agreements.
As required by the NYSE, the Company plans to notify the NYSE of
its intent to cure the price deficiency and restore its compliance
with Section 802.01C of the NYSE continued listing standards. The
Company has a period of six months following the receipt of the
Notice to regain compliance. As a result, the Company has until
April 27, 2024 to regain compliance. If the Company determines
that in order to cure the price condition it is necessary to take
an action that requires shareholder approval, it must obtain
shareholder approval by no later than its 2024 annual meeting and
must implement the action promptly thereafter. To regain
compliance, on the last trading day in any calendar month, the
Common Stock must have (i) a closing price of at least $1.00 per
share and (ii) an average closing price of at least $1.00 per share
over the 30 consecutive trading-day period ending on the last
trading day of such month. If the Company is unable to regain
compliance, the NYSE will initiate procedures to suspend and delist
the Common Stock.
The Notice has no immediate impact on the listing of the Company's
common stock, which will continue to be listed and traded on the
NYSE during the cure period under the common stock trading symbol
"CURO", subject to the Company's continued compliance with the
other listing requirements of the NYSE. However, the common stock
trading symbol will have an added designation of ".BC" to indicate
that the status of the common stock is "below compliance" with the
NYSE continued listing standards. The ".BC" indicator will be
removed at such time as the Company regains compliance.
About Curo Group
Headquartered in Chicago, IL, Curo Group Holdings COrp. is a
tech-enabled, omni-channel consumer finance company serving a full
spectrum of non-prime, near-prime and prime consumers in portions
of the U.S. and Canada. CURO was founded over 25 years ago to meet
the growing needs of consumers looking for alternative access to
credit. The Company continuously updates its products and
technology platform to offer a variety of convenient, accessible
financial and loan services.
Curo Group reported a net loss of $185.48 million for the year
ended Dec. 31, 2022. As of Dec. 31, 2022, the Company had $2.79
billion in total assets, $2.84 billion in total liabilities, and a
total stockholders' deficit of $54.13 million.
CURO Group announced on Oct. 19, 2023, that on Oct. 16, 2023, it
received notice from the New York Stock Exchange that it is no
longer in compliance with the NYSE continued listing standards set
forth in Section 802.01B of the NYSE's Listed Company Manual due to
the fact that the Company's average global market capitalization
over a consecutive 30 trading-day period was less than $50 million
while its stockholders' equity was less than $50 million.
* * *
As reported by the TCR on May 26, 2023, S&P Global Ratings raised
its issuer credit rating on Curo Group Holdings Corp. to 'CCC+'
from 'SD'. S&P said, "While the debt exchange improved Curo's
liquidity by over $100 million, we expect the company to continue
generating negative net income in 2023. We take a balanced view of
the company's debt restructuring. Curo was able to address its
liquidity needs, but it added debt with higher interest rates to
its capital structure."
Also in May 2023, Moody's Investors Service downgraded Curo Group
Holdings Corp.'s corporate family rating to Caa2 from Caa1.
Moody's said the downgrade of Curo's CFR to Caa2 from Caa1 was
driven by deterioration in the company's credit profile over the
past year following the acquisitions of Heights Finance and First
Heritage, two near prime installment businesses, and the sale of
its legacy US deep subprime lending business.
CYXTERA DC HOLDINGS: $100MM Bank Debt Trades at 39% Discount
------------------------------------------------------------
Participations in a syndicated loan under which Cyxtera DC Holdings
Inc is a borrower were trading in the secondary market around 60.9
cents-on-the-dollar during the week ended Friday, November 3, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $100 million facility is a Term loan that is scheduled to
mature on May 1, 2024. About $97.5 million of the loan is
withdrawn and outstanding.
Cyxtera DC Holdings, Inc. provides data center services.
DIAMOND SPORTS: $635MM Bank Debt Trades at 54% Discount
-------------------------------------------------------
Participations in a syndicated loan under which Diamond Sports
Group LLC is a borrower were trading in the secondary market around
46.3 cents-on-the-dollar during the week ended Friday, November 3,
2023, according to Bloomberg's Evaluated Pricing service data.
The $635 million facility is a Term loan that is scheduled to
mature on May 25, 2026. About $630.2 million of the loan is
withdrawn and outstanding.
About Diamond Sports Group
Diamond Sports Group, LLC and its affiliates own and/or operate the
Bally Sports Regional Sports Networks, making them the nation’s
leading provider of local sports programming. DSG’s 19 Bally
Sports RSNs serve as the home for 42 MLB, NHL, and NBA teams. DSG
also holds joint venture interests in Marquee, the home of the
Chicago Cubs, and the YES Network, the local destination for the
New York Yankees and Brooklyn Nets. The RSNs produce about 4,500
live local professional telecasts each year in addition to a wide
variety of locally produced sports events and programs. DSG is an
unconsolidated and independently run subsidiary of Sinclair
Broadcast Group.
Diamond Sports Group and 29 of its affiliates sought relief under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case
No. 23-90116) on March 14, 2023. In the petition filed by David F.
DeVoe, Jr., as chief financial officer and chief operating officer,
Diamond Sports Group listed $1 billion to $10 billion in both
assets and liabilities.
Judge Christopher M. Lopez oversees the cases.
The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP
and Porter Hedges, LLP as bankruptcy counsel; Wilmer Cutler
Pickering Hale, Dorr, LLP and Quinn Emanuel Urquhart & Sullivan,
LLP as special counsel; AlixPartners, LLP as financial advisor;
Moelis& Company, LLC and LionTree Advisors, LLC as investment
bankers; Deloitte Tax, LLP as tax advisor; Deloitte Financial
Advisory Services, LLP as accountant; and Deloitte Consulting, LLP
as consultant. Kroll Restructuring Administration, LLC is the
claims agent.
The U.S. Trustee for Region 7 appointed an official committee to
represent unsecured creditors in the Debtors' Chapter 11 cases. The
committee tapped Akin Gump Strauss Hauer& Feld LLP as counsel; FTI
Consulting, Inc. as financial advisor; and Houlihan Lokey Capital,
Inc. as investment banker.
DIOCESE OF BUFFALO: Creditors Want Chapter 11 Insurance Information
-------------------------------------------------------------------
Vince Sullivan of Law360 reports that the official committee of
unsecured creditors of the Roman Catholic Diocese of Buffalo told a
New York bankruptcy judge Monday that an examination of the
debtor's insurers is necessary to move the Chapter 11 case forward
after more than three years.
About The Diocese of Buffalo N.Y.
The Diocese of Buffalo, N.Y., is home to nearly 600,000 Catholics
in eight counties in Western New York. The territory of the
diocese is co-extensive with the counties of Erie, Niagara,
Genesee, Orleans, Chautauqua, Wyoming, Cattaraugus, and Allegany
in
New York State, comprising 161 parishes. There are 144 diocesan
priests and 84 religious priests who reside in the Diocese.
The diocese through its central administrative offices (a)
provides
operational support to the Catholic parishes, schools, and certain
other Catholic entities that operate within the territory of the
Diocese "OCE"; (b) conducts school operations through which it
provides parish schools with financial and educational support;
(c)
provides comprehensive risk management services to the OCEs; (d)
administers a lay pension trust and a priest pension trust for the
benefit of certain employees and priests of the OCEs; and (e)
provides administrative support for St. Joseph Investment Fund,
Inc.
Dealing with sexual abuse claims, the Diocese of Buffalo sought
Chapter 11 protection (Bankr. W.D.N.Y. Case No. 20-10322) on Feb.
28, 2020. The diocese was estimated to have $10 million to $50
million in assets and $50 million to $100 million in liabilities
as
of the bankruptcy filing.
The Honorable Carl L. Bucki is the case judge.
Bond, Schoeneck & King, PLLC, led by Stephen A. Donato, Esq., is
the diocese's counsel; Connors LLP and Lippes Mathias Wexler
Friedman LLP are its special litigation counsel; and Phoenix
Management Services, LLC is its financial advisor. Stretto is the
claims agent, maintaining the page:
https://case.stretto.com/dioceseofbuffalo/docket
The Office of the U.S. Trustee appointed a committee of unsecured
creditors on March 12, 2020. The committee is represented by
Pachulski Stang Ziehl & Jones, LLP and Gleichenhaus, Marchese &
Weishaar, PC.
DNA SERVERS: Hires Law Firm of Herren Dare & Streett as Counsel
---------------------------------------------------------------
DNA Servers, Inc seeks approval from the U.S. Bankruptcy Court for
the Eastern District of Missouri to employ Law Firm of Herren, Dare
& Streett as counsel.
The firm's services include:
a. providing debtor with advice with respect to its powers and
duties as the Debtor in this proceeding;
b. preparing on behalf of Debtor necessary applications,
motions, notices, orders, adversary proceedings and other legal
papers;
c. assisting debtor in effectuating a plan of reorganization
and Disclosure Statement;
d. assisting debtor in overseeing Debtor's continued operation
of its business and management of his property;
e. assisting Debtor with potential sale of its interests in
its property;
f. advising debtors with respect to the possible subordination
of claims; and
g. other necessary legal services.
The firm will be paid at the rates of $350 per hour. The firm
received an advance deposit in the amount of $38,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
David M. Dare, Esq., a partner at Law Firm of Herren, Dare &
Streett, disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached through:
David M. Dare, Esq.
Law Firm of Herren, Dare & Streett
439 S. Kirkwood Road, Suite 204
St. Louis, MO 63122
Tel: (314) 965-3373
Fax: (314) 965-2225
Email: hdsstl@hdsstl.com
About DNA Servers, Inc
DNA Servers, Inc. in Maryland Heights, MO, filed its voluntary
petition for Chapter 11 protection (Bankr. E.D. Mo. Case No.
23-43588) on October 5, 2023, listing $135,700 in assets and
$3,320,640 in liabilities. David Harris as Board Member, signed the
petition.
HERREN, DARE & STREETT serve as the Debtor's legal counsel.
EAGLE PROPERTIES: Court OKs Cash Collateral Access Thru Nov 14
--------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Virginia,
Alexandria Division, authorized Eagle Properties and Investments,
LLC to continue using cash collateral on an interim basis in
accordance with the budget.
Upon agreement of the parties, the Debtor will keep monthly
payments current to all secured creditors during the Supplemental
Period as set forth in the cash collateral Order, including but not
limited to Fulton Bank, N.A.
As previously reported by the Troubled Company Reporter, Fulton
Bank, Bank of Clarke County, Asset Based Lending, MainStreet Bank,
Virginia Partners Bank, Community Bank of the Chesapeake, Orrstown
Bank and Union Bank hold valid first Deeds of Trust and Assignment
of Leases and Rents on certain parcels of the Debtor's real
property and the resulting cash collateral.
A final hearing on the matter is set for November 14, 2023 at 12
p.m.
A copy of the court's order is available at
https://urlcurt.com/u?l=08BSSk from PacerMonitor.com.
About Eagle Properties and Investments
Eagle Properties and Investments, LLC, is a Vienna Va.-based
company engaged in leasing real estate properties. It owns 26
properties valued at $9.37 million.
Eagle Properties and Investments filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va.
Case No. 23-10566) on April 6, 2023, with $9,429,800 in total
assets and $14,716,136 in liabilities. Amit Jain, manager, signed
the petition.
Judge Klinette H. Kindred oversees the case.
The Debtor tapped the Law Offices of Sris, P.C. and N D Greene, PC.
as legal counsels and SC&H Group, Inc. as financial advisor and
accountant.
Bank of Clarke County, as lender, is represented by Hannah Hutman,
Esq. at Hoover Penrod PLC.
Orrstown Bank, as lender, is represented by Stephen Nichols, Esq.
at Offit Kurman.
Virginia Partners Bank , as lender, is represented by James R.
Meizanis, Jr., Esq. at Blankingship & Keith, P.C.
Gus Goldsmith, as lender, is represented by Justin P. Fasano, Esq.
at McNamee Hosea, PA.
EARTHSTONE ENERGY: S&P Upgrades ICR to 'BB-' Then Withdraws Rating
------------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on oil and gas
exploration and production company Permian Resources Corp. to 'BB-'
(the same level as its issuer credit rating on Permian) from 'B+'
and removed it from CreditWatch, where S&P placed it with positive
implications on Aug. 22, 2023. S&P's 'BB-' issue-level rating on
its unsecured notes is affirmed.
Subsequently, S&P withdrew its issuer credit rating on Earthstone.
At the time of the withdrawal, S&P's outlook on the company was
positive.
S&P said, "We raised our issuer credit rating on Earthstone and
removed the rating from CreditWatch due to the completion of its
acquisition by Permian Resources. We subsequently withdrew our
issuer credit rating. Our 'BB-' issue-level rating (the same level
as our issue-level rating on Permian's unsecured notes) on the
company's outstanding unsecured notes is affirmed."
EISNER ADVISORY: Fitch Lowers Rating on Revolving Facility to 'B+'
------------------------------------------------------------------
Fitch Ratings has downgraded Eisner Advisory Group, LLC's (Eisner)
revolving credit facility to 'B+'/'RR3' from 'BB'/'RR1' following
an amendment to the credit agreement that removed the
super-priority treatment. The Rating Watch Negative has been
removed. Fitch has also affirmed Eisner's secured debt at
'B+'/'RR3'.
Eisner amended its credit agreement to remove the super priority
treatment the revolver had previously received. Fitch has
downgraded the revolver facility rating as it now ranks pari passu
with the company's senior secured debt. Along with removing the
super priority, the company upsized the revolver to $130 million
from $50 million.
KEY RATING DRIVERS
Acquisition Driven Growth: TowerBrook Capital Partners (the
sponsor) has a significant investment in Eisner. TowerBrook and
Eisner plan to continue acquiring regional accounting firms or
partnerships. Since the LBO, Eisner has completed multiple
acquisitions, and management has indicated that they may issue new
debt if acquisition opportunities are appealing and appropriate.
Fitch expects the debt level will be manageable unless rollup
strategy becomes considerably more aggressive; however, Fitch will
continue to monitor interest coverage given the higher rate
environment.
Middle Market Positioning: Eisner ranks in the top 20 public
accounting firms according to industry estimates. It enjoys a
strong position in the fragmented mid-tier accounting market,
leveraging its widely known brand name while avoiding competition
from the big four accounting firms.
Mid-Single Digit Leverage: Fitch expects leverage over the rating
horizon in the mid-single digits. Although the sponsor has not
indicated a clear financial policy, Fitch believes the company will
likely continue to pursue acquisitions in the foreseeable future.
With leverage in the mid-single digits and an ongoing rollup
strategy, Fitch believes the company is limited to the 'B' rating
category.
Highly Recurring Revenue Model: Eisner's credit profile benefits
from highly recurring revenue streams driven by strong customer
retention. For FYE July 31, 2022, the company had a revenue
retention rate of over 90% and an average client tenure of
approximately nine years for its top 10 clients. Client retention
is aided by cross selling clients on multiple business lines,
leading to deeper customer relationships.
Diversified Business Lines and Client Base: Eisner services
approximately 30,000 customers globally, with the top 10 customers
making up less than 10% of overall revenues. Additionally, the
company has multiple business lines across audit, tax, and advisory
services. The largest sector, financial services, constitutes
approximately 35% of total revenues with other clients spread
across diverse end markets.
Inelastic Demand for Services: Most audits and tax services offered
by the firm are rarely discretionary. Material disruption resulting
from cyclicality is unlikely, given the critical role of audited
financials (capital market) and tax filings (IRS). Fitch believes
the demand for advisory services is more volatile than the demand
for the tax and audit services, but this is somewhat mitigated by
the Advisory and Private Business Services segments making up less
than 30% of overall company revenues. Fitch expects this percentage
to decline since the acquisition targets are typically focused on
audit and tax services
DERIVATION SUMMARY
Eisner is well positioned compared with peers in the middle market
for accounting services but compares less favorably with the big
four accounting firms. Margins at Eisner are significantly lower
than the 30% margins at big four peers due to decreased operating
leverage, as well as the partner compensation strategy that places
partner compensation before EBITDA. Eisner also has a large debt
stack due to its LBO, although Fitch expects the leverage is
manageable unless there is a material change.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within the Rating Case for the Issuer:
- Organic Revenue Growth of 3% to 4% over the rating horizon;
- EBITDA margins held in the mid to high teens.
RECOVERY ANALYSIS
Fitch's recovery analysis assumes the company will be reorganized
as a going concern (GC) in the event of the bankruptcy rather than
liquidated. The GC analysis assumes a decline in EBITDA to reflect
the stress that provoked the bankruptcy, as well as an amount of
corrective action taken before emergence from bankruptcy. The GC
analysis contemplates a scenario in which a high-profile audit
mistake drives business away from the company, resulting in
significant revenue decline, including the loss of clients. The
resulting estimate of GC EBITDA of $85 million is significantly
below the prior fiscal year.
The recovery multiple of 6.0 reflects several factors, including
the stable recurring revenue nature of the accounting business, as
well as Eisner's favorable positioning in the fragmented market for
mid-tier accounting services, while also recognizing the low growth
nature of the accounting industry.
The company's debt balance at the time of default is estimated to
be approximately $860 million consisting of pari passu senior
secured debt. Fitch assumes a fully drawn revolver of $130 million.
Using a 6.0x emergence multiple, $85 million in GC EBITDA and 10%
administration claims, Fitch arrives at $459 million available for
recovery. Applying this amount to the $860 million of debt, Fitch
estimates a recovery consistent with 'RR3'. Applying standard
notching criteria to the 'B' IDR leads to ratings of 'B+'/'RR3' on
the company's senior secured term loans and revolver.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- Fitch's expectation of leverage, as measured by debt to EBITDA
maintained below 5.0x;
- Fitch's expectation of EBITDA margins maintained in the mid to
high teens on a sustained basis.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- Fitch's expectation that leverage will be maintained above 6.0x;
- Fitch's expectation of EBITDA margins falling into the low teens
or single digits on a sustained basis;
- EBITDA interest coverage sustained below 2.0x.
LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity: Fitch projects that Eisner will generate
adequate FCF over the rating horizon, with the potential of
achieving more than $50 million annually in the next two to three
years. Eisner will have close to full availability under its
revolver. Fitch expects the sponsor and management to continue the
roll-up strategy, using available cash, which stood at $142 million
as April 30, 2023, for acquisitions rather than debt paydown.
Debt Structure: Eisner's debt consists of first-lien secured term
loan Bs totaling $732 million and maturing in July 2028 as of April
30, 2023. The company had $4 million in letters of credit
outstanding against its current $130 million revolver.
ISSUER PROFILE
Eisner Advisory Group is a middle-market U.S. professional services
firm with a national platform and global presence. The company has
a full suite of accounting, tax and advisory services with
approximately 30,000 clients across multiple industries.
ESG CONSIDERATIONS
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' 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. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Eisner Advisory
Group, LLC
senior secured LT B+ Affirmed RR3 B+
super senior LT B+ Downgrade RR3 BB
EMERALD TECHNOLOGIES: S&P Alters Outlook to Neg., Affirms 'B-' ICR
------------------------------------------------------------------
S&P Global Ratings revised its outlook on electronics manufacturing
services (EMS) provider Emerald Technologies (U.S.) AcquisitionCo.
Inc. to negative from stable and affirmed its 'B-' issuer credit
rating. S&P also affirmed its 'B' issue-level and '3' recovery
rating on Emerald's secured debt.
S&P said, "The negative outlook reflects our expectation that
Emerald will see continued high leverage and negative FOCF
generation in 2023. While we believe demand from its large customer
will improve, if the customer faces additional headwinds, we
believe Emerald could underperform our forecast in 2024.
"We expect Emerald's leverage to remain elevated and negative FOCF
generation in 2023 due to weak demand from its largest customer.
Emerald has had significant customer concentration in the past. Its
two largest customers accounted for more than 50% of total revenue
in 2022. However, its largest customer has seen significant
headwinds related to geopolitical tensions with China, decline in
wafer equipment demand, and an incident affected its supply chain,
such that demand significantly weakened in 2023. The weaker demand
hampered Emerald's financial performance as we expect the large
customer's revenue to decline more than 50% in 2023.
"Due to the large decline in revenue from Emerald's largest
customer, we believe its credit metrics will see headwinds in its
2023 performance. We expect Emerald's revenue to decline more than
15% year over year in 2023 due to the large customer decline. While
its EBITDA margins will stay stable at 8%-10%, the large decline in
revenue will increase leverage to the mid-10x area in 2023.
"However, we do believe that the large customer's demand will
improve in 2024. Emerald and its largest customer still have a
strong working relationship. The customer recently worked with
Emerald to keep most of the workers employed in its factory in
China by making a payment, as it believes demand will improve in
2024 and wants the factory to be ready for increased production. We
believe the large customer's demand will improve in 2024 such that
Emerald's revenue increases more than 10%, helping improve leverage
to the mid-7x area in 2024."
While its largest end customer is hampering its credit metrics,
Emerald has seen good growth with its other customers in 2023. Even
as its largest customer's demand weakened due to severe headwinds
in 2023, Emerald's other customers have seen strong growth. S&P
expects its second largest customer to grow more than 50% year over
year in 2023, as Emerald has taken share from competitors and
expanded production lines due to investments it has made in the
business.
Its customers outside the top 20 customers have also expanded more
than 50% in 2023. While this will not offset the decline in revenue
from its largest customer in 2023, S&P believes this will decrease
Emerald's significant customer concentration such that it will be
less reliant on its largest customer moving forward.
Emerald's total liquidity remains limited as it draws on its
revolver and burns cash, but we expect it to maintain its business
operations. Due to its smaller scale compared with other EMS
providers, Emerald has always had a lower liquidity profile because
it does not need as much total liquidity as other EMS providers.
Currently, Emerald has about $5 million in cash, $15 million of
availability on its revolver, and $9 million in equipment financing
as of the second quarter of 2023.
S&P said, "While we expect its liquidity to remain constrained in
2023 as it generates about negative $15 million of FOCF in 2023 on
its largest customer decline, we believe it will have enough
liquidity to manage its day-to-day business operations. We also
expect Emerald's EBITDA margins to improve in 2024 as one-time
severance costs roll off and improved utilization occurs such that
we expect the company to generate modestly positive FOCF after debt
service in 2024.
"We also note that its financial sponsor, Crestview Partners, has
continued to invest in Emerald, as it recently provided additional
equity to finance Emerald's acquisitions to expand its production
facilities in the Pacific Northwest and southeast Asia. The
financial sponsor also worked with Emerald's lenders to amend the
covenant ratio step down schedule over the next few years as
Emerald works through the large customer's decline over the next
year.
"The negative outlook reflects our expectation that Emerald will
see continued high leverage and negative FOCF generation in 2023.
While we believe that demand from its large customer will improve,
if the large customer faces additional headwinds, we believe
Emerald could underperform our forecast in 2024."
S&P could lower the rating if it believes Emerald's capital
structure is unsustainable. This could occur due to:
-- Weak recovery from its largest customer;
-- Prolonged semiconductor supply chain constraints; or
-- A tougher macroeconomic environment such that Emerald generates
negative FOCF after debt service and worsening liquidity.
S&P said, "We could also lower the rating if we believe there is
increasing risk of distressed exchanges or restructuring, potential
covenant issues, or distressed debt repurchases.
"We could revise our outlook on Emerald if it can sustain positive
free cash flow after debt service despite large customer
volatility, semiconductor supply chain issues, and a tougher
macroeconomic environment, such that its liquidity profile
improves. This could occur if Emerald improves its cost structure
or stabilizes its largest end customer demand."
ENVISION HEALTHCARE: $2.20BB Bank Debt Trades at 82% Discount
-------------------------------------------------------------
Participations in a syndicated loan under which Envision Healthcare
Corp is a borrower were trading in the secondary market around 17.9
cents-on-the-dollar during the week ended Friday, November 3, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $2.20 billion facility is a Term loan that is scheduled to
mature on March 31, 2027. The amount is fully drawn and
outstanding.
Envision Healthcare Corporation provides health care services. The
Hospital offers surgery, pharmacy, medical imaging, emergency care,
and other related health care services. Envision Healthcare serves
patients  in the United States.
EXACTECH INC: $235MM Bank Debt Trades at 35% Discount
-----------------------------------------------------
Participations in a syndicated loan under which Exactech Inc is a
borrower were trading in the secondary market around 65.3
cents-on-the-dollar during the week ended Friday, November 3, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $235 million facility is a Term loan that is scheduled to
mature on February 14, 2025. About $220.2 million of the loan is
withdrawn and outstanding.
Exactech, Inc. develops, manufactures, markets, and sells
orthopedic implant devices and related surgical instrumentation.
FACEBANK INTERNATIONAL: DBRS Confirms BB Long-Term Issuer Rating
----------------------------------------------------------------
DBRS, Inc. confirmed the ratings of FACEBANK International
Corporation (FACEBANK or the Company), including the Company's
Long-Term Issuer Rating of BB. The trend for all ratings is Stable.
The Intrinsic Assessment (IA) for the Company is BB and the Support
Assessment is SA3.
KEY RATING CONSIDERATIONS
The ratings confirmation and Stable trend reflect FACEBANK's small
niche franchise, strong earnings and solid asset quality.
Additionally, the ratings are underpinned by FACEBANK's liquid
balance sheet and conservative loan underwriting. Constraining the
ratings are the Company's relatively short operating history,
heightened operational risk surrounding BSA/AML compliance given
its customer base, as well as the Company's limited scale and
diversity.
RATING DRIVERS
Continued strong execution on strategic initiatives resulting in
increased franchise scope and scale, including a more diverse
funding mix, would result in a ratings upgrade. Conversely, an
increased risk appetite, sustained asset quality deterioration or
BSA/AML compliance issues would result in a downgrade of the
ratings.
RATING RATIONALE
Franchise Combined Building Block (BB) Assessment: Weak/Very Weak
Established in 2006, FACEBANK operates as an International Bank
Entity (IBE) under the laws of the Commonwealth of Puerto Rico. The
IBE charter offers a tax-efficient platform for the bank to provide
U.S. dollar deposit and payment services to foreign customers.
Through its Florida-based mortgage subsidiary, Florida Home Trust,
the Company provides residential mortgage loans to foreign
nationals primarily in South Florida. We note that FACEBANK has no
lending or securities exposure to Puerto Rico.
A key component of its franchise is an online connection with the
Federal Reserve Bank of New York (FRBNY), which allows it to
efficiently clear deposits for its customers, saving both time and
expense. We view this connectivity as a competitive advantage for
FACEBANK, which is contingent on the Company maintaining strong
BSA/AML and corporate governance practices and ongoing reviews from
the FRBNY.
Over its limited operating history, FACEBANK has built a profitable
banking franchise, helping its international customers transact
business in the U.S. Instead of branches, the Company facilitates
its deposit gathering both digitally and through an arrangement
with Business Development Facilitators (BDF). These BDFs,
professionals located primarily in South America, partner with the
Company by referring customers with a need for a U.S. dollar
account to FACEBANK, sharing in the profits from this customer
relationship.
Earnings Combined Building Block (BB) Assessment: Good/Moderate
FACEBANK has shown solid profitability metrics driven by an above
average net interest margin (NIM), supported by low funding costs
and an above average yield on its residential mortgage loan
portfolio, its primary loan category. Additionally, the NIM has
been increasing in recent periods, reflecting higher interest
rates. Profitability is also aided by wire transfer fees, as well
as the IBE charter, which allows the Company to operate essentially
tax exempt.
Risk Combined Building Block (BB) Assessment: Moderate/Weak
FACEBANK's loan portfolio has performed well during the Company's
operating history with low levels of non-accrual loans and
charge-offs. However, the mortgage portfolio has grown during a
period of strong Florida real estate prices and has not been tested
in a downturn. The Company takes on some additional credit risk
through its investment portfolio, which includes a portion held in
corporate bonds. DBRS Morningstar notes that this portfolio is
investment grade and adequately diversified by issuer and
industry.
FACEBANK's primary loan product is residential mortgages in Florida
to foreign nationals. While this poses additional risks, the
Company mitigates these risks with full underwriting and
conservative loan-to-value (LTV) ratios, including a maximum LTV of
70%, dependent on the type of property and borrower.
Funding and Liquidity Combined Building Block (BB) Assessment:
Moderate/Weak
In addition to its core deposit product, the Company also gathers
deposits from its lending business, requiring a deposit account for
its loan customers, as well as the maintenance of escrow deposits.
These sources result in a relatively stable and low-cost deposit
base. The Company has also established alternative sources of
funding, in addition to its on balance sheet liquidity sources. Of
note, the Company maintains over one-third of its balance sheet in
liquid assets and investment securities, including a large
percentage in low credit risk U.S. government securities.
Capitalization Combined Building Block (BB) Assessment: Moderate
The Company is not subject to regulatory capital requirements,
although risk-based capital levels are calculated by management.
DBRS Morningstar views FACEBANK's capital levels as adequate, given
its capital generation, well-secured loan portfolio and risk
management practices. As a privately-held institution, FACEBANK's
sources of additional capital are limited, although management has
indicated that the Company's ownership does have the wherewithal to
inject additional capital, if needed. Over the last ten years,
internal capital generation has been sufficient to fund balance
sheet growth.
Notes: All figures are in U.S. dollars unless otherwise noted.
FIG & FENNEL: Court OKs Cash Collateral Access Thru Nov 10
----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida,
Fort Lauderdale Division, authorized Fig & Fennel at MIA, LLC and
affiliates to use cash collateral on an interim basis, retroactive
to October 18, 2023 through November 10, 2023.
Newtek Small Business Finance, Inc., the United States Small
Business Administration, BMO Harris Bank, N.A., American Express
National Bank, Channel Partners Capital, LLC, Leaf Capital Funding,
LLC, Hallandale Beach CRA, and the LCF Group, Inc. assert an
interest in the Debtor's cash collateral.
The Debtor is permitted to use cash collateral to pay all ordinary
and necessary expenses in the ordinary course of their businesses
consistent with the budget, with a 10% variance.
In addition to the existing rights and interests of Newtek, the
SBA, and the Other Secured Parties in the Cash Collateral and for
the purpose of adequately protecting it from Collateral Diminution,
the Debtors may make interest only adequate protection payments to
Newtek.
Newtek, the SBA, and the Other Secured Parties are granted valid,
enforceable, fully-perfected, security interests to the extent that
said Pre-Petition Liens were valid, perfected and enforceable as of
the Petition Date.
A further interim hearing on the matter is set for November 7 at 11
a.m.
A copy of the order is available at https://urlcurt.com/u?l=sfTktp
from PacerMonitor.com.
About Fig & Fennel at MIA, LLC
Fig & Fennel at MIA, LLC and affiliates are owners and operators of
restaurants offering a broad selection of grab-and-go sandwiches,
salads, bowls, snacks, desserts, and more.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Fla. Lead Case No. 23-18515) on
October 18, 2023. In the petition signed by Robert Siegmann,
manager, the Debtor disclosed $2,956,271 in total assets and
$523,057 in total liabilities.
Judge Scott M. Grossman oversees the case.
Adam Leichtling, Esq., at Lapin & Leichtling, LLP, represents the
Debtor as legal counsel.
FINTHRIVE SOFTWARE: $460MM Bank Debt Trades at 42% Discount
-----------------------------------------------------------
Participations in a syndicated loan under which FinThrive Software
Intermediate Holdings Inc is a borrower were trading in the
secondary market around 58.3 cents-on-the-dollar during the week
ended Friday, November 3, 2023, according to Bloomberg's Evaluated
Pricing service data.
The $460 million facility is a Term loan that is scheduled to
mature on December 17, 2029. The amount is fully drawn and
outstanding.
FinThrive is a provider of revenue cycle management software
solutions to the healthcare sector.
FINTHRIVE SOFTWARE: Fitch Affirms B- LongTerm IDR, Outlook Negative
-------------------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Rating
(IDR) of FinThrive Software Intermediate Holdings, Inc. (FinThrive)
at 'B-'. Fitch has also affirmed FinThrive's senior secured first
lien rating at 'B+'/'RR2' and the senior secured second lien rating
at 'CCC'/'RR6'. The Rating Outlook has been revised to Negative
from Stable. Fitch's actions affect approx. $2.0 billion of
outstanding and committed debt.
Since the carve-out in 2021, FinThrive has completed the necessary
acquisitions to weave together a comprehensive RCM software
platform, positioning the company for potentially accelerated
growth. The ratings and revision in Outlook reflect FCF generation
which is likely to remain constrained due to a heavy interest
burden, slower than expected EBITDA growth, delays in the company's
efforts to curb extraordinary spend and capex spend and working
capital outflows which has led to decline in liquidity balances as
compared to Fitch's prior expectations.
While liquidity is still sufficient to absorb moderate pressures,
negative ratings action may be warranted if extraordinary spend and
capital intensity are not reduced sufficiently to produce positive
FCF.
KEY RATING DRIVERS
Increased Rates Pressure FCF: Fitch believes FinThrive is
vulnerable to the high interest rate environment as an issuer of
primarily floating rate debt. Fitch forecasts the increase in cash
interest expense is expected to keep the EBITDA interest coverage
metric to below 1.5x and lead to negative FCF in fiscal 2023. FCF
is further expected to be constrained by extraordinary spend
related to restructuring, acquisition integration and capex spend
leading to deterioration in the company's liquidity levels which is
anticipated to be lower as compared to Fitch's prior expectations
of the company maintaining greater than $100 million in cash
balance.
The company ended 2Q23 with a cash balance of $27 million as
compared to $141 million in 2Q22. Fitch however expects FCF
generation to improve over the ratings horizon to mid-single digit
margins as extraordinary spend declines, EBITDA growth improves as
bookings win materialize and the company benefits from realization
of about $19 million-$20 million from recent cost saving measures.
Further Fitch still believes the company has fairly sufficient
liquidity, which includes $150 million in available revolver along
with cash on balance sheet, to absorb the potential for moderate
pressures over the intermediate term. Due to the current liquidity
position and Fitch's base case forecast for improvement in FCF and
credit protection metrics, Fitch believes the affirmation of the
rating is warranted. However, Fitch acknowledges the deterioration
in liquidity levels as compared to prior expectations, operational
underperformance along with delays in the company's efforts to curb
extraordinary spend and capex spend. Consequently, Fitch exercises
caution and revised the company's Outlook to Negative from Stable.
High Leverage: Following its acquisition by PE sponsor, Clearlake,
FinThrive has pursued a primarily debt-financed acquisitive
strategy that has seen the 8.2x Fitch calculated pro forma leverage
at the time of ratings initiation increase to a forecast level of
9.8x in FY 2023, which is above the nearly 8.0x median for
Fitch-rated health care IT issuers. Fitch forecasts modest
deleveraging to slightly above 7.5x over the ratings horizon.
Fitch believes further leverage reduction is constrained by the
limited EBITDA growth opportunity with margins that already
benchmark well relative to peers, the company's mid-single digit
revenue growth profile and the PE ownership that is unlikely to
promote voluntary debt repayment. However, Fitch believes elevated
leverage is supported by the company's dependable growth prospects,
strong margin profile, declining capital intensity and low
cyclicality.
Growth Rates Below Peers: FinThrive historically has experienced
growth rates in the low to mid-single digits relative to the
double-digit rate of peers and the HCIT sector broadly.
Historically the company has primarily targeted the fully
penetrated large hospital system customer segment, leaving
cross-sell efforts as the primary mechanism for future growth.
Recently hospitals have encountered challenges such as labor,
resource shortages and wage pressures which have had a direct
effect on their budgets. Consequently, these issues have also
affected FinThrive's revenue generation due to prolonged
implementation times. Fitch notes that the constraints on hospitals
are gradually improving. Further, FinThrive has consistently
secured new bookings each quarter. As a result, Fitch anticipates
revenue generation should improve as the above constraints on
hospitals ease and bookings materialize.
Furthermore, Fitch believes the company may be poised for
accelerated growth now that the necessary acquisitions to bring an
end-to-end RCM software platform to market are complete. Currently,
typical large hospital systems engage dozens of software tools to
address the patient billing cycle. Successful integration of
acquired offerings and deployment of a comprehensive platform may
accelerate cross-selling opportunities while also improving
competitive positioning.
Supportive Secular Drivers: Fitch expects FinThrive to benefit from
strong secular trends in U.S. health care spending and utilization.
The Centers for Medicare and Medicaid Services (CMS) forecasts
national health expenditure growth of 5.4% per year through 2031
due to long-standing trends including an aging demographic, medical
procedure/drug-cost inflation and utilization growth.
In addition, increased regulatory burdens, claims processing
complexity and pressures on provider profitability serve as strong
tailwinds for continued software adoption by providers. Fitch
believes the secular tailwinds provide a dependable growth
trajectory that benefits the credit profile.
Low Cyclicality: Fitch expects FinThrive, which maintained
consistent growth through the pandemic, to continue to exhibit low
cyclicality as global macroeconomic pressures rise. Fitch believes
the company will exhibit strong correlation to overall U.S. health
care spend and utilization, which is highly nondiscretionary and
has experienced uninterrupted growth since at least 2000, according
to CMS.
In addition, risks for material revenue declines are low as the
company's strong retention rates are supported by high switching
costs that involve staff retraining, implementation costs, business
interruption risks and reduced productivity when swapping vendors.
As a result, Fitch believes the credit profile will demonstrate
minor sensitivity to macroeconomic cycles.
Strong Recurring Revenues and Margin Profile: FinThrive's software
offerings are delivered through a multi-tenant, single-instance
cloud platform with approx. 70% of revenue generated from
subscription-based revenue that is predominantly comprised of
fixed-fee products. Further about 97% of the company's revenue is
re-occurring in nature. The high degree of recurring revenue
promotes visibility and is further supported by gross retention
rates which average greater than 90%.
FinThrive maintains strong profitability metrics with EBITDA
margins above the 39% average and 13%-45% range for Fitch-rated
HCIT peers and poised for additional expansion as cost-reduction
actions begin to run-rate. The strong margin profile is supported
by a highly variable cost structure typical of software developers.
Fitch believes the strong margins contribute to the ability to
sustain elevated leverage.
Strategic Risks: Fitch notes risk in the go-to-market strategy that
targets large hospital systems, which positions FinThrive in direct
competition with larger RCM providers, such as Change Healthcare,
Inc. which was acquired by Optum and Experian Information
Solutions, Inc., who could quickly scale up investment in product
and sales efforts. In addition, large Electronic Health Records
(EHR) providers, such as Cerner Corp., which was acquired by Oracle
Corp (BBB/Negative) in 2021, or EPIC Systems Corp., are thoroughly
entrenched in hospital IT systems and may leverage their position
to vertically integrate their software stack by expanding into RCM
capabilities. This risk is partially mitigated by the substantial
switching costs involved in replacing an RCM vendor, evidenced by
the company's historical retention rates of greater than 90%.
DERIVATION SUMMARY
Fitch is evaluating FinThrive following its acquisitions of
TransUnion Healthcare, Inc. (TUHC) and Pelitas as management
progresses through their integration and value-creation strategies,
positioning the company for a potential acceleration in growth over
the intermediate term.
Fitch believes the company benefits from a favorable growth
opportunity as health care billing processing volumes continue to
expand due to long-standing trends in the U.S. health care sector
including, an aging demographic, medical procedure/drug cost
inflation and utilization growth. In addition, Fitch expects health
care-centered software will continue to experience rising adoption
as health care providers seek to efficiently address increased
regulatory burdens, claims processing complexity and profitability
pressures.
While Fitch views the demand trends positively, new client growth
prospects are partially limited relative to HCIT peers given the
company's target market of large hospital system customers. This
segment is characterized by high software adoption rates nearing
full penetration, rapid consolidation that reduces the set of
potential customers, and higher competitive intensity with larger
scale software providers and entrenched EHR software providers
seeking to expand wallet share. As a result, the company primarily
depends on cross-selling to the existing client base in pursuit of
growth.
Fitch believes the past acquisitions enhance growth prospects as
complimentary product offerings can be integrated in the
development of a true end-to-end RCM software platform, whereas
large hospital systems currently typically engage dozens of
software tools to address the patient billing cycle. Successful
deployment of a comprehensive offering may accelerate cross-selling
opportunities while also improving competitive positioning.
Fitch believes growth is further ensured by a high degree of
recurring revenue, strong client retention rates, high switching
costs and robust sales efforts. Finally, similar to the company's
continued positive organic growth during the pandemic-led downturn,
Fitch expects the company to demonstrate minimal cyclicality and
durable resistance to economic cycles due to the non-discretionary
nature of health care spend.
The company scores positively on profitability metrics with Fitch
forecasting EBITDA margins currently well above the 39% average for
Fitch-rated HCIT peers and poised for additional expansion over the
ratings horizon. However, similar to peers that are predominantly
PE-owned as well, Fitch expects FCF to remain constrained, as
rising rates lead to a rapid step-up in cash interest expense.
Fitch is now forecasting negative FCF in FY 2023 and modest cash
burn FY 2024. Fitch believes a return to positive FCF is achievable
in FY 2025 as extraordinary spend related to the carve-out process
and acquisition integration is reduced and capital intensity
declines post the completion of certain growth investments in
product and infrastructure, leading to FCF margin expansion to
mid-single-digit range. Fitch believes a return to positive FCF
will be sustainable due to robust profitability, low cyclicality,
and a lower cash conversion cycle.
Due to the attractive characteristics of the business model, Fitch
believes higher levels of leverage are tolerable. Fitch estimates
pro forma FY23 leverage at 9.8x, exceeding the 8.0x median for
Fitch-rated HCIT issuers, and forecasts modest deleveraging to 7.5x
over the ratings horizon as further reduction is constrained by the
limited revenue growth opportunity, EBITDA margins that already
benchmark well relative to peers and the PE ownership that is
unlikely to promote voluntary debt repayment. Fitch views elevated
leverage and reduced FCF as the primary determinants of the 'B-'
rating.
No country-ceiling, parent/subsidiary or operating environment
aspects had an impact on the rating.
KEY ASSUMPTIONS
- Moderate revenue declines to low single digit growth expected in
2023 and 2024 which is consistent with YTD trends and factors in
delayed implementation on new booking wins;
- Mid-single growth expected per year thereafter, due to cross
selling efforts, new logo growth and increasing medical procedure
volumes, consistent with end-market forecasts;
- EBITDA margins of 44% in FY23, expanding to 49% over the rating
horizon due to synergy and cost-reduction realization, facilities
consolidation, scaling efficiencies and reduced one-time costs;
- Capital intensity of 10.6% in fiscal 2023 due to completion of
product and infrastructure investments, gradually declining toward
8% relative to 6.5% average of HCIT peers;
- Extraordinary costs related to restructuring and acquisition
integration gradually declining to $5million per annum.
RECOVERY ANALYSIS
KEY RECOVERY RATING ASSUMPTIONS
- The recovery analysis assumes that FinThrive would be reorganized
as a going-concern in bankruptcy rather than liquidated;
- Fitch has assumed a 10% administrative claim.
Going-Concern (GC) Approach
- The GC EBITDA estimate reflects Fitch's view of a sustainable,
post-reorganization EBITDA level upon which Fitch bases the
enterprise valuation (EV). Fitch contemplates a scenario in which
elevated competition from larger RCM providers results in increased
client churn and decreased revenue growth, as well as increased
sales and R&D expenses to address the challenges. As a result,
Fitch expects that FinThrive would likely be reorganized with a
similar product strategy and higher than planned levels of
operating expenses as the company reinvests to ensure customer
retention and defend against competition.
- Under this scenario, Fitch believes EBITDA margins would decline
such that the resulting GC EBITDA is approximately 11% below pro
forma 2023 forecast EBITDA;
- An EV multiple of 7x EBITDA is applied to the GC EBITDA to
calculate a post-reorganization EV. The choice of this multiple
considered the following factors:
Comparable Reorganizations: In Fitch's 2023 edition of its "TMT
Bankruptcy Enterprise Values and Creditor Recoveries" case study,
the agency notes twelve past reorganizations in the technology
sector, where the median recovery multiple was 5.3x. Of these
companies, only two were in the software subsector: Allen Systems
Group, Inc. and Aspect Software Parent, Inc., which received
recovery multiples of 8.4x and 5.5x, respectively. Fitch believes
the Allen Systems Group, Inc. reorganization is highly supportive
of the 7.0x multiple assumed for FinThrive given the mission
critical nature of both companies' offerings.
M&A Precedent Transaction: A study of M&A in the health care IT
industry from 2015 to 2020 that included an examination of 42
transactions involving RCM providers established a median EV/EBITDA
transaction multiple of 15x. More recent comparable M&A such as the
buyouts of athenahealth, Waystar and eSolutions continue to support
similar transaction multiples.
Fitch evaluated a number of qualitative and quantitative factors
that are likely to influence the GC valuation:
- Secular trends and regulatory environment are highly supportive
as increased regulatory burdens, claims processing complexity and
reimbursement pressures promote demand growth;
- Barriers to entry are high relative to software issuers as deep
domain and regulatory expertise are required to develop solutions
for automated claims processing;
- FinThrive is a top-five RCM software provider to large hospital
systems, but is still of significantly smaller scale than certain
competitors such as Change Healthcare, Inc. (now acquired by Optum)
and Experian Information Solutions, Inc.;
- Revenue and cash flow outlook are favorable as long-standing
secular trends in health expenditures are supportive of revenue
growth while strong profitability and low capital intensity promote
positive FCF generation;
- Revenue certainty is high as a result of the 97% re-occurring
revenue profile;
- EBITDA margins are near the top of the 13%-50% range for
Fitch-rated HCIT peers;
- Operating leverage is durable given a highly variable cost
structure typical of software developers. Fitch believes these
factors reflect a particularly attractive business model that is
likely to generate significant interest, resulting in a recovery
multiple at the high-end of Fitch's range.
The recovery model implies a 'B+' and 'RR2' Recovery Rating for the
company's first-lien senior secured facilities, reflecting Fitch's
belief that lenders should expect to recover 71%-90% in a
restructuring scenario. The recovery model also implies a rating of
'CCC'/'RR6' to the second lien term loan reflecting Fitch's belief
that lenders should expect to recover 0%-10% of their value in a
restructuring scenario.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- (CFO-Capex)/Debt sustained above 5%;
- Reduction in debt leading to EBITDA Leverage sustained below
7.5x;
- Revenue growth consistently in the high single digit range;
- Strengthened competitive positioning and increased scale.
Factors that could, individually or collectively, lead to Stable
Outlook:
- Sustained positive FCF generation.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- Further deterioration in liquidity prospects leading to sustained
use of the revolving credit facility;
- Revenue declines resulting from market share losses or
deterioration in competitive position;
- Sustained break-even or negative FCF;
- EBITDA interest coverage sustained below 1.5x.
LIQUIDITY AND DEBT STRUCTURE
Fairly Sufficient Liquidity: FinThrive's cash balances have
declined from $141 million in 2Q22 to $27 million in 2Q23. Fitch
notes that cash proceeds were partially used to pay down a portion
of the second lien term loan. The $150 million revolver continues
to remain undrawn. Although liquidity levels have declined, Fitch
believes liquidity levels are sufficient to absorb potential
moderate cash burn levels resulting from increased interest rates.
Under Fitch's base case, which contemplates negative FCF in fiscal
2023 with modest cash burn in the following year, Fitch expects
modest draws on the revolver to sustain operations in the near
term. Further Fitch anticipates positive FCF generation in fiscal
2025 and beyond as it expects non-recurring related
restructuring/acquisition charges to decline, $19 million-$20
million in recognized cost savings get realized and capex intensity
declines as necessary infrastructure related costs are completed.
ISSUER PROFILE
FinThrive is a provider of health care RCM software solutions,
serving more than 900 clients, including 37 of the top 40 U.S.
health systems.
ESG CONSIDERATIONS
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' 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. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Finthrive Software
Intermediate
Holdings, Inc. LT IDR B- Affirmed B-
senior secured LT B+ Affirmed RR2 B+
Senior Secured
2nd Lien LT CCC Affirmed RR6 CCC
FIRST BRANDS: S&P Rates New EUR300MM First-Lien Term Loan 'B+'
--------------------------------------------------------------
S&P Global Ratings assigned its 'B+' issue-level rating and '3'
recovery rating to First Brands Group LLC's proposed new EUR300
million first-lien term loan due March 2027. The '3' recovery
rating indicates S&P's expectation of meaningful (50%-70%; rounded
estimate: 60%) recovery in the event of a default.
S&P said, "This issuance does not affect our view of the company's
credit quality and we view the new term loan as pari passu with the
existing first-lien debt. Therefore, our 'B+' issuer credit rating
and stable outlook on First Brands, as well as our 'B+' issue-level
rating and '3' recovery rating on its first-lien debt, are
unchanged." First Brands will use the proceeds from this issuance
for general corporate purposes, including to fund mergers and
acquisitions (M&A) and enhance its liquidity.
The transaction moderately increases First Brands leverage this
year because the company is incurring incremental debt while
profitability will likely be lower due to its recent acquisitions
of underperforming businesses that generate minimal EBITDA and
require upfront restructuring charges. S&P said, "In addition, we
do not net the company's cash against its debt when calculating its
S&P Global Ratings-adjusted metrics. While we now forecast debt to
EBITDA of between 5.0x and 5.5x this year, we expect leverage to
return below 4.5x in 2024 and 2025 as the company achieves cost
synergies in its legacy business and newly acquired businesses
performance recovers as restructuring benefits are realized. We
also incorporate an increase in acquisitions as the additional
capital is put to use which should increase both the topline and
overall EBITDA in 2024 and 2025. We expect free operating cash flow
(FOCF) to debt to remain at least 5% in our base case forecast."
The company's ability to sustain its EBITDA margins will also
remain critical for its leverage and cash flow profile, which will
depend on the resilience of its business amid weaker macroeconomic
conditions, including persistent inflation, deferred discretionary
spending, and ongoing supply chain disruptions. It will also depend
on the company continuing its good track record of turning around
struggling businesses by cutting costs, focusing on greater
internal manufacturing, and leveraging its scale. If the company's
recent or future acquisitions significantly strain its credit
metrics for an extended period, S&P could lower its rating.
Pro forma for the capital raise, First Brands will have total
liquidity of more than $1 billion consisting of cash on balance
sheet of $831 million and net asset-based loan (ABL) availability
of $178.8 million. S&P anticipates the company will use these
sources of liquidity in the coming quarters to fund ongoing M&A of
businesses in the aftermarket maintenance and repair segments,
consistent with its consolidation strategy of previous add-ons.
ISSUE RATINGS--RECOVERY ANALYSIS
Key analytical factors:
-- S&P's simulated default scenario envisions a payment default
occurring in 2027 due to one, or a combination of, the following
factors: a sustained economic downturn or the loss of a top
customer, which constrains First Brands' sales volumes,
profitability, and cash flow and burdens its liquidity, or
operational disruptions that affect its ability to achieve its
planned cost savings or pass-through inflationary cost pressures.
-- S&P expects that First Brands' receivables factoring financing
(associated with its big-box retail customers) will be treated as a
priority claim given its working capital usage at default.
Simulated default assumptions:
-- Simulated year of default: 2027
-- EBITDA at emergence: $493 million
-- EBITDA multiple: 5x
Simplified waterfall:
-- Net enterprise value (after 5% administrative costs): $2,346
million
-- Valuation split (obligors/nonobligors): 88%/12%
-- Priority claims: $187 million
-- Total value available to first-lien: $2,060 million
-- Total first-lien debt: $3,484 million
--Recovery expectations: 50%-70% (rounded estimate: 60%)
-- Total second-lien debt: $570 million
--Recovery expectations: 0%-10% (rounded estimate: 0%)
FLEXOGENIX GROUP: Asset Sale Proceeds to Fund Plan
--------------------------------------------------
Flexogenix Group, Inc. and Flexogenix North Carolina, P.C., filed
with the U.S. Bankruptcy Court for the Central District of
California a Subchapter V Plan of Liquidation dated October 24,
2023.
Flexogenix Group, Inc. ("Flex Group") is a California corporation
created to provide management services for the operation of four
professional corporations operating nonsurgical orthopedic joint
care clinics in California, Georgia, Oklahoma and North Carolina.
The North Carolina entity known as Flexogenix North Carolina, P.C.
("Flex NC") continues to operate three nonsurgical orthopedic joint
care clinics in Greensboro, Charlotte, and Cary, North Carolina.
In late August 2023, the principals reached out to the owner of
Arthritis Knee Pain Centers to assess interest in a potential
acquisition or merger of the Flex NC clinics.
These efforts have resulted in the execution of an Asset Purchase
Agreement ("APA") between Flex Group and Flex NC as sellers, and
John Rush, MD, PLLC as buyer. The APA provides for the sale of the
hard assets owned by Flex Group and the accounts receivable owned
by Flex NC (the "Plan Sale") along with issuance of new stock in
Flex NC through confirmation chapter 11 subchapter V plan. This is
the Debtors joint plan of liquidation.
Flex Group's assets consist of equipment, furniture, and inventory
that are subject to blanket liens exceeding $298,961 on Flex
Group's pre-petition assets and post-petition replacement liens on
cash collateral which Flex Group will seek to reduce to the
liquidation value of such assets. The Flex Group Estate shall also
receive any surplus funds received from the Flex NC Estate after
payment of Allowed Administrative expenses, Allowed priority tax
Claims, Approved Final Expenses and turnover of cash collateral to
Holders of Allowed General Unsecured Claims of Flex NC under the
Plan, estimated to be approximately $67,000.
Under the current liquidation analysis for liquidation in Chapter
11 as proposed in this Plan, Holders of Allowed General Unsecured
Claims of Flex Group are estimated to receive a dividend of
approximately 1 percent, contingent upon the outcome of final
business operations and expenses.
Flex NC's assets consist of accounts receivable that are subject to
blanket liens exceeding $236,385, on Flex NC's pre-petition assets
and post-petition replacement liens on cash collateral which Flex
NC will seek to reduce to the liquidation value of such assets. All
cash remaining after payment of Allowed Administrative expenses,
Allowed priority tax Claims, Approved Final Expenses and turnover
of cash collateral to Holders of Allowed General Unsecured Claims
under the Plan.
Under the current liquidation analysis for liquidation in Chapter
11 as proposed in this Plan, Holders of Allowed General Unsecured
Claims of Flex NC are estimated to be paid in full, contingent upon
the outcome of final business operations and expenses.
The Debtors will have enough cash over the life of the Plan to make
the required Plan payments because the plan provides that creditors
will receive no more than their pro rata share of net liquidation
proceeds. Because the Debtors are being fully liquidated, there is
no issue about their continued operations.
Class 3(a) consists of General Unsecured Claims of Flex Group
Holders of Allowed General Unsecured Claims of Flex Group shall
receive a onetime, pro rata distribution, in cash of all funds
remaining in the Flex Group Estate after payment of Allowed
Administrative Claims, Allowed priority tax Claims, Authorized
Final Expenses, and turnover of cash collateral to Holders of
Allowed Secured Claims. Such distribution shall be made 30 days
after the Effective Date. Class 3(a) is Impaired.
Class 3(b) consists of General Unsecured Claims of Flex NC Holders
of Allowed General Unsecured Claims shall receive a one-time, pro
rata distribution, in cash of all funds remaining in the Flex NC
Estate after payment of Allowed Administrative Claims, Allowed
priority tax Claims, Authorized Final Expenses, and turnover of
cash collateral to Holders of Allowed Secured Claims. Such
distribution shall be made 30 days after the Effective Date. Class
3(b) is Impaired.
Class 4(a) consists of Interest in Flex Group. Holders of Interests
in Flex Group shall have such Interests Reinstated on the Effective
Date. Class 4(a) is an Unimpaired Class, and the Holders of
Interests in Flex Group are conclusively deemed to have accepted
this Plan pursuant to section 1126(f) of the Bankruptcy Code.
Therefore, the Holders of Interests in Flex Group are not entitled
to vote to accept or reject this Plan.
Class 4(b) consists of Interest in Flex NC. The Interests in Flex
NC shall be terminated, and new shares issued to the Buyer pursuant
to the APA. Class 4(b) is Impaired, and the Holders of Interests in
Class 4(b) are entitled to vote to accept or reject the Plan.
All Cash necessary for the Debtors to make payments required by
this Plan shall be obtained from (a) existing Cash balances and (b)
the sale of the FGI Assets and FNC Assets to Buyer.
A full-text copy of the Joint Liquidating Plan dated October 24,
2023 is available at https://urlcurt.com/u?l=gn7S8G from
PacerMonitor.com at no charge.
Counsel for Debtors:
Jeremy W. Faith, Esq.
Anna Landa, Esq.
Samuel M. Boyamian, Esq.
MARGULIES FAITH LLP
16030 Ventura Blvd., Suite 470
Encino, CA 91436
Tel: (818) 705-2777
Fax: (818) 705-3777
E-mail: Jeremy@MarguliesFaithLaw.com
About Flexogenix Group
Flexogenix Group, Inc., offers treatment for peripheral joint pain.
It is based in Cary, N.C.
Flexogenix Group filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. C.D. Calif. Case No. 23-16652) on Oct.
12, 2023, with $201,184 in assets and $6,436,696 in liabilities.
Iris Whalen, president, signed the petition.
Judge Barry Russell oversees the case.
Jeremy W. Faith, Esq., at Margulies Faith, LLP, is the Debtor's
legal counsel.
FRANCHISE GROUP: Moody's Cuts CFR to B3 & Second Lien Loan to Caa2
------------------------------------------------------------------
Moody's Investors Service downgraded Franchise Group, Inc.'s
corporate family rating to B3 from B2, probability of default
rating to B3-PD from B2-PD and senior secured second lien term loan
to Caa2 from Caa1. Moody's confirmed the B2 rating on Franchise
Group's senior secured first lien term loans. The outlook is
negative. Previously the ratings were on review for downgrade and
this concludes the review that began on May 15, 2023. The company's
speculative grade liquidity (SGL) rating SGL-3 was withdrawn
because the company is now private.
The CFR downgrade to B3 reflects governance considerations,
including Franchise Group's increased debt and leverage resulting
from the August 21, 2023 completion of its acquisition by a
consortium led by management in partnership with B. Riley
Financial, Inc. and Irradiant Partners, LP. As a result of the
transaction, Franchise Group became a privately held subsidiary of
Freedom VCM, Inc. ("Freedom") and Freedom VCM Holdings, LLC. The
downgrade also reflects Franchise Group's weakened operating
performance and credit metrics resulting from the ongoing
challenges in its home furnishing businesses that drove a 3.9%
decline in consolidated revenue in the first half ended July 1,
2023 and a 44.6% decline in adjusted EBITDA.
Franchise Group continues to review various options to transition
Badcock's customer financing program to a third party and the
timing of this transition remains uncertain. While significantly
improved, free cash flow remained negative in the first half of
2023 because of Badcock customer receivable financing, capital
spending and dividends. Excluding dividends, however, cash flow
turned modestly positive in the first half of 2023. Under new
private ownership, Moody's does not expect shareholder
distributions to continue. However, Franchise Group's cash flow
may be needed to support the interest payments on the $475 million
of debt held at its parent company Freedom over the next 12 to 18
months. The Freedom debt does have a pay-in-kind (PIK) feature
should Franchise Group be unable to distribute cash under the
restricted payment terms of its credit agreements.
RATINGS RATIONALE
Franchise Group's B3 CFR incorporates governance factors including
aggressive financial policies resulting in high financial leverage
and weak interest coverage driven by the acquisition of the company
along with past acquisitive growth, dividends and share repurchases
despite having weak free cash flow. Moody's includes the Badcock
customer financing business in its pro forma ratio calculations,
including non-recourse securitized debt, interest expense and
amortization. Moody's also includes the $475 million of unrated
Freedom debt used to help fund the company's leveraged buyout and
associated high interest costs. For the twelve months ended July 1,
2023, Franchise Group's pro forma Moody's adjusted debt/EBITDA
exceeded 6.75x and EBIT/interest remained below 1.0x. The B3 CFR
also reflects Franchise Group's limited operating history. Given
that the company has rapidly grown through many successive
acquisitions since being formed in July 2019, it has yet to prove
that its business strategies and financial policies are sustainable
over the longer term. The December 2021 acquisition of Badcock came
on the heels of the debt-funded Pet Supplies Plus, LLC acquisition
in March 2021 and Sylvan Learning Systems, Inc. cash acquisition in
September 2021. While having successfully paid down Badcock
acquisition debt using proceeds from asset sales, the integration
of Badcock remains incomplete because it has not yet transitioned
the customer financing business to a third party as planned,
resulting in an ongoing drag on free cash flow generation and
additional leverage stemming from securitized debt. The rating is
supported by the company's scale, brand, industry and product
diversification. Franchise Group operates in five separate retail
segments and one services segment, with no one segment representing
more than 29% 2022 revenue.
Liquidity is adequate, reflecting Moody's expectation that balance
sheet cash and excess revolver availability will support cash flow
needs over the next twelve months, and that the company will remain
in compliance with financial covenants but with modest cushion due
to an increasingly challenging operating environment.
The negative outlook reflects Franchise Group's weak operating
performance and credit metrics, particularly interest coverage, the
increasingly challenging retail operating environment, and need to
execute on a transfer of the Badcock consumer finance business in
order to improve free cash flow generation and reduce debt.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Ratings could be downgraded if operating performance continues to
deteriorate, if liquidity comes under pressure due to continued
negative free cash flow, increased covenant concerns, or inability
to reduce average revolver usage or extend its debt maturity
profile well ahead of 2026 debt going current. An inability to
transition the customer financing business to a third party over
the very near term could also lead to a ratings downgrade. Specific
metrics include Moody's debt/EBITDA remaining above 6x or
EBIT/interest expense remaining below 1.25x.
Ratings could be upgraded over time if Franchise Group demonstrates
steady revenue and profit growth, positive free cash flow and a
full transition of Badcock's customer financing business to a third
party. An upgrade would also require a balanced financial policy
that allows the company to maintain Moody's debt/EBITDA below 5x
and EBIT/interest expense above 1.75x.
Franchise Group, Inc., through its subsidiaries, operates
franchised and franchisable businesses including The Vitamin
Shoppe, Pet Supplies Plus, LLC, Badcock Home Furniture & More,
American Freight, Buddy's Home Furnishings and Sylvan Learning
Systems, Inc. Revenue exceeded $4.3 billion for the twelve month
period ended July 1, 2023.
The principal methodology used in these ratings was Retail
published in November 2021.
FRANK STOLLER: Hits Chapter 11 Bankruptcy Protection
----------------------------------------------------
Frank Stoller Construction Inc. filed for chapter 11 protection in
the Eastern District of Wisconsin. According to court documents,
the Debtor listed between $1 million and $10 million in debt owed
to 1 and 49 creditors. The Petition states funds will be available
to unsecured creditors.
A telephonic meeting of creditors under 11 U.S.C. Section 341(a) is
slated for November 8, 2023, at 1:00 P.M.
About Frank Stoller Construction
Frank Stoller Construction Inc. is an excavating contractor in
Algoma, Wisconsin.
Frank Stoller Construction sought relief under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Wis. Case No. 23-24505) on Oct. 3,
2023. In the petition filed by Russell L. Stoller, as president,
the Debtor reported assets and liabilities between $1 million and
$10 million.
The Debtor is represented by:
Virginia E. George, Esq.
Swanson Sweet LLP
1401 Perry Street
Algoma, WI 54201-1641
FTX GROUP: Customer Property Disputes Settlement Proposed
---------------------------------------------------------
Hari Govind of Bloomberg News reports that the FTX debtors
announced a proposed settlement of customer property disputes in
their pending chapter 11 cases.
The customer shortfall settlement will be proposed as part of an
amended plan of reorganization to be filed by the FTX Debtors by
December 16, 2023.
If approved by the bankruptcy court, the settlement would resolve
the customer property litigation filed against the FTX Debtors and
facilitate confirmation of the amended plan in the second quarter
of 2024.
About FTX Group
FTX is the world's second-largest cryptocurrency firm. FTX is a
cryptocurrency exchange built by traders, for traders. FTX offers
innovative products including industry-first derivatives, options,
volatility products and leveraged tokens.
Then CEO and co-founder Sam Bankman-Fried said Nov. 10, 2022, that
FTX paused customer withdrawals after it was hit with roughly $5
billion worth of withdrawal requests.
Faced with liquidity issues, FTX on Nov. 9 struck a deal to sell
itself to its giant rival Binance, but Binance walked away from
the
deal amid reports on FTX regarding mishandled customer funds and
alleged US agency investigations.
At 4:30 a.m. on Nov. 11, Bankman-Fried ultimately agreed to step
aside, and restructuring vet John J. Ray III was quickly named new
CEO.
FTX Trading Ltd (d/b/a FTX.com), West Realm Shires Services Inc.
(d/b/a FTX US), Alameda Research Ltd. and certain affiliated
companies then commenced Chapter 11 proceedings (Bankr. D. Del.
Lead Case No. 22-11068) on an emergency basis on Nov. 11, 2022.
Additional entities sought Chapter 11 protection on Nov. 14, 2022.
FTX Trading and its affiliates each listed $10 billion to $50
million in assets and liabilities, making FTX the biggest
bankruptcy filer in the US this year.
According to Reuters, SBF shared a document with investors on Nov.
10, 2022, showing FTX had $13.86 billion in liabilities and $14.6
billion in assets. However, only $900 million of those assets
were
liquid, leading to the cash crunch that ended with the company
filing for bankruptcy.
The Hon. John T. Dorsey is the case judge.
The Debtors tapped Sullivan & Cromwell, LLP as bankruptcy counsel;
Landis Rath & Cobb, LLP as local counsel; and Alvarez & Marsal
North America, LLC as financial advisor. Kroll is the claims
agent,
maintaining the page https://cases.ra.kroll.com/FTX/Home-Index
The Official Committee of Unsecured Creditors tapped Paul Hastings
as counsel, FTI Consulting, Inc., as financial advisor, and
Jefferies LLC as the investment banker. Young Conaway Stargatt &
Taylor LLP is the Committee's Delaware and conflicts counsel.
Montgomery McCracken Walker & Rhoads LLP, led by partners Gregory
T. Donilon, Edward L. Schnitzer, and David M. Banker, is
representing Sam Bankman-Fried in the Chapter 11 cases.
White-collar crime specialist Mark S. Cohen has reportedly been
hired to represent SBF in litigation. Lawyers at Paul Weiss
previously represented SBF but later renounced representing the
entrepreneur due to a conflict of interest.
FUSION GALAXY: $1.38M Unsecured Claims to Recover 1.10% in Plan
---------------------------------------------------------------
Fusion Galaxy LLC and Robert Lyle Agnew filed with the U.S.
Bankruptcy Court for the District of Arizona a Joint Plan of
Reorganization for Small Business dated October 24, 2023.
Agnew is an individual and sole member and manager of Fusion, a
full service, eco-friendly dry cleaner.
Fusion anticipates it has $371,908 of potential secured creditors,
and $1,381,379 of potential unsecured creditors. Given a
distribution of $15,200 from Fusion to general unsecured creditors,
general unsecured creditors will receive a return of 1.10%.
Further, all allowed administrative, priority and secured claims
will be paid in full over the life of the Plan.
Agnew anticipates he has $69,176 of potential secured creditors,
and $1,893,581 of potential unsecured creditors. Given a
distribution of $9,600 from Agnew to general unsecured creditors,
general unsecured creditors will receive a return of 0.51%.
Further, all administrative, priority and secured claims will be
paid in full over the life of the Plan.
The final Plan payment is expected to be paid 36 months after the
effective date of the Plan. However, the Debtors are hopeful that
they will be able to seek refinancing opportunities to allow them
to fund payments sooner than projected. The projections do not rely
on the Debtors obtaining any refinance of any assets.
This Plan of Reorganization proposes to pay creditors of Fusion and
Agnew from cash flow from Fusion's future operations and Agnew's
future income.
The Plan provides for full payment of administrative and priority
claims over the life of the Plan, prior to any payments to general
unsecured creditors. Administrative claims of the Subchapter V
Trustee and counsel for the Debtors are to be paid in cash after
the Court's approval of any fee applications, out of the Debtors'
cash flow, simultaneously with payments to secured creditors, and
before any payments to general unsecured creditors.
Class F3 consists of non-priority unsecured claims against Fusion.
The creditors with allowed unsecured claims in Class 3 shall be
paid in quarterly installments their pro rata share of funds paid
into the Plan Fund after all administrative and priority claims are
paid in full, and concurrently with payments to secured creditors,
their pro-rata share of $15,200.00.
Agnew is and shall remain the sole owner of Fusion. Agnew shall
retain his interest in Fusion but shall not receive a distribution
on account of his equity interests until after all claims are paid
according to the terms of the Plan. Agnew shall continue to receive
wages from Fusion.
Class A3 consists of non-priority unsecured claims against Agnew.
The creditors with allowed unsecured claims in Class 3 shall be
paid in quarterly installments their pro rata share of funds paid
into the Plan Fund after all administrative and priority claims are
paid in full, and concurrently with payments to secured creditors,
their pro-rata share of $9,600.
A full-text copy of the Joint Plan dated October 24, 2023 is
available at https://urlcurt.com/u?l=rAW695 from PacerMonitor.com
at no charge.
Attorneys for Debtors:
D. Lamar Hawkins, Esq.
JoAnn Falgout, Esq.
Guidant Law, PLC
402 E. Southern Ave.
Tempe, AZ 85282
Telephone: (602) 888-9229
Facsimile: (480) 725-0087
Email: lamar@guidant.law
joann.falgout@guidant.law
About Fusion Galaxy
Fusion Galaxy, LLC is a full service, eco-friendly dry cleaner in
Arizona.
Fusion Galaxy filed a petition under Chapter 11, Subchapter V of
the Bankruptcy Code (Bankr. D. Ariz. Case No. 23-05010) on July 26,
2023, with $342,116 in assets and $1,686,283 in liabilities. Robert
Lyle Agnew, manager, signed the petition.
Judge Madeleine C. Wanslee oversees the case.
Guidant Law, PLC, is the Debtor's bankruptcy counsel.
GAC ENVIRONMENTAL: Commences Subchapter V Bankruptcy Process
------------------------------------------------------------
GAC Environmental Inc. filed for chapter 11 protection in the
Southern District of New York. According to court filing, the
Debtor reports $500,000 and $1 million in debt owed to 1 and 49
creditors. The petition states funds will be available to unsecured
creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated
for
November 2, 2023, at 11:00 AM at Office of UST (TELECONFERENCE
ONLY).
About GAC Environmental
GAC Environmental Inc. -- https://www.gacenvironmental.net -- is
an environmental services company based in New York, specializing
in asbestos, lead paint, oil spills, underground storage tanks,
soil remediation, mold, and environmental site assessments.
GAC Environmental Inc. sought relief under Subchapter V of Chapter
11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-11592)
on October 4, 2023. In the petition filed by Matthew Stock, as
president, the Debtor reports estimated assets between $100,000 and
$500,000 and estimated liabilities between $500,000 and $1
million.
The Honorable Bankruptcy Judge John P Mastando III oversees the
case.
The Debtor is represented by:
Dawn Kirby, Esq.
Kirby Aisner & Curley, LLP
155 West 72nd Street
New York, NY 10023
GENERAL PEST: Wins Cash Collateral Access on Final Basis
--------------------------------------------------------
The U.S. Bankruptcy Court for the District of South Carolina
authorized General Pest Solutions, LLC to use cash collateral on a
final basis in accordance with the budget.
The Debtor requires the use of cash collateral for the operation of
its business and payment of business expenses in the ordinary
course.
On Deck Capital, Inc., Loan Builder, White Road Capital, LLC, and
Stripe Capital Program may assert blanket liens in and to
substantially all of the Debtor's personal property.
As adequate protection, the Secured Creditors are granted
replacement liens on post-petition cash collateral to the same
extent, validity, and priority as their pre-petition liens on the
Petition Date in all types and descriptions of collateral that were
properly secured and perfected under the applicable, valid, and
enforceable pre-petition loan documents, for any post-petition
diminution in the pre-petition cash collateral.
A copy of the court's order and the Debtor's budget is available at
https://urlcurt.com/u?l=aBUtkc from PacerMonitor.com.
The Debtor projects $23,024 in total monthly expenses.
About General Pest Solutions, LLC
General Pest Solutions, LLC sought protection under Chapter 11 of
the U.S. Bankruptcy Code (Bankr. D. S.C. Case No. 23-02944) on
September 28, 2023. In the petition signed by Manuel Alberto Cora,
president, the Debtor disclosed up to $50,000 in assets and up to
$500,000 in liabilities.
Judge Elisabetta G. M. Gasparini oversees the case.
Richard A Steadman, Jr., Esq., at Steadman Law Firm, P.A.,
represents the Debtor as legal counsel.
GLOBAL TEE: Unsecureds to Get $14K Monthly Until Fully Paid
-----------------------------------------------------------
The Global Tee Company, LLC, submitted a First Amended Combined
Disclosure Statement and Plan of Reorganization.
The Debtor is a Michigan limited liability company. Since 2014 the
Debtor has been in the business of manufacturing and selling
women's athletic wear through an online marketing program.
In March 2019, the Debtor moved into new leased premises located at
4850 Kendrick Street SE, Grand Rapids, Michigan. The leased
premises are comprised of approximately 39,000 square feet of
production and office space. The Debtor currently continues to
operate out of that leased location. The Debtor's revenues were
$4,586,000 in 2019, $2,950,000 in 2020, $6,035,000 in 2021 and
$4,400,000 in 2022. The Debtor has had as many as 31 employees
during these years.
Class 6. All non-priority unsecured claims allowed under Code s
502. The Debtor estimates the total claims in this Class will be
approximately $840,000. This will include the tax penalties on
taxes and the unsecured deficiency amount of secured claims. ODK
Capital has filed a secured claim. However, it has failed to
provide Proof of Perfection of any claimed security interest.
Moreover, the Debtor asserts there is no value of ODK's interest in
the estate's interest in property. Thus, the claim of ODK Capital
is totally unsecured and will be paid as a Class 6 claim.
Similarly, the claim of Crown Equipment Corporation will be paid as
a Class 6 claim.
Under the Plan, Class 6 is impaired. The claims in this class shall
be paid in equal monthly installments in the estimated to monthly
amount of $14,167 until the entire allowed amount of each of the
claims is paid in full.
The Debtor will implement the Plan by continuation of its business
operations and making the payments from its ongoing cash flow. The
Debtor will move its operations its current leased location to Mr.
Sandberg's residence and operate from that location. This will
eliminate approximately $20,000 of the monthly expense related to
the current location. The Debtor will also reduce its number of
employees from 6 employees to 3 employees. This will further reduce
the operating expenses.
A copy of the Combined Disclosure Statement and Plan of
Reorganization dated October 13, 2023, is available at
https://tinyurl.ph/HaMxn from PacerMonitor.com.
About The Global Tee Company
The Global Tee Company, L.L.C. is a manufacturer of women's fitness
wearing apparel, which markets the sale of its products through an
online marketing program.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Mich. Case No. 23-01205) on May 25,
2023. In the petition signed by Scott Sandberg, member, the Debtor
disclosed up to $500,000 in assets and up to $10 million in
liabilities.
Judge James W. Boyd oversees the case.
Perry Pastula, Esq., at Dunn, Schouten & Snoap, P.C., is the
Debtor's legal counsel.
GREENWAY HEALTH: S&P Upgrades Long-Term ICR to 'B-' on Refinancing
------------------------------------------------------------------
S&P Global Ratings raising the long-term issuer credit rating on
Tampa-based health care software provider Greenway Health LLC to
'B-' from 'CCC' and assigning 'B-'issue-level ratings to its
proposed revolver and first-lien term loan. The recovery ratings
(rounded estimate 60%) are '3'.
S&P said, "The stable outlook reflects our expectation for
low-single-digit revenue and EBITDA growth in 2024 to support
sufficiently positive free cash flow, which could remain positive
with some unforeseen underperformance.
"If the refinancing is not successful or the final terms are
significantly weaker than proposed, we could consider a negative
outlook or lower rating.
"The higher rating reflects both the extended maturity profile and
our belief that the business is improving and can consistently
generate some positive free cash flow. The proposed revolver and
term loan will extend Greenway's maturities by five years and lower
the debt balance by about $125 million. The financial sponsors are
contributing about $125 million of preferred equity as part of the
transaction, and, although we believe this equity has debt-like
characteristics, we also recognize the paid-in-kind (PIK)-payment
feature is friendly to creditors. Following the refinancing, we
expect the company's S&P Global Ratings'-adjusted debt to EBITDA in
the 7x area (around 5x if excluding preferred equity from adjusted
debt) and nearly $20 million in free cash flow in 2024, excluding
transaction fees. In 2025, we expect cash flow to improve to about
$25 million, although the main driver is our expectation that
interest rates will decline. Our expectation for cash flow provides
some cushion for underperformance from lower-than-expected revenue
or higher expenses.
"We believe the business is trending positively after completing
several projects, including offshoring a significant portion of
staff and receiving 21st Century Cures Act certification. After a
long period focused on remediation and customer retention, the
company has nearly completed its compliance with its five-year
Corporate Integrity Agreement with the DOJ stemming from a 2019
settlement resolving allegations of wrong doing under the False
Claims Act and Anti-Kickback Statutes. Although revenue contracted
about $75 million since 2015, the approximately 4,000 remaining
customers demonstrates the high switching costs for electronic
health records (EHRs) and the potential to continue increasing
revenue with the current installed base. The company is now focused
on organic growth and has increased revenue in two consecutive
quarters after delivering essentially flat results for several
quarters, as well as positive free cash flow in the past two
quarters.
"We are forecasting low-single-digit revenue growth for 2024 and
2025 and stable EBITDA margins, but we see significant risk to our
forecast from a below-average customer retention rate and remaining
reputational damage from the DOJ's complaint. The DOJ settlement
consumed significant capital resources and management focus,
creating challenges to market to new customers and raise prices.
The company's recent increase in revenue reflected a one-time price
increase, which the company may not be able to replicate or
backfill with the sale of bolt-on products. The company has above
average attrition partly due to its substantial tranche of small,
independent customers, which are more likely to be acquired by a
larger system and transitioned to another EHR provider. Although
some of Greenway's customers will likely be net consolidators and
grow the installed base, we think the overall customer base will
still shrink for 2024 and 2025 from acquisitions.
"We also see risk for higher-than-expected expenses following a
long period of austerity and potential growing pains for the newly
formed offshore functions. Additionally, Greenway's skilled workers
(e.g. software engineers) could be subject to above-average
inflationary pressures, and the company may not be able to pass
along those costs to customers given its recent price hikes.
"Our stable outlook reflects our expectation of growing revenue and
better EBITDA margins as the company focuses on profitable growth
after a long period of remediation and restructuring. We expect
high adjusted debt to EBITDA of about 7x, including preferred
equity as debt (about 5x excluding preferred equity), resulting in
minimal free cash flow of around $5 million in 2024 (including
about $10 million of transaction fees), improving to positive free
cash flow in the $15 million to $25 million range in 2025.
"We could consider a lower rating if we expect Greenway to generate
persistent free cash flow deficits, such that we believe the
capital structure is unsustainable. The most likely scenario is
greater-than-expected customer attrition resulting in decreasing
revenue and a limited ability to further cut costs.
"If the refinancing is not successful or the final terms are
significantly weaker than proposed, we could consider a negative
outlook or lower rating.
"While unlikely over the next 12 months, we could consider raising
the rating if we believe Greenway will consistently generate free
cash flow to debt above 7% (including growth investment). In this
scenario, we would also expect better attrition rates, new customer
wins, and mid-single-digit revenue and EBITDA growth."
H-FOOD HOLDINGS: $1.15BB Bank Debt Trades at 16% Discount
---------------------------------------------------------
Participations in a syndicated loan under which H-Food Holdings LLC
is a borrower were trading in the secondary market around 84.5
cents-on-the-dollar during the week ended Friday, November 3, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $1.15 billion facility is a Term loan that is scheduled to
mature on May 31, 2025. About $1.08 billion of the loan is
withdrawn and outstanding.
H-Food Holdings, LLC manufactures and distributes packaged food
products. The Company serves customers in the State of Illinois.
H-FOOD HOLDINGS: $415MM Bank Debt Trades at 16% Discount
--------------------------------------------------------
Participations in a syndicated loan under which H-Food Holdings LLC
is a borrower were trading in the secondary market around 84.4
cents-on-the-dollar during the week ended Friday, November 3, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $415 million facility is a Term loan that is scheduled to
mature on May 31, 2025. About $407.7 million of the loan is
withdrawn and outstanding.
H-Food Holdings, LLC manufactures and distributes packaged food
products. The Company serves customers in the State of Illinois.
H20 COMMERCIAL: Starts Subchapter V Bankruptcy Process
------------------------------------------------------
H2O Commercial Cleaning LLC filed for chapter 11 protection in the
District of Kansas. According to court filing, the Debtor reported
$1,055,619 in debt owed to 1 and 49 creditors. The petition states
funds will be available to unsecured Creditors.
About H2O Commercial Cleaning
H2O Commercial Cleaning LLC -- https://h2ocleaningkc.com/ -- is a
veteran-owned and operated commercial cleaning company based in the
Kansas City Metro Area. They offer a range of services including
window cleaning, janitorial cleaning, power washing, and gutter
cleaning.
H2O Commercial Cleaning LLC sought relief under Subchapter V of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Kan. Case No.
23-21182) on Oct. 4, 2023. In the petition filed by Nicholas A.
Verdi, president, the Debtor disclosed $58,675 in assets and
$1,055,619 in liabilities.
The Honorable Bankruptcy Judge Dale L Somers handles the case.
The Debtor is represented by:
Colin N. Gotham, Esq.
Evans & Mullinix, P.A.
P.O. Box 603
Excelsior Springs, MO 64024
HCIC HOLDINGS: Hits Chapter 11 Bankruptcy Protection
----------------------------------------------------
HCIC Holdings LLC filed for chapter 11 protection in the District
of Colorado. The Debtor reported assets of $1 million to $10
million and liabilities of the same range. The petition states
funds will be available to unsecured creditors.
A telephonic meeting of creditors under 11 U.S.C. Section 341(a) is
slated for November 6, 2023, at 1:00 P.M.
About HCIC Holdings
HCIC Holdings LLC operates as a special purpose entity. The
Company was set up for the purpose of acquiring and developing
certain water assets in Huerfano and Pueblo Counties in the state
of Colorado.
HCIC Holdings LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Col. Case No. 23-14505) on October 4,
2023. In the petition filed by Greg Harrington, as manager, the
Debtor reports estimated assets and liabilities between $1 million
and $10 million.
Honorable Bankruptcy Judge Kimberley H. Tyson oversees the case.
The Debtor is represented by:
Kelsey Jamie Buechler, Esq.
Robert Samuel Boughner
999 18th Street, Suite 3000
Denver, CO 80202
Tel: 720-381-0045
Email: Jamie@kjblawoffice.com
HELLO ALBEMARLE: Hires Kudman Trachten Aloe as Bankruptcy Counsel
-----------------------------------------------------------------
Hello Albemarle LLC seeks approval from the U.S. Bankruptcy Court
for the Eastern District of New York to employ Kudman Trachten Aloe
Posner LLP as bankruptcy counsel.
The firm's services include:
a. advising the Debtor with respect to its powers and duties as
a debtor in possession in the continued management and operation of
its business and property;
b. advising and consulting on the conduct of this Chapter 11
Case, including all of the legal and administrative requirements of
operating in chapter 11;
c. attending meetings and negotiating with representatives of
creditors and other parties in interest;
d. taking all necessary actions to protect and preserve the
Debtor's estates, including prosecuting actions on the Debtor's
behalf, defending any action commenced against the Debtor, and
representing the Debtor in negotiations concerning litigation in
which the Debtor is involved, including objections to claims filed
against the Debtor's estate;
e. preparing pleadings in connection with this Chapter 11 Case,
including motions, applications, answers, orders, reports, and
papers necessary or otherwise beneficial to the administration of
the Debtor's estate;
f. advising the Debtor in connection with any potential sale of
assets;
g. appearing before the Court to represent the interests of the
Debtor's estate;
h. taking any necessary action on behalf of the Debtor to
negotiate, prepare, and obtain confirmation of a chapter 11 plan
and all documents related thereto; and
i. performing all other necessary legal services for the Debtor
in connection with the prosecution of this Chapter 11 Case,
including: (i) analyzing the Debtor's leases and contracts and the
assumption and assignment or rejection thereof; (ii) analyzing the
validity of liens against the Debtor; and (iii) advising the Debtor
on corporate and litigation matters.
The firm will be paid at these rates:
Senior partners $675 per hour
Associates/Senior Attorneys/
Junior Partners $330 to $550 per hour
Paralegals $90 per hour
The firm received a retainer fee in the amount of $50,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Paul H. Aloe, a partner at Kudman Trachten Aloe Posner LLP,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Paul H. Aloe, Esq.
David N. Saponara, Esq.
Kudman Trachten Aloe Posner LLP
488 Madison Avenue, 23 rd Floor
New York, NY 10022
Telephone: (212) 868-1010
Email: paloe@kudmanlaw.com
dsaponara@kudmanlaw.com
About Hello Albemarle LLC
The creditors of Hello Albemarle LLC in Brooklyn NY, filed an
involuntary petition for Chapter 11 protection (Bankr. E.D.N.Y.
Case No. 23-41326) on April 19, 2023.
Judge Nancy Hershey Lord oversees the case.
GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP serve as the Debtor's legal
counsel.
HOBBS WOOD: Amends Several Secured Claims Pay Details
-----------------------------------------------------
Hobbs Wood Logistics, Inc., submitted an Amended Plan of
Reorganization dated October 24, 2023.
This Plan deals with all property of Debtor and provides for
treatment of all Claims against Debtor and its property.
Class 1 shall consist of the Secured Claim of CFC. CFC filed a
proof of claim for $835,891. Debtor values CFC's secured claim at
$705,700.00 (the "Secured Class 1 Claim"). CFC shall have an
Allowed Secured Claim in the amount of $705,700 pursuant to Section
506(a) of the Bankruptcy Code and shall retain its lien on the
Class 1 Collateral and the lien shall be valid and fully
enforceable to the same validity, extent and priority as existed on
the Filing Date.
The Debtor shall pay the Secured Class 1 Claim amortized over a
72-month period with interest accruing at an annual rate of 8.0%
from the Effective Date with payment commencing on the 10th of the
month following the Effective Date and continuing on the 10th of
every subsequent month in the estimated amount of $12,373.20 until
the Secured Class 1 Claim is paid. Any payments in excess of the
aforementioned monthly payment after the Effective Date shall be
applied to the principal balance of the Secured Class 1 Claim. Any
payments made prior to the Effective Date and post-petition shall
be applied to the principal balance of the Secured Class 1 Claim.
Class 5 shall consist of the Secured Claim of Allegiant based on
Claim 7-1 mistakenly filed in the Appalachian Valley Transport,
Inc. case. Allegiant filed a proof of claim for $60,042.81. Debtor
values Allegiant's secured claim at $47,000.00 (the "Secured Class
5 Claim"). Allegiant shall have an Allowed Secured Claim in the
amount of $47,000.00 pursuant to Section 506(a) of the Bankruptcy
Code and shall retain its lien on the Class 5 Collateral and the
lien shall be valid and fully enforceable to the same validity,
extent and priority as existed on the Filing Date.
The Debtor shall pay the Secured Class 5 Claim amortized over a
60-month period with interest accruing at an annual rate of 8.0%
from the Effective Date with payment commencing on the 10th of the
month following the Effective Date and continuing on the 10th of
every subsequent month in the estimated amount of $952.99 until the
Secured Class 5 Claim is paid. Any payments in excess of the
aforementioned monthly payment after the Effective Date shall be
applied to the principal balance of the Secured Class 5 Claim. Any
payments made prior to the Effective Date and post-petition shall
be applied to the principal balance of the Secured Class 5 Claim.
Class 6 shall consist of the Secured Claim of Allegiant based on
Claim 6-1 mistakenly filed in the Appalachian Valley Transport,
Inc. case. Allegiant filed a proof of claim for $44,775.45. Debtor
values Allegiant's secured claim at $35,000.00 (the "Secured Class
6 Claim"). Allegiant shall have an Allowed Secured Claim in the
amount of $35,000.00 pursuant to Section 506(a) of the Bankruptcy
Code and shall retain its lien on the Class 6 Collateral and the
lien shall be valid and fully enforceable to the same validity,
extent and priority as existed on the Filing Date.
The Debtor shall pay the Secured Class 6 Claim amortized over a
60-month period with interest accruing at an annual rate of 8.0%
from the Effective Date with payment commencing on the 10th of the
month following the Effective Date and continuing on the 10th of
every subsequent month in the estimated amount of $709.67 until the
Secured Class 6 Claim is paid. Any payments in excess of the
aforementioned monthly payment after the Effective Date shall be
applied to the principal balance of the Secured Class 6 Claim. Any
payments made prior to the Effective Date and post-petition shall
be applied to the principal balance of the Secured Class 6 Claim.
Class 14 shall consist of the General Unsecured Claims ("GUCs"). If
the Plan is confirmed under Section 1191(a) of the Bankruptcy Code,
Debtor shall pay the General Unsecured Creditors in $250.00/month
over three years. Debtor anticipates and projects but does not
warrant the following Holders of Class 14 Claims: CFC
($130,191.35); Bush 10 ($5,929.50); Bush 9 ($8,323.82); Bush 8
($7,350.30); Allegiant 7 ($10,378.81); Allegiant 6 ($7,270.45);
Balboa 5 ($9,359.51); and Balboa 6 ($6,859.51).
If the Plan is confirmed under Section 1191(b) of the Bankruptcy
Code, Class 14 shall be treated the same as if the Plan was
confirmed under Section 1191(a) of the Bankruptcy Code.
Notwithstanding anything else in this document to the contrary, any
claim listed above shall be reduced by any payment received by the
creditor holding such claim from any third party or other obligor
and Debtor's obligations hereunder shall be reduced accordingly.
The Claims of the Class 14 Creditors are Impaired by the Plan.
The source of funds for the payments pursuant to the Plan is
Debtor's continued business operations.
A full-text copy of the Amended Plan dated October 24, 2023 is
available at https://urlcurt.com/u?l=0I5mvE from PacerMonitor.com
at no charge.
Debtor's Counsel:
Will Geer, Esq.
ROUNTREE, LEITMAN, KLEIN & GEER, LLC
2987 Clairmont Road Suite 350
Atlanta, GA 30329
Tel: 678-587-8740
E-mail: wgeer@rlkglaw.com
About Hobbs Wood
Hobbs Wood Logistics, Inc., operates as an express delivery
services provider.
The Debtor filed a Chapter 11 petition (Bankr. N.D. Ga. Case No.
22-11360) on Dec. 7, 2022, with $100,000 to $500,000 in assets and
$1 million to $10 million in liabilities. Troy Wood, CEO, signed
the petition.
Judge Paul Baisier oversees the case.
Will Geer, Esq. of ROUNTREE, LEITMAN, KLEIN & GEER, LLC is the
Debtor's Counsel.
HOG FATHERS: Court OKs Cash Collateral Access on Final Basis
------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Pennsylvania
authorized Hog Father's Old Fashioned BBQ, LLC and Hog Father's Old
Fashioned BBQ of Canonsburg, LLC to use cash collateral on an final
basis.
As previously reported by the Troubled Company Reporter, there are
three UCC Financing Statements filed with the State of Pennsylvania
with respect to the assets of Hogfather's Old Fashioned BBQ, LLC
that have not been terminated that include:
a) File Number 2019110801190 filed on November 8, 2019, 2021 by C T
Corporate System, as representative. The Debtor's counsel believes
that C T Corporate System, as representative is an agent for one of
the Debtor's creditors but no actual creditor is listed on the UCC
Financing Statement and it is impossible to determine which
creditor this UCC Financing Statement refers to.
b) File Number 20221122063837 filed on November 22, 2022 by
Performance Food Group Inc. f/k./a Reinhart Foodservice, which
purports to establish blanket security interest on all lienable
assets of the Debtor.
c) File Number 20230221034106 filed on February 21, 2023 by U.S.
Foods, Inc., which purports to establish blanket security interest
on all lienable assets of the Debtor.
The Pennsylvania Department of Revenue has filed the following
unsatisfied liens for unpaid sales tax:
a) Filed November 28, 2016 - Allegheny County - GD-16-022653 -
$5,070
b) Filed May 9, 2022 - Allegheny County - GD-22-100711 -
$4,052
c) Filed September 19, 2022 - Allegheny County - GD-22-101825
- $128,099
d) Filed February 15, 2023 - Allegheny County - GD-23-100298 -
$10,885
e) Filed July 7, 2023 - Allegheny County - GD-23-101012 -
$11,076
f) Filed August 31, 2023 - Allegheny County - GD-23-101196 -
$13,655
There is one UCC Financing Statements filed with the State of
Pennsylvania with respect to the assets of Hogfather's Old
Fashioned BBQ of Canonsburg, LLC that has not been terminated.
The recorded UCC Financing Statement with respect to the assets of
Hogfather's Old Fashioned BBQ of Canonsburg, LLC consists of:
a) File Number 20230221034143 filed on February 21, 2023 by
U.S. Foods, Inc., which purports to establish blanket security
interest on all lienable assets of the Debtor.
The court said the pre-petition liens of any creditor with an
interest in cash collateral will continue post-petition but said
liens will not be greater post-petition than the value of their
lien at the inception of the Chapter 11 case.
A copy of the order is available at https://urlcurt.com/u?l=ChhmY4
from PacerMonitor.com.
About Hog Father's Old Fashioned BBQ, LLC
Hog Father's Old Fashioned BBQ, LLC is a chain of barbeque
restaurants in Western Pennsylvania.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Pa. Case No. 23-21872) on September 1,
2023. In the petition signed by Frank Puskarich, managing member,
the Debtor disclosed $500,000 in total assets and $1 million in
total liabilities.
Christopher M. Frye, Esq., at Steidl & Steinberg, P.C., represents
the Debtor as legal counsel.
HOLLY ENERGY: Fitch Puts 'BB+' LongTerm IDR on Watch Positive
-------------------------------------------------------------
Fitch Ratings has placed the 'BB+' Long-Term Issuer Default Rating
(IDR) and the issue level ratings of the senior unsecured notes
which are co-issued by Holly Energy Partners, L.P. (HEP) and Holly
Energy Finance Corp on Rating Watch Positive (RWP).
The RWP follows HF Sinclair's (BBB-/Stable) announced agreement to
acquire the remaining 53% of HEP as well as the exchange offer for
HEP's unsecured notes outstanding. The buy-in will make HEP a
wholly owned subsidiary, increasing operational and strategic ties
between the two companies.
The announced exchange is for any and all of HEP's $900 million
senior unsecured notes outstanding for notes of similar coupon and
duration, but with HF Sinclair as the new obligor. Following
completion of the exchange, Fitch expects to move HEP's unsecured
bonds and notes under and equalize them with HF Sinclair, which is
currently rated 'BBB-', and withdraw the Long-Term IDR for HEP. The
exchange is expected to close by the end of the year in conjunction
with the acquisition.
The Positive Watch is expected to be resolved at the closing of the
acquisition and is likely to happen before the typical six-month
timeframe.
KEY RATING DRIVERS
HF Sinclair Transaction: The complete buy-in of HEP by HF Sinclair
is a positive for the credit as it would increase legal, strategic,
and operational ties and reduce complexity within the group
structure. The transaction is also expected to reduce costs and
further support the integration and optimization of HF Sinclair's
portfolio while also being accretive to FCF. The transaction is
credit friendly as it will be funded with a common stock exchange
and cash.
Linkage Considerations: A parent-subsidiary relationship exists
between HEP and its parent, HF Sinclair. Fitch determines HF
Sinclair's Standalone Credit Profile (SCP) based on consolidated
metrics. Fitch considers HF Sinclair to have a stronger SCP than
HEP, and therefore, Fitch followed the strong parent path.
Following the close of the acquisition at proposed terms, Fitch
would consider legal, strategic and operational incentives to be
high. The credit agreement will be amended to put a parent guaranty
and the bonds are expected to move up to HF Sinclair at the buy-in
transaction close. HEP offers moderate growth opportunities and
financial contributions to HF Sinclair and HEP's pipeline and
terminal assets substantially support HF Sinclair's refining
assets. Fitch views operational ties as high post-transaction
because there will now be fully integrated management decisions and
HEP will no longer be operating as a fully self-funding business
model.
Leverage Reduction Trend: Fitch Ratings anticipates HEP to meet its
target leverage of 3.0x-3.5x in the next 12 months-24 months, with
EBITDA leverage declining to 3.6x at YE 2023 and potentially to
below 3.0x by YE 2025, depending on how HEP decides to apply
forecast FCF to discretionary debt repayments. This compares with
EBITDA leverage of 3.8x at YE 2022.
Barring further acquisitions or increased capital spending,
sustained expected post-dividend FCF should position HEP to balance
potential increases in shareholder distributions while maintaining
its financial position during Fitch's forecast.
Cash Flow Assurances: HEP's revenue is nearly 100% fee-based,
insulating HEP from direct commodity price risk and providing
stability and visibility into cash flows. Approximately 70% of
HEP's revenue in 2022 came from MVC agreements, with a
weighted-average remaining contract life of approximately five
years. Inflation escalators are in place on a substantial majority
of HEP's long-term contracts, with Federal Energy Regulatory
Commission (FERC) and Producer Price Index (PPI) adjustments
affecting 33% and 61%, respectively, of 2022 revenue.
Fitch expects HEP's EBITDA to remain below $500 million over the
forecast and to continue to constrain the rating despite EBITDA
leverage trending below Fitch's upgrade sensitivity.
HF Sinclair Relationship: HEP's pipeline and terminal assets
substantially support HF Sinclair's refining assets, which
positions HEP as an important counterparty to HF Sinclair's
operations. HEP has benefited from a long relationship with its
sponsor and has long-term transportation agreements with it that
increase visibility into future cash flows and have staggered
maturities between 2023 and 2037.
The minimum annual revenues associated are subject to annual rate
adjustments on July 1 each year based on the PPI or the FERC index.
HEP distributed $83.5 million to HF Sinclair in 2022 in regular
dividend payments.
High Customer Concentration: HEP operates approximately 4,400 miles
of pipeline with approximately 17.8 million barrels of refined
product and crude oil storage with 19 terminals and seven loading
rack facilities in 13 western and midcontinent states. About 80% of
2022 revenue is attributable to HF Sinclair. Fitch typically views
midstream service providers such as HEP with counterparty
concentration as having heightened exposure to event risks, such as
operational or financial issues at the counterparty, which could
affect its cash flows.
DERIVATION SUMMARY
HEP's rating reflects leverage that is strong for the rating
category and its high relative contractedness, with approximately
70% of 2022 revenue from MVC contracts. Furthermore, HEP generates
about 80% of its revenue from its sponsor, HF Sinclair. HEP's
rating reflects elevated customer and geographic concentration,
along with its limited size and scale, as measured by annual EBITDA
of less than $500 million.
NuStar Energy L.P. (BB/Stable) is a crude oil and refined product
transportation, storage and terminaling peer for HEP. NuStar's
leverage is forecast to be around 5.0x in 2023 and over the
forecast period, compared to HEP's 3.6x in 2023. NuStar benefits
from a larger size, with annual EBITDA well in excess of $500
million. However, NuStar generates only roughly one-third of EBITDA
under take-or-pay type contracts, considerably less than HEP. The
meaningfully higher leverage and lower relative contribution from
MVC contracts more than offset NuStar's larger size and scale and
accounts for the one-notch difference between the IDRs of HEP and
NuStar.
HEP is rated two notches above Delek Logistics Partners, LP
(BB-/Stable). Delek Logistics' rating, like that of HEP, is
supported by stable cash flows from a sponsor that is also its
largest counterparty, Delek US Holdings, Inc. (BB-/Stable).
However, Delek US is rated three notches below HEP's sponsor and
largest counterparty, HF Sinclair. Fitch expects Delek Logistics'
leverage to be approximately 4.0x by YE 2024. Delek Logistics'
higher leverage, smaller scale and exposure to a weaker
counterparty relative to HEP are reflected in the two-notch
separation between their IDRs.
MPLX LP (BBB/Stable) is rated two notches above HEP. MPLX's
significant counterparty exposure is from its sponsor, Marathon
Petroleum Corporation (BBB/Stable). MPLX is also a very large
master limited partnership with substantial asset and geographic
diversity and more customer diversity than HEP. These provide MPLX
with more favorable access to capital markets even when capital
markets have proven to be difficult. Combined, these factors
account for the two-notch difference from HEP's IDR.
KEY ASSUMPTIONS
Fitch's Key Assumptions Within Its Rating Case for the Issuer
Include:
- Fitch oil and gas price deck;
- No acquisitions during the forecast;
- Shareholder dividend increases in 2024 and additionally as
leverage approaches 3.0x lower leverage target;
- No share buybacks over the forecast;
- Revolver balance partially reduced with FCF;
- Total annual capex of $40 million in 2024, rising during the
remainder of the forecast;
- Revolver and secured notes refinanced at maturity during the
forecast;
- Base interest rates applicable to the company's outstanding
variable rate debt obligations reflect Fitch's Global Economic
Outlook.
RATING SENSITIVITIES
Factors that Could, Individually or Collectively, Lead to Positive
Rating Action/Upgrade:
- The Positive Watch is expected to be resolved upon completion of
the transaction under proposed terms.
Factors that could lead to a positive rating action for HEP
independent of the transaction include:
- An upgrade is not viewed as likely in the near term. However,
Fitch may take positive rating action should HEP increase the
size/scale of its operations, including annual EBITDA sustained at
or above $500 million, and have EBITDA leverage sustained below
4.0x.
Factors that Could, Individually or Collectively, Lead to Negative
Rating Action/Downgrade
- A negative rating action at HF Sinclair may negatively impact the
rating at HEP, given that HF Sinclair is HEP's largest
counterparty. Should HF Sinclair be downgraded by one notch, it is
less likely to impact HEP's rating, assuming HEP's credit profile
remains consistent with the current profile;
- EBITDA leverage at or above 4.5x on a sustained basis;
- Material change to contractual arrangement or operating practices
with HF Sinclair that negatively impacts HEP's cash flow or
earnings profile;
- An acquisition or acquisitions that meaningfully increases the
business risk or reduces MVC contract coverage of HEP.
LIQUIDITY AND DEBT STRUCTURE
Adequate Liquidity: As of Q2 2023, HEP had approximately $600
million in available liquidity. Cash on its balance sheet was $8
million, in addition to $594 million available under the $1.2
billion senior secured revolver. The revolver includes a $50
million sublimit for LOC, of which none were outstanding at Q2
2023. The revolver may be increased by an additional $500 million
subject to lenders' consent.
The revolver provides for three financial covenants: total leverage
ratio cannot exceed 5.25x (or following certain acquisitions, 5.5x
for two consecutive quarters), senior secured leverage cannot
exceed 3.75x (or following certain acquisitions, 4.0x) and the
minimum interest coverage ratio is 2.5x. Fitch expects HEP to
remain covenant compliant through its forecast.
Debt Maturity Profile: HEP does not have maturities until 2025. The
revolver matures in July 2025. HEP also has $400 million and $500
million senior unsecured notes that mature in 2027 and 2028,
respectively.
ISSUER PROFILE
Holly Energy Partners, L.P. provides petroleum product and crude
oil transportation, terminalling, storage and throughput services.
It predominantly supports HF Sinclair's refining footprint, who
provided approximately 80% HEP of revenue in 2022.
ESG CONSIDERATIONS
Holly Energy Partners, L.P. has an ESG Relevance Score of '4' for
Group Structure due to somewhat complex group structure where the
general partner is owned by HF Sinclair and has significant related
party transactions which has a negative impact on the credit
profile, and is relevant to the rating[s] in conjunction with other
factors.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' 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. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Holly Energy Partners, L.P. LT IDR BB+ Rating Watch On BB+
senior unsecured LT BB+ Rating Watch On RR4 BB+
Holly Energy Finance Corp.
senior unsecured LT BB+ Rating Watch On RR4 BB+
INITALY LLC: Exclusivity Period Extended to December 12
-------------------------------------------------------
Judge Robyn L. Moberly of the U.S. Bankruptcy Court for the
Southern District of Indiana extended Initaly, LLC's exclusive
period to file a chapter 11/12 plan to December 12, 2023.
About Initaly, LLC
Initaly, LLC is an owner and operator of an Italian restaurant.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. S.D. Ind. Case No. 23-02259) on May 26,
2023. In the petition filed by Catello Avagnale, member, the
Debtor disclosed $157,552 in assets and $1,206,156 in
liabilities.
Judge Robyn L. Moberly oversees the case.
Jeffrey Hester, Esq., at Hester Baker Krebs LLC, represents the
Debtor as legal counsel.
INNOVATION PHARMACEUTICALS: Board Approves GreenGrowth as Auditor
-----------------------------------------------------------------
Innovation Pharmaceuticals Inc. disclosed in a Form 8-K filed with
the Securities and Exchange Commission that the Audit Committee of
the Board of Directors of the Company dismissed Pinnacle
Accountancy Group of Utah (a d/b/a of Heaton & Company, PLLC) as
the Company's independent public accounting firm, a role Pinnacle
held since 2018.
Also on Oct. 29, 2023, the Audit Committee approved the engagement
of GreenGrowth CPAs as the Company's new independent public
accounting firm, and the Company engaged GreenGrowth in such
capacity. The Audit Committee approved the transition following
the sale of a portion of Pinnacle's public company accounting
practice to GreenGrowth.
The Company stated in the SEC filing that, "The reports of Pinnacle
on the Company's financial statements for the fiscal years ended
June 30, 2023 and June 30, 2022 did not contain an adverse opinion
or a disclaimer of opinion, and were not qualified or modified as
to uncertainty, audit scope or accounting principles, other than an
explanatory paragraph relating to the Company's ability to continue
as a going concern in each report based on the Company's negative
working capital, losses and negative cash flow.
"During the fiscal years ended June 30, 2023 and June 30, 2022 and
during the subsequent interim period through October 29, 2023,
there were no disagreements within the meaning of Item
304(a)(1)(iv) of Regulation S-K between the Company and Pinnacle on
any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedure, which
disagreements, if not resolved to Pinnacle's satisfaction, would
have caused Pinnacle to make reference thereto in their reports.
During the fiscal years ended June 30, 2023 and June 30, 2022 and
during the subsequent interim period through October 29, 2023,
there were no reportable events within the meaning of Item
304(a)(1)(v) of Regulation S-K, except that, as initially reported
in Part II, Item 9A of the Company's Annual Report on Form 10-K for
the fiscal year ended June 30, 2023, the Company reported a
material weakness in its internal control over financial reporting
during such period related to the Company's accounting procedures
relevant to an unconsolidated foreign investment being
insufficiently formal."
The Company added that during the fiscal years ended June 30, 2023
and June 30, 2022 and during the subsequent interim period through
Oct. 29, 2023, neither the Company nor anyone on its behalf has
consulted with GreenGrowth regarding: (i) the application of
accounting principles to a specific transaction, either completed
or proposed, or the type of audit opinion that might be rendered on
the Company's financial statements, and neither a written report
nor oral advice was provided to the Company that GreenGrowth
concluded was an important factor considered by the Company in
reaching a decision as to any accounting, auditing, or financial
reporting issue; (ii) any matter that was the subject of a
disagreement within the meaning of Item 304(a)(1)(iv) of Regulation
S-K and the related instructions; or (iii) any reportable event
within the meaning of Item 304(a)(1)(v) of Regulation S-K.
About Innovation Pharmaceuticals
Innovation Pharmaceuticals Inc. (IPIX) -- http://www.IPharmInc.com
-- is a clinical stage biopharmaceutical company developing a
portfolio of innovative therapies addressing multiple areas of
unmet medical need, including inflammatory diseases, cancer,
infectious disease, and dermatologic diseases.
Innovation reported a net loss of $3.17 million for the year ended
June 30, 2023, compared to a net loss of $7.04 million for the year
ended June 30, 2022. As of June 30, 2023, the Company had $7.52
million in total assets, $5.48 million in total liabilities, and
$2.04 million in total stockholders' equity.
Farmington, Utah-based Pinnacle Accountancy Group of Utah, the
Company's auditor since 2018, issued a "going concern"
qualification in its report dated Sept. 28, 2023, citing that the
Company has negative working capital, has suffered losses and
negative cash flow from operations, which raise substantial doubt
about its ability to continue as a going concern.
IVANTI SOFTWARE: $545MM Bank Debt Trades at 24% Discount
--------------------------------------------------------
Participations in a syndicated loan under which Ivanti Software Inc
is a borrower were trading in the secondary market around 76.1
cents-on-the-dollar during the week ended Friday, November 3, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $545 million facility is a Term loan that is scheduled to
mature on December 1, 2028. The amount is fully drawn and
outstanding.
Ivanti Software, Inc. provides information technology services. The
Company offers IT asset management, security, endpoint, and supply
chain solutions.
IXS HOLDINGS INC: $600.1MM Bank Debt Trades at 17% Discount
-----------------------------------------------------------
Participations in a syndicated loan under which IXS Holdings Inc is
a borrower were trading in the secondary market around 82.8
cents-on-the-dollar during the week ended Friday, November 3, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $600.1 million facility is a Term loan that is scheduled to
mature on March 5, 2027. The amount is fully drawn and
outstanding.
IXS Holding, Inc., headquartered in Huntsville, Ala., is a parent
company of Innovative Accessories & Services LLC. Through its
subsidiaries, IXS provides protective coatings for pick-up truck
beds, as well as a wide range of other up-fit services and
accessories to automotive manufacturers.
JADI COMMUNITY: Bid to Use Cash Collateral Denied
-------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California,
Riverside Division, denied as moot the motion to use cash
collateral filed by Jadi, Community Resource Development, LLC as
the case has been dismissed.
A copy of the order is available at https://urlcurt.com/u?l=C1A6t0
from PacerMonitor.com.
About Jadi, Community Resource Development
Jadi, Community Resource Development, LLC, a company in San
Bernardino, Calif., filed its voluntary petition for Chapter 11
protection (Bankr. C.D. Calif. Case No. 23-13225) on July 23, 2023,
with $2,257,149 in assets and $1,901,925 in liabilities. A Majadi,
managing member, signed the petition.
Judge Magdalena Reyes Bordeaux oversees the case.
Thomas B. Ure, Esq., at Ure Law Firm serves as the Debtor's
bankruptcy counsel.
JCF FREEPORT NORTH: Case Summary & 13 Unsecured Creditors
---------------------------------------------------------
Debtor: JCF Freeport North, LLC
Intersection of Hwy 31 & State Hwy 20
Freeport, FL 32439
Business Description: The Debtor owns parcel #14-1S-19-23000-012-
0020, located in Freeport, FL 32439 valued
at $7.04 million.
Chapter 11 Petition Date: November 2, 2023
Court: United States Bankruptcy Court
Middle District of Tennessee
Case No.: 23-04055
Judge: Hon. Charles M. Walker
Debtor's Counsel: R. Alex Payne, Esq.
DUNHAM HILDEBRAND, PLLC
2416 21st Ave. S. Suite 303
Nashville, TN 37212
Tel: 629-777-6529
Email: alex@dhnashville.com
Total Assets: $7,041,200
Total Liabilities: $5,878,439
The petition was signed by Steve Curnutte as chief restructuring
officer.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 13 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/JUOTRNA/JCF_Freeport_North_LLC__tnmbke-23-04055__0001.0.pdf?mcid=tGE4TAMA
JCF FREEPORT: Case Summary & 18 Unsecured Creditors
---------------------------------------------------
Debtor: JCF Freeport North Holdings, LLC
Intersection of Hwy 31 & State Hwy 20
Freeport, FL 32439
Chapter 11 Petition Date: November 2, 2023
Court: United States Bankruptcy Court
Middle District of Tennessee
Case No.: 23-04052
Judge: Hon. Charles M. Walker
Debtor's Counsel: R. Alex Payne, Esq.
DUNHAM HILDEBRAND, PLLC
2416 21st Ave. S. Suite 303
Nashville, TN 37212
Tel: 629-777-6529
Email: alex@dhnashville.com
Total Assets: $4,629
Total Liabilities: $5,545,831
The petition was signed by Steve Curnutte as chief restructuring
officer.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 18 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/DM25PXQ/JCF_Freeport_North_Holdings_LLC__tnmbke-23-04052__0001.0.pdf?mcid=tGE4TAMA
JCF HILTON HEAD: Case Summary & 10 Unsecured Creditors
------------------------------------------------------
Debtor: JCF Hilton Head, LLC
FKA JCF Hardeeville, LLC
Argent Boulevard and Shortcut Road
Hardeeville, SC 29936
Business Description: The Debtor owns parcel #080-00-03-173,
Parcel #808-00-03-177, Parcel #080-00-03-
065, located in Hardeeville, SC valued at
$6.2 million.
Chapter 11 Petition Date: November 2, 2023
Court: United States Bankruptcy Court
Middle District of Tennessee
Case No.: 23-04056
Judge: Hon. Randal S Mashburn
Debtor's Counsel: R. Alex Payne, Esq.
DUNHAM HILDEBRAND, PLLC
2416 21st Ave. S. Suite 303
Nashville, TN 37212
Tel: 629 777 6529
Email: alex@dhnashville.com
Total Assets: $6,200,000
Total Liabilities: $4,861,282
The petition was signed by Steve Curnutte chief restructuring
officer.
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 PacerMonitor.com at:
https://www.pacermonitor.com/view/ZE4H6HQ/JCF_Hilton_Head_LLC__tnmbke-23-04056__0001.0.pdf?mcid=tGE4TAMA
JCF HILTON: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: JCF Hilton Head Holdings, LLC
FKA JCF Hardeeville Holdings, LLC
Argent Boulevard and Shortcut Road
Hardeeville, SC 29936
Chapter 11 Petition Date: November 2, 2023
Court: United States Bankruptcy Court
Middle District of Tennessee
Case No.: 23-04053
Judge: Hon. Charles M. Walker
Debtor's Counsel: R. Alex Payne, Esq.
DUNHAM HILDEBRAND, PLLC
2416 21st Ave. S. Suite 303
Nashville, TN 37212
Tel: 629-777-6529
Email: alex@dhnashville.com
Total Assets: $2,031
Total Liabilities: $10,775,349
The petition was signed by Steve Curnutte as chief restructuring
officer.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/BOGKU5I/JCF_Hilton_Head_Holdings_LLC__tnmbke-23-04053__0001.0.pdf?mcid=tGE4TAMA
JCF PANAMA CLARA: Case Summary & Nine Unsecured Creditors
---------------------------------------------------------
Debtor: JCF Panama Clara North, LLC
Parcel #33997-000-000
Panama City Beach, FL 32407
Case No.: 23-04057
Business Description: The Debtor owns Parcel #33997-000-000,
located in Panama City Beach, FL 32407
(28.999 acres) valued at $2.52 million.
Chapter 11 Petition Date: November 2, 2023
Court: United States Bankruptcy Court
Middle District of Tennessee
Judge: Hon. Marian F. Harrison
Debtor's Counsel: R. Alex Payne, Esq.
DUNHAM HILDEBRAND, PLLC
2416 21st Ave. S. Suite
Nashville, TN 37212
Tel: 629 777 6529
E-mail: alex@dhnashville.com
Total Assets: $2,516,850
Total Liabilities: $1,650,000
The petition was signed by Steve Curnutte as chief restructuring
officer.
A full-text copy of the petition containing, among other items, a
list of the Debtor's nine unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/ZMZQ5EQ/JCF_Panama_Clara_North_LLC__tnmbke-23-04057__0001.0.pdf?mcid=tGE4TAMA
JCF PANAMA: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: JCF Panama Clara North Holdings, LLC
Parcel No. 33997-000-000
Panama City Beach, FL 32407
Court: United States Bankruptcy Court
Middle District of Tennessee
Case No.: 23-04054
Judge: Hon. Marian F. Harrison
Debtor's Counsel: R. Alex Payne, Esq.
DUNHAM HILDEBRAND, PLLC
2416 21st Ave. S. Suite 303
Nashville, TN 37212
Tel: 629-777-6529
Email: alex@dhnashville.com
Total Assets: $2,384
Total Liabilities: $4,399,166
The petition was signed by Steve Curnutte as chief restructuring
officer.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/KOQBXNI/JCF_Panama_Clara_North_Holdings__tnmbke-23-04054__0001.0.pdf?mcid=tGE4TAMA
JEFFERSON LA BREA: Seeks Cash Collateral Access Thru March 2024
---------------------------------------------------------------
Jefferson La Brea D&J Properties LLC asks the U.S. Bankruptcy Court
for the Central District of California, Los Angeles Division, for
authority to continue using cash collateral through March 31,
2024.
The cash collateral are rents collected by the Debtor from leasing
a commercial property located at 5112-5118 W. Jefferson Blvd., and
3409-3421 S. La Brea Avenue, in Los Angeles. The entities that have
recorded deeds of trust on the Real Property and may assert a
security interest in the rents are Mega Bank, JBM Family Trust, and
Tony Lewis.
The Debtor requires the use of cash collateral for the operating
expenses of the Real Property and other administrative expenses of
the Debtor. The Debtor is informed that the Real Property is worth
approximately $12 million.
The Debtor contends that existing security interests are adequately
protected by a substantial equity cushion. Nonetheless, the Debtor
proposes to grant replacement liens in the postpetition rents.
Furthermore, senior secured creditor Mega Bank, whose claim was
approximately $2.2 million as of the commencement of the case,
requested an adequate protection payment in exchange for its
consent to the further use of cash collateral, and the Debtor has
agreed to a monthly adequate protection payment of $23,491.
As set forth in the budget, while the Debtor currently has
approximately $197,000 in cash and approximately $14,850 of monthly
income, the monthly expenditures are approximately $7,000
(excluding any month in which the property tax is due). Because of
the cash accumulation, the Debtor agreed to the adequate protection
payment requested by Mega Bank.
A copy of the Debtor's motion and budget is available at
https://urlcurt.com/u?l=6bQQLJ from PacerMonitor.com.
About Jefferson La Brea D&J Properties LLC
Jefferson La Brea D&J Properties LLC leases a commercial property
located at 5112-5118 W. Jefferson Blvd., and 3409-3421 S. La Brea
Avenue, in Los Angeles.
Jefferson La Brea D&J Properties LLC sought protection under
Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No.
22-14481) on August 17, 2022. The Debtor considers itself a Single
Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)).
In the petition filed by Jason E. Upchurch, as manager, the Debtor
estimated assets between $10 million and $50 million and estimated
liabilities between $1 million and $10 million.
Judge Vincent P. Zurzolo oversees the case.
The Debtor is represented by David B. Shemano, Esq., at ShemanoLaw.
KAFHAYAAYNSAD ENTERPRISE: Starts Subchapter V Bankruptcy
--------------------------------------------------------
Kafhayaaynsad Enterprise LLC, d/b/a My Health 360, filed for
chapter 11 protection in the Western District of New York.
According to court filing, the Debtor reports between $500,000 and
$1 million in debt owed to 1 and 49 creditors. The Petition states
funds will be available to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated
for
November 8, 2023, at 10:00 AM at UST-LA3, TELEPHONIC MEETING.
CONFERENCE LINE:1-866-811-2961, PARTICIPANT CODE:9609127.
About Kafhayaaynsad Enterprise
Kafhayaaynsad Enterprise LLC -- https://myhealth360wellness.com --
doing business as My Health 360 Wellness is a company that provides
personalized, attentive and empathetic health and wellness care in
a safe environment with an integrative and holistic approach to
promote a state of complete physical, mental and social well
being.
Kafhayaaynsad Enterprise LLC sought relief under Subchapter v of
Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D.N.Y. (Case No.
23-10989) on October 4, 2023. In the petition filed by Umbrine
Fatima, as managing member, the Debtor reports estimated assets
between $100,000 and $500,000 and estimated liabilities between
$500,000 and $1 million.
The Debtor is represented by:
Scott Bogucki, Esq.
Gleichenhaus, Marchese & Weishaar, PC
9650 Main Street
Suite 1
Clarence, NY 14031
KALERA INC: Plan Acceptances Extended to Dec. 1
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Judge David R. Jones of the U.S. Bankruptcy Court for the
Southern District of Texas extended Kalera Inc.'s exclusivity
periods to file and seek acceptance of a plan of reorganization
to October 2, 2023 and December 1, 2023, respectively.
About Kalera Inc.
Kalera Inc. is a vertical farming company in Aurora, Colo. It
utilizes proprietary technology and plant and seed science to
sustainably grow local, delicious, nutrient-rich, pesticide-free,
non-GMO leafy greens year-round.
Kalera sought relief under Chapter 11 of the U.S. Bankruptcy Code
(Bankr. S.D. Texas Case No. 23-90290) on April 4, 2023. In the
petition filed by its chief restructuring officer, Mark Shapiro,
the Debtor estimated assets between $1 million and $10 million
and estimated liabilities between $10 million and $50 million.
Judge David R. Jones oversees the case.
The Debtor tapped Baker & Hostetler, LLP as bankruptcy counsel
and GlassRatner Advisory & Capital Group, LLC as restructuring
advisor. Mark Shapiro of GlassRatner serves as the Debtor's chief
restructuring officer. BMC Group, Inc. is the Debtor's claims
agent.
On April 19, 2023, the Office of the United States Trustee for
Region 7 appointed an official committee of unsecured creditors.
The committee tapped Dykema Gossett, PLLC as bankruptcy counsel
and Reid Collins & Tsai, LLP as special counsel.
KOMBU KITCHEN: Files Emergency Bid to Use Cash Collateral
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Kombu Kitchen SF, LLC, dba NIBLL, a California limited liability
company, asks the U.S. Bankruptcy Court for the Central District of
California, Los Angeles Division, for authority to use cash
collateral and provide adequate protection.
The Debtor seeks to use cash collateral to pay operating expenses
in accordance with the budget, with a 15% variance.
The company, owned by the Thibeaults, has successfully navigated
the Covid-19 pandemic by pivoting its operations from corporate
catering to providing meals to first responders and senior citizen
home delivery. Despite a substantial loss in 2022 due to closed
offices and government contracts, the company has recovered its
corporate catering work and secured its first school contracts in
August 2023. The company projects gross sales for 2023 to be
between $9 and $10 million, and plans to reestablish its presence
in corporate dining services and events. The company is committed
to providing job and career opportunities for its employees and
donating meals to those in need.
The Debtor was forced to seek chapter 11 relief due to its
inability to fund defense of wage and hourly class action lawsuits
brought by former employees. The debtor spent $235,000 on defense,
experts, and mediation fees. Despite providing detailed financial
information, the plaintiffs refused to pay, and Kombu concluded
that bankruptcy relief was necessary and appropriate. The Debtor
plans to proceed to plan confirmation expeditiously.
The Debtor has two secured creditors who may assert a lien in the
Debtor's accounts receivable and the proceeds thereof. They are the
United States Small Business Administration and Kabbage/American
Express. The claims of these creditors total approximately
$287,000, while the Debtor's cash, accounts receivable and other
assets have an approximate value of $970,628. These creditors, to
the extent they are properly secured creditors by blanket liens,
have equity cushions of not less than 75%. While the Debtor submits
that nothing further is needed, the Debtor also proposes to also
grant the creditors replacement liens on the Debtor's post-petition
receivables to the extent of cash collateral used and to make
monthly payments of interest at the applicable contract rates.
A copy of the motion is available at https://urlcurt.com/u?l=AHKRYv
from PacerMonitor.com.
About Kombu Kitchen SF LLC
Kombu Kitchen SF LLC is a corporate catering company in
California.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-17276) on November 1,
2023. In the petition signed by Keven Thibeault, CEO, the Debtor
disclosed $1,748,762 in assets and $1,527,579 in liabilities.
Daniel Weintraub, Esq., at WEINTRAUB ZOLKIN TALERICO & SELTH LLP,
represents the Debtor as legal counsel.
LAKEVILLE FARMS: Seeks Extension to File Plan Until Dec. 29
-----------------------------------------------------------
Lakeville Farms, LLC, filed a motion to extend the deadline to file
a Plan and Disclosure Statement.
The Debtor requests that the Court enter an order extending the
deadline So to file a plan and related deadlines for 45 days until
Dec. 29, 2023.
Attorneys for Debtor:
Aaron J. Scheinfield, Esq.
GOLDSTEIN, BERSHAD & FRIED, P.C.
4000 Town Center, Suite 1200
Southfield, MI 48075
(248) 355-5300
About Lakeville Farms
Lakeville Farms, LLC, specializes in the manufacture and
distribution of kiln dried cooking wood and firewood.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. E.D. Mich. Case No. 23-47202) on August 17,
2023. In the petition signed by Todd Jagiello, member, the Debtor
disclosed $538,000 in total assets and $1,893,064.
Judge Thomas J. Tucker oversees the case.
Aaron J. Scheinfield, Esq., at Goldstein Bershad & Fried PC, is the
Debtor's legal counsel.
LEBANON PLATINUM: Court OKs Cash Collateral Access Thru Dec 8
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Tennessee
authorized Lebanon Platinum, LLC and affiliates to use cash
collateral on an interim basis in accordance with the budget,
through December 8, 2023.
The Debtor requires the use of cash collateral for ordinary and
necessary operating expenses of their businesses in accordance with
the weekly cash flow forecasts.
SummitBridge National Investments VIII LLC asserts an interest in
the Debtor's cash collateral.
The Debtors will not be required to pay any adequate protection
payments to SummitBridge or any other creditor during the Cash Use
Period. However, SummitBridge reserves all rights that it may have
to collect adequate protection payments to the extent the Debtors
agreed to provide such payments for interim cash use from the
Petition Date through October 18, 2023.
In accordance with 11 U.S.C. Section 361(2), and in addition to the
continuing post-petition security interest of SummitBridge pursuant
to 11 U.S.C. Section 552(b), as adequate protection of
SummitBridge's interest in the cash collateral, SummitBridge is
granted continuing replacement like-kind liens in all of the
Debtors' cash collateral securing the indebtedness owing to
SummitBridge in the same priority and in the same nature, extent,
and validity as such liens existed pre-petition. The Replacement
Liens will be supplemental to the existing security interests and
liens of SummitBridge on the cash collateral.
To the extent that the Replacement Liens prove inadequate to
protect SummitBridge’s interest in the cash collateral from a
demonstrated diminution in the value of the cash collateral from
the Petition Date, then SummitBridge is granted an administrative
expense claim under 11 U.S.C. Section 503(b) with priority in
payment under 11 U.S.C. Section 507(b).
A further hearing on the matter is set for December 6 at 11 a.m.
A copy of the court's order and the Debtor's budget is available at
https://urlcurt.com/u?l=m3zHBJ from PacerMonitor.com.
The Debtor projects total disbursements, on a weekly basis, as
follows:
$124,802 for the week ending November 10, 2023;
$254,957 for the week ending November 17, 2023; and
$233,453 for the week ending November 24, 2023.
About Lebanon Platinum
Lebanon Platinum, LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. Tenn. Case No.
23-03592) on Sept. 29, 2023, with up to $50,000 in assets and up to
$10 million in liabilities. Mitch Patel, manager, signed the
petition.
Judge Charles M. Walker oversees the case.
Steven L. Lefkovitz, Esq., at Lefkovitz & Lefkovitz, PLLC serves as
the Debtor's legal counsel.
LIGADO: Negotiates With Creditors to Get Fund, Forbearance Lawsuit
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Reshmi Basu and Steven Church of Bloomberg News report that Ligado
Networks and its creditors are holding discussions on setting up a
fund to help the struggling satellite company finance its lawsuit
against the U.S. over spectrum rights it can't use, according to
people with knowledge of the matter.
The discussions come as the company faces a more than $4 billion
debt maturity on Nov. 1, 2023. Some of Ligado's creditors have
entered non-disclosure agreements to discuss restructuring options
and a potential forbearance for the deadline, the people said.
Ligado is discussing reorganizing around its mobile satellite
service business, the people said.
About Ligado Networks
Ligado Networks LLC operates as a special-purpose entity. The
Company provides mobile satellite coverage, as well as develops
innovative solutions that will accelerate 5G and IoT network
deployments.
LILIUM N.V.: Appoints ArcosJet as Authorized Dealer in Middle East
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Lilium N.V. announced it has signed an agreement that appoints
ArcosJet DMCC, a Dubai-based leader in business aircraft brokerage,
as the exclusive authorized dealer for private sales of the Lilium
Jet in the United Arab Emirates (UAE), Israel, and the Republic of
Cyprus. The agreement includes a commitment fee payment to Lilium
and grants ArcosJet exclusivity on private sales. With this
agreement, ArcosJet becomes Lilium's first reseller in the Middle
East and its fifth dealer globally.
ArcosJet and Lilium intend to jointly announce further details of
their partnership at this year's Dubai Airshow, which is taking
place from November 13th to November 17th. The companies also plan
to jointly showcase the Lilium Jet at the event.
"At ArcosJet, we appreciate Lilium's mission as we see tremendous
potential in the emerging eVTOL market -- especially for
jet-powered aircraft, and we are grateful that Lilium is partnering
with us. We are sure that combining our experience in selling
conventional aircraft with the economic and sociodemographic
characteristics of UAE, Israel, and the Republic of Cyprus can
result in the region becoming a leader in the sales and operation
of the revolutionary Lilium Jet," commented Mikhail Alenkin,
ArcosJet founder and CEO.
Sebastien Borel, chief commercial officer at Lilium, says, "The
Middle East offers tremendous opportunity for eVTOLs and we are
proud to add a reliable and experienced partner to sell and operate
the Lilium Jet in the region. ArcosJet has an impressive portfolio
of successful deals, profound knowledge within aircraft fleet
management and a huge network of industry connections to help drive
firm orders of our eVTOL jet. A new era of sustainable aviation is
coming and we are proud to be blazing the trail here alongside our
new partners who support our aspirations toward new technologies
and markets."
The Lilium Jet is an all-electric vertical take-off and landing
jet. It is designed to offer leading capacity, a low noise profile,
high performance, zero operating emissions, and is purpose-built
for regional connectivity. The Lilium Pioneer Edition Jet is the
first planned model of the Lilium Jet and will comfortably seat
four passengers, with an estimated non-stop flight range of 175 km
and speed of 250 kph. The first manned flight for the
type-conforming aircraft is scheduled for late 2024, with type
certification expected in late 2025 and deliveries expected to
begin in 2026.
About Lilium
Lilium (NASDAQ: LILM) -- www.lilium.com -- is creating a
sustainable and accessible mode of high-speed, regional
transportation for people and goods. Using the Lilium Jet, an
all-electric vertical take-off and landing jet, designed to offer
leading capacity, low noise, and high performance with zero
operating emissions, Lilium is accelerating the decarbonization of
air travel. Working with aerospace, technology, and infrastructure
leaders, and with announced sales and indications of interest in
Europe, the United States, China, Brazil, UK, and the Kingdom of
Saudi Arabia, Lilium's 800+ strong team includes approximately 450
aerospace engineers and a leadership team responsible for
delivering some of the most successful aircraft in aviation
history. Founded in 2015, Lilium's headquarters and manufacturing
facilities are in Munich, Germany, with teams based across Europe
and the U.S.
Munich, Germany-based PricewaterhouseCoopers GmbH
Wirtschaftsprufungsgesellschaft, the Company's auditor since 2019,
issued a "going concern" qualification in its report dated March
28, 2023, citing that he Company has incurred recurring losses from
operations since its inception and expects to continue to generate
operating losses that raise substantial doubt about its ability to
continue as a going concern.
LIPSEY PAINTING: Hires C. Taylor Crockett as Legal Counsel
----------------------------------------------------------
Lipsey Painting Contractors, LLC seeks approval from the U.S.
Bankruptcy Court for the Northern District of Alabama to employ C.
Taylor Crockett, Esq., an attorney practicing in Birmingham, Ala.,
as its counsel.
The Debtor requires legal counsel to:
(a) give advice regarding the powers and duties of the Debtor
in the continued management of its financial affairs and property;
(b) prepare legal papers;
(c) review all leases and other corporate papers and prepare
necessary motions to assume unexpired leases or executory contracts
and assist in preparation of corporate authorizations and
resolutions regarding the Chapter 11 case; and
(d) perform all other legal services for the Debtor.
Mr. Crockett will be paid at his hourly rate of $450. He also
received a retainer of $12,500 plus filing fee of $1,738.
The attorney disclosed in a court filing that he is a
"disinterested person" as that term is defined in Section 101(14)
of the Bankruptcy Code.
The attorney can be reached at:
C. Taylor Crockett, Esq.
C. Taylor Crockett, PC
2067 Columbiana Road
Birmingham, AL 35216
Telephone: (205) 978-3550
Email: taylor@taylorcrockett.com
About Lipsey Painting Contractors, LLC
Lipsey Painting Contractors, LLC filed a petition under Chapter 11,
Subchapter V of the Bankruptcy Code (Bankr. N.D. Ala. Case No.
23-02712) on Oct. 12, 2023, with $50,001 to $100,000 in assets and
$500,001 to $1 million in liabilities.
Judge Tamara O. Mitchell oversees the case.
C. Taylor Crockett, Esq., represents the Debtor as legal counsel.
LORDSTOWN MOTORS: Cannot Nix Truck Recall Liability
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Emlyn Cameron of Law360 reports that the U.S. government asked a
Delaware bankruptcy judge to reject Lordstown Motors Corp.'s
Chapter 11 sale, saying the proposed sale order attempts to
improperly protect the buyer from government liabilities related to
electric truck recalls.
About Lordstown Motors Corp.
Lordstown Motors Corp. -- http://www.lordstownmotors.com/-- is an
electric vehicle OEM developing innovative light duty commercial
fleet vehicles, with the Endurance all electric pickup truck as
its
first vehicle. It has engineering, research and development
facilities in Farmington Hills, Mich. and Irvine, Calif.
On June 27, 2023, Lordstown Motors Corp. and two affiliated
debtors
filed voluntary petitions for relief under Chapter 11 of the
Bankruptcy Code (Bankr. D. Del. Lead Case No. 23-10831). The
cases
are pending before Judge Mary F. Walrath.
The Debtors tapped White & Case, LLP and Richards, Layton &
Finger,
P.A. as bankruptcy counsels; Baker & Hostetler, LLP as special
counsel; Jefferies, LLC as investment banker; KPMG, LLP as
auditor;
and Silverman Consulting as restructuring advisor. Kurtzman
Carson
Consultants, LLC, is the Debtors' claims and noticing agent and
administrative advisor.
The U.S. Trustee for Regions 3 and 9 appointed an official
committee to represent unsecured creditors in the Debtors' Chapter
11 cases. The committee tapped Troutman Pepper Hamilton Sanders,
LLP, as legal counsel and Huron Consulting Group Inc. as financial
advisor.
LOUISA RIDGE: Files Emergency Bid to Use Cash Collateral
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Louisa Ridge Adult Day Services, Inc. asks the U.S. Bankruptcy
Court for the Northern District of Ohio, Eastern Division, for
authority to use cash collateral and provide adequate protection.
The Debtor requires the use of cash collateral to pay for all
necessary post-petition operating expenses including lease
obligations, payroll, taxes, insurance obligations, utilities, and
other normal and necessary expenses of its business operation.
The Debtor was affected by the COVID-19 pandemic in providing
services, delays in revenue, and staffing shortages.
The Debtor's gross revenue was $2.2 million in 2022 and $2.244
million in 2021. As of its last payroll period, the Debtor had a
workforce of approximately 60 employees.
After a slow recovery from the COVID-19 pandemic with the Debtor
experiencing revenue decreases and payment delays as well as
staffing shortages and the increased cost of temporary employees,
the Debtor sought financing options through traditional lenders and
banks. Unfortunately, it was not able to obtain a business line of
credit or access to credit through a bank or local lender. The
Debtor was offered and accepted fairly easy to access merchant cash
advances from lenders over the internet at very high interest rates
and, in hindsight, unsustainable repayment terms when those terms
unexpectedly changed due to alleged defaults.
The Debtor and various merchant cash advance creditors, including
ODK Capital, LLC dba OnDeck, AFK, Inc. dba Fundkite, Fintegra, LLC,
and Orange Advance, LLC had entered into certain loan arrangements
evidenced by, among other things, certain documents, instruments
and agreements.
1. On Deck (I)
On November 14, 2022, the Debtor obtained a loan from ODK Capital,
LLC dba OnDeck for $100,000 to repay $121,651 within 12 months (APR
39.9%) in weekly installments. The funds were used for general
business operations, payroll, and lease payments.
2. On Deck (II)
On January 4, 2023, the Debtor obtained an additional loan from ODK
Capital, LLC dba OnDeck for $100,000 to repay $114,300 within 12
months (APR 26.88%) in weekly installments. The funds were used for
general business operations, payroll, and lease payments.
3. AKF, Inc dba Fundkite
On March 24, 2023, the Debtor obtained a loan from AFK, Inc. dba
Fundkite for $165,031 to repay $246,103 within 12 months in weekly
installments. The funds were used for general business operations,
payroll, and lease payments. The Debtor had repaid approximately
$80,000 to date prior to the bankruptcy filing.
4. Fintegra, LLC
On June 29, 2023, the Debtor obtained a loan from Fintegra, LLC for
$60,000 to repay approximately $90,350 within 12 months in weekly
installments. The funds were used for general business operations,
payroll, and lease payments.
5. Orange Advance, LLC
On July 26,2023, the Debtor obtained a loan from Orange Advance,
LLC for $52,500 to repay approximately $186,000 within 12 months in
weekly installments. Within approximately 30 days of receiving the
funds, the credit claimed the amount due was $93,900. The funds
were used for general business operations, payroll, and lease
payments.
The Debtor offers to adequately protect the interests of the MCA
Creditors by granting post-petition liens on, and security interest
in, the property of the estate in favor of the MCA Creditors that
will have the same validity, priority, and extent (if any) that
existed at the time of the commencement of the Chapter 11 case as
adequate protection for their secured claim.
To adequately protect MCA Creditors, the Debtor is also offering in
the Proposed Order:
i. To grant MCA Creditors a security interest in the
post-petition assets of the Debtor, including but not limited to
cash, accounts receivable, inventory and equipment, as well as the
products and proceeds thereof to the extent of the diminution of
the MCA Creditors' collateral securing the indebtedness. These
replacement liens will have the same validity, priority and extent
(if any) as the liens on the cash collateral that existed at the
time of the commencement of the case;
ii. To provide financial information to MCA Creditors on a
monthly basis during the term of the Proposed Order through the
filing of monthly operating reports.
A copy of the motion is available at https://urlcurt.com/u?l=ZSg0iu
from PacerMonitor.com
About Louisa Ridge Adult Day Services, Inc.
Louisa Ridge Adult Day Services, Inc. sought protection for relief
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ohio Case No.
23-51350) on Sep. 29, 2023, listing $100,001-$500,000 in assets
and $500,001-$1 million in liabilities.
Michael A. Steel, Esq. at Steel & Company, Ltd. represents the
Debtor as legal counsel.
LTL MANAGEMENT: J&J Considers 3rd Bankruptcy to Settle Talc Suits
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Steven Church and Jef Feeley of Bloomberg News report that Johnson
& Johnson is weighing a third attempt to use bankruptcy for an $8.9
billion settlement of tens of thousands of lawsuits that allege
tainted talc in the company's baby powder caused cancer, the
health-care giant told investors Tuesday, October 17, 2023.
Erik Haas, J&J's lawyer in charge of litigation, said during the
company's earnings call Tuesday that the world's largest maker of
health-care products is working with law firms representing "the
vast majority" of talc victims to settle all current and future
cases that could potentially cost J&J billions of dollars in
damages if they go to jury trials.
About LTL Management
LTL Management, LLC, is a subsidiary of Johnson & Johnson (J&J),
which was formed to manage and defend thousands of talc-related
claims and oversee the operations of Royalty A&M. Royalty A&M
owns
a portfolio of royalty revenue streams, including royalty revenue
streams based on third-party sales of LACTAID, MYLANTA/MYLICON and
ROGAINE products.
LTL Management filed a petition for Chapter 11 protection (Bankr.
W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was
transferred to New Jersey (Bankr. D.N.J. Case No. 21-30589) on
Nov.
16, 2021. The Hon. Michael B. Kaplan is the case judge. At the
time of the filing, the Debtor was estimated to have $1 billion to
$10 billion in both assets and liabilities.
The Debtor tapped Jones Day and Rayburn Cooper & Durham, P.A., as
bankruptcy counsel; King & Spalding, LLP and Shook, Hardy & Bacon
LLP as special counsel; McCarter & English, LLP as litigation
consultant; Bates White, LLC as financial consultant; and
AlixPartners, LLP as restructuring advisor. Epiq Corporate
Restructuring, LLC, is the claims agent.
An official committee of talc claimants was formed in the Debtor's
Chapter 11 case on Nov. 9, 2021. On Dec. 24, 2021, the U.S.
Trustee for Regions 3 and 9 reconstituted the talc claimants'
committee and appointed two separate committees: (i) the official
committee of talc claimants I, which represents ovarian cancer
claimants, and (ii) the official committee of talc claimants II,
which represents mesothelioma claimants.
The official committee of talc claimants I tapped Genova Burns
LLC,
Brown Rudnick LLP, Otterbourg PC and Parkins Lee & Rubio LLP as
its
legal counsel. Meanwhile, the official committee of talc claimants
II is represented by the law firms of Cooley LLP, Bailey Glasser
LLP, Waldrep Wall Babcock & Bailey PLLC, Massey & Gail LLP, and
Sherman Silverstein Kohl Rose & Podolsky P.A.
Re-Filing of Chapter 11 Petition
On Jan. 30, 2023, a panel of the Third Circuit issued an opinion
directing the Court to dismiss the 2021 Chapter 11 Case on the
basis that it was not filed in good faith. Although the Third
Circuit panel recognized that the Debtor "inherited massive
liabilities" and faced "thousands" of future claims, it concluded
that the Debtor was not in financial distress before the filing.
On March 22, 2023, the Third Circuit entered an order denying the
Debtor's petition for rehearing. The Third Circuit entered an
order denying LTL's stay motion on March 31, 2023, and, on the
same
day, issued its mandate directing the Bankruptcy Court to dismiss
the 2021 Chapter 11 Case.
The Bankruptcy Court entered an order dismissing the 2021 Case on
April 4, 2023.
Johnson & Johnson on April 4, 2023, announced that its subsidiary
LTL Management LLC (LTL) has re-filed for voluntary Chapter 11
bankruptcy protection (Bankr. D.N.J. Case No. 23-12825) to obtain
approval of a reorganization plan that will equitably and
efficiently resolve all claims arising from cosmetic talc
litigation against the Company and its affiliates in North
America.
In the new filing, J&J said it has agreed to contribute up to a
present value of $8.9 billion, payable over 25 years, to resolve
all the current and future talc claims, which is an increase of
$6.9 billion over the $2 billion previously committed in
connection
with LTL's initial bankruptcy filing in October 2021. LTL also
has
secured commitments from over 60,000 current claimants to support
a
global resolution on these terms.
LUMEN TECHNOLOGIES: Gets $1.2B Financing Commitment From Creditors
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Lumen Technologies, Inc. announced that it has entered into a
transaction support agreement with a group of creditors holding
over $7 billion of the outstanding indebtedness of the Company and
its subsidiaries to, among other things, extend maturities of the
debt instruments of the Company and Level 3 Financing, Inc. In
addition, the creditors have committed to provide $1.2 billion of
financing to the Company through new long-term debt. The
consummation of the transactions contemplated by the transaction
support agreement is subject to the satisfaction of various closing
conditions.
"After several months of constructive discussions, we are pleased
to have reached this agreement. This transaction will position the
Company to better align our balance sheet with our current business
needs," said Kate Johnson, president and chief executive officer of
the Company. "As we move forward, we remain focused on executing
our strategic transformation and delivering excellent value to our
customers."
"We appreciate the engagement of the creditors involved in this
transaction in determining the best path forward for our business.
We look forward to swiftly consummating the transactions
contemplated by the transaction support agreement, and to utilizing
the flexibility we have retained in addressing the needs of our
other key stakeholders," said Chris Stansbury, chief financial
officer of the Company.
Guggenheim Securities, LLC served as financial advisor and
Wachtell, Lipton, Rosen & Katz served as legal advisor to the
Company.
A full-text copy of the Agreement is available for free at:
https://www.sec.gov/Archives/edgar/data/18926/000119312523267280/d578129dex101.htm
About Lumen Technologies
Headquartered in Monroe, Louisiana, Lumen Technologies, Inc. is an
international facilities-based technology and communications
company focused on providing its business and mass markets
customers with a broad array of integrated products and services
necessary to fully participate in its ever-evolving digital world.
The Company's platform empowers its customers to swiftly adjust
digital programs to meet immediate demands, create efficiencies,
accelerate market access and reduce costs - allowing customers to
rapidly evolve their IT programs to address dynamic changes.
Lumen reported a net loss of $1.55 billion in 2022.
* * *
As reported by the TCR on Aug. 24, 2023, Moody's Investors Service
downgraded Lumen Technologies, Inc.'s corporate family rating to
Caa1 from B2. Moody's said the downgrade reflects the Company's
increasing financial risks and continued weak operating
performance.
S&P Global Ratings lowered its issuer credit rating on U.S.-based
telecommunications service provider Lumen Technologies Inc. to two
notches to 'CCC+' from 'B', the TCR reported on Aug. 18, 2023. S&P
said "The two-notch downgrade reflects our view that Lumen's
capital structure is unsustainable longer term. We expect the
company's operating and financial performance will remain
challenged for the next couple of years as its turnaround plan
faces significant challenges."
LUMEN TECHNOLOGIES: Incurs $78 Million Net Loss in Third Quarter
----------------------------------------------------------------
Lumen Technologies, Inc. filed with the Securities and Exchange
Commission its Quarterly Report on Form 10-Q disclosing a net loss
of $78 million on $3.64 billion of operating revenue for the three
months ended Sept. 30, 2023, compared to net income of $578 million
on $4.39 billion of operating revenue for the three months ended
Sept. 30, 2022.
For the nine months ended Sept. 30, 2023, the Company reported a
net loss of $8.30 billion on $11.04 billion of operating revenue
compared to net income of $1.52 billion on $13.68 billion of
operating revenue for the same period in 2022.
"We are making excellent progress on operational improvements and
are excited for the close of our EMEA transaction expected
tomorrow," said Kate Johnson, president and CEO of Lumen, in a
press release. "We have successfully reached a broad agreement
with creditors; this transaction allows us to remain focused on
executing on our turnaround plans."
As of Sept. 30, 2023, the Company had $35.92 billion in total
assets, $3.92 billion in total current liabilities, $19.74 billion
in long-term debt, $10.04 billion in total deferred credits and
other liabilities, and $2.22 billion in total stockholders'
equity.
As of Sept. 30, 2023, Lumen had cash and cash equivalents of $311
million.
Lumen stated, "We are currently experiencing competitive,
macroeconomic and financial pressures, including operational
challenges resulting from inflation, dis-synergies resulting from
our 2022 divestitures, concerns about our ability to refinance debt
in the future, and, to a lesser extent, shortages of certain
components and other supplies that we use in our business. These
and other factors contributed to us recognizing goodwill
impairments in the fourth quarter of 2022 and, coupled with the
sustained decline in our share price during the second quarter of
2023, contributed to us recognizing additional goodwill impairments
for the three months ended June 30, 2023. If these pressures
continue, we may experience additional deterioration in our
projected cash flows or market capitalization, or make significant
changes to our assumptions of discount rates and market multiples.
Any of these could result in additional goodwill impairments in
future quarters.
"We will continue to monitor our future sources and uses of cash
and anticipate that we will make adjustments to our capital
allocation strategies when, as and if determined by our Board of
Directors. We may also draw on our revolving credit facility as a
source of liquidity for operating activities and to give us
additional flexibility to finance our capital investments,
repayments of debt, pension contributions and other cash
requirements."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/18926/000001892623000100/lumn-20230930.htm
About Lumen Technologies
Headquartered in Monroe, Louisiana, Lumen Technologies, Inc. is an
international facilities-based technology and communications
company focused on providing its business and mass markets
customers with a broad array of integrated products and services
necessary to fully participate in its ever-evolving digital world.
The Company's platform empowers its customers to swiftly adjust
digital programs to meet immediate demands, create efficiencies,
accelerate market access and reduce costs - allowing customers to
rapidly evolve their IT programs to address dynamic changes.
Lumen reported a net loss of $1.55 billion in 2022.
* * *
As reported by the TCR on Aug. 24, 2023, Moody's Investors Service
downgraded Lumen Technologies, Inc.'s corporate family rating to
Caa1 from B2. Moody's said the downgrade reflects the Company's
increasing financial risks and continued weak operating
performance.
S&P Global Ratings lowered its issuer credit rating on U.S.-based
telecommunications service provider Lumen Technologies Inc. to two
notches to 'CCC+' from 'B', the TCR reported on Aug. 18, 2023. S&P
said "The two-notch downgrade reflects our view that Lumen's
capital structure is unsustainable longer term. We expect the
company's operating and financial performance will remain
challenged for the next couple of years as its turnaround plan
faces significant challenges."
LUMEN TECHNOLOGIES: S&P Places 'CCC+' ICR on CreditWatch Negative
-----------------------------------------------------------------
S&P Global Ratings placed U.S.-based telecommunications service
provider Lumen Technologies Inc.'s (Lumen) 'CCC+' issuer-credit
rating on CreditWatch with negative implications. S&P also placed
the ratings on all affected issues on CreditWatch negative.
S&P said, "We expect to resolve the CreditWatch placement once the
company has obtained support from all lenders and has initiated the
debt exchange transaction. Upon announcement of the deal, we would
expect to lower the issuer credit rating to 'CC'.
"The negative CreditWatch placement reflects the likelihood that we
will view at least some of the proposed debt exchanges as
tantamount to default, if launched. The agreement will encompass
exchanging a portion of the outstanding senior secured and
unsecured debt at Lumen and wholly owned subsidiary Level 3
Financing Inc. for new debt with a senior ranking, higher coupons,
fees and tighter covenants. In addition, the company will pay down
a portion of this debt at par from the issuance of new secured debt
at Level 3 and $1.5 billion of net proceeds from the sale of its
EMEA operations.
"Based on the proposed terms of the TSA, we would likely view the
amended terms and fees as insufficient to compensate for the
extended maturities, at least for some of the exchanges. As part of
the CreditWatch listing, we will evaluate whether or not lenders
are receiving adequate offsetting compensation to extend the
maturities of each debt tranche being exchanged."
The company still requires support from its secured lenders at
Lumen, including 95% of the holders of the term loan A/A-1, 50% of
the holders of the term loan B, and 100% of the revolving credit
facility.
Therefore, S&P also placed the following ratings on CreditWatch
negative:
-- The 'B' issue-level rating on Level 3's senior secured term
loan B and senior secured notes (except for the 10.5% senior
secured notes due 2030, which are not part of the transaction).
-- The 'CCC+' issue-level rating on Level 3's senior unsecured
debt.
-- The 'B' issue-level rating on Lumen's senior secured debt.
-- The 'CCC-' issue-level rating on Lumen's 5.125% senior notes
due 2026.
S&P said, "Notwithstanding the CreditWatch placement, we believe
the proposed transaction would be modestly credit positive longer
term. If successful, the exchanges will enable Lumen to extend its
maturities to 2029 and 2030 giving it more time to execute on its
turnaround strategy. The company currently has almost half of its
outstanding debt (about $9.5 billion) that matures in 2027.
However, higher interest expense from the proposed debt transaction
will partially offset this benefit. Lumen plans to reduce its
capital expenditures (capex) by around $200 million annually to
alleviate some of the free operating cash flow (FOCF) pressure. We
do not view this favorably since fiber network investment is
critical to compete with cable broadband providers and to drive
top-line growth.
"We still view Lumen's capital structure as unsustainable longer
term until it can demonstrate sustained earnings stability and
generate meaningful levels of free operating cash flow, which would
entail successful execution on its plan. We believe this will be
challenging given current macroeconomic conditions and secular
industry pressures.
"We expect to resolve the CreditWatch placement once we have
greater clarity on the degree of lender support and the likelihood
the transaction will move forward. We would likely lower the issuer
credit rating to 'CC' if the transaction is announced and to 'SD'
if it is consummated as proposed. If Lumen does not get sufficient
lender support to launch the exchanges, we would likely affirm the
issuer credit rating at 'CCC+'."
M.V.J. AUTO: Seeks to Hire Doral Accountants LLC as Accountant
--------------------------------------------------------------
M.V.J. Auto World, Inc. seeks approval from the U.S. Bankruptcy
Court for the Southern District of Florida to employ Doral
Accountants, LLC as accountant.
The firm will provide these services:
a. assist the Debtor with performing its duties pursuant to
the U.S. Trustee's Operating Guidelines and Reporting Requirements
and the rules of the Court, including without limitation;
b. assist the Debtor with the required monthly operating
reports; and
c. assist with the Debtor's projections for its Chapter 11
Plan of Reorganization and will assist the Debtor in the
preparation and filing of any required tax returns or amended tax
returns and will further provide tax advice to the Debtor.
The firm will be paid based upon its normal and usual hourly
billing rates. The firm will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Rolando Trujillo, president at Doral Accountants, LLC, disclosed in
a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Rolando Trujillo
Doral Accountants, LLC
3785 NW 82 nd Ave., Ste 111
Doral, FL 33166
About M.V.J. Auto World, Inc.
M.V.J. Auto World, Inc. filed Chapter 11 petition (Bankr. S.D. Fla.
Case No. 23-16612) on Aug. 21, 2023, with $100,001 to $500,000 in
assets and liabilities. Tarek Kiem, Esq., at Kiem Law, PLLC has
been appointed as Subchapter V trustee.
Judge Laurel M. Isicoff oversees the case.
The Debtor is represented by the law firms of Kingcade, Garcia &
McMaken, PA and Leiderman Shelomith + Somodevilla, PLLC, doing
business as LSS Law.
MARKET SHARE: Case Summary & 15 Unsecured Creditors
---------------------------------------------------
Debtor: Market Share, Inc.
744 Long Hill Rd
Groton, CT 06340
Chapter 11 Petition Date: November 3, 2023
Court: United States Bankruptcy Court
District of Connecticut
Case No.: 23-20896
Judge: Hon. James J Tancredi
Debtor's Counsel: Jeffrey M. Sklarz, Esq.
GREEN & SKLARZ LLC
1 Audubon St, 3rd Fl
New Haven, CT 06511
Tel: 203-285-8545
Fax: 203-823-4546
Email: jsklarz@gs-lawfirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Gordon H. Newton as president.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 15 unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/2HT3RDA/Market_Share_Inc__ctbke-23-20896__0001.0.pdf?mcid=tGE4TAMA
MAYVILLE HOLDINGS: Court OKs Cash Collateral Access on Final Basis
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Eastern District of Wisconsin
authorized Mayville Holdings, LLC to use cash collateral on a final
basis in accordance with the budget.
Old National Bank has an interest in the Debtor's cash collateral.
As adequate protection, Old National is granted replacement liens
of the same priority to the same extent in the Mayville Loan
Collateral as it had before the Petition Date. Old National is
granted valid, binding, enforceable, and first-priority perfected
security interests and replacement liens, effective as of the
Petition Date, upon the Post-Petition Collateral. The Replacement
Liens are deemed automatically perfected upon entry of the order
without the necessity of Old National taking possession, filing
financing statements, mortgages or other documents; provided,
however, that the Debtor will execute any necessary perfection
documents upon Old National's request. Old National will not be
entitled to improve its secured position as a result of the
Replacement Liens.
Old National's liens on the Mayville Loan Collateral pursuant to
the Mortgage and Security Agreement will extend to the
Post-Petition Collateral and the products and proceeds thereof
under 11 U.S.C. Section 552(b).
As further adequate protection for the Debtor's use of the Mayville
Loan Collateral, Old National will receive, without limitation, the
following adequate protection payments from the Debtor: on the
first day of each month afterwards until the Court orders
otherwise, the Debtor will pay $14,000 to Old National and an
additional $8,000 escrow payment for property taxes.
The Debtor will continue to maintain general property and liability
coverage consistent with their coverage before the Petition Date
and requirements under the Old National Loan Documents with respect
to the Mayville Loan Collateral.
A copy of the order is available at https://urlcurt.com/u?l=vsfmvD
from PacerMonitor.com.
About Mayville Holdings, LLC
Mayville Holdings, LLC owns and operates an assisted living
facility.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Wisc. Case No. 23-24460) on September
30, 2023. In the petition signed by Micheal Eisenga, a sole member
of First American Properties, the Debtor disclosed up to $10
million in both assets and liabilities.
Judge Beth E. Hanan oversees the case.
Evan P. Schmit, Esq., at Kerkman & Dunn, represents the Debtor as
legal counsel.
MESABI METALLICS: 3rd Circ. Protects Pending Docs in Ch. 11 Appeal
------------------------------------------------------------------
Jeff Montgomery of Law360 reports that the Third Circuit on Monday,
October 16, 2023, put the brakes on a Delaware bankruptcy judge's
order unsealing confidential documents in a dispute between
steelmaker Cleveland Cliffs Inc. and iron ore miner Mesabi
Metallics Co. LLC, pending clarification on when orders to seal
must give way to public access to court records.
About Essar Steel Minnesota
Essar Steel Minnesota LLC, now known as Mesabi Metallics Company
LLC, and ESML Holdings Inc. filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Case Nos. 16-11627 and 16-11626) on July
8, 2016. Madhu Vuppuluri, president and CEO, signed the
petitions.
ESML Holdings Inc. estimated assets at $1 billion to $10 billion
and debt at $500 million to $1 billion. Essar Steel Minnesota LLC
estimated assets and debt at $1 billion to $10 billion.
Judge Brendan Linehan Shannon is the case judge.
Craig H. Averich, Esq., at White & Case LLP and John L. Bird,
Esq.,
and Jeffrey M. Schlerf, Esq., at Fox Rothschild LLP, serve as
counsel to the Debtors. Epic Bankruptcy Solutions, LLC, serves as
claims and noticing agent.
Andrew Vara, acting U.S. trustee for Region 3, on July 20, 2016,
appointed the official committee of unsecured creditors of ESML
Holdings, Inc., and its affiliates. The Committee retained Andrew
K. Glenn, at Kasowitz Benson Torres & Friedman LLP, to act as
counsel. Garvan F. McDaniel, at Hogan McDaniel, act as Delaware
counsel. David MacGreevey, at Zolfo Cooper, LLC, is the
Committee's financial advisor.
MICHAELS COS: $1.95BB Bank Debt Trades at 16% Discount
------------------------------------------------------
Participations in a syndicated loan under which Michaels Cos
Inc/The is a borrower were trading in the secondary market around
83.9 cents-on-the-dollar during the week ended Friday, November 3,
2023, according to Bloomberg's Evaluated Pricing service data.
The $1.95 billion facility is a Term loan that is scheduled to
mature on April 15, 2028. The amount is fully drawn and
outstanding.
The Michaels Companies, Inc. operates as a chain of arts and crafts
stores. The Company provides arts, crafts, floral and wall decor,
framing, and merchandise for makers and do-it-yourself home
decorators. Michaels Companies serves customers in North America.
MVK FARMCO: Burr, Moore Represent Compeer, et al.
-------------------------------------------------
The law firms of Burr & Forman LLP and Moore & Van Allen PLLC filed
a verified statement pursuant to Rule 2019 of the Federal Rules of
Bankruptcy Procedure to disclose that in the Chapter 11 cases of
MVK FarmCo LLC, et al., the firms represent interested parties
Compeer Financial, PCA, et al.
The Interested Party's address and the nature and amount of each
disclosable economic interest, if any, held by each Interested
Party are:
1. Compeer Financial, PCA
2600 Jenny Wren Trail
P.O. Box 810
Sun Prairie, WI 53590
* Prepetition OpCo Facility Lender ($10,112,000)
* Prepetition Bridge Facility Lender (New Money Loans)
($2,270,000)
* Prepetition Bridge Facility Lender (Roll-Up Loans)
($8,444,000)
2. Compeer Financial, FLCA
2600 Jenny Wren Trail
P.O. Box 810
Sun Prairie, WI 53590
* Prepetition PropCo Facility Lender ($38,672,00)
3. AgCountry Farm Credit Services, PCA
600 S. Highway 169
Suite 850
Minneapolis, MN 55426
* Prepetition PropCo Facility Lender ($34,171,000)
* Prepetition OpCo Facility Lender ($13,680,000)
* Prepetition Bridge Facility Lender (New Money Loans)
($1,959,000)
* Prepetition Bridge Facility Lender (Roll-Up Loans)
($7,287,000)
4. AgFirst Farm Credit Bank
1901 Main Street
Columbia, SC 29201
* Prepetition PropCo Facility Lender ($21,484,000)
* Prepetition OpCo Facility Lender ($22,852,000)
* Prepetition Bridge Facility Lender (New Money Loans)
($1,815,000)
* Prepetition Bridge Facility Lender (Roll-Up Loans)
($6,754,000)
5. Farm Credit Bank of Texas
4801 Plaza on the Lake
Austin, TX 78746
* Prepetition PropCo Facility Lender ($31,142,000)
* Prepetition OpCo Facility Lender ($11,824,000)
* Prepetition Bridge Facility Lender (New Money Loans)
($1,758,000)
* Prepetition Bridge Facility Lender (Roll-Up Loans)
($6,543,000)
Counsel for Interested Parties:
J. Cory Falgowski, Esq.
BURR & FORMAN LLP
222 Delaware Avenue, Suite 1030
Wilmington, DE 19801
Telephone: 302-830-2312
Email: jfalgowski@burr.com
- and -
Luis M. Lluberas, Esq.
Gabriel L. Mathless, Esq.
Matthew K. Taylor, Esq.
Moore & Van Allen PLLC
100 North Tryon Street, Suite 4700
Charlotte, NC 28202
Telephone: (704) 331-3548
Email: luislluberas@mvalaw.com
gabrielmathless@mvalaw.com
matthewtaylor@mvalaw.com
About MVK FarmCo
MVK FarmCo, LLC and its affiliates are providers of stone fruit,
operating an integrated network of farms, ranches and packaging
facilities. Founded in 1999 and headquartered in Fresno, Calif.,
the Debtors cultivate approximately 18,000 acres of land nestled
throughout the San Joaquin Valley.
The Debtors filed Chapter 11 petitions (Bankr. D. Del. Lead Case
No. 23-11721) on Oct. 13, 2023. John Boken, chief executive
officer, signed the petitions.
At the time of the filing, the Debtors reported consolidated assets
of $500 million to $1 billion and consolidated liabilities of $1
billion to $10 billion.
Judge Laurie Selber Silverstein oversees the cases.
The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis
International, LLP as bankruptcy counsel; Young Conaway Stargatt &
Taylor, LLP as local counsel; Houlihan Lokey as investment banker;
and Stretto, Inc. as claims and noticing agent. AP Services, LLC
provides interim management and restructuring support services to
the Debtors.
MVK FARMCO: Prima Wawona Wants to Sell Business for $275 Million
----------------------------------------------------------------
Jonathan Randles of Bloomberg Law reports that a Prima Wawona
lawyer said potential bidders will have to beat a $275 million
floor price, set by company lenders, if they seek to purchase the
stone fruit grower's business out of Chapter 11.
Ryan Blaine Bennett, Prima's bankruptcy lawyer, said during a
Monday court hearing in Wilmington, Delaware, that the company will
consider potential cash or credit bids from outside parties
Prima intends to set a November 17, 2023 bid deadline and will hand
the business to lenders if no acceptable offers materialize in the
coming weeks, according to court documents.
About MVK FarmCo
MVK FarmCo, LLC and its affiliates -- https://prima.com/ -- are
providers of stone fruit, operating an integrated network of farms,
ranches and packaging facilities. Founded in 1999 and
headquartered in Fresno, Calif., the Debtors cultivate
approximately 18,000 acres of land nestled throughout the San
Joaquin Valley.
The Debtors filed Chapter 11 petitions (Bankr. D. Del. Lead Case
No. 23-11721) on Oct. 13, 2023. John Boken, chief executive
officer, signed the petitions.
At the time of the filing, the Debtors reported consolidated
assets
of $500 million to $1 billion and consolidated liabilities of $1
billion to $10 billion.
Judge Laurie Selber Silverstein oversees the cases.
The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis
International, LLP as bankruptcy counsel; Young Conaway Stargatt &
Taylor, LLP as local counsel; Houlihan Lokey as investment banker;
and Stretto, Inc. as claims and noticing agent. AP Services, LLC,
provides interim management and restructuring support services to
the Debtors.
MVK FARMSCO: Prima Wawona Seeks Speedy Ch. 11 as Cash Dwindles
--------------------------------------------------------------
Rick Archer of Law360 reports that Stone fruit producer Prima
Wawona told a Delaware bankruptcy judge Monday, October 16, 2023,
that it will be seeking either a quick Chapter 11 sale or an
equitization of its more than $678 million in debt, saying it
expects to run out of cash to operate by January 2024.
About MVK FarmCo
MVK FarmCo, LLC and its affiliates -- https://prima.com/ -- are
providers of stone fruit, operating an integrated network of farms,
ranches and packaging facilities. Founded in 1999 and
headquartered in Fresno, Calif., the Debtors cultivate
approximately 18,000 acres of land nestled throughout the San
Joaquin Valley.
The Debtors filed Chapter 11 petitions (Bankr. D. Del. Lead Case
No. 23-11721) on Oct. 13, 2023. John Boken, chief executive
officer, signed the petitions.
At the time of the filing, the Debtors reported consolidated
assets
of $500 million to $1 billion and consolidated liabilities of $1
billion to $10 billion.
Judge Laurie Selber Silverstein oversees the cases.
The Debtors tapped Kirkland & Ellis, LLP and Kirkland & Ellis
International, LLP as bankruptcy counsel; Young Conaway Stargatt &
Taylor, LLP as local counsel; Houlihan Lokey as investment banker;
and Stretto, Inc. as claims and noticing agent. AP Services, LLC,
provides interim management and restructuring support services to
the Debtors.
NASHVILLE SENIOR: Has $57.5MM Deal to Sell Assets to Nexus Capital
------------------------------------------------------------------
Nashville Senior Care, LLC and its affiliates asked the U.S.
Bankruptcy Court for the Middle District of Tennessee to approve
the sale of their assets to Nexus Capital XIII, LLC in a private
deal.
Nexus offered to buy the assets for $57.5 million, assume certain
liabilities of the companies, and provide a $7.25 million deposit
or 12.6% of the cash portion of the sale price, which will be
increased to $8 million upon approval of the sale.
The assets being sold include real property, inventory and personal
property used to operate the companies' businesses. Meanwhile,
certain contracts will be assumed by the companies and then
assigned to Nexus as part of the deal.
Nexus' $57.5 million offer is a 40% increase over the stalking
horse bid received by the companies from Cascasis, LLC following a
court-approved overbid process, which the companies cancelled.
Robert Gonzales, Esq., the companies' attorney, said the sale
agreement with Nexus "represents fair value and the highest or
otherwise best transaction" available to the companies.
"This is substantially more protection for the estates than what
was required from the stalking horse bidder or other potential
bidders to participate at the auction who were only required to
fund only an approximate 5.0% deposit," Mr. Gonzales said in a
motion filed in court.
About Nashville Senior Care
Nashville Senior Care, LLC and affiliates are comprised of five
senior living communities and one Medicare-certified home health
agency affiliated with the Trousdale Foundation. All of the real
estate associated with the senior living communities is owned by
the Debtors.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Tenn. Lead Case No. 23-02924) on Aug.
14, 2023. In the petitions signed by Thomas Johnson, executive
director, Nashville Senior Care disclosed $50 million to $100
million in assets and $100 million to $500 million in liabilities.
Judge Marian F. Harrison oversees the cases.
The Debtors tapped McDonald Hopkins LLC as general bankruptcy
counsel; EmergeLaw, PLC as co-counsel; and Houlihan Lokey Capital,
Inc. as investment banker. Stretto, Inc. is the notice, claims and
balloting agent.
On Aug. 31, 2023, the U.S. Trustee for Region 8 appointed an
official committee of unsecured creditors in these Chapter 11
cases. The committee tapped Womble Bond Dickinson (US), LLP and
Dunham Hildebrand, PLLC as legal counsel, and Rock Creek Advisors,
LLC as financial advisor.
NUZEE INC: Masateru Higashida Has 12.2% Stake as of Oct. 20
-----------------------------------------------------------
Masateru Higashida disclosed in a Schedule 13D/A filed with the
Securities and Exchange Commission that as of Oct. 20, 2023, he
beneficially owned 147,941 shares of common stock of NuZee, Inc.,
representing 12.2 percent of the shares outstanding. The
percentage was based on 1,207,739 shares of Common Stock
outstanding as of Oct. 25, 2023, which includes the 425,000 shares
issued in the Issuer's recent offering, and gives effect to the
Reverse Stock Split.
This Amendment No. 3 was filed with the SEC to update the
percentage of shares beneficially owned by the Reporting Person as
a result of dilution due to the Issuer's recent offering of 425,000
shares of Common Stock.
A full-text copy of the regulatory filing is available for free
at:
https://www.sec.gov/Archives/edgar/data/1527613/000149315223038588/formsc13-da.htm
About NuZee
NuZee, Inc. (d/b/a Coffee Blenders) is a co-packing company for
single serve coffee formats that partners with companies to help
them develop within the single serve and private label coffee
category.
Nuzee reported a net loss of $11.80 million for the year ended
Sept. 30, 2022, a net loss of $18.55 million for the year ended
Sept. 30, 2021, a net loss of $9.52 million for the year ended
Sept. 30, 2020, and a net loss of $12.21 million for the year ended
Sept. 30, 2019.
Houston, Texas-based MaloneBailey, LLP, the Company's auditor since
2013, issued a "going concern" qualification in its report dated
Dec. 23, 2022, citing that the Company has suffered recurring
losses and negative cash flows from operations that raises
substantial doubt about its ability to continue as a going concern.
OAKWOOD DREAMS: Hires Cross Law Firm as Legal Counsel
-----------------------------------------------------
Oakwood Dreams LLC seeks approval from the U.S. Bankruptcy Court
for the District of Arizona to employ Cross Law Firm, P.L.C. as
counsel.
The firm services include:
a. advising and assisting the Debtor with respect to the
obligations and limitations imposed upon it as a debtor in
bankruptcy;
b. advising the Debtor with respect to the continued operation
of its business while in bankruptcy;
c. advising the Debtor with respect to the treatment of claims
against its bankruptcy estate and the assumption or rejection of
executor contracts;
d. preparing pleadings and applications and attending all
hearings and examinations necessary to the proper administration of
the Debtor's bankruptcy case and any related proceedings;
e. advising and assisting the Debtor in the formulation and
presentation of a plan of reorganization; and
f. any other necessary action concerning any of the
above-mentioned matters.
The firm will be paid at these rates of $450 and $675 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
James E. Cross, Esq., a partner at Cross Law Firm, P.L.C.,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
James E. Cross, Esq.
Nathan A. Finch, Esq.
THE CROSS LAW FIRM, P.L.C.
7301 N. 16th Street, Suite 102
Phoenix, AZ 85020
Phoenix, AZ 85064
Telephone: (602) 412-4422
Email: jcross@crosslawaz.com;
nfinch@crosslawaz.com
About Oakwood Dreams LLC
Oakwood Dreams, LLC, owns a single-family home located at 21 E.
Oakwood Hills Drive, Chandler, Ariz., valued at $3.41 million based
on estimates provided by Zillow.
Oakwood Dreams filed a petition for relief under Subchapter V of
Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No.
23-01008) on Feb. 20, 2023. In the petition filed by Dallas
Baldry, trustee of Bella Vita Ventures Trust, the Debtor reported
total assets of $3,914,700 and total liabilities of $2,493,877.
The Debtor is represented by Chris D. Barski, Esq., at Barski Law,
PLC.
OIL DADDY: Lynch Chappell Advises Ijarah, Endeavor Energy
---------------------------------------------------------
The law firm Lynch, Chappell & Alsup ("LCA") filed a verified
statement pursuant to Rule 2019 of the Federal Rules of Bankruptcy
Procedure to disclose that in the Chapter 11 case of Oil Daddy,
LLC, the firm represents Ijarah 3.0 Trust 2020-2 and Endeavor
Energy Resources, LP.
The Parties' address and the nature and amount of claims are:
* Ijarah 3.0 Trust 2020-2
c/o Lord Securities Corporation
48 Wall Street, 27th Floor
New York, NY 10005
* $3,778,147, not including accrued late fees of
$105,623.04
* Endeavor Energy Resources, LP
c/o Michael McKinney
24 Smith Road, Suite 505
Midland, TX 79705
* $1,150,000.00
LCA has fully disclosed to Ijarah 3.0 Trust 2020-2 and Endeavor
Energy Resources, LP with respect to this concurrent representation
and each of the parties has agreed to such representation and has
requested that LCA represent them in this case.
LCA does not hold any claims against or hold any interest in the
Debtors.
Attorney for Ijarah 3.0 and Endeavor Energy:
LYNCH, CHAPPELL & ALSUP, P.C.
Randall L. Rouse, Esq.
300 North Marienfeld, Suite 700
Midland, Texas 79701
(432) 683-3351
Fax (432) 683-2587
About Oil Daddy LLC
Oil Daddy manufactures agriculture, construction, and mining
machinery.
Oil Daddy, LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No.
23-70115) on Sep. 13, 2023, listing $11,897,212 in assets and
$6,581,653 in liabilities.
Judge Shad Robinson oversees the case.
Stephen W Sather, Esq. at BARRON & NEWBURGER, P.C., is the Debtor's
counsel.
OMNIQ CORP: Awarded IOT Equipment Supply Contract in Israel
-----------------------------------------------------------
OMNIQ Corp. announced it has received a multi-year, supply and
maintenance contract from a leading Israeli logistic Company with
more than 700 warehouses around the world and over 70,000
employees.
Shai Lustgarten, CEO of OMNIQ commented, "This is another
significant order from one of Israel's largest logistics and supply
chain companies servicing the area's newest state-of-the art
centers. We are excited to supply a complete IoT (internet of
things) equipment package leading to more efficient supply chain
operations. This competitive win shows once again our commitment
and reputation for providing the best products and service to our
customers worldwide. While Israel is facing challenging times,
this order points to signs of continued investment activity and
resiliency in the Israeli technology and logistics sector. In
addition, our security AI equipment is deployed in several
locations in the middle east and worldwide including border control
in the US and Israel as well as public safety and law enforcement
in Florida and Atlanta (among others) in the US, South America and
the Far East."
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 of $13.61 million for the year ended
Dec. 31, 2022, compared to a net loss of $13.14 million for the
year ended Dec. 31, 2021. As of March 31, 2023, the Company had
$68.47 million in total assets, $81.31 million in total
liabilities, and a total stockholders' deficit of $12.84 million.
Salt Lake City, Utah-based Haynie & Company, the Company's auditor
since 2019, issued a "going concern" qualification in its report
dated March 30, 2023, 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.
ORIGEN MANUFACTURED 2002-A: S&P Raises Cl. M-2 Rating to 'CCC(sf)'
------------------------------------------------------------------
S&P Global Ratings raised its ratings on two classes and affirmed
its ratings on two classes from Origen Manufactured Housing
Contract Sr/Sub Asset-Backed Certs Series 2002-A, Origen
Manufactured Housing Contract Trust 2006-A, Origen Manufactured
Housing Contract Trust 2007-A, and Origen Manufactured Housing
Contract Trust 2007-B.
The transactions are backed by collateral pools of manufactured
housing loans that are currently serviced by Shellpoint Mortgage
Servicing.
S&P said, "The rating actions reflect each transaction's collateral
performance to date, our expectations regarding future collateral
performance, the transactions' structures and credit enhancement
levels compared with our expected remaining losses, and other
credit factors, including our most recent macroeconomic outlook
that incorporates a baseline forecast for U.S. GDP and
unemployment.
"The raised and affirmed ratings reflect our view that hard credit
support, as a percentage of the amortizing pool balance and
compared with our expected remaining losses, is commensurate with
the respective ratings.
"As defined in our criteria, 'CCC+ (sf)', 'CCC (sf)', and 'CCC-
(sf)' ratings reflect our view that the related classes are
vulnerable to nonpayment and are dependent upon favorable business,
financial, and economic conditions in order to be paid interest
and/or principal according to the terms of each transaction.
Additionally, the 'CC (sf)' ratings reflect our view that the
related classes remain virtually certain to default.
Ratings Raised
Origen Manufactured Housing Contract Sr/Sub Asset-Backed Certs
Series 2002-A
Class M-2 to 'CCC (sf)' from 'CCC- (sf)'
Origen Manufactured Housing Contract Trust 2007-B
Class A to 'CCC (sf)' from 'CC (sf)'
Ratings Affirmed
Origen Manufactured Housing Contract Trust 2006-A
Class A-2: CC (sf)
Origen Manufactured Housing Contract Trust 2007-A
Class A-2: CC (sf)
OSG GROUP: Hits Chapter 11 Bankruptcy Protection in Texas
---------------------------------------------------------
Rick Archer of Law360 reports that business print and digital
communications provider OSG Group has filed for Chapter 11
protection in a Texas court, saying it has an agreement with
lenders on a plan to divest itself of its U.K. business and cut its
debt by $550 million with refinancing and equity swaps.
About OSG Group
OSG Group is a business print and digital communications provider.
The Debtors, together with their non-Debtor subsidiaries, are a
digital and print communications platform, serving corporate
clients throughout North America and the United Kingdom. The
Company provides primarily transactional, marketing, and payment
solutions to various industries, including consumer services,
business-to-business markets, education, retail, property
management, financial services, healthcare, and the government,
both through the use of its traditional print and mail businesses,
as well as through its omnichannel software-as-service (SaaS)
platform. The Company also provides a comprehensive suite of
complementary services to its clients, such as online payment
portals and accounts receivable software, real-time reporting and
data analytics, and database management services.
OSG Group sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D. Tex. Lead Case No. 23-90799) on Oct. 15, 2023.
In the petition filed by Keith A. Maib, as chief restructuring
officer, the Debtor reports estimated assets and liabilities
between $500 million and $1 billion each.
The Honorable Bankruptcy Judge Christopher M. Lopez handles the
case.
The Debtors tapped McDERMOTT WILL & EMERY LLP as general bankruptcy
counsel; ACCORDION PARTNERS, LLC as financial advisor; and HOULIHAN
LOKEY CAPITAL, INC., as investment banker. KURTZMAN CARSON
CONSULTANTS LLC is the claims agent.
OSG GROUP: Receives $50 Million DIP Loan to Cut Chapter 11 Debt
---------------------------------------------------------------
Alex Wittenberg of Law360 reports that a Texas bankruptcy judge on
Tuesday, October 17, 2023, approved $50 million in
debtor-in-possession financing for business print and digital
communications provider OSG Group Inc. that the company will use to
fund operations during a Chapter 11 process that aims to cut its
debt load by $550 million.
About OSG Group
OSG Group is a business print and digital communications provider.
The Debtors, together with their non-Debtor subsidiaries, are a
digital and print communications platform, serving corporate
clients throughout North America and the United Kingdom. The
Company provides primarily transactional, marketing, and payment
solutions to various industries, including consumer services,
business-to-business markets, education, retail, property
management, financial services, healthcare, and the government,
both through the use of its traditional print and mail businesses,
as well as through its omnichannel software-as-service (SaaS)
platform. The Company also provides a comprehensive suite of
complementary services to its clients, such as online payment
portals and accounts receivable software, real-time reporting and
data analytics, and database management services.
OSG Group sought relief under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. S.D. Tex. Lead Case No. 23-90799) on Oct. 15, 2023.
In the petition filed by Keith A. Maib, as chief restructuring
officer, the Debtor reports estimated assets and liabilities
between $500 million and $1 billion each.
The Honorable Bankruptcy Judge Christopher M. Lopez handles the
case.
The Debtors tapped McDERMOTT WILL & EMERY LLP as general bankruptcy
counsel; ACCORDION PARTNERS, LLC as financial advisor; and HOULIHAN
LOKEY CAPITAL, INC., as investment banker. KURTZMAN CARSON
CONSULTANTS LLC is the claims agent.
OTG MANAGEMENT: Considers Sale, Capital Hike After Missing Payment
------------------------------------------------------------------
Erin Hudson of Bloomberg Law reports that airport concession
operator OTG Management LLC is looking at options including a sale
or capital raise after missing a debt interest payment, according
to people with knowledge of the matter.
The skipped interest payment was for OTG's $1.25 billion senior
secured debt facility that matures in 2025, according to some of
the people.
About OTG Management
OTG Management, LLC, is a privately-owned company that owns and
operates hundreds of restaurants, bars, and retail stores in
airport terminals across North America.
PACK LIQUIDATING: Nixon, Quinn & Cross File Rule 2019 Statement
---------------------------------------------------------------
The law firms Nixon Peabody LLP, Quinn Emanuel Urquhart & Sullivan
("QE") and Cross & Simon LLP ("CS") filed a verified statement
pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure
to disclose that in the Chapter 11 cases of Pack Liquidating, LLC
and its affiliates, the firms represent several parties.
NP and CS represent the following creditors and/or putative
defendants in Adv. P. No. 23-50590-CTC (the "Committee Action"):
* Adam Berkowitz
PO Box 719
Lynbrook, NY 11563
* James Mastronardi
PO Box 60
Roslyn, NY 11576
* Bradley Tramunti
PO Box 122
Port Washington, NY 11050
* PPJDM LLC
PO Box 60
Roslyn, NY 11576
* JFMW Capital LLC
PO Box 60
Roslyn, NY 11576
* Milend LLC
PO Box 122
Port Washington, NY 11050
* Gioia Ventures LLC
PO Box 122
Port Washington, NY 11050
* 710 Holdings LLC
PO Box 719
Lynbrook, NY 11563
QE and CS represent the following creditors and/or putative
defendants in the Committee Action:
* Andrew Vagenas
PO Box 60
Roslyn, NY 11576
* 62 Castle Ridge LLC
PO Box 60
Roslyn, NY 11576
The law firms note that the creditors are unable to estimate their
fully liquidated claims at this time. None of the creditors
represents or purports to represent any other entities in
connection with the Chapter 11 Cases.
NP, QE and CS do not hold any claims against, or interests in, the
Debtors.
The creditors are represented by:
CROSS SIMON LLC
Christopher P. Simon, Esq.
Kevin S. Mann, Esq.
1105 North Market Street, Suite 901
Wilmington, Delaware 19801
Telephone: (302) 777-4200
Facsimile: (302) 777-4224
Email: csimon@crosslaw.com
kmann@crosslaw.com
- and -
QUINN EMANUEL URQUHART & SULLIVAN LLP
James C. Tecce, Esq.
Rachel E. Epstein, Esq.
Kate Scherling, Esq.
51 Madison Avenue, 22nd Floor
New York, New York 10010
Telephone: (212) 849-7000
Facsimile: (212) 849-7100
- and -
NIXON PEABODY LLP
Christopher M. Desiderio, Esq.
Morgan C. Nighan, Esq.
Christopher J. Fong, Esq.
55 West 46th Street
New York, New York 10036
Telephone: (212) 940-3000
About Pack Liquidating
Pack Liquidating, LLC, filed a Chapter 11 petition (Bankr. D. Del.
Case No. 22-10797) on August 28, 2022, with $100 million to $500
million in assets and liabilities.
Judge Craig R. Goldblatt oversees the case.
Christopher M. Samis of Potter Anderson & Corroon LLP is the
Debtor's counsel.
PACKET CONSTRUCTION: Seeks to Hire Lane Law Firm as Counsel
-----------------------------------------------------------
Packet Construction LLC seeks approval from the U.S. Bankruptcy
Court for the Western District of Texas to employ The Lane Law
Firm, PLLC as counsel.
The firm will provide these services:
a. assist, advise and represent the Debtor relative to the
administration of the chapter 11 case;
b. assist, advise and represent the Debtor in analyzing the
Debtor's assets and liabilities, investigating the extent and
validity of lien and claims, and participating in and reviewing any
proposed asset sales or dispositions;
c. attend meetings and negotiate with the representatives of
the secured creditors;
d. assist the Debtor in the preparation, analysis and
negotiation of any plan of reorganization and disclosure statement
accompanying any plan of reorganization;
e. take all necessary action to protect and preserve the
interests of the Debtor;
f. appear, as appropriate, before this Court, the Appellate
Courts, and other Courts in which matters may be heard and to
protect the interests of Debtor before said Courts and the United
States Trustee; and
g. to perform all other necessary legal services in these
cases.
The firm will be paid at these rates:
Robert C. Lane, Partner $550 per hour
Joshua Gordon $500 per hour
Associate Attorneys $375 to $425 per hour
Paralegals/Legal Assistants $150 to $190 per hour
The firm will be paid a retainer in the amount of $30,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Robert C. Lane, Esq., a partner at The Lane Law Firm, PLLC,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Robert C. Lane, Esq.
Joshua D. Gordon, Esq.
The Lane Law Firm, PLLC
6200 Savoy, Suite 1150
Houston, TX 77036
Tel: (713) 595-8200
Fax: (713) 595-8201
Email: notifications@lanelaw.com
Joshua.gordon@lanelaw.com
About Packet Construction LLC
Packet Construction, LLC is a utility construction services company
based in Texas. Packet Construction is a provider of outsourced
services for gas and electric transmission and distribution
infrastructure throughout the United States.
Packet Construction LLC in Austin, TX, filed its voluntary petition
for Chapter 11 protection (Bankr. W.D. Tex. Case No. 23-10860) on
October 12, 2023, listing $1,677,088 in assets and $7,218,662 in
liabilities. John Miller as president, signed the petition.
Judge Christopher G. Bradley oversees the case.
THE LANE LAW FIRM serve as the Debtor's legal counsel.
PARKCHESTER ORAL: Hires Goldfine & Company CPA as Accountant
------------------------------------------------------------
Parkchester Oral and Maxillofacial Surgery Associates, P.C. seeks
approval from the U.S. Bankruptcy Court for the Southern District
of New York to employ Goldfine & Company CPA as accountant.
The firm will provide these services:
a. supervise and assist in the summarization of the books of
accounts and posting to the general ledger in order to close the
books for the period up to date of the filing of the petition;
b. compile financial statements, including a balance sheet,
statement of income and expense, statement of cash flows, and
statement of affairs as of the date of the filing of the petition,
encompassing the operation of the Debtor-in-Possession;
c. test additions and dispositions to the fixed assets and to
the related allowances for depreciation;
d. determine adjustments that may be required to reflect such
liabilities in books of the Debtor;
e. test all other material assets and liabilities reflected on
the books and records of the Debtor-in-Possession to determine fair
and reasonable balance sheet value;
f. review the claims filed by the various taxing authorities in
order to determine the proprietary and accuracy of such claims,
including attendance at meetings with representative of those
agencies, when necessary;
g. attend meeting with the bankruptcy counsel as well as
attending examinations of the Debtor-in-Possession;
h. examine into and review the transactions of the
Debtor-in-Possession with any companies related or unrelated to
determine the proper classification of all amounts due and owing to
the Debtor-in-Possession; the validity of all commonly-held
corporations' charges; the existence of any preferential payments
or other transactions which would be detrimental to creditors; and
the proper financial statement presentation of the amount owing
between any such companies;
i. assist in the affairs of the Debtor-in-Possession that are
in a partially confused state of recordation;
j. render other services which the firm will be required in
relation to the afore-described retention to obtain a complete and
proper understanding of the affairs of the Debtor-in-Possession;
and
k. prepare federal and state income tax returns for the years
ending December 31, 2022.
The firm will be paid at these rates:
Partners $450 per hour
Staff Accountant $75 to $125 per hour
Professional Staff $175 to $350 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Michael Goldfine, a partner at Goldfine & Company CPA, disclosed in
a court filing that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Michael Goldfine
Goldfine & Company CPA, PC
40 Exchange Place, Suite 1602
New York, NY 10005
Tel: (212) 714-6655
About Parkchester Oral and Maxillofacial
Surgery Associates
Parkchester Oral and Maxillofacial Surgery Associates PC is a
dental implants provider in New York.
The Debtor filed its voluntary petition for Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 23-11015) on June 28, 2023, with $100,000
to $500,000 in assets and $1 million to $10 million in liabilities.
Marlon K. Moore MD, president, signed the petition.
Michael E. Wiles oversees the case.
Marc A. Pergament, Esq., at Weinberg Gross & Pergament, LLP serves
as the Debtor's legal counsel.
PAX THERAPY: Files Emergency Bid to Use Cash Collateral
-------------------------------------------------------
Pax Therapy and Family Services, Inc. asks the U.S. Bankruptcy
Court for the Central District of California, Los Angeles Division,
for authority to use cash collateral and provide adequate
protection.
There are three creditors that may assert security interests in the
Debtor's accounts receivable and the proceeds thereof in the order
of recordation of UCC financing statements with the California
Secretary of State's Office:
1. Small Business Financial Solutions, LLC. On December 1, 2021,
the Debtor became party to a Business Line of Credit and Security
Agreement pursuant to which the Debtor is now indebted to SBFS for
approximately $56,000. The SBFS Credit Line purports to be secured
by a blanket security interest in the Debtor's assets. A UCC
financing statement recorded in the CSSO on December 6, 2021, by
Corporation Service Company, evidences SBFS’s security interest
on the SBFS Credit Line.
2. Transportation Alliance Bank, Inc. The Debtor is a party to a
Business Loan Agreement with TAB dated May 3, 2022, pursuant to
which the Debtor borrowed $275,000. The TAB Loan purports to be
secured by a blanket security interest in the Debtor's assets, as
evidenced by a Commercial Security Agreement executed by the Debtor
on or about May 3, 2022 and a UCC financing statement recorded by
or on behalf of TAB in the CSSO on May 2, 2022. The Debtor believes
that, as of November 2, 2023, the balance outstanding on the TAB
Loan is no less than $180,000.
3. Strategic Funding Source, Inc. d/b/a Kapitus. The Debtor is
party to a Loan Agreement with Kapitus dated August 16, 2023,
pursuant to which the Debtor borrowed principal in the amount of
$150,0000 and is now indebted in the amount of no less than
$208,500. The New Kapitus Loan purports to be secured by a blanket
security interest in the Debtor's assets pursuant to a Security
Agreement entered on or about the same date as the New Kapitus Loan
Agreement. The CSSO website shows that a UCC financing statement
was recorded on November 18, 2022 by CT Corporation System. The
Debtor believes that this financing statement was recorded on
behalf of Kapitus in connection with the New Kapitus Loan, as it
relates to a prior Kapitus loan to the Debtor that was made on
November 17, 2022 and that was paid in full by the New Kapitus
Loan.
The Debtor's principal assets as of the Petition Date consist of
its cash-on-hand and accounts receivable. The value of the Debtor's
assets do not exceed $164,000.
As adequate protection for its use of cash collateral, the Debtor
proposes to grant the Secured Creditors replacement liens on the
Debtor's postpetition cash and receivables (i) to the extent that
there is diminution in the value of the cash collateral resulting
from the Debtor's use of same, and (ii) to the same extent,
validity, perfection and priority of the Secured Creditors'
purported security interests in the cash collateral as of the
Petition Date.
A copy of the motion is available at https://urlcurt.com/u?l=ttD01o
from PacerMonitor.com.
About Pax Therapy and Family Services, Inc.
Pax Therapy and Family Services, Inc. provides mental health
therapy services through its licensed professionals from its
offices located in Whittier, California.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 2:23-bk-17284-DS) on
November 2, 2023. In the petition signed by Kristin Martinez,
president, the Debtor disclosed up to $100,000 in assets and up to
$1 million in liabilities.
David B. Zolkin, Esq., at Weintraub Zolin Talerico & Selth LLP,
represents the Debtor as legal counsel.
PEACHSTATE PEDALING: Seeks to Hire Manay CPA as Accountant
----------------------------------------------------------
Peachstate Pedaling, LLC seeks approval from the U.S. Bankruptcy
Court for the Northern District of Georgia to employ Manay CPA Inc.
as accountant.
The firm will provide assistance to complete the Debtor's 2021 and
2022 tax returns.
The firm will be paid a flat fee of $1,438 for filing each of the
tax returns. For any services beyond the regular tax return
services, the firm will be paid a blended hourly rate of $200 per
hour.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Al Meyers, CPA, MBA and Tax Manager at Manay CPA, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Al Meyers
Manay CPA Inc.
1995 North Park PL SE Suite 400F
Atlanta, GA 30339
Tel: (404) 900-1040
About Peachstate Pedaling, LLC
Peachstate Pedaling, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 23-55307) on June 6,
2023, with up to $100,000 in assets and up to $10 million in
liabilities. Eric Hunger, owner, signed the petition.
Judge Jeffery W. Cavender oversees the case.
Will Geer, Esq., at Rountree, Leitman, Klein & Geer, LLC, is the
Debtor's legal counsel.
PERMIAN RESOURCES: Moody's Hikes CFR to Ba3 Amid Earthstone Deal
----------------------------------------------------------------
Moody's Investors Service upgraded Permian Resources Operating,
LLC's Corporate Family Rating to Ba3 from B1, Probability of
Default Rating to Ba3-PD from B1-PD, and backed senior unsecured
notes to B1 from B2, and maintained the positive outlook following
the closing of Permian Resources' merger with Earthstone Energy
Holdings, LLC. Permian Resources' Speculative Grade Liquidity
Rating (SGL) is maintained at SGL-1. At the same time, Moody's has
upgraded the backed senior unsecured notes of Earthstone to B1 from
B3 and withdrawn all the other ratings of Earthstone, including
Earthstone's B1 Corporate Family Rating, B1-PD Probability of
Default Rating and SGL-2 Speculative Grade Liquidity Rating (SGL),
and maintained the positive outlook as Permian Resources is the
surviving entity of the merger.
"The upgrade to Ba3 CFR with a positive outlook reflects Permian
Resources' significantly increased scale in the Permian basin and
the expectation of improved credit metrics following the closing of
the all-stock merger with Earthstone." said Thomas Le Guay, a
Moody's Vice President. "The company will need to prove its ability
to generate organic production growth and replace reserves at
competitive costs for an upgrade to Ba2."
RATINGS RATIONALE
Permian Resources' Ba3 CFR reflects its sizeable, low cost
production and high-quality acreage in the Delaware and Midland
basins. The Ba3 CFR also reflects the company's continued
commitment to prudent financial policies and free cash flow
generation. Permian Resources will benefit from its increased scale
in the Permian basin and improved credit metrics as a result of the
merger between the company and Earthstone. The merged entity will
produce around 300 thousands of barrels of oil equivalent per day
(Mboe/d) once the integration is completed.
Permian Resources has a limited track record of operations as a
significantly larger company which constrains its CFR. It will need
to prove its ability to generate organic production growth and
replace reserves at competitive returns in 2024 following the
integration of successive large mergers at both Permian Resources
and Earthstone.
Moody's expects Permian Resources to improve its leverage metrics
in 2024, with Retained Cash Flow (RCF) to debt rising above 70% and
Debt/Production declining towards $11,000/boe mark, under the
commodity price assumptions that fall within Moody's medium term
price bands. The company's metrics and opportunity for debt
reduction will be even greater if oil prices remain near current
levels. Permian Resources has outlined financial policies that
include a net leverage target range of 0.5x and 1.0x and a variable
distribution policy of at least 50% of free cash flow that started
in the second quarter of 2023.
Permian Resources maintains a very good liquidity position,
reflected in its SGL-1 Speculative Grade Liquidity Rating. The
liquidity position is supported by its free cash flow generation
and a $2.0 billion committed senior secured revolving facility
maturing in February 2027, of which an estimated $1.5 billion was
available at closing of the merger. The facility has two financial
covenants including a maximum debt/EBITDAX of 3.5x and minimum
current ratio of 1.0x. Moody's expects the company to remain well
in compliance with its financial covenants through 2024.
Permian Resources' senior unsecured notes are rated B1, one notch
below the Ba3 CFR. The notes issued under Earthstone have been
legally assumed by Permian Resources and benefit from the same
operating subsidiary and parent guarantees as Permian Resources'
existing senior unsecured notes. The notching on the senior notes
reflects the effective subordination of the unsecured notes to the
significant size of the $2.0 billion senior secured revolving
credit facility.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Permian Resources' Ba3 CFR may be upgraded if the company
successfully develops a track record of organic production growth
and reserves replacement under its enlarged asset base at
competitive returns on investment and while maintaining a strong
financial profile. To support an upgrade, the company should
maintain a leveraged full cycle ratio (LCFR) above 2x and RCF to
debt over 40%. The ratings may be downgraded if there is a
substantial increase in leverage to fund acquisitions or
shareholder returns or if the company experiences a meaningful
decline in production. A downgrade could occur if RCF to debt falls
below 30% or LFCR falls towards 1.0x.
Permian Resources Operating, LLC is an independent oil and gas
exploration and production company in the Permian basin, operating
across West Texas and New Mexico. The company owns more than
400,000 net acres and is set to produce around 300 thousands of
barrels of oil equivalent (Mboe/d) following its merger with
Earthstone Energy Holdings, LLC. Permian Resources' parent company,
Permian Resources Corporation is publicly-listed. A consortium of
financial sponsors that includes Pearl Energy Investments, EnCap
Investments, NGP Energy Capital and Riverstone owns a combined 39%
of the company.
The principal methodology used in these ratings was Independent
Exploration and Production published in December 2022.
PERMIAN RESOURCES: S&P Ups ICR to 'BB-' on Earthstone Acquisition
-----------------------------------------------------------------
S&P Global Ratings raised its issuer credit rating on Permian
Resources Corp. to 'BB-' from 'B+' and removed it from CreditWatch,
where S&P placed it with positive implications on Aug. 22, 2023.
At the same time, S&P affirmed its 'BB-' issue-level rating on
Permian's unsecured debt. The recovery rating is '3', indicating
its expectation for meaningful (capped at 50%-70%; rounded
estimate: 65%) recovery of principal in the event of a payment
default.
The positive outlook reflects S&P's expectation that the company
will increase its production and proved reserves over the next
12-18 months, in-line with its higher-rated peers, while generating
significant positive free operating cash flow (FOCF) and
maintaining modest credit metrics.
Permian Resources' acquisition of Earthstone will increase its
scale in the Permian Basin. The acquisition will increase the
company's acreage in the Permian to over 400,000 net acres,
primarily in the Delaware Basin (236,000 net acres) where it plans
to operate 11 rigs. Permian also plans to operate one rig on its
newly acquired Midland acreage (167,000 net acres). S&P expects the
company's production will rise above 300,000 barrels of oil
equivalent per day (boe/d) in 2024. Permian Resources has
identified approximately $175 million of annual synergies, which
does not include any cost benefits from improving economies of
scale. The company plans to spend about 90% of its capital
expenditure (capex) in the Delaware basin, with a focus on its
production in Lea, Eddy, Reeves, and Ward Counties, and
approximately 10% in more-oily acreage in the Midland basin in
Midland and Reagan Counties.
S&P said, "The upgrade reflects the company's strong expected
credit metrics following the close of the acquisition. In our view,
Permian financed the acquisition of Earthstone in a credit-friendly
manner by using its stock and assuming the company's debt in a
transaction that valued it at approximately $4.5 billion. Five
different financial sponsors own approximately 41.6% of Permian's
outstanding shares, therefore we view the company as controlled by
a financial sponsor under our methodology and assign an FS-4
designation. However we expect it will reduce its percentage of
sponsor ownership below 40% over the next 12-18 months. We view
Permian's 11-member board as largely independent (with only two
members appointed by sponsors) and note that it has a large public
float. Additionally, management, non-executive officers, and board
members own a combined 9% of the company. Therefore, we do not
believe Permian's financial sponsors will take actions that weaken
its credit quality or increase its leverage. We expect the
company's funds from operations (FFO) to debt will be well above
60%, with debt to EBITDA of about 1x, over the next two years. We
also expect Permian will generate significant FOCF over the next 12
months, which--after dividends--it will return 50% of to its
shareholders and retain the remaining 50% for general corporate
purposes, which could include debt reduction and additional
acquisitions."
Permian Resources assumed Earthstone's debt as part of the
acquisition. The company assumed $1.05 billion of Earthstone's
unsecured notes and issued $500 million of new 7% senior unsecured
notes in October to partially refinance the acquired entity's
revolving credit facility. Earthstone's unsecured notes are pari
passu with Permian Resources' existing unsecured notes. The
company's next near-term maturity is not until 2026.
The positive outlook reflects the expected increase in Permian's
production and reserves, as well as its strong financial metrics
(including FFO to debt of more than 60% and debt to EBITDA of about
1x).
S&P could revises its outlook on Permian to stable if its
production and reserves are lower than S&P expects or its FFO to
debt approaches 60%. This would most likely occur if:
-- Commodity prices decline below our assumptions and the company
doesn't take steps to reduce its capital spending;
-- It adopts a more-aggressive financial policy that involves
leveraging acquisitions or debt-funded shareholder returns; or
-- It it is unable to successfully integrate the Earthstone
assets, which would have a material negative effect on its
development plans.
S&P said, "We could raise our rating on Permian Resources if it
successfully integrates the Earthstone assets, increases its
production and reserves on a sustained basis to levels consistent
with those of its higher-rated peers, and maintains FFO to debt of
more than 60%.
"Environmental factors are a negative consideration in our credit
rating analysis of Permian Resources because the exploration and
production industry contends with the accelerating energy
transition and adoption of renewable energy sources. We believe
falling demand for fossil fuels will lead to declining
profitability and returns for the industry as it fights to retain
and regain investors that seek higher returns. To help address
these concerns, Permian Resources introduced ESG metrics in its
compensation program, reduced its Scope 1 emissions compared to its
2019 baseline (including reducing its greenhouse gas intensity by
59% and methane intensity by 31%), and is increasing its usage of
recycled water."
PESTO 1 INC: Court OKs Cash Collateral Access Thru Dec 31
---------------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona authorized
Pesto1, Inc. to use cash collateral on an interim basis in
accordance with the budget and its agreement with Arizona Financial
Credit Union as successor-in-interest to Horizon Community Bank.
Prior to the Debtor's bankruptcy filing on September 18, 2023, HCB
made a business line of credit loan to the Debtor dated June 15,
2020, with a maximum credit limit of $385,100. Credit Union has
acquired certain assets of HCB including the Loan. As a result,
Credit Union is the current holder and owner of the Loan.
To secure payment of the Loan, the Debtor has granted Credit Union
a 1st priority lien upon all of its personal property business
assets.
On June 15, 2020, the Debtor, as borrower, executed and delivered
to Credit Union a Note (U.S. Small Business Administration) in the
maximum principal amount of $385,100.
Credit Union perfected its first priority lien upon the Collateral
to secure the Loan indebtedness by filing a Uniform Commercial
Code-1 financing statement with the Secretary of State of Arizona
on August 24, 2020, as Instrument No. 2020-006-3506-3, as amended.
As of the Petition Date, Credit Union was and remains owed: (i)
$309,326 of unpaid principal; (ii) $11,541 of accrued and unpaid
interest; and (iii) $1,892 of late charges for a total of
$322,760.
The parties agreed that the Debtor may use cash collateral only for
the payment of actual, necessary and reasonable expenses incurred
in the ordinary course of the Debtor's business and operations and
in accordance with the operating budget.
As adequate protection for the use of the cash collateral, Credit
Union and the Debtor agree that the Debtor will remit monthly
adequate protection payments of in the amount $792 each to
Creditor.
As adequate protection, Credit Union is granted a replacement lien
upon all property of the Debtor.
A copy of the stipulation is available at
https://urlcurt.com/u?l=3p6W2B from PacerMonitor.com.
A copy of the order is available at https://urlcurt.com/u?l=uMvMiZ
from PacerMonitor.com.
About Pesto 1 Inc.
Pesto 1, Inc. filed Chapter 11 petition (Bankr. D. Ariz. Case No.
23-06473) on Sept. 18, 2023, with as much as $1 million in both
assets and liabilities. Cosmo Magliozzi, president, signed the
petition.
Judge Eddward P. Ballinger Jr. oversees the case.
Allan D. NewDelman, Esq., at Allan D. NewDelman, PC represents the
Debtor as legal counsel.
POINDEXTER PROPERTIES: $10.9MM Bank Debt Trades at 19% Discount
---------------------------------------------------------------
Participations in a syndicated loan under which Poindexter
Properties LLC is a borrower were trading in the secondary market
around 81.4 cents-on-the-dollar during the week ended Friday,
November 3, 2023, according to Bloomberg's Evaluated Pricing
service data.
The $10.9 million facility is a Asset-Based Term loan that is
scheduled to mature on March 18, 2030. The amount is fully drawn
and outstanding.
Poindexter Properties LLC is in the Residential Building
Construction industry.
POINDEXTER PROPERTIES: $16MM Bank Debt Trades at 19% Discount
-------------------------------------------------------------
Participations in a syndicated loan under which Poindexter
Properties LLC is a borrower were trading in the secondary market
around 81.4 cents-on-the-dollar during the week ended Friday,
November 3, 2023, according to Bloomberg's Evaluated Pricing
service data.
The $16 million facility is a Asset-Based Term loan that is
scheduled to mature on March 25, 2030. The amount is fully drawn
and outstanding.
Poindexter Properties LLC is in the Residential Building
Construction industry.
POLLO FELIZ: Hires Miranda & Maldonado as Legal Counsel
-------------------------------------------------------
Pollo Feliz, Inc. seeks approval from the U.S. Bankruptcy Court for
the Western District of Texas to employ Miranda & Maldonado, P.C.
as counsel.
The firm's services include:
a. providing it legal advice with respect to its powers and
duties as Debtor-in-Possession and the continued operation and
management of its business;
b. attending the Initial Debtor Conference and 341 Meeting of
Creditors;
c. preparing necessary applications, answers, ballots,
judgments, motions, notices, objections, orders, reports, and any
other legal instrument necessary in furtherance of its
reorganization;
d. reviewing prepetition executory contracts and unexpired
leases entered by the Debtor and to determine which should be
assumed or rejected;
e. assisting the Debtor in the preparation of a Disclosure
Statement, the negotiation of a Plan of Reorganization with the
creditors in its case, and any amendments thereto, and seeking
confirmation of the Plan of Reorganization; and
f. performing all other legal services for the Debtor which
may become necessary to effectuate a reorganization of the
Bankruptcy Estate.
The firm will be paid at these rates:
Carlos A. Miranda, Esq. $350 per hour
Carlos G. Maldonado, Esq. $325 per hour
Legal Assistant $125 per hour
The firm received retainer in the amount of $25,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Carlos Miranda, Esq., an attorney at Miranda & Maldonado, disclosed
in a court filing that his firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Carlos A. Miranda, Esq.
Carlos G. Maldonado, Esq.
Miranda & Maldonado, PC
5915 Silver Springs, Bldg. 7
El Paso, TX 79912
Telephone: (915) 587-5000
Facsimile: (915) 587-5001
Email: cmiranda@eptxlawyers.com
cmaldonado@eptxlawyers.com
About Pollo Feliz, Inc
protection (Bankr. W.D. Tex. Case No. 23-31051) on October 10,
2023, listing $50,000 to $100,000 in assets and $1 million to $10
million in liabilities. Katana Chavez as vice president, signed the
petition.
MIRANDA & MALDONADO, PC serve as the Debtor's legal counsel.
PRC 717 LP: Kicks Off Chapter 11 Bankruptcy Protection
------------------------------------------------------
PRC 717 LP filed for chapter 11 protection in the Middle District
of Pennsylvania. According to court filing, the Debtor reports
between $1 million and $10 million in debt to 1 and 49 creditors.
The petition states funds will be available to unsecured
Creditors.
A telephonic meeting of creditors under 11 U.S.C. Section 341(a) is
slated for November 9, 2023, 2023, at 3:00 P.M.
About PRC 717 LP
PRC 717 LP is a Single Asset Real Estate debtor (as defined in 11
U.S.C. Section 101(51B)).
PRC 717 LP sought relief under Chapter 11 of the Bankruptcy Code
(Bankr. M.D. Penn. Case No. 23-02285) on Oct. 4, 2023. In the
petition signed by Patrick R. Connaghan, as member of the General
Partner, the Debtor reported assets and liabilities between $1
million and $10 million each.
The Honorable Bankruptcy Judge Henry W Van Eck handles the case.
The Debtor is represented by:
Robert E Chernicoff, Esq.
Cunningham and Chernicoff PC
7500 Derry Street
Harrisburg, PA 17111
PRIMAL MATERIALS: Court OKs Cash Collateral Access Thru Jan 2024
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas,
Abilene Division, authorized Primal Materials, LLC to use cash
collateral on an interim basis in accordance with the budget, with
a 5% variance, through January 31, 2024.
The Debtor requires the use of cash collateral to pay its direct
operating expenses and obtain goods and services needed to carry on
its business.
As of the Petition Date, the Debtor had available cash reserves of
approximately $12,000 and accounts receivable of approximately
$185,000. The peak season has commenced and ongoing operations are
anticipated to continue to generate revenue sufficient to not only
support current operating expenses, but an exit from this
reorganization proceeding.
As of the Petition Date, liens or other interests are asserted
against the cash collateral of the Debtor by ALJR Ventures, LLC and
FundThrough USA, Inc.
As adequate protection, the Secured Creditors will receive a
replacement lien in post-petition assets of the same character as
their respective prepetition collateral and proceeds of
post-petition assets of the same character as their respective
prepetition collateral.
As additional adequate protection for the interests of ALJR
Ventures, LLC in the cash collateral, the Debtor will continue
making adequate protection payments to ALJR Ventures, LLC with the
next monthly adequate protection payment due on or before November
1, 2023, and on the first day of each month thereafter until
otherwise directed by the Court or by operation of law, in the
amount of $5,000.
These events constitute an "Event of Default":
a) 10 days following either a Secured Creditor's delivery of a
notice (either written or via email) of a breach by the Debtor of
any obligation under the Order which breach remains uncured or
otherwise continues to exist at the end of such 10 day notice
period;
b) Conversion of the Debtor's Chapter 11 case to a case under
Chapter 7 of the Bankruptcy Code; and
c) The entry of any order modifying, reversing, revoking, staying,
rescinding, vacating or amending the Order without the express
prior written consent of Secured Creditor.
A copy of the court's order and the Debtor's budget is available at
https://urlcurt.com/u?l=9qi0np from PacerMonitor.com.
The Debtor projects $446,112 in cash receipts and $394,235 in total
general overhead for the period from November 2023 to January
2024.
About Primal Materials, LLC
Primal Materials, LLC is a locally owned and operated company,
providing dirt moving and excavation services for ranchers and new
construction sites in the Big Country surrounding Abilene, Texas.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Tex. Case No. 23-10081) on June 12,
2023. In the petition signed by Victor John Hirsch, III,
member/manager, the Debtor disclosed up to $500,000 in assets and
up to $10 million in liabilities.
Joseph F. Postnikoff, Esq., at Rochelle McCullough, LLP --
jpostnikoff@romclaw.com -- serves as counsel to the Debtor.
PROJECT ALPHA: S&P Upgrades ICR to 'B' on Debt Refinancing
----------------------------------------------------------
S&P Global Ratings resolved its CreditWatch Positive and upgraded
its issuer credit rating on Project Alpha Intermediate Holding Inc.
(doing business as Qlik) to 'B' from 'B-' to reflect the successful
execution of its refinancing transaction and its improved projected
credit metrics following the recent Talend acquisition.
S&P also assigned its 'B' issue-level rating and '3' recovery
rating to the new revolving credit facility (RCF) and the
first-lien term loan.
The stable outlook reflects S&P's expectation that Qlik will be
able to maintain stable business operations and customer demand
such that it can sustain funds from operations (FFO)to cash
interest coverage in the high-1x area and generate more than $100
million of unadjusted free operating cash flow (FOCF) in 2024.
Qlik's refinancing transaction has closed as expected. The deal
closed on the higher end of pricing negotiations, with the
revolving line of credit (RLOC) and term loan priced at SOFR +425
and SOFR +475, respectively, with a 0.5% floor. Several
investor-friendly protections were also added and enhanced to
entice lenders, including Serta, Chewy, and J.Crew protections. No
changes were made to the financial maintenance covenants originally
contemplated, with Qlik subject to a 6.85x first-net leverage
covenant triggered at 40% revolver utilization.
The stable outlook reflects S&P's expectation that Qlik will be
able to maintain stable business operations and customer demand
such that it can sustain FFO to cash interest coverage in the
high-1x area and generate more than $100 million of unadjusted FOCF
in 2024.
PSG MORTGAGE: Seeks to Hire Mark Louis Vasquez as Broker
--------------------------------------------------------
Psg Mortgage Lending Corp. seeks approval from the U.S. Bankruptcy
Court for the Northern District of California to employ Mark Louis
Vasquez as broker.
The firm will assist the Debtor in the sale of some or all the
interest in the real property of the estate commonly known as 224
Sea Cliff Ave., San Francisco, CA 94121.
The firm will be paid a commission of 5 percent of the sales
price.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Mark Louis Vasquez
6 Beach Rd #531
Bel Tiburon, CA 94920-2804
Tel: (415) 420-1817
About Psg Mortgage Lending Corp.
Irvine, Calif.-based PSG Mortgage Lending Corp. filed a petition
for Chapter 11 protection (Bankr. N.D. Calif. Case No. 21-30592) on
Aug. 25, 2021, listing as much as $50 million in both assets and
liabilities. Philip Fusco, chief executive officer of PSG, signed
the petition. Judge Dennis Montali oversees the case.
The Law Office of Julian Bach is the Debtor's legal counsel.
PUERTO RICO: Dechert LLP Updates Rule 2019 Statement
----------------------------------------------------
The law firm of Dechert LLP filed a second verified statement
pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure
to disclose that in the Chapter 11 case of Puerto Rico Electric
Power Authority ("PREPA"), the firm represents PREPA Ad Hoc Group.
Dechert notes that it does not represent the PREPA Ad Hoc Group as
a committee (as such term is used in the Bankruptcy Code and
Bankruptcy Rules) and does not undertake to, and does not,
represent the interest of, and is not a fiduciary for, any
creditor, party in interests, or entity other than the PREPA Ad Hoc
Group and Invesco.
Dechert has been advised by the Members of the PREPA Ad Hoc Group
that its Members either hold, or manage funds and/or accounts that
hold, collectively, approximately $2.3 billion in aggregate
principal amount of uninsured Bonds, in addition to approximately
$472 million in aggregate principal amount of insured Bonds.
In addition, Dechert does not hold claims against, nor interests
in, the Debtor or its estate, except for potential claims for fees
and expenses incurred in representing the PREPA Ad Hoc Group.
Dechert does not perceive any actual or potential conflict of
interest with respect to the representation of the PREPA Ad Hoc
Group and its Members in this case.
PREPA Ad Hoc Group is represented by:
MONSERRATE SIMONET & GIERBOLINI, LLC
Dora L. Monserrate-PeñagarÃcano, Esq.
Fernando J. Gierbolini-González, Esq.
Richard J. Schell, Esq.
101 San Patricio Ave., Suite 1120
Guaynabo, PR 00968
Phone: (787) 620-5300
Facsimile: (787) 620-5305
Email: dmonserrate@msglawpr.com
fgierbolini@msglawpr.com
rschell@msglawpr.com
-and-
DECHERT LLP
G. Eric Brunstad Jr., Esq.
Stephen D. Zide, Esq.
David A. Herman, Esq.
1095 Avenue of the Americas
New York, NY 10036
Phone: (212) 698-3500
Facsimile: (212) 698-3599
Email: eric.brunstad@dechert.com
stephen.zide@dechert.com
david.herman@dechert.com
About Puerto Rico
Puerto Rico is a self-governing commonwealth in association with
the United States. The chief of state is the President of the
United States of America. The head of government is an elected
Governor. There are two legislative chambers: the House of
Representatives, 51 seats, and the Senate, 27 seats. The
governor-elect is Ricardo Antonio "Ricky" Rossello Nevares, the son
of former governor Pedro Rossello.
In 2016, the U.S. Congress passed PROMESA, which, among other
things, created the Financial Oversight and Management Board and
imposed an automatic stay on creditor lawsuits against the
government, which expired May 1, 2017.
The members of the oversight board are: (i) Andrew G. Biggs, (ii)
Jose B. Carrion III, (iii) Carlos M. Garcia, (iv) Arthur J.
Gonzalez, (v) Jose R. Gonzalez, (vi) Ana. J. Matosantos, and (vii)
David A. Skeel Jr.
On May 3, 2017, the Commonwealth of Puerto Rico filed a petition
for relief under Title III of the Puerto Rico Oversight,
Management, and Economic Stability Act ("PROMESA"). The case is
pending in the United States District Court for the District of
Puerto Rico under case number 17-cv-01578. A copy of Puerto Rico's
PROMESA petition is available at http://bankrupt.com/misc/17
01578-00001.pdf
On May 5, 2017, the Puerto Rico Sales Tax Financing Corporation
(COFINA) commenced a case under Title III of PROMESA (D.P.R. Case
No. 17-01599). Joint administration has been sought for the Title
III cases.
On May 21, 2017, two more agencies -- Employees Retirement System
of the Government of the Commonwealth of Puerto Rico and Puerto
Rico Highways and Transportation Authority (Case Nos. 17-01685 and
17-01686) -- commenced Title III cases.
U.S. Chief Justice John Roberts named U.S. District Judge Laura
Taylor Swain to preside over the Title III cases.
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 LLP; and Hermann D. Bauer, Esq.,
at O'Neill & Borges LLC are onboard as attorneys.
Prime Clerk LLC is the claims and noticing agent. Prime Clerk
maintains the case Web site
https://cases.primeclerk.com/puertorico
Jones Day is serving as counsel to certain ERS bondholders.
Paul Weiss is counsel to the Ad Hoc Group of Puerto Rico General
Obligation Bondholders.
PURE BIOSCIENCE: Posts $4M Net Loss in Fiscal Year Ended July 31
----------------------------------------------------------------
PURE Bioscience, Inc. filed with the Securities and Exchange
Commission its Annual Report on Form 10-K disclosing a net loss of
$3.96 million on $1.88 million of total revenue for the year ended
July 31, 2023, compared to a net loss of $3.49 million on $1.85
million of total revenue for the year ended July 31, 2022.
As of July 31, 2023, the Company had $1.83 million in total assets,
$1.55 million in total liabilities, and $272,000 in total
stockholders' equity.
Los Angeles, California-based Weinberg and Company, P.A., the
Company's auditor since 2019, issued a "going concern"
qualification in its report dated Oct. 30, 2023, citing that the
Company has suffered recurring losses from operations and negative
cash flows from operating activities that raise substantial doubt
about its ability to continue as a going concern.
PURE Bioscience said, "Our future capital requirements depend on
numerous forward-looking factors. These factors may include, but
are not limited to, the following: the acceptance of, and demand
for, our products; our success and the success of our partners in
selling our products; our success and the success of our partners
in obtaining regulatory approvals to sell our products; the costs
of further developing our existing products and technologies; the
extent to which we invest in new product and technology
development; and the costs associated with the continued operation,
and any future growth, of our business. The outcome of these and
other forward-looking factors will substantially affect our
liquidity and capital resources.
"Until we can continually generate positive cash flow from
operations, we will need to continue to fund our operations with
the proceeds of offerings of our equity and debt securities.
However, we cannot ensure that additional financing will be
available when needed or that, if available, financing will be
obtained on terms favorable to us or to our stockholders. If we
raise additional funds from the issuance of equity securities,
substantial dilution to our existing stockholders would likely
result. If we raise additional funds by incurring debt financing,
the terms of the debt may involve significant cash payment
obligations as well as covenants and specific financial ratios that
may restrict our ability to operate our business."
CEO Comments
Robert Bartlett, chief executive officer and president, said in a
press release that, "Our customer driven focus is beginning to pay
off. Q4 revenue increased both versus the prior year, as well as
our previous quarter. Pure's overall ending revenue for fiscal
year 2023 showed a slight increase over fiscal year 2022, and while
not substantial on its own, it is important to note that Q4 revenue
2023 vs. Q4 revenue 2022 experienced a 49% increase. A quarter
does not make a year, but I see this increase as a turning point
and confirmation of our team's implementation of 'new customer
driven programs.' These programs were initiated during the Q3 and
Q4 of fiscal year 2023. With that said, the Team's focus and
continuation of these programs is paramount to our future success,"
concluded Bartlett.
A full-text copy of the Form 10-K is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1006028/000149315223038673/form10-k.htm
About PURE Bioscience Inc.
PURE Bioscience, Inc. -- www.purebio.com -- is focused on
developing and commercializing its proprietary antimicrobial
products primarily in the food safety arena. The Company provides
solutions to combat the health and environmental challenges of
pathogen and hygienic control. Its technology platform is based on
patented, stabilized ionic silver, and its initial products contain
silver dihydrogen citrate, better known as SDC. PURE is
headquartered in Rancho Cucamonga, California (San Bernardino
metropolitan area).
QUEST SOFTWARE: $765MM Bank Debt Trades at 34% Discount
-------------------------------------------------------
Participations in a syndicated loan under which Quest Software Inc
is a borrower were trading in the secondary market around 66.4
cents-on-the-dollar during the week ended Friday, November 3, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $765 million facility is a Term loan that is scheduled to
mature on February 1, 2030. The amount is fully drawn and
outstanding.
Quest Software provides software solutions. The Company offers
enterprise software that identities, users and data, streamlines IT
operations, and hardens cyber security from the inside out. Quest
Software serves customers in the United States.
RAISING CANE: Fitch Assigns 'BB-' First-Time IDR, Outlook Stable
----------------------------------------------------------------
Fitch Ratings has assigned a first-time Long-Term Issuer Default
Rating (IDR) of 'BB-' to Raising Cane's Restaurants, LLC. Fitch has
also assigned a 'BB-'/'RR4' to Raising Cane's proposed $500 million
5.5 year senior unsecured notes offering. The Rating Outlook is
Stable.
Raising Cane's 'BB-' rating reflects its good competitive position
within the Quick Service Restaurant (QSR) industry supported by a
simple menu offering with good brand perception that has driven
share gains. The company is gaining national scale rapidly through
double-digit annual unit growth and healthy same-restaurant sales
(SRS) driving double-digit top-line growth with high average unit
volumes (AUV). The ratings are tempered by its single-brand concept
with narrow consumer appeal. This leaves the company more
vulnerable to brand-specific weakness, significant FCF deficits and
increasing debt load fueled by growth investments.
Pro forma for the leverage neutral refinancing transaction, Fitch
estimates Raising Cane's EBITDAR leverage will be in the low 4x
range and for leverage to be maintained under 4.5x over the next
24-36 months.
KEY RATING DRIVERS
Streamlined Durable Model, Strong Execution: Fitch believes Raising
Cane's streamlined model centered on chicken fingers with a limited
menu offering that reduces operating complexities supports its
ability to provide fast, efficient service that delivers good food
quality at a competitive price. The QSR model has demonstrated
resiliency through economic cycles; increased spending power
provides a tailwind during periods of strong economic activity.
Raising Cane's total footprint includes 742 restaurants as of
3Q'23, the majority of which are company-owned stores located
across 37 U.S. states, with a concentration in Texas, Louisiana and
California. Raising Cane's is scaling the brand nationally and
ramping up new openings with more than 80 units in 2023. The
company is well-positioned within the chicken segment, which has
grown in the mid-single digits over the past decade and is the
second largest segment within the QSR category. Fitch believes
Raising Cane's market position should continue to strengthen due to
its proven brand concept with strong portability that supports
increasing units and EBITDA scale.
Aggressive Growth, Significant FCF Deficit: The company has
aggressive growth plans to roughly double company-owned stores over
the next five to six years with capital spending increasing
materially compared to historical levels. Member distributions are
also expected to increase materially as EBITDA grows with
distributions levels that are in-line with historical pay-out
rates. This will result in a material FCF deficit annually over the
forecast period. Any weakness in the business could result in
higher FCF deficits posing a significant credit risk, although the
company could choose to pull back on unit growth or member
distributions to preserve liquidity and manage leverage.
Healthy SRS Growth, High AUV's: Raising Cane's has a long track
record of positive SRS growth around the high-single digits
annually during the past decade, with relatively balanced growth
between traffic and check. Fitch believes this reflects a value
proposition that resonates with consumers. This has led to high
AUVs at existing and new units with Raising Cane's SRS performance
demonstrating strong system health metrics. During the pandemic,
Raising Cane's outperformed QSR peers through better leverage of
its drive-through model to gain share.
Raising Cane's system-wide AUV's are more than double the QSR peer
average. Raising Cane's units produce relatively consistent unit
economics across all-aged restaurant sites, which suggests a
demonstrated ability to identify appropriate sites for new store
locations. As a result, the unit economics support very good
restaurant level margins.
EBITDA Margins Stabilized Following Cost Inflation: Raising Cane's
experienced significant inflationary cost pressures across cost of
goods sold and labor that primarily drove EBITDA margins to decline
to the low-teen range in 2022, more than a 400 basis points
decrease excluding pre-opening costs, compared to 2020 levels.
Raising Cane's passed through two prices increases during 2022, one
in the first half and a second in late 2022 that totaled in the
mid-teens range that have supported margin recovery and
stabilization in 2023. Fitch expects EBITDA margins to be in the
mid-teen range over the forecast period with new store openings
constraining margin growth.
Leverage Expectations: Decision making for Raising Cane's is
controlled by one individual, the founder Todd Graves, who has
roughly 90% ownership of the company. Fitch expects Raising Cane's
will demonstrate consistent capital allocation priorities by
investing in the business and returning value to shareholders
through member distributions while maintaining long-term leverage
within its stated EBITDAR leverage target of 3x to 4x, which
equates to roughly about 3.75x to 4.75x on Fitch's EBITDAR leverage
basis.
Pro forma for the leverage neutral refinancing transaction, Fitch
estimates EBITDAR leverage in the low 4x, which compares to 5.3x in
2022 and 4.6x in 2021. Given the FCF deficits to fund the
growth-related investments and member distributions, Fitch's
assumptions consider debt levels that will increase materially over
the forecast period that when combined with EBITDA growth, EBITDAR
leverage is expected to be sustained under 4.5x.
DERIVATION SUMMARY
Raising Cane's 'BB-' rating reflects the company's good competitive
position within the QSR industry centered on a simple menu offering
with good brand perception that has driven share gains and the
company is gaining national scale with units that generate high
AUVs. The ratings are tempered by its single-brand concept with
narrow consumer appeal which leaves the company more vulnerable to
brand-specific weakness, significant FCF deficits and increasing
debt load fueled by growth investments.
Darden Restaurants, Inc.'s rating (BBB/Stable) reflects it sizable
revenue base of roughly $11 billion pro forma for the Ruth's
acquisition, its strong FCF and liquidity, the disciplined
financial policy and its proven ability to outperform the broader
casual dining segment which has been experiencing secular pressure.
While a potential moderation in discretionary spending could
adversely impact Darden's operating performance, expectations for
moderate EBITDAR leverage, based on Fitch adjustments, in the mid
2x area provides headroom at the current ratings.
Sizzling Platter, LLC's rating (B-/Stable) reflects the company's
position as a leading franchisee in the Little Caesars, Jamba and
Wingstop quick-serve restaurant chains, its reliance on Little
Caesars for around 65% of its revenue and modest scale. The rating
also considers recent good same store sales (SSS) growth and
improved operating performance despite high inflation. Fitch
expects EBITDAR leverage could improve in 2023 to the mid-5x area
based on EBITDA of around $90 million
GPS Hospitality's rating (CCC+) reflects Fitch's view of a
stabilization in sales and improved operating performance following
an extended period of sales decline and margin contraction, driven
by wage and commodity inflation, notably at the primary brand
Burger King (BK, 83% of units). The improvement in earnings is
supported by increased core capabilities through new kitchen
equipment, outdoor digital menus, new menu offerings, as well as
enhanced recruiting platforms that have helped alleviate staffing
challenges. The rating is constrained by the company's small scale
with expected revenues and EBITDA of $690 million and $35 million
in 2023, respectively, resulting in high leverage of around 9x.
KEY ASSUMPTIONS
- Revenues could grow in the upper-teen range in 2023 driven by
more than 80 new restaurant openings and around mid-single digits
SRS growth. Double-digit unit growth for new restaurants openings
in 2024 combined with low-to-mid SRS growth could result in the
mid-to-upper-teen range for revenue growth in 2024;
- Fitch expects 2023 EBITDA margins (including restaurant opening
costs) in the mid-teen range compared to low teens in 2022
supported by higher pricing. Margins moderating slightly over the
forecast period due to higher chicken and wage costs partially
offset by pricing;
- Higher capital spending from historical levels is being driven by
new store openings with a material FCF (including member
distributions) deficit expected in 2023. Capital spending
increasing in 2024 as store openings increase to around 100 units
that drives a higher FCF deficit. Member distributions are expected
to increase over the forecast period as distributions levels are
expected to be in-line with historical EBITDA pay-out rates;
- EBITDAR leverage is expected to be around low 4x range in 2023
and could trend toward the mid 4x area based on current EBITDA
growth and increased debt to fund growth investments and member
distributions;
- Raising Cane's has variable interest rate exposure through its
senior secured credit facilities. Base rate SOFR assumptions begin
around 5.5% decreasing over the forecast period to around 4% based
on forward curves.
RECOVERY ANALYSIS
Fitch has assigned Recovery Ratings (RRs) to the various debt
tranches in accordance with Fitch criteria, which allows for the
assignment of RRs for issuers with IDRs in the 'BB' category. Given
the distance to default, RRs in the 'BB' category are not computed
by bespoke analysis. Instead, they serve as a label to reflect an
estimate of the risk of these instruments relative to other
instruments in the entity's capital structure. Fitch has assigned
'BB-'/'RR4' ratings to the proposed senior unsecured notes,
indicating average recovery prospects.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- Continued unit growth and positive SRS that results in increased
EBITDAR scale of at least $1 billion with sustained positive FCF
(after member distributions) combined with an articulated and/or
demonstrated financial policy that results in EBITDAR leverage
sustained below 4.0x.
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- Weaker than expected topline growth and EBITDA contribution with
higher FCF deficits and/or a more aggressive financial policy that
leads to EBITDAR leverage sustained above 4.5x.
LIQUIDITY AND DEBT STRUCTURE
Liquidity Bolstered: Raising Cane's is in the midst of refinancing
its capital structure with a new secured revolver, secured term
loan and unsecured notes, which is expected to increase liquidity
to around $1 billion and extend maturities that should provide an
additional runway for the company to execute its growth plans.
Raising Cane's current debt structure includes a $1.17 billion
secured revolver maturing November 2025 and $802 million secured
term loan A maturing November 2025.
Raising Cane's is expected to amend its revolving capacity to a
total revolving credit facility of $1 billion with a five-year
maturity, increase the term loan A with a five-year maturity to $1
billion, and issue a proposed $500 million in 5.5 year senior
unsecured notes. The revolver which had $744 million in borrowings
outstanding as of 2Q'23, would be largely undrawn following the
refinancing transaction. Raising Cane's maintains relatively modest
levels of cash and cash equivalents.
ISSUER PROFILE
Founded in 1996 and headquartered in Baton Rouge, LA, Raising
Cane's is a singularly positioned restaurant company that serves
chicken finger meals. The company has 742 system-wide locations,
with more than 90% of the stores being company-owned and operated.
SUMMARY OF FINANCIAL ADJUSTMENTS
- Fitch adjusts for non-cash items and non-recurring items.
- Rent expense capitalized by 8.0x to calculate historical and
projected adjusted.
ESG CONSIDERATIONS
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' 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. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery
----------- ------ --------
Raising Cane's
Restaurants, LLC LT IDR BB- New Rating
senior
unsecured LT BB- New Rating RR4
RE PALM SPRINGS: Supreme Court Declines Sale of Cal. Hotel Project
------------------------------------------------------------------
Evan Ochsner of Bloomberg Law reports that the Supreme Court
declined to consider a Fifth Circuit ruling that allowed the sale
of a California hotel project to proceed over the objections of a
general contractor that said the transaction wasn't made in good
faith.
Petitioner SR Construction was the general contractor on the
construction of a Palm Springs hotel. Hall Palm Springs was
financing the construction with a loan secured by a deed of trust
on the property. Two years into the project, the owner fired SR
Construction. Hall Palm Springs later transferred the property to
RE Palm Springs II LLC, an affiliate entity it created.
About RE Palm Springs II
RE Palm Springs II is the owner of fee simple title to an under
construction four-story, 150-room full-service hotel in Palm
Springs, CA.
RE Palm Springs II, LLC, based in Denver, CO, filed a Chapter 11
petition (Bankr. N.D. Tex. Case No. 20-31972) on July 22, 2020.
In its petition, the Debtor was estimated to have $10 million to
$50 million in assets and around $57,309,877 in liabilities. The
petition was signed by Thomas M. Kim, chief restructuring officer.
CAVAZOS HENDRICKS POIROT, PC, serves as bankruptcy counsel to the
Debtor.
REALD INC: $260MM Bank Debt Trades at 36% Discount
--------------------------------------------------
Participations in a syndicated loan under which RealD Inc is a
borrower were trading in the secondary market around 64.3
cents-on-the-dollar during the week ended Friday, November 3, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $260 million facility is a Term loan that is scheduled to
mature on November 30, 2023. The amount is fully drawn and
outstanding.
RealD Inc. is a private company known for its RealD 3D system,
which is used for projecting films in stereoscopic 3D using
circularly polarized light.
REMARKABLE HEALTHCARE: Voluntary Chapter 11 Case Summary
--------------------------------------------------------
Five affiliates that concurrently filed voluntary petitions for
relief under Chapter 11 of the Bankruptcy Code:
Debtor Case No.
------ --------
Remarkable Healthcare of Carrollton, LP 23-42098
4501 Plano Parkway
Carrollton, TX 75010
Remarkable Healthcare of Dallas, LP 23-42099
3350 Bonnie View Road
Dallas TX 75216
Remarkable Healthcare of Fort Worth, LP 23-42100
6649 N. Riverside Drive
Fort Worth TX 76137
Remarkable Healthcare of Seguin, LP 23-42101
1339 Eastwood Drive
Seguin TX 78155
Remarkable Healthcare, LLC 23-42102
904 Emerald Blvd
Southlake TX 76092
Business Description: The Debtors own and operate nursing home
facilities.
Chapter 11 Petition Date: November 2, 2023
Court: United States Bankruptcy Court
Eastern District of Texas
Judge: Hon. Brenda T. Rhoades
Debtors' Counsel: Mark Castillo, Esq.
CARRINGTON, COLEMAN, SLOMAN, & BLUMENTHAL, LLP
901 Main St. Ste. 5500
Dallas TX 75202
Tel: 214-855-3000
Email: markcastillo@ccsb.com
Each Debtor's
Estimated Assets: $1 million to $10 million
Each Debtor's
Estimated Liabilities: $1 million to $10 million
The petitions were signed by Laurie Beth McPike as CEO.
The Debtors failed to include in the petitions lists of their 20
largest unsecured creditors.
Full-text copies of the petitions are available for free at
PacerMonitor.com at:
https://www.pacermonitor.com/view/3DI4QGI/Remarkable_Healthcare_of_Carrollton__txebke-23-42098__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/YGBYPOA/Remarkable_Healthcare_of_Dallas__txebke-23-42099__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/YZ75H3A/Remarkable_Healthcare_of_Fort__txebke-23-42100__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/Z5YX56Q/Remarkable_Healthcare_of_Seguin__txebke-23-42101__0001.0.pdf?mcid=tGE4TAMA
https://www.pacermonitor.com/view/6RET73Q/Remarkable_Healthcare_LLC__txebke-23-42102__0001.0.pdf?mcid=tGE4TAMA
RENALYTIX PLC: Schedules Annual General Meeting for Dec. 15
-----------------------------------------------------------
Renalytix plc announced that its Annual General Meeting will be
held in-person on Dec. 15, 2023 at 15:30 p.m. (GMT) at 6 Stratton
Street Mayfair, London W1J 8LD.
In addition, the Company's Annual Report for the year ended June
30, 2023 has now been published on the Company's website:
https://investors.renalytix.com/financials-and-filings/annual-and-half-year-reports
The 2023 Annual Report will be posted to shareholders who have not
consented to receive electronic communications.
To help with practical arrangements for the AGM, any Shareholder
wishing to attend is requested to register first by contacting
Walbrook PR via email at renalytix@walbrookpr.com or by telephone
at +44 (0)20 7933 8790.
About Renalytix
Headquartered in United Kingdom, Renalytix (LSE: RENX) (NASDAQ:
RNLX) -- www.renalytix.com -- has engineered a new solution that
enables early-stage chronic kidney disease progression risk
assessment. The Company's lead product, KidneyIntelX, has been
granted Breakthrough Designation by the U.S. Food and Drug
Administration and is designed to help make significant
improvements in kidney disease prognosis, transplant management,
clinical care, patient stratification for drug clinical trials, and
drug target discovery.
Renalytix reported a net loss of $45.61 million for the 12 months
ended June 30, 2023, compared to a net loss of $45.28 million for
the 12 months ended June 30, 2022. As of June 30, 2023, the Company
had $30.63 million in total assets, $23.66 million in total
liabilities, and $6.97 million in total shareholders' equity.
Iselin, New Jersey-based Ernst & Young LLP, the Company's auditor
since 2021, issued a "going concern" qualification in its report
dated Sept. 28, 2023, citing that the Company has suffered
recurring losses and negative cash flows from operations, expects
to incur additional losses and require substantial additional
capital to fund its operations, and has stated that substantial
doubt exists about the Company's ability to continue as a going
concern.
RENNOVA HEALTH: Reaches Deal to Extend $8.2M Debt Maturity to 2025
------------------------------------------------------------------
Rennova Health, Inc. announced a significant debt restructuring
with its primary institutional investors.
The restructuring extends the maturity date of approximately $8.2
million of secured debt to Dec. 31, 2025, waives historical events
of default and removes and/or modifies certain events of default
and definitions. In addition, the Company does not expect to
recognize default interest in future periods subject to remaining
in compliance with covenants and other obligations.
"We are pleased in the confidence our primary institutional
investors have in our Company and its recent achievements,"
commented Seamus Lagan, chief executive officer of Rennova. "The
debt restructuring improves our balance sheet and will save
approximately $1.5 million in interest expense annually. In
addition, we are in discussions about other potential modifications
to debt and other securities in the hope we can secure additional
amendments that further improve our overall financial position."
About Rennova Health
Rennova Health, Inc. -- http://www.rennovahealth.com-- is a
provider of health care services. The Company owns one operating
hospital in Oneida, Tennessee, a hospital located in Jamestown,
Tennessee that it plans to reopen and operate and a rural health
clinic in Kentucky.
Rennova Health reported a net loss available to common stockholders
of $334.17 million for the year ended Dec. 31, 2022, compared to a
net loss available to common stockholders of $500.87 million for
the year ended Dec. 31, 2021. As of Dec. 31, 2022, the Company had
$20.57 million in total assets, $49.67 million in total
liabilities, and a total stockholders' deficit of $29.09 million.
Salt Lake City, Utah-based Haynie & Company, the Company's auditor
since 2018, issued a "going concern" qualification in its report
dated April 17, 2023, citing that the Company has recognized
recurring losses and negative cash flows from operations. This
raises substantial doubt about the Company's ability to continue as
a going concern.
RITE AID: Rushes Unit Sale Despite Mystery Suitor Objection
-----------------------------------------------------------
Steven Church and Jonathan Randles of Bloomberg News report that US
pharmacy chain Rite Aid Corp. is moving quickly to sell its assets
in bankruptcy, over the objection of at least one potential bidder,
because the company faces looming financial deadlines, a company
lawyer said during the chain's first day under court supervision.
The lenders who are financing the company's reorganization have
imposed near-term deadlines as a condition for loaning Rite Aid
money, Ross J. Fiedler told the judge overseeing the company's
Chapter 11 bankruptcy.
About Rite Aid Corp.
RITE AID CORPORATION operates retail drugstores. The Company is
also involved in pharmacy benefit management marketing
prescription
plans and selling other managed health care services to employers,
health plans and their members, and government-sponsored employee
benefit programs.
Rite Aid sought protection under Chapter 11 of the U.S. Bankruptcy
Code (Bankr. D.N.J. Case No. 23-18991) on Oct. 16, 2023. The
Debtor reported total debt of $8.60 billion as of June 3, 2023 and
of $7.65 billion.
RITE AID: Settles w/ Prescription Drug Supplier to Deter Shortages
------------------------------------------------------------------
Amelia Pollard and Jonathan Randles of Bloomberg Law report that
Rite Aid Corp. resolved a fight with its largest supplier of
prescription drugs, McKesson Corp., that the retailer said
threatened its ability to continue providing customers with life
saving medicines and imperiled its ability to survive bankruptcy.
Lawyers for the two companies said during a court hearing Tuesday
in New Jersey that they’ve agreed in principal to a settlement
that will end a lawsuit Rite Aid filed against McKesson over their
supply agreement. The settlement ensures that Rite Aid's stock of
prescription drugs won't be impacted during its Chapter 11 case,
the lawyers said.
About Rite Aid Corp.
Rite Aid -- http://www.riteaid.com-- is a full-service pharmacy
that improves health outcomes. Rite Aid is defining the modern
pharmacy by meeting customer needs with a wide range of vehicles
that offer convenience, including retail and delivery pharmacy, as
well as services offered through our wholly owned subsidiaries,
Elixir, Bartell Drugs and Health Dialog. Elixir, Rite Aid's
pharmacy benefits and services company, consists of accredited mail
and specialty pharmacies, prescription discount programs and an
industry leading adjudication platform to offer superior member
experience and cost savings. Health Dialog provides healthcare
coaching and disease management services via live online and phone
health services. Regional chain Bartell Drugs has supported the
health and wellness needs in the Seattle area for more than 130
years. Rite Aid employs more than 6,100 pharmacists and operates
more than 2,100 retail pharmacy locations across 17 states.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D.N.J. Lead Case No. 23-18993) on Oct. 15,
2023. In the petition signed by Jeffrey S. Stein, chief executive
officer and chief restructuring officer, Rite Aid disclosed
$7,650,418,000 in total assets and $8,597,866,000 in total
liabilities.
Judge Michael B. Kaplan oversees the cases.
The Debtors tapped Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel, Cole Schotz, P.C.,
as local bankruptcy counsel, Guggenheim Partners as investment
banker, Alvarez & Marsal North America, LLC as financial, tax and
restructuring advisor, and Kroll Restructuring Administration as
claims and noticing agent.
SADIE ROSE BAKING: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Sadie Rose Baking Co.
2614 Temple Heights Dr.
Oceanside CA 92056
Business Description: Sadie Rose Sadie makes handmade artisan and
specialty bread, rolls, sandwich buns and
flatbreads.
Chapter 11 Petition Date: November 3, 2023
Court: United States Bankruptcy Court
Southern District of California
Case No.: 23-03478
Debtor's Counsel: Meredith King, Esq.
FRANKLIN SOTO LEEDS LLP
444 West C Street 300
San Diego CA 92101
Tel: 619-872-2520
Email: mking@fsl.law
Total Assets: $2,212,893
Total Liabilities: $9,700,278
The petition was signed by Jennifer Curran as CEO.
A full-text copy of the petition containing, among other items, a
list of the Debtor's 20 largest unsecured creditors is available
for free at PacerMonitor.com at:
https://www.pacermonitor.com/view/DH25VHY/Sadie_Rose_Baking_Co__casbke-23-03478__0001.0.pdf?mcid=tGE4TAMA
SAM'S PLACE: Seeks Approval to Tap Lane Ryan Auctions as Appraiser
------------------------------------------------------------------
Sam's Place Lottery & Tobacco, Inc. seeks approval from the U.S.
Bankruptcy Court for the Middle District of Pennsylvania to employ
Lane Ryan Auctions as appraiser.
The firm will provide appraisal of the equipment and other personal
property of the Debtor as well as possible Court testimony
regarding such appraisal.
The firm will be paid $3,200 for services rendered.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Ryan Groff, a partner at Sam's Place Lottery & Tobacco, Inc.,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Ryan Groff
Lane Ryan Auctions
3915 Union Deposit Road, Suite 515
Harrisburg, PA 17109
Tel: (717) 489-3030
About Sam's Place Lottery & Tobacco, Inc.
Sam's Place Lottery & Tobacco, Inc., is engaged in the operation of
retail tobacco, lottery and convenience stores. The Debtor sought
protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr.
M.D. Pa. Case No. 23-00874) on April 20, 2023. In the petition
signed by Michael A. Somers, its president, the Debtor disclosed up
to $10 million in both assets and liabilities.
Judge Henry W. Van Eck oversees the case.
Robert E. Chernicoff, Esq., at Cunningham, Chernicoff and
Warshawsky PC, represents the Debtor as legal counsel.
SAMJANE PROPERTIES: Hires Keller Williams as Real Estate Agent
--------------------------------------------------------------
Samjane Properties, LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Missouri to employ Keller
Williams Realty West as real estate agent.
The firm will list, market and sell the Debtor's real property
located at 2386 N. HWY 67, Florissant, MO 63033.
The firm will be paid a commission of 6 per cent of the sales
price.
As disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Denise O'Mara
Keller Williams Realty West
856 Westbury Falls, Suite 200
O'Fallon, MO 63368
Tel: (636) 229-8500
About Samjane Properties, LLC
SamJane Properties, LLC filed Chapter 11 petition (Bankr. E.D. Mo.
Case No. 23-43553) on October 2, 2023, with $500,001 to $1 million
in assets and $0 to $50,000 in liabilities.
Judge Bonnie L. Clair oversees the case.
Robert A. Breidenbach of Goldstein & Pressman represents the Debtor
as legal counsel.
SAN JORGE CHILDREN'S: Hires IEC as Investment Consultant
--------------------------------------------------------
San Jorge Children's Hospital Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Puerto Rico to employ IEC
Consulting, LLC as investment consultant.
The firm will provide these services:
a. identify and contact prospective investors/purchasers and
solicit and assist in evaluating indications of interest &
proposals among prospective investors/purchasers related to the
Sale Transactions;
b. assist in structuring and negotiating the Sale Transactions
and the terms of the securities/consideration;
c. assist in developing/presenting financial and operational
data to facilitate the Sale Transactions;
d. participate in hearings before the bankruptcy court
concerning matters upon which IEC has provided advice, including
coordinating with the Company's counsel concerning the testimony in
connection therewith;
e. seek to proceed with the Sale Transactions, advise and assist
the Client in executing such Sale Transactions;
f. assist in matters associated with closing the Sale
Transactions; and
g. provide such other advisory services reasonably necessary to
accomplish the foregoing and consummate the Sale Transactions as
requested by the Client and agreed to by IEC occasionally.
The firm will be paid at the rate of $250 per hour.
Upon execution of the Sale Transactions, a transaction fee ("Sale
Transactions Fee") of 1 percent of gross proceeds of any amount.
The Sale Transactions Fee will be payable in cash upon closing of
the Sales Transactions.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Ivan E. Colon, a partner at IEC Consulting, LLC, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Ivan E. Colon, MHSA, FACHE
IEC Consulting, LLC
1201 S. Hope St. #4002
Los Angeles, CA 90015
About San Jorge Children's Hospital Inc.
San Jorge Children's Hospital, Inc. operates a hospital in San
Juan, P.R., which specializes in pediatrics.
San Jorge Children's Hospital filed its voluntary petition for
relief under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R. Case
No. 22-02630) on Sept. 1, 2022, with between $10 million and $50
million in both assets and liabilities. Edward P. Smith, chief
operating officer, signed the petition.
Judge Maria De Los Angeles Gonzalez presides over the case.
The Debtor tapped Wigberto Lugo Mender, Esq., at Lugo Mender Group,
LLC as bankruptcy counsel and Galindez, LLC as external auditor.
Cardona Jimenez Law Offices, P.S.C. represents the official
committee of unsecured creditors appointed in the Debtor's case
while RSM Puerto Rico serves as the committee's financial advisor.
SEATTLE SOLUTIONS: Court OKs Interim Cash Collateral Access
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Washington
authorized Seattle Solutions LLC to use cash collateral on an
interim basis in accordance with the budget, with a 15% variance.
The Debtor requires the use of cash collateral to timely and fully
pay its drivers, fuel vendors, insurers, leasing obligations, and
other operating expenses so as to permit it to continue its
ordinary course operations and to maintain its ongoing business for
the benefit of its estate and creditors.
KeyBank Equipment Finance, a division of KeyBank National
Association, and KeyBank National Association, and the U.S. Small
Business Administration assert an interest in the Debtor's cash
collateral.
As adequate protection, the Secured Creditors are granted
Replacement Liens in the Debtor's Postpetition Collateral. Any
Replacement Lien in Postpetition Collateral granted will be in the
same order, priority, validity and enforceability as any
prepetition lien in Prepetition Collateral securing the claim of
such Secured Creditor in the same type of assets and, under 11
U.S.C. section 510, will be subject to the terms of any and all
intercreditor subordination agreements executed by and among the
Secured Creditors in favor of any other Secured Creditor. To the
extent of any diminution in value of a Secured Creditor's interest
in the Prepetition Collateral due to cash collateral use which is
not otherwise protected by the Replacement Lien granted, each
Secured Creditor will retain its rights under 11 U.S.C. section
507(b).
As additional adequate protection to the Secured Creditors, the
Debtor will continue to maintain insurance on its assets as the
same existed as of the Petition Date, and a Secured Creditor may
petition the Court on full notice and hearing to increase coverage,
and the Debtor reserves all rights regarding the same.
As additional adequate protection to KEF for the possible
diminution in value, if any, of the KEF Equipment Collateral and
such other collateral securing the KEF Equipment Loan during the
interim Cash Collateral period, the Debtor will pay to KEF $1,600
per month as Adequate Protection Payments.
A final hearing on the matter is set for November 21, 2023 at 3
p.m.
A copy of the order is available at https://urlcurt.com/u?l=Zbs6Zq
from PacerMonitor.com.
About Seattle Solutions LLC
Seattle Solutions LLC owns a leasehold interest in a commercial
real property located at 2205 116th Street S., Tacoma, WA.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Wash. Case No. 23-41877) on October
27, 2023. In the petition signed by Keshav Sharma, managing member,
the Debtor disclosed $832,478 in assets and $4,112,643 in
liabilities.
Judge Mary Jo Heston oversees the case.
Richard B. Keeton, Esq., at Bush Kornfeld LLLP, represents the
Debtor as legal counsel.
SELBYSOFT INC: Hires Law Offices of David Smith as Attorney
-----------------------------------------------------------
Selbysoft Inc. seeks approval from the U.S. Bankruptcy Court for
the Western District of Washington to employ David C. Smith as
attorney.
The firm will provide these services:
a. provide legal advice and assistance to the Debtor with
respect to matters relevant to the case or relating to any
distributions to creditors;
b. prepare necessary pleadings in these proceedings; and
c. perform all other legal services for the Debtor which may be
necessary.
The firm will be paid at the rate of $465 per hour.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
David C. Smith, Esq., a partner at Law Offices of David Smith,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
David C. Smith, Esq.
LAW OFFICES OF DAVID SMITH
201 Saint Helens Ave
Tacoma, WA 98402
Tel: (253) 272-4777
Fax: (253) 461-8888
Email: david@davidsmithlaw.com
About Selbysoft Inc.
SelbySoft has been designing cutting edge Point of Sale systems for
the cafe, coffee & pizza industries.
SelbySoft, Inc. in Puyallup, WA, filed its voluntary petition for
Chapter 11 protection (Bankr. W.D. Wash. Case No. 23-40830) on May
25, 2023, listing $0 to $50,000 in assets and $1 million to $10
million in liabilities. Kevin Scott as president, signed the
petition.
LAW OFFICES OF DAVID SMITH, PLLC serve as the Debtor's legal
counsel.
SHOWFIELDS INC: Seeks to Hire Rachel S. Blumenfeld as Counsel
-------------------------------------------------------------
Showfields, Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the Eastern District of New York to employ Law
Office of Rachel S. Blumenfeld PLLC as counsel.
The firm will provide these services:
a. give advice to the Debtor with respect to its powers and
duties as Debtor-in-Possession and the continued management of its
property and affairs.
b. negotiate with creditors of the Debtor and work out a plan
of reorganization and take the necessary legal steps in order to
effectuate such a plan including, if need be, negotiations with
creditors and other parties in interest;
c. prepare on behalf of the Debtor all necessary schedules,
application, motions, answers, orders, reports, and other legal
papers required for the Debtor that seek protection from its
creditors under Chapter 11 of the Bankruptcy Code;
d. appear before the Bankruptcy Court to protect the interest
of the Debtor and to represent the Debtor in all matters pending
before the Court;
e. represent the Debtor, if need be, in connection with
obtaining postpetition financing;
f. take any necessary action to obtain approval of a
disclosure statement and confirmation of a plan of reorganization;
and
g. perform all other legal services of the Debtor which may be
necessary for the preservation of the Debtor's estate and to
promote the best interest of the Debtor, its creditors and its
estate.
The firm will be paid at these rates:
Rachel S. Blumenfeld, Esq. $525 per hour
Of counsel $450 per hour
Paraprofessional $150 per hour
The firm received a retainer in the amount of $43,476.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Rachel S. Blumenfeld, Esq., a partner at Law Office of Rachel S.
Blumenfeld PLLC, disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Rachel S. Blumenfeld, Esq.
Law Office of Rachel S. Blumenfeld PLLC
26 Court Street, Suite 2220
Brooklyn, NY 11242
Tel: (718) 858-9600
Fax: (718) 858-9601
About Showfields, Inc
Showfields Inc. filed Chapter 11 Petition (Bankr. E.D.N.Y. Case No.
23-43643) on Oct. 6, 2023, with $8,117 in assets and $2,725,810 in
liabilities. Tal Zvi Nathanel, chief executive officer, signed the
petition.
Judge Jil Mazer-Marino oversees the case.
Rachel S. Blumenfeld, Esq., at the Law Office of Rachel S.
Blumenfeld, PLLC represents the Debtor as bankruptcy counsel.
SIENTRA INC: Expects $19.2M-$19.7M Third Quarter Revenue
--------------------------------------------------------
Sientra, Inc. announced preliminary unaudited financial results for
the fiscal third quarter ended Sept. 30, 2023.
Total unaudited revenue for the third quarter of 2023 is expected
to be in the range of $19.2 million to $19.7 million, compared to
total revenue of $22.6 million in the prior year period. Third
quarter results were adversely affected by overall softness in the
market as well as more pronounced seasonal headwinds that led to a
reduced number of augmentation and reconstruction cases during the
third quarter, particularly in July and August.
As a result of the preliminary third quarter financial performance
and based on the Company's expectations that a volatile operating
environment will continue in the fourth quarter due to the
macroeconomic and geopolitical factors, the Company is withdrawing
its fiscal year 2023 guidance.
Unaudited net cash and cash equivalents as of Sept. 30, 2023, are
expected to be in the range of $14.7 to $15.2 million, compared to
$26.1 million on Dec. 31, 2022, and $18.6 million on June 30,
2023.
Sientra and its advisors continue to find ways to improve the
Company's balance sheet and, together with its financial partners,
are exploring strategic alternatives to provide the strongest path
forward for continued success. Throughout this process, it remains
business as usual and Sientra will continue to deliver for its
customers, patients, employees, and partners seamlessly.
"We remain focused on delivering the safest and most innovative
solutions for the best aesthetic outcomes," said Ron Menezes,
president and CEO of Sientra. "While we continue to see softness
in the augmentation market, we are encouraged by our growth in
breast reconstruction as we gain momentum from new products such as
Viality and SimpliDerm. We are also committed to enhancing our
financial footing to position Sientra as a partner of choice for
plastic surgeons."
About Sientra
Headquartered in Irvine, California, Sientra, Inc. --
www.sientra.com -- is a surgical aesthetics company focused on
empowering people to change their lives through increased
self-confidence and self-respect. Backed by clinical and safety
data, Sientra's platform of products includes a comprehensive
portfolio of round and shaped breast implants, the first
fifth-generation breast implants approved by the FDA for sale in
the United States, the ground-breaking AlloX2 breast tissue
expander with patented dual-port and integral drain technology, the
next-generation AlloX2Pro, the first and only FDA-cleared
MRI-compatible tissue expander, the Viality with AuraClens enhanced
viability fat transfer system, the SimpliDerm Human Acellular
Dermal Matrix, and BIOCORNEUM.
Los Angeles, California-based KPMG LLP, the Company's auditor since
2014, issued a "going concern" qualification in its report dated
April 17, 2023, citing that the Company's recurring losses from
operations, insufficient cash flows generated from operations, and
need to obtain additional capital raise substantial doubt about its
ability to continue as a going concern.
SIENTRA INC: Signs Temporary Waiver, Exchange Deal With Deerfield
-----------------------------------------------------------------
Sientra, Inc. disclosed in a Form 8-K filed with the Securities and
Exchange Commission that on Oct. 30, 2023, it entered into a
Temporary Waiver and Exchange Agreement under that certain Amended
and Restated Facility Agreement, dated as of Oct. 12, 2022 by and
among the Company as borrower, certain of the Company's
subsidiaries from time to time party thereto as guarantors, and
Deerfield Partners, L.P., as agent and lender.
Pursuant to the Facility Agreement, the Company issued and sold to
Deerfield on Oct. 12, 2022 an Original Loan Convertible Note, with
an outstanding aggregate principal amount of $50 million. In
addition, pursuant to the Facility Agreement, Deerfield holds a
Disbursement Loan Convertible Note issued by the Company on Oct.
12, 2022, with an aggregate principal amount of $23 million.
The Temporary Waiver and Exchange Agreement, among other matters,
provides:
(i) for a temporary waiver of the event of default that has
ccurred and is continuing under Section 7.1(b) of the Facility
Agreement as a result of the Company's failure to satisfy the
minimum revenue financial covenant for the fiscal quarter ending
Sept. 30, 2023 set forth in Section 6.10 of the Facility Agreement
until the earliest to occur of (A) the first date following the
Effective Date on which an Event of Default (as defined in the
Facility Agreement) has occurred, other than the Specified Event of
Default, (B) the failure of the Company, or the failure of the
Company's subsidiaries party to the Facility Agreement, to comply
with any term, condition or covenant set forth in the Temporary
Waiver and Exchange Agreement and (C) Jan. 15, 2024;
(ii) for the exchange by Deerfield of $1.2 million of principal
amount of the Note into a pre-funded warrant to purchase 886,635
shares of the Company's common stock, par value $0.01 per share,
based upon 105.75% of the aggregate principal amount of the Note
exchanged, plus the amount of accrued and unpaid interest thereon
at an exchange rate equal to the Nasdaq official closing price of
the Common Stock as of the Effective Date; and
(iii) on or before Jan. 15, 2024, Deerfield may (in its sole
discretion) elect for the Company to convert up to an additional
$18.8 million in aggregate of the principal amount of the Note into
one or more Pre-Funded Warrants to purchase additional shares of
the Company's Common Stock, based upon 105.75% of the aggregate
principal amount of the Note to be converted, plus the amount of
accrued and unpaid interest thereon at an conversion rate equal to
the Nasdaq official closing price of the Common Stock as of the
Effective Date.
The Pre-Funded Warrants have an exercise price of $0.01 per share
and are exercisable at any time after issuance until such
Pre-Funded Warrants have been fully exercised in accordance with
their terms. The Pre-Funded Warrants are subject to a limitation on
the ability to exercise if the Deerfield's beneficial ownership of
Common Stock (together with its affiliates and certain attribution
parties) would exceed 4.985% of the outstanding Common Stock.
In addition, during the Waiver Period, for purposes of determining
whether or not certain actions are permitted to be taken by or on
behalf of the Company or any other loan party upon the satisfaction
of any term, condition or requirement in the Facility Agreement or
any other Facility Document (as defined in the Facility Agreement)
that a default or event of default shall not have occurred and be
continuing, the Specified Event of Default shall be deemed to have
occurred and be continuing in respect of any such term, condition
or requirement, except as set forth in the Temporary Waiver and
Exchange Agreement.
About Sientra
Headquartered in Irvine, California, Sientra, Inc. --
www.sientra.com -- is a surgical aesthetics company focused on
empowering people to change their lives through increased
self-confidence and self-respect. Backed by clinical and safety
data, Sientra's platform of products includes a comprehensive
portfolio of round and shaped breast implants, the first
fifth-generation breast implants approved by the FDA for sale in
the United States, the ground-breaking AlloX2 breast tissue
expander with patented dual-port and integral drain technology, the
next-generation AlloX2Pro, the first and only FDA-cleared
MRI-compatible tissue expander, the Viality with AuraClens enhanced
viability fat transfer system, the SimpliDerm Human Acellular
Dermal Matrix, and BIOCORNEUM.
Los Angeles, California-based KPMG LLP, the Company's auditor since
2014, issued a "going concern" qualification in its report dated
April 17, 2023, citing that the Company's recurring losses from
operations, insufficient cash flows generated from operations, and
need to obtain additional capital raise substantial doubt about its
ability to continue as a going concern.
SIGNAL HOLDINGS: Dives Into Chapter 11 Bankruptcy
-------------------------------------------------
Signal Holdings LLC filed for chapter 11 protection in the District
of Central California. According to court documents, the Debtor
reports $742,156 in debt owed to 1 and 49 creditors. The petition
states funds will be available to unsecured creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated
for
November 6, 2023, at 10:00 AM at UST-LA2, TELEPHONIC MEETING.
CONFERENCE LINE:1-866-816-0394, PARTICIPANT CODE:5282999.
About Signal Holdings
Signal Holdings LLC owns residential property and commercial space
located at 4803 West 121st Street, Hawthorne, Calif., having a
current value of $1.39 million.
Signal Holdings LLC sought relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. C.D. Cal. Case No. 23-16459) on October 3,
2023. In the petition filed by Jared James Grogan, as managing
member, the Debtor reports assets between $1 million and $10
million and liabilities between $500,000 and $1 million.
The Honorable Bankruptcy Judge Sandra R Klein handles the case.
The Debtor is represented by:
Andrew Moher, Esq.
Moher Law Group
4803 West 121st Street
Hawthorne, CA 90250
Tel: 619-269-6204
Fax: 619-923-3303
E-mail: amoher@moherlaw.com
SINCLAIR TELEVISION: $1.30BB Bank Debt Trades at 17% Discount
-------------------------------------------------------------
Participations in a syndicated loan under which Sinclair Television
Group Inc is a borrower were trading in the secondary market around
83.4 cents-on-the-dollar during the week ended Friday, November 3,
2023, according to Bloomberg's Evaluated Pricing service data.
The $1.30 billion facility is a Term loan that is scheduled to
mature on September 30, 2026. About $1.25 billion of the loan is
withdrawn and outstanding.
Sinclair Television Group, Inc. provides media broadcasting
services. The Company offers television broadcasting and
programming services.
SINCLAIR TELEVISION: $740MM Bank Debt Trades at 29% Discount
------------------------------------------------------------
Participations in a syndicated loan under which Sinclair Television
Group Inc is a borrower were trading in the secondary market around
71.1 cents-on-the-dollar during the week ended Friday, November 3,
2023, according to Bloomberg's Evaluated Pricing service data.
The $740 million facility is a Term loan that is scheduled to
mature on April 1, 2028. About $723.2 million of the loan is
withdrawn and outstanding.
Sinclair Television Group, Inc. provides media broadcasting
services. The Company offers television broadcasting and
programming services.
SINCLAIR TELEVISION: $750MM Bank Debt Trades at 32% Discount
------------------------------------------------------------
Participations in a syndicated loan under which Sinclair Television
Group Inc is a borrower were trading in the secondary market around
68.4 cents-on-the-dollar during the week ended Friday, November 3,
2023, according to Bloomberg's Evaluated Pricing service data.
The $750 million facility is a Term loan that is scheduled to
mature on April 21, 2029. About $741.1 million of the loan is
withdrawn and outstanding.
Sinclair Television Group, Inc. provides media broadcasting
services. The Company offers television broadcasting and
programming services.
SORRENTO THERAPEUTICS: Wants Quick Chapter 11 Plan Process Timeline
-------------------------------------------------------------------
Emlyn Cameron of Law360 reports that Sorrento Therapeutics Inc. has
asked a Texas bankruptcy judge for a speedy hearing on its
disclosure statement for its Chapter 11 plan, saying delay may eat
up value creditors can recover.
The Court on Oct. 18, 2023, entered an order conditionally
approving the Disclosure Statement, and scheduling a combined
hearing to consider final approval of the Disclosure Statement and
confirmation of the Plan. The hearing to consider confirmation of
the Plan is scheduled for Nov. 20, 2023, at 1:00 PM at Houston,
Courtroom 401 (CML).
About Sorrento Therapeutics
Sorrento Therapeutics, Inc. -- http://www.sorrentotherapeutics.com/
-- is a clinical and commercial stage biopharmaceutical company
developing new therapies to treat cancer, pain (non-opioid
treatments), autoimmune disease and COVID-19. Sorrento's
multimodal, multipronged approach to fighting cancer is made
possible by its extensive immuno-oncology platforms, including key
assets such as next-generation tyrosine kinase inhibitors ("TKIs"),
fully human antibodies ("G-MAB(TM) library"), immuno-cellular
therapies ("DAR-T(TM)"), antibody-drug conjugates ("ADCs"), and
oncolytic virus ("Seprehvec(TM)"). Sorrento is also developing
potential antiviral therapies and vaccines against coronaviruses,
including STI-1558, COVISHIELD(TM) and COVIDROPS(TM), COVI-MSCTM;
and diagnostic test solutions, including COVIMARK(TM).
Sorrento Therapeutics, Inc., and Scintilla Pharmaceuticals, Inc.,
sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No.
23-90085) on Feb. 13, 2023. Sorrento disclosed assets in excess of
$1 billion and liabilities of about $235 million as of Feb. 10,
2023.
Judge David R. Jones oversees the cases.
The Debtors tapped Latham & Watkins, LLP as bankruptcy counsel;
Jackson Walker, LLP as local counsel; Tran Singh, LLP as conflicts
counsel; and M3 Advisory Partners, LP as financial advisor. Mohsin
Y. Meghji, managing partner at M3, serves as the Debtors' chief
restructuring officer. Stretto Inc. is the claims, noticing and
solicitation agent.
Norton Rose Fulbright US, LLP and Milbank, LLP represent the
official committee of unsecured creditors appointed in the Debtors'
Chapter 11 cases.
On April 10, 2023, the U.S. Trustee for Region 7 appointed an
official committee to represent the Debtors' equity security
holders.
On April 10, 2023, the U.S. Trustee for Region 7 appointed an
official committee to represent the Debtors' equity security
holders. Glenn Agre Bergman & Fuentes, LLP and Greenberg Traurig,
LLP serve as the equity committee's bankruptcy counsel.
ST. MARGARET'S HEALTH: Barnes & Thornburg Advises Ad Hoc Committee
------------------------------------------------------------------
The law firm of Barnes & Thornburg LLP filed a verified statement
pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure
to disclose that in the Chapter 11 case of St. Margaret Health -
Peru and St. Margaret Health - Spring Valley, the firm represents
the Ad Hoc Committee of Healthcare Professionals.
In August and September of 2023, a group of health care
professionals formerly employed by the Debtors formed the Ad Hoc
Committee of Healthcare Professionals to collectively address their
interest in the Debtors' bankruptcy cases. As of the date hereof,
Barnes & Thornburg LLP does not hold any claims against, or
interest in, either of the Debtors.
Each member of the Ad Hoc Committee holds various claims against,
and/or interests with respect to, the Debtors and/or the Debtors'
obligations as part of their bankruptcy cases. These include, but
are not limited to: (1) the Debtors' obligation to cover premium
payments for extended reporting-period coverage relating to
providers' malpractice insurance (i.e., "tail insurance"); and/or
(2) claims relating to salary and/or other forms of compensation
paid by, or owed by, the Debtors to the members of the Ad Hoc
Committee.
In addition, no Ad Hoc Committee member makes any representations
regarding the nature, amount, allowance, or priority of any such
claims or interests, and each Ad Hoc Committee member reserves all
of its rights and remedies with respect thereto.
Attorneys for Ad Hoc Committee of Healthcare Professionals:
BARNES & THORNBURG LLP
Aaron Gavant, Esq.
Stephen Fatum, Esq.
One North Wacker Drive, Suite 4400
Chicago, IL 60606
Telephone: (312) 357-1313
Facsimile: (312) 759-5646
Email: agavant@btlaw.com
Email: Stephen.Fatum@btlaw.com
-and-
Gregory Plotko, Esq.
390 Madison Avenue, 12th Floor
New York, NY 10017-2509
Telephone: (646) 746-2406
Facsimile: (646) 746-2001
Email: GPlotko.btlaw.com
About St. Margaret's Health-Peru
St. Margaret's Health-Peru and St. Margaret's Health-Spring Valley
are providers of healthcare services.
The Debtors filed Chapter 11 petitions (Bankr. N.D. Ill. Lead Case
No. 23-11641) on Aug. 31, 2023. At the time of the filing, the
Debtors reported $10 million to $50 million in both assets and
liabilities.
Judge David D. Cleary oversees the cases.
Howard L. Adelman, Esq., at Adelman & Gettleman, Ltd., serves as
the Debtors' legal counsel. Hinshaw & Culbertson LLP as special
counsel. Huron Consulting Services LLC as financial advisor. Epiq
Corporate Restructuring, LLC as its noticing, claims, and balloting
agent.
STERETT COMPANIES: Wins Interim Cash Collateral Access
------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Kentucky,
Owensboro Division, authorized Sterett Companies, LLC and
affiliates to use cash collateral on an interim basis in accordance
with the budget.
On October 29, 2020, the Debtors entered a credit and security
agreement. The financial institutions party to the Prepetition
Credit and Security Agreement are Rockland Trust Company,
Huntington National Bank, and Webster Business Credit, a division
of Webster Bank N.A., successor in interest to Webster Business
Credit Corporation as Agent.
As of the Petition Date, pursuant to the Prepetition Credit and
Security Agreement, the Debtors were indebted to the Lenders in the
principal amount of $67.023 million, plus accrued prepetition
interest, fees, expenses and other amounts arising under the
Prepetition Credit and Security Agreement.
The Prepetition Obligations were secured by valid, enforceable, and
perfected liens on and security interests encumbering substantially
all assets of the Debtor.
As adequate protection, the Agent is granted a lien, mortgage,
and/or security interest in all of the Debtors' presently owned or
hereafter acquired property and assets.
The Adequate Protection Lien will be a senior first priority Lien
on the Adequate Protection Collateral.
In the event that the Adequate Protection Lien is insufficient, for
any reason, as adequate protection of Agent's interests in the
Adequate Protection Collateral, Agent for itself and for the
ratable benefit of each Lender is granted a post-petition
superpriority administrative expense claim against each of the
Debtors.
As further adequate protection, the Debtors will provide to Agent,
on behalf of the Lenders, a payment of $200,000 for the month of
November consisting of (i) $125,000 payable upon entry of the
Interim Order, and (ii) $75,000 payable on or before November 30,
2023.
A second hearing on the matter is set for November 28, 2023 at 11
a.m.
A copy of the order is available at https://urlcurt.com/u?l=AuWaVl
from PacerMonitor.com.
About Sterett Companies, LLC
Sterett Companies, LLC sought protection under Chapter 11 of the
U.S. Bankruptcy Code (Bankr. W.D. Ky. Case No. 23-40625) on October
27, 2023.
In the petition signed by William L. Sterett, III, CEO, the Debtor
disclosed up to $50,000 in assets and up to $50 million in
liabilities.
Judge Charles R. Merrill oversees the case.
Neil C. Bordy, Esq., at Seiller Waterman LLC, represents the Debtor
as legal counsel.
STIMWAVE TECHNOLOGIES: Ex-CEO Can't Toss Fraud Indictment
---------------------------------------------------------
Rick Archer of Law360 reports that a New York federal judge has
denied a motion by the former CEO of Stimwave Technologies to
dismiss the fraud claims against her as too unclear, saying the
charges come down to whether the medical device she sold contained
a dummy component or not.
About Stimwave
Stimwave Technologies Incorporated and Stimwave LLC manufacture,
distribute, and provide ongoing support for implantable, minimally
invasive neurostimulators, which are used as a treatment for
chronic intractable pain.
The Debtors sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. LeaD Case No. 22-10541) on June
15, 2022. In the petition signed by Aure Bruneau, as manager, the
Debtors disclosed up to $100 million in assets and up to $50
million in liabilities.
Young Conaway Stargatt and Taylor, LLP and Gibson, Dunn and
Crutcher LLP serve as the Debtors' legal counsel.
The Debtors also tapped Honigman LLP and Jones Day as special
counsel; Riverson RTS, LLC as financial advisor; and GLC Advisors
and Co., LLC and GLCA Securities, LLC as investment bankers. Kroll
Restructuring Administration is the Debtors' administrative
advisor
and notice, claims, solicitation and balloting agent.
On July 6, 2022, the U.S. Trustee for Region 3 appointed an
official committee of unsecured creditors in these cases. Culhane
Meadows, PLLC and Province, LLC serve as the committee's legal
counsel and financial advisor, respectively.
SURGE TRANSPORTATION: Committee Taps Foley & Lardner as Counsel
---------------------------------------------------------------
The official committee of unsecured creditors of Surge
Transportation, Inc. received approval from the U.S. Bankruptcy
Court for the Middle District of Florida to hire Foley & Lardner
LLP as its counsel.
The firm's services will include, without limitation, assisting,
advising and representing the Committee with respect to the
following matters:
a. administration of this Chapter 11 Case and the exercise of
oversight with respect to the Debtor's affairs, including all
issues in connection with the Debtor, the Committee and/or this
Chapter 11 Case;
b. preparation on behalf of the Committee of necessary
applications, motions, objections, memoranda, orders, reports, and
other legal papers;
c. appearances in Court, participation in litigation as a
party-in-interest, and at statutory meetings of creditors to
represent the interests of the Committee;
d. negotiation and evaluation of the use of cash collateral,
any proposed debtor-in-possession financing and any other potential
financing alternatives, as well as matters pertaining to leases,
other executory contracts and claims;
e. negotiation, formulation, drafting and confirmation of a
plan or plans of reorganization or liquidation and matters related
thereto;
f. investigation, directed by the Committee, of among other
things, unencumbered assets, liabilities, and financial condition
of the Debtor, prior transactions, and operational issues
concerning the Debtor that may be relevant to this Chapter 11
Case;
g. negotiation and formulation of any proposed sale of any of
the Debtor's assets, including pursuant to section 363 of the
Bankruptcy Code;
h. communications with the Committee's constituents in
furtherance of its responsibilities, including, but not limited to,
communications required under section 1102 of the Bankruptcy Code;
and
i. performance of all of the Committee's duties and powers
under the Bankruptcy Code and the Bankruptcy Rules and the
performance of such other services as are in the interests of those
represented by the Committee;
j. negotiation, formulation, drafting and confirmation of a
plan or plans of reorganization or liquidation and matters related
thereto;
k. investigation, directed by the Committee, of among other
things, unencumbered assets, liabilities, and financial condition
of the Debtor, prior transactions, and operational issues
concerning the Debtor that may be relevant to this Chapter 11
Case;
l. negotiation and formulation of any proposed sale of any of
the Debtor's assets, including pursuant to section 363 of the
Bankruptcy Code;
m. communications with the Committee's constituents in
furtherance of its responsibilities, including, but not limited to,
communications required under section 1102 of the Bankruptcy Code;
and
n. performance of all of the Committee's duties and powers
under the Bankruptcy Code and the Bankruptcy Rules and the
performance of such other services as are in the interests of those
represented by the Committee.
The hourly rates of the firm's attorneys and staff are as follows:
Harrison, Janelle Paralegal $280
Lowry, Dillion Associate $465
Rofaeil, Mary Associate $510
Fox, JD Associate $550
Davis, Gardner Partner $725
Wolfson, Mark Partner $750
In addition, the firm will seek reimbursement for expenses
incurred.
Mark Wolfson, Esq., a partner at Foley & Lardner, disclosed in a
court filing that the firm is a "disinterested person" as defined
in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Mark J. Wolfson, Esq.
Foley & Lardner LLP
100 North Tampa Street, Suite 2700
Tampa, FL 33602
Telephone: (813) 225-4119
Email: mwolfson@foley.com
About Surge Transportation
Founded in 2016 by Omar Singh, Surge Transportation, Inc. is a
Jacksonville-based trucking and freight broker licensed with the
U.S. Department of Transportation and the United States Federal
Motor Carrier Safety Administration. It specializes in sourcing
extra truckload capacity during peak seasons and other periods of
high demand. Surge Transportation maintains satellite offices in
Chicago, Ill. and Ashburn, Va.
Surge Transportation filed Chapter 11 petition (Bankr. M.D. Fla.
Case No. 23-01712) on July 24, 2023, with $10 million to $50
million in both assets and liabilities. Mr. Singh signed the
petition.
Judge Jacob A. Brown oversees the case.
Bradley R. Markey, Esq., at Thomas Markey is the Debtor's legal
counsel.
SURGE TRANSPORTATION: Gets OK to Hire Katz Sapper as Accountant
---------------------------------------------------------------
Surge Transportation, Inc. received approval from the U.S.
Bankruptcy Court for the Middle District of Florida to employ Katz,
Sapper & Miller as its accountant.
The firm's services include:
(i) preparing Federal and State income tax returns for Debtor
for tax year 2022; and
(ii) updating fixed asset schedules, tax planning and general
business tax accounting.
The firm will perform services at the fixed fee of $5,000.
The firm can be reached through:
Troy Hogan, CPA
Katz, Sapper & Miller
800 East 96th Street, Suite 500
Indianapolis, IN 46240
Tel: (317) 580-2000
Fax: (317) 580-2117
About Surge Transportation
Founded in 2016 by Omar Singh, Surge Transportation, Inc. is a
Jacksonville-based trucking and freight broker licensed with the
U.S. Department of Transportation and the United States Federal
Motor Carrier Safety Administration. It specializes in sourcing
extra truckload capacity during peak seasons and other periods of
high demand. Surge Transportation maintains satellite offices in
Chicago, Ill. and Ashburn, Va.
Surge Transportation filed Chapter 11 petition (Bankr. M.D. Fla.
Case No. 23-01712) on July 24, 2023, with $10 million to $50
million in both assets and liabilities. Mr. Singh signed the
petition.
Judge Jacob A. Brown oversees the case.
Bradley R. Markey, Esq., at Thomas Markey is the Debtor's legal
counsel.
SURGE TRANSPORTATION: Gets OK to Tap Daniel Larson as Accountant
----------------------------------------------------------------
Surge Transportation, Inc. received approval from the U.S.
Bankruptcy Court for the Middle District of Florida to employ
Daniel E. Larson, CPA, CMA as its accountant.
The firm's services include:
a. making adjustment of Mcleod Software setup and settings;
b. working with client staff to establish/modify processes for
recording transactions for efficiency, accuracy of reporting, and
cost reduction;
c. preparing and reviewing supporting documents pertaining to
the 2023 interim financials; and
d. rendering other additional tasks deemed appropriate.
Mr. Larson will perform services at the hourly rate of $240 per
hour for work performed off-site and $270 per hour for work
performed on-site.
The firm can be reached through:
Daniel E. Larson, CPA, CMA
47 San Carlos Drive
Palm Coast, FL 32137
Tel: (317) 771-3908
About Surge Transportation
Founded in 2016 by Omar Singh, Surge Transportation, Inc. is a
Jacksonville-based trucking and freight broker licensed with the
U.S. Department of Transportation and the United States Federal
Motor Carrier Safety Administration. It specializes in sourcing
extra truckload capacity during peak seasons and other periods of
high demand. Surge Transportation maintains satellite offices in
Chicago, Ill. and Ashburn, Va.
Surge Transportation filed Chapter 11 petition (Bankr. M.D. Fla.
Case No. 23-01712) on July 24, 2023, with $10 million to $50
million in both assets and liabilities. Mr. Singh signed the
petition.
Judge Jacob A. Brown oversees the case.
Bradley R. Markey, Esq., at Thomas Markey is the Debtor's legal
counsel.
TEMPLE HEIGHTS: Case Summary & Two Unsecured Creditors
------------------------------------------------------
Debtor: Temple Heights Properties, LLC
2614 Temple Heights Dr
Oceanside CA 92056
Business Description: The Debtor owns a free-standing industrial
building located at 2614 & 2616 Temple
Heights Dr., Oceanside, CA 92056 valued at
$6.33 million.
Chapter 11 Petition Date: November 3, 2023
Court: United States Bankruptcy Court
Southern District of California
Case No.: 23-03479
Debtor's Counsel: Meredith King, Esq.
FRANKLIN SOTO LEEDS LLP
444 West C Street 300
San Diego CA 92101
Tel: 619-872-2520
Email: mking@fsl.law
Total Assets: $6,963,326
Total Liabilities: $6,782,536
The petition was signed by Jennifer Curran as managing member.
A full-text copy of the petition containing, among other items, a
list of the Debtor's two unsecured creditors is available for free
at PacerMonitor.com at:
https://www.pacermonitor.com/view/IXBDVJY/Temple_Heights_Properties_LLC__casbke-23-03479__0001.0.pdf?mcid=tGE4TAMA
TERLINGO CYCLES: Hires Eric A. Liepins as Bankruptcy Counsel
------------------------------------------------------------
TerlinGO Cycle, LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Texas to employ Eric A. Liepins, P.C.
as its bankruptcy counsel.
The Debtor requires legal assistance to liquidate its assets,
reorganize the claims of the estate, and determine the validity of
claims asserted in the estate.
The firm will be paid at these rates:
Eric A. Liepins $275 per hour
Paralegals and Legal Assistants $30 to $50 per hour
In addition, the firm will seek reimbursement for expenses
incurred.
The firm received a retainer of $5,000, plus filing fee.
Mr. Liepins, the sole shareholder of the firm, disclosed in a court
filing that his firm is a "disinterested person" as that term is
defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Eric A. Liepins, Esq.
Eric A. Liepins, P.C.
12770 Coit Road, Suite 850
Dallas, TX 75251
Tel: (972) 991-5591
Fax: (972) 991-5788
Email: eric@ealpc.com
About TerlinGO Cycle, LLC
TerlinGO Cycle, LLC filed a petition under Chapter 11, Subchapter V
of the Bankruptcy Code (Bankr. N.D. Texas Case No. 23-32337) on
Oct. 12, 2023, with up to $50,000 in assets and $500,001 to $1
million in liabilities.
Eric A. Liepins, Esq., represents the Debtor as legal counsel.
THRASIO LLC: $325MM Bank Debt Trades at 37% Discount
----------------------------------------------------
Participations in a syndicated loan under which Thrasio LLC is a
borrower were trading in the secondary market around 62.6
cents-on-the-dollar during the week ended Friday, November 3, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $325 million facility is a Delay-Draw Term loan that is
scheduled to mature on December 18, 2026.
Thrasio LLC -- https://www.thrasio.com -- specializes in buying
Amazon third-party private label businesses. Its portfolio includes
Angry Orange pet odor eliminators and stain removers, Wise Owl
Outfitters camping and outdoor gear, and more than 200 other Amazon
and ecommerce brands. Thrasio was co-founded in 2018 by Joshua
Silberstein.
TIMBER PHARMACEUTICALS: Adjourns Special Meeting Until Nov. 17
--------------------------------------------------------------
Timber Pharmaceuticals, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that its stockholders approved
an adjournment of the reconvened Special Meeting of Stockholders to
12:00 p.m. Eastern Time on Nov. 17, 2023, to allow additional time
for stockholders to vote on the proposals.
On Oct. 16, 2023, Timber convened and adjourned its 2023 Special
Meeting of Stockholders being held to consider and vote on the
following proposals: (1) the adoption of the Agreement and Plan of
Merger, dated as of Aug. 20, 2023, by and among the Company, LEO US
Holding, Inc., LEO Spiny Merger Sub, Inc. and LEO Pharma A/S, as it
may be amended, supplemented or otherwise modified from time to
time; (2) the approval, on an advisory basis, of the compensation
that may be paid or become payable to the Company's named executive
officers in connection with or following the consummation of the
Merger; and (3) the adjournment of the Special Meeting if there are
insufficient votes to adopt the Merger Agreement at the time of the
Special Meeting or any adjournment or postponement thereof.
About Timber Pharmaceuticals
Timber Pharmaceuticals, Inc. f/k/a BioPharmX Corporation --
http://www.timberpharma.com-- is a biopharmaceutical company
focused on the development and commercialization of treatments for
orphan dermatologic diseases. The Company's investigational
therapies have proven mechanisms-of-action backed by decades of
clinical experience and well-established CMC (chemistry,
manufacturing and control) and safety profiles. The Company is
initially focused on developing non-systemic treatments for rare
dermatologic diseases including congenital ichthyosis (CI), facial
angiofibromas (FAs) in tuberous sclerosis complex (TSC), and
localized scleroderma.
Timber reported a net loss and comprehensive loss of $19.38 million
for the year ended Dec. 31, 2022, compared to a net loss and
comprehensive loss of $10.64 million for the year ended Dec. 31,
2021. As of Dec. 31, 2022, the Company had $10.27 million in total
assets, $5.04 million in total liabilities, and $5.23 million in
total stockholders' equity.
Short Hills, New Jersey-based KPMG LLP, the Company's auditor since
2019, issued a "going concern" qualification in its report dated
March 31, 2023, citing that the Company has suffered recurring
losses from operations that raise substantial doubt about its
ability to continue as a going concern.
TIMBER PHARMACEUTICALS: Gets $3.5M Bridge Loan Increase From LEO US
-------------------------------------------------------------------
Timber Pharmaceuticals, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that on Oct. 27, 2023, the
Company, Timber Pharmaceuticals, LLC, BioPharmX, Inc. and LEO US
Holding, Inc., ("Parent"), entered into the First Amendment to the
Bridge Loan Agreement, whereby Parent agreed to increase the
aggregate amount of the Bridge Loan by $3.5 million to a total of
$6.5 million, paid as follows:
* $1.8 million, upon the effectiveness of the Bridge Loan
Amendment (which was paid on Oct. 27, 2023); and
* $1.7 million, no earlier than Nov. 13, 2023.
On Aug. 20, 2023, the Company entered into an Agreement and Plan of
Merger with LEO US, LEO Spiny Merger Sub, Inc., ("Merger Sub") and
LEO Pharma A/S, a Danish Aktieselskab, providing for, among other
things, the merger of Merger Sub with and into Timber, with Timber
surviving the Merger as a wholly-owned subsidiary of Parent. In
connection with the Merger Agreement, on Aug. 30, 2023, the
Company, Timber Pharmaceuticals, LLC, BioPharmX, Inc., and Parent
entered into a Secured Bridge Loan Agreement, pursuant to which
Parent has agreed to loan Timber an aggregate amount of $3.0
million.
About Timber Pharmaceuticals
Timber Pharmaceuticals, Inc. f/k/a BioPharmX Corporation --
http://www.timberpharma.com-- is a biopharmaceutical company
focused on the development and commercialization of treatments for
orphan dermatologic diseases. The Company's investigational
therapies have proven mechanisms-of-action backed by decades of
clinical experience and well-established CMC (chemistry,
manufacturing and control) and safety profiles. The Company is
initially focused on developing non-systemic treatments for rare
dermatologic diseases including congenital ichthyosis (CI), facial
angiofibromas (FAs) in tuberous sclerosis complex (TSC), and
localized scleroderma.
Timber reported a net loss and comprehensive loss of $19.38 million
for the year ended Dec. 31, 2022, compared to a net loss and
comprehensive loss of $10.64 million for the year ended Dec. 31,
2021. As of Dec. 31, 2022, the Company had $10.27 million in total
assets, $5.04 million in total liabilities, and $5.23 million in
total stockholders' equity.
Short Hills, New Jersey-based KPMG LLP, the Company's auditor since
2019, issued a "going concern" qualification in its report dated
March 31, 2023, citing that the Company has suffered recurring
losses from operations that raise substantial doubt about its
ability to continue as a going concern.
TITAN CONCRETE: Commences Subchapter V Bankruptcy Case
------------------------------------------------------
Titan Concrete Inc. filed for chapter 11 protection in the Southern
District of New York. According to court filing, the Debtor reports
between $1 million and $10 million in debt owed to 1 and 49
creditors. The petition states funds will be available to unsecured
creditors.
A meeting of creditors under 11 U.S.C. Section 341(a) is slated for
November 1, 2023 at 12:30 PM at Office of UST (TELECONFERENCE
ONLY).
About Titan Concrete Inc.
Titan Concrete Inc. -- https://www.titanconcretecorp.com/ -- is a
ready mix concrete supplier based in the New York City, Hudson
Valley and Western Connecticut regions. It provides concrete for
both commercial and residential projects.
Titan Concrete Inc. sought relief under Subchapter V of Chapter 11
of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-35835) on
October 4, 2023. In the petition filed by Harry Malinowski, as
co-chief restructuring officer, the Debtor reports estimated assets
and liabilities between $1 million and $10 million each.
The Debtor is represented by:
Jeremy R. Johnson, Esq.
Polsinelli PC
301 Route 52
Carmel, NY 10512
Tel: (212) 684-0199
Email: jeremy.johnson@polsinelli.com
TITAN CONCRETE: Hires Polsinelli PC as Bankruptcy Counsel
---------------------------------------------------------
Titan Concrete, Inc seeks approval from the U.S. Bankruptcy Court
for the Southern District of New York to employ Polsinelli PC as
bankruptcy counsel.
The firm's services include:
a. taking all necessary action to protect and preserve the
Debtor's estate, including the prosecution of actions on behalf of
the Debtor, the defense of any actions commenced against the
Debtor, the negotiation of disputes in which the Debtor is
involved, and the preparation of objections to claims filed against
the Debtor's estate;
b. providing legal advice with respect to the Debtor's powers
and duties as a debtor-in-possession in the continued operation of
its business;
c. preparing on behalf of the Debtor, as debtor-in-possession,
necessary motions, applications, answers, orders, reports, fee
applications, schedules, statements of financial affairs, and other
legal papers in connection with the administration of the Debtor's
estate;
d. assisting the Debtor with certain vendor issues, utility
matters, assumption and rejection of executory contracts;
e. assisting the Debtor with obtaining Bankruptcy Court
approval for retention of select estate professionals and ordinary
course professionals as may be needed in this Chapter 11 case;
f. appearing in court and protecting the interests of the
Debtor before this Court, including any contested matters;
g. assisting with any disposition of the Debtor's assets, as
necessary;
h. taking all necessary or appropriate actions in connection
with any plan of reorganization and related disclosure statement
and all related documents, and such further actions as may be
required in connection with the administration of the Debtor's
estate;
i. reviewing all pleadings filed in the Chapter 11 Case;
j. working with the Subchapter V trustee appointed in the
Chapter 11 Case and various creditors; and
k. performing all other legal services in connection with the
Chapter 11 Case as may reasonably be required.
The firm will be paid at these rates:
Shareholders $750 to $1,180 per hour
Associates $560 to $720 per hour
Paraprofessionals. $315 to $480 per hour
The firm will be paid a retainer in the amount of $150,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Jeremy Johnson, Esq., a partner at Polsinelli PC, disclosed in a
court filing that the firm is a "disinterested person" as the term
is defined in Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Jeremy R. Johnson, Esq.
Polsinelli PC
600 3rd Avenue, 42nd Floor
New York, NY 10016
Tel: (212) 684-0199
Fax: (212) 684-0197
Email: jeremy.johnson@polsinelli.com
About Titan Concrete, Inc
Titan Concrete, Inc., a company in Carmel, N.Y., provides concrete
and ready-mix services to commercial, industrial, residential and
homeowner customers.
The Debtor filed a petition under Chapter 11, Subchapter V of the
Bankruptcy Code (Bankr. S.D.N.Y. Case No. 23-35835) on Oct. 4,
2023, with $1 million to $10 million in both assets and
liabilities. Harry Malinowski, chief restructuring officer, signed
the petition.
Judge Cecelia G. Morris oversees the case.
Jeremy R. Johnson, Esq., at Polsinelli, PC represents the Debtor as
legal counsel.
TPT GLOBAL: Achieves Full Compliance Status Following 10-Q Filing
-----------------------------------------------------------------
TPT Global Tech, Inc. announced that it has successfully regained
full compliance status with the U.S. Securities and Exchange
Commission (SEC) and the Over-the-Counter (OTC) Markets. Following
the filing of its 10-Q, TPT Global Tech is now fully reporting and
current with its SEC filings.
The compliance hiccup arose due to a delay caused by a subsidiary's
late submission of financial records, leading to the temporary loss
of TPT Global Tech's 15c2-11 status with the SEC. In response, TPT
Global Tech promptly rescinded the acquisition linked to the
delayed filing, returning the subsidiary to its previous owner.
The required financial information was swiftly integrated into TPT
Global Tech's records, facilitating the prompt filing of the 10-Q.
This comprehensive approach ensures that the company is back on
track with its regulatory obligations.
"We recognize the significance of timely and accurate financial
reporting for our shareholders and the investment community,"
stated Stephen Thomas, CEO of TPT Global Tech. "While the delay
caused by the subsidiary's late filing was regrettable, our
immediate actions underscore our commitment to compliance. We are
grateful for the cooperation received from all parties involved,
and we are confident in our imminent return to full compliance with
regulatory requirements."
TPT Global Tech said it is diligently working to regain its 15c2-11
status, demonstrating its dedication to transparency and
compliance. The Company's efforts will enable the resumption of
normal trading activities, emphasizing its commitment to its
shareholders.
About TPT Global Tech
TPT Global Tech Inc. (OTC:TPTW) based in San Diego, California, is
a technology holding company based in San Diego, California. The
Company operates in various sectors including media,
telecommunications, Smart City Real Estate Development, and the
launch of the first super App, VuMe technology platform. As a
media content delivery hub, TPT Global Tech utilizes its own
proprietary global digital media TV and telecommunications
infrastructure platform. TPT offers software as a service (SaaS),
technology platform as a service (PAAS), and cloud-based unified
communication as a service (UCaaS) solutions to businesses
worldwide. Their UCaaS services enable businesses of all sizes to
access the latest voice, data, media, and collaboration features.
TPT Global reported a net loss attributable to the Company's
shareholders of $61.50 million for the year ended Dec. 31, 2022,
compared to a net loss attributable to the Company's shareholders
of $4.02 million for the year ended Dec. 31, 2021. As of Dec. 31,
2022, the Company had $1.05 million in total assets, $34.02 million
in total liabilities, $58.25 million in mezzanine equity, and a
total stockholders' deficit of $91.21 million.
Draper, UT-based Sadler, Gibb & Associates, LLC, the Company's
auditor since 2016, issued a "going concern" qualification in its
report dated May 16, 2023, citing that the Company has suffered
recurring losses from operations and has a net capital deficiency
that raise substantial doubt about its ability to continue as a
going concern.
TPT GLOBAL: Appoints SwamiFi as IT Advisor
------------------------------------------
TPT Global Tech, Inc. disclosed in a Form 8-K filed with the
Securities and Exchange Commission that effective Oct. 1, 2023, but
consummated on Oct. 26, 2023, the Company entered into an advisory
services agreement with SwamiFi Fintech, Ltd. Investment Series
TPTW to provide information technology advisory services with a
focus on Machine Learning and Artificial Intelligence with the
objective of enhancing the Company's various platforms.
The term of the agreement is 360 days, if no default by either
party, and can be renewed by written notice of at least 20 days
prior to the end of each renewal term. Compensation under the
agreement is such that on or before Oct. 15, 2023, the Company
shall pay $12,500 in cash or in registered Stock (free trading and
unrestricted common stock, registered on Form S-1 or S-8).
Subsequently, thereafter on Nov. 15, 2023 equal to $288,000 and on
Dec. 15, 2023 equal to $100,000 with the final payment equal to
$100,000 due on or before Jan. 15, 2024 for a total payment equal
to $500,000, in cash or in S-8 Stock, in the form at the discretion
of the Company. If the Company elects to pay the Consultant in
form of S-8 Stock, it will be paid and calculated based on the
lowest traded bid price for the common stock during the previous 25
trading days prior to the applicable Due Date. In no event that
the value of the payment for Services made by Company will be less
than US$500,000. The Company plans to use current fundraising
activities to fund the agreement or may choose to pay in common
stock of the Company. The Company has agreed to reserve
325,000,000 shares of common stock with its transfer agent for this
agreement.
A full-text copy of the Agreement is available for free at:
https://www.sec.gov/Archives/edgar/data/1661039/000165495423013612/tptw_ex101.htm
About TPT Global Tech
TPT Global Tech Inc. (OTC:TPTW) based in San Diego, California, is
a technology holding company based in San Diego, California. The
Company operates in various sectors including media,
telecommunications, Smart City Real Estate Development, and the
launch of the first super App, VuMe technology platform. As a
media content delivery hub, TPT Global Tech utilizes its own
proprietary global digital media TV and telecommunications
infrastructure platform. TPT offers software as a service (SaaS),
technology platform as a service (PAAS), and cloud-based unified
communication as a service (UCaaS) solutions to businesses
worldwide. Their UCaaS services enable businesses of all sizes to
access the latest voice, data, media, and collaboration features.
TPT Global reported a net loss attributable to the Company's
shareholders of $61.50 million for the year ended Dec. 31, 2022,
compared to a net loss attributable to the Company's shareholders
of $4.02 million for the year ended Dec. 31, 2021. As of Dec. 31,
2022, the Company had $1.05 million in total assets, $34.02 million
in total liabilities, $58.25 million in mezzanine equity, and a
total stockholders' deficit of $91.21 million.
Draper, UT-based Sadler, Gibb & Associates, LLC, the Company's
auditor since 2016, issued a "going concern" qualification in its
report dated May 16, 2023, citing that the Company has suffered
recurring losses from operations and has a net capital deficiency
that raise substantial doubt about its ability to continue as a
going concern.
TRANSOCEAN LTD: Incurs $220 Million Net Loss in Third Quarter
-------------------------------------------------------------
Transocean Ltd. filed with the Securities and Exchange Commission
its Quarterly Report on Form 10-Q disclosing a net loss of $220
million on $713 million of contract drilling revenues for the three
months ended Sept. 30, 2023, compared to a net loss of $28 million
on $691 million of contract drilling revenues for the three months
ended Sept. 30, 2022.
For the nine months ended Sept. 30, 2023, the Company reported a
net loss of $850 million on $2.09 billion of contract drilling
revenues compared to a net loss of $271 million on $1.97 billion of
contract drilling revenues for the nine months ended Sept. 30,
2022.
As of Sept. 30, 2023, the Company had $20.01 billion in total
assets, $1.18 billion in total current liabilities, $8.51 billion
in total long-term liabilities, and $10.32 billion in total
equity.
At Sept. 30, 2023, the Company had $594 million in unrestricted
cash and cash equivalents and $214 million in restricted cash and
cash equivalents. In the nine months ended Sept. 30, 2023, the
Company's primary sources of cash were net cash proceeds from
issuance of debt and net cash provided by operating activities.
The Company's primary uses of cash were debt repayments and capital
expenditures.
"For the sixth consecutive quarter Transocean increased its
backlog, ending the third quarter at $9.4 billion dollars. Not
only is the size of our backlog industry-leading, but it also
contains many of the industry's highest dayrate fixtures," said
Chief Executive Officer, Jeremy Thigpen, in a press release. "In
particular, we are pleased to have secured a three-year contract
for Deepwater Aquila in Brazil, as it facilitated the acquisition
of the outstanding interest in Liquila Ventures Ltd. The addition
of the Aquila further reinforces Transocean's leadership position
in the high-specification, ultra-deepwater drilling market, as she
is our eighth 1400 short ton, dual activity, seventh generation
drillship, of which, there are only 12 in the global competitive
fleet."
Thigpen continued, "Based on our ongoing conversations with
customers, we firmly believe that we remain in the early stages of
a multi-year upcycle. With our fleet of the most capable
high-specification ultra-deepwater drillships and harsh environment
semisubmersibles, Transocean is uniquely positioned to capitalize
on current and future opportunities."
A full-text copy of the Form 10-Q is available for free at:
https://www.sec.gov/ix?doc=/Archives/edgar/data/1451505/000145150523000127/rig-20230930x10q.htm
About Transocean
Transocean Ltd. is an international provider of offshore contract
drilling services for oil and gas wells. The Company specializes
in technically demanding sectors of the offshore drilling business
with a particular focus on ultra-deepwater and harsh environment
drilling services.
Transocean Ltd. reported a net loss of $621 million for the year
ended Dec. 31, 2022, a net loss of $591 million for the year ended
Dec. 31, 2021, a net loss of $568 million for the year ended Dec.
31, 2020 and a net loss of $1.25 billion for the year ended Dec.
31, 2019. As of March 31, 2023, the Company had $20.19 billion in
total assets, $1.05 billion in total current liabilities, $8.81
million in total long-term liabilities, and $10.32 billion in total
equity.
* * *
As reported by the TCR on Sept. 28, 2023, S&P Global Ratings raised
its issuer credit rating on offshore drilling contractor Transocean
Ltd. to 'CCC+' from 'CCC'. S&P said, "The upgrade reflects
improved rig demand, higher day rates, and our view that there is
reduced near-term risk of a distressed debt exchange or balance
sheet restructuring."
TRIMARK USA: Wants Debt Extended, Raise Money
---------------------------------------------
Erin Hudson and Reshmi Basu of Bloomberg Law report that restaurant
supplier TriMark USA LLC is seeking to strike a deal with lenders
to extend its maturities while also looking to raise up to $300
million in lower-ranking debt, according to people with knowledge
of the matter.
Investment bank Houlihan Lokey Inc. is working to raise funds for
the company, which is owned by private equity firms Centerbridge
Partners and Blackstone Inc., said the people who asked not to be
named because the matter is private.
At the same time, lenders are in talks with the company about
extending maturities due next year, the people said.
About TriMark USA LLC
TriMark USA, LLC provides foodservices equipment. The Company
offers dinnerware, glassware, flatware, bar, catering, furniture,
disposables, chemicals and cooking, refrigeration, smallwares, and
food preparation products. TriMark serves hospitality, healthcare
facilities, government, education, country clubs, and general
contractors in the United States.
TRINITY INDUSTRIES: Egan-Jones Retains B+ Senior Unsecured Ratings
------------------------------------------------------------------
Egan-Jones Ratings Company on October 19, 2023, maintained its 'B+'
foreign currency and local currency senior unsecured ratings on
debt issued by Trinity Industries, Inc. EJR also withdrew the
rating on commercial paper issued by the Company.
Headquartered in Dallas, Texas, Trinity Industries, Inc.
manufactures transportation, construction, and industrial
products.
TWENTY FIFTY: Hires Prince Commercial as Real Estate Broker
-----------------------------------------------------------
Twenty Fifty LLC seeks approval from the U.S. Bankruptcy Court for
the Central District of California to employ Prince Commercial Real
Estate Services, Inc., as real estate broker.
The firm will market and sell the Debtor's real property located at
2050 N. Tustin Avenue, Santa Ana, CA 92705.
The firm will be paid at a commission of 5 percent of the purchase
price of the Property.
George M. Prince, a president at Prince Commercial Real Estate
Services, Inc., disclosed in a court filing that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code.
The firm can be reached at:
Teresa Anguizola
Prince Commercial Real Estate Services, Inc.
2601 Main Street, Suite 540
Irvine, CA 92614
Tel: (949) 852-8300
Fax: (949) 852-8300
About Twenty Fifty LLC
Twenty Fifty is a Single Asset Real Estate debtor (as defined in 11
U.S.C. Section 101(51B)).
Twenty Fifty LLC filed its voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No.
23-11778) on August 30, 2023. The petition was signed by Teresa
Anguizola as managing member. At the time of filing, the Debtor
estimated $1 million to $10 million in assets and $100,000 to
$500,000 in liabilities.
Judge Scott C. Clarkson oversees the case.
Marc C. Forsythe, Esq. at GOE FORSYTHE & HODGES LLP represents the
Debtor as counsel.
URBAN ACADEMY: S&P Lowers 2021A/B Revenue Bonds Rating to 'BB'
--------------------------------------------------------------
S&P Global Ratings lowered its long-term rating on the Allegheny
County Industrial Development Authority, Pa.'s series 2021A and
2021B revenue bonds, issued for the Urban Academy of Greater
Pittsburgh Charter School (Urban Academy or UA), to 'BB' from
'BB+'. The outlook is stable.
"The downgrade reflects our view of UA's weakened operating
performance and liquidity position following several unanticipated,
strategic property acquisitions made during fiscal years 2022 and
2023, related to a possible high school expansion, resulting in a
financial profile we view as more consistent with the lower
rating," said S&P Global Ratings credit analyst Jesse Brady.
The 'BB' rating reflects S&P's view of the school's:
-- Modest enrollment and small operating base, with approximately
348 students in fall 2023 and about $8.0 million in adjusted annual
operating revenue projected in fiscal 2023 and limited growth
potential in the current facility due to capacity constraints;
-- Weakened financial margins and lease-adjusted MADS coverage in
fiscal 2022, with a sizable deficit expected for fiscal 2023;
-- Elevated leverage as measured by debt per student and debt to
capitalization; and
-- Risk, as with all charter schools, that the school can be
closed for nonperformance of its charter or for financial distress
before the final maturity of the bonds (2051).
S&P said, "The stable outlook reflects our view that UA will revert
to its longer-term trend of positive operating margins and
sufficient MADS coverage beyond the more modest performance caused
by nonrecurring capital outlays in fiscal years 2022 and 2023, and
that its liquidity position will not weaken further relative to
year-end expectations for fiscal 2023. We also expect that the
school's demand profile will continue to reflect solid academics
and stable enrollment.
"We could lower the rating if UA's enrollment decreases
substantially or if coverage and liquidity fall to levels no longer
commensurate with the rating. We could also take a negative rating
action if the school incurs additional indebtedness, whether tied
to a successful expansion request or otherwise, if we believe it
would materially weaken its financial performance and balance-sheet
metrics. We recognize the expansion, if approved, could further
pressure the rating, given the size and scope of UA's current
enterprise and financial metrics.
"Although it's not likely to occur over our outlook horizon due to
the school's small enrollment and weakened cash position, which
somewhat enhances its risk sensitivity, we could raise the rating
if UA's financial profile meaningfully improves such that liquidity
and MADS coverage support the higher rating."
VERTIV GROUP: S&P Places 'BB-' ICR on CreditWatch Positive
----------------------------------------------------------
S&P Global Ratings placed all its ratings, including its 'BB-'
issuer credit rating, on power and thermal management equipment and
service provider Vertiv Group Corp. on CreditWatch with positive
implications.
S&P said, "The CreditWatch reflects an increased likelihood that we
could raise our ratings one notch given our forecast for S&P Global
Ratings-adjusted leverage to remain under 4x. Given uncertainty
around Vertiv's financial policy, risks remain that financial
policy decisions could impair our forecast credit measures.
We will resolve the CreditWatch following Vertiv's investor day and
our evaluation of the potential impact of the company's financial
policy on credit measure expectations.
"We forecast S&P Global Ratings-adjusted leverage to remain in the
mid-2x area or lower through 2024. Our forecast incorporates
continued good, albeit decelerating, revenue growth through 2024
from positive secular demand trends in Vertiv's key data center end
market. This includes demand for cloud- and artificial
intelligence-related data storage and computing. We expect demand
to continue to outpace supply for data center services--and, in
turn, for Vertiv's products that outfit data centers--over the
intermediate term. This should translate into meaningful volume
growth and an ability to maintain recent price increases. With
stabilizing supply chains and a focus on production capacity and
efficiency, we expect Vertiv to maintain high-teens percentage S&P
Global Ratings-adjusted EBITDA margin and cash flow through 2024.
"Vertiv has cushion under our forecast to absorb moderate
debt-funded acquisitions or other capital outlays, but risks to our
forecast remain until we gain clarity about the company's financial
policy. Following the November 2021 acquisition of E&I Engineering
Group for $1.8 billion and a decline in EBITDA (due to supply chain
issues that increased the company's backlog, which it could not
reprice to offset inflation), Vertiv has primarily reinvested cash
flow into the business to support growth. Now with S&P Global
Ratings-adjusted EBITDA margins of 16.6% and leverage of 2.6x as of
Sept. 30 and our forecast for leverage to remain in the mid-2x area
or lower, Vertiv has cushion while maintaining S&P Global
Ratings-adjusted leverage below 4x. Nevertheless, any changes from
its capital deployment priorities may affect our forecast for
credit measures.
"The CreditWatch listing signals the potential for a one-notch
upgrade following Vertiv's investor day on Nov. 29, when it has
indicated it plans to address its capital allocation priorities and
framework. We believe Vertiv has some cushion to absorb moderate
shareholder-friendly cash outlays.
"In resolving the CreditWatch, we will evaluate our forecast for
leverage and cash flow in the context of future financial policy
decisions addressed at Vertiv's investor day."
VISTA CLINICAL: Hires Shuker & Dorris as Bankruptcy Counsel
-----------------------------------------------------------
Vista Clinical Diagnostic, LLC seeks approval from the U.S.
Bankruptcy Court for the Middle District of Florida to employ
Shuker & Dorris, P.A. as bankruptcy counsel.
The firm's services include:
a. advising as to the Debtor's rights and duties in the
bankruptcy case;
b. preparing pleadings related to this case, including a
disclosure statement and a plan of reorganization; and
c. taking any and all other necessary action incident to the
proper preservation and administration of this estate.
The firm will be paid at these rates:
Partners $500 to 650 per hour
Associates $425 per hour
Paraprofessionals $125 to 175 per hour
RS Shuker $650 per hour
ML Dorris $500 per hour
LS Stricker $425 per hour
MA Franklin $175 per hour
AR Tillman $125 per hour
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
The Debtor paid the firm an advance fee of $94,289.
R. Scott Shuker, Esq., a partner at Law Firm of Shuker & Dorris,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
R. Scott Shuker, Esq.
Shuker & Dorris, P.A.
121 S. Orange Avenue, Suite 1120
Tel: (407) 337-2060
Fax: (407) 337-2050
Email: rshuker@shukerdorris.com
About Vista Clinical Diagnostic, LLC
Vista Clinical Diagnostics, LLC is an independent laboratory
offering a complete compendium of clinical laboratory testing
capabilities, including microbiology, PCR molecular biology &
surgical pathology.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. M.D. Fla. Case No. 23-04109) on October 2,
2023. In the petition signed by Davian S. Santana, president, the
Debtor disclosed up to $10 million in both assets and liabilities.
Judge Tiffany P. Geyer oversees the case.
R.Scott Shuker, Esq., at Shuker & Dorris, PA, represents the Debtor
as legal counsel.
WAITS R.V. CENTER: Court OKs Interim Cash Collateral Access
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida,
West Palm Beach Division, authorized Waits R.V. Center, Inc. to use
cash collateral on an interim basis in accordance with the budget,
with a 10% variance.
The Debtor requires the use of cash collateral to pay its regular
business operating expenses and administrative expenses and other
ordinary expenses as they become due.
BayFirst National Bank, First Home Bank, Northport Commercial
Finance, LLC, Grandsouth Bank, the U.S. Small Business
Administration, FC Marketplace, LLC, Wells Fargo Commercial
Distribution Finance, LLC, and Automotive Finance Corporation
assert an interest in the Debtor's cash collateral.
As adequate protection for and to the extent of Debtor's use of
cash collateral, BayFirst, Northport, Grandsouth, SBA, FC
Marketplace, Wells Fargo, First Home, and Automotive Finance are
granted, as of the Petition Date, a replacement lien to the same
extent as any pre-petition lien, pursuant to 11 U.S.C. Section
361(2) on the property set forth in its security agreements, on an
interim basis, without any prejudice to any rights of the Debtor to
seek to void the lien as to the extent, validity, or priority of
said liens.
An interim hearing on the matter is set for November 28 at 1:30
p.m.
A copy of the order is available at https://urlcurt.com/u?l=GTWS3n
from PacerMonitor.com.
About Waits R.V. Center, Inc.
Waits RV Center is an RV dealership serving the West Palm Beach
area offering a selection of new and pre-owned RVs.
Waits R.V. Center, Inc. filed its voluntary petition for relief
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
23-18437) on Oct. 15, 2023. The petition was signed by William
Waits as president. At the time of filing, the Debtor estimated
$1,845,763 in assets and $2,375,951 in liabilities.
Judge Mindy A. Mora presides over the case.
Craig I. Kelley, Esq. at KELLEY, FULTON & KAPLAN, P.L. represents
the Debtor as legal counsel.
WASTEPLACE LLC: Hires Michael Best & Friedrich LLP as Counsel
-------------------------------------------------------------
Wasteplace, LLC seeks approval from the U.S. Bankruptcy Court for
the Western District of Texas to employ Michael Best & Friedrich
LLP as counsel.
The firm will provide these services:
a. advise and assist the Debtor with respect to its rights,
duties, and powers under the Bankruptcy Code;
b. advise the Debtor as to the course of this Chapter 11 case,
including the legal and administrative requirements of operating as
a Chapter 11 debtor-in-possession;
c. attend meetings and negotiate with representatives of the
Debtor's creditors and other interested parties;
d. prosecute actions on behalf of the Debtor, defend actions
commenced within this case against the Debtor, and represent the
Debtor's interests in negotiations concerning litigation in which
the Debtor is involved and claims against the Debtor and/or its
estate.
e. prepare pleadings in connection with this Chapter 11 case,
including motions, application, answers, proposed orders, reports,
and papers necessary or otherwise beneficial to the administration
of the Debtor's estate;
f. advise the Debtor in connection with and assist in the
negotiation and documentation of financing arrangements and related
transactions, contracts, commercial transactions, and any potential
sale of assets;
g. assist the Debtor in licensing, regulatory, tax and other
governmental matters related to this case and its restructuring;
h. appear before the Court to represent the Debtor's interest
and those of its estate;
i. assist the Debtor in preparing, negotiating, and
implementing a plan, and advise the Debtor, if necessary, as to any
rejection or amendments to the plan; and
j. perform all other necessary or appropriate legal services
for the Debtor in connection with the prosecution of this Chapter
11 case.
The firm will be paid at these rates:
Justin M. Mertz (Partner) $595 per hour
Mason A. Higgins (Associate) $340 per hour
Other Partners $350 to 650 per hour
Other Associates and Staff Attorneys $250 to 500 per hour
Paralegals and Other Paraprofessionals $100 to 300 per hour
The firm received an advance retainer in the amount of $ $50,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Justin M. Mertz, Esq., a partner at Michael Best & Friedrich LLP,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached at:
Justin M. Mertz, Esq.,
Michael Best & Friedrich LLP
790 N. Water St., Suite 2500
Milwaukee, WI 53202
Telephone: (414) 271-656
Facsimile: (414) 277.0656
Email: jmmertz@michaelbest.com
About Wasteplace, LLC
WastePlace, LLC is a waste and recycling marketplace that connects
customers to thousands of waste management service providers.
The Debtor sought protection under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. W.D. Tex. Case No. 23-10768) on September
18, 2023. In the petition signed by Gary LaBreck, chief executive
officer, the Debtor disclosed up to $50,000 in assets and up to $10
million in liabilities.
Justin M. Mertz, Esq., at Michael Best & Friedrich LLP, represents
the Debtor as legal counsel.
WEATHERFORD INTERNATIONAL: Fitch Assigns 'B+' IDR, Outlook Stable
-----------------------------------------------------------------
Fitch Ratings has assigned an Issuer Default Rating (IDR) of 'B+'
to Weatherford International plc and to Weatherford International
Ltd. (Bermuda). Fitch has also assigned a rating of 'BB+'/'RR1' to
Weatherford International Ltd. (Bermuda)'s senior secured debt and
a rating of 'BB-/'RR3' to Weatherford International Ltd.
(Bermuda)'s senior unsecured notes.. The Rating Outlook is Stable.
The rating is driven by Weatherford's significant diversification,
size and scale, which differentiates the company relative to other
oilfield services (OFS) issuers rated in the 'B' range. An
improving through-the-cycle margin profile and debt-focused capital
allocation further bolster the rating. Fitch expects FCF generated
through the forecast period to be targeted at secured debt
reduction. Key restraints on the credit profile include the
company's restrictive capital structure, significant gross debt
pile and the volatile nature of the oilfield services industry.
The Stable Outlook reflects Fitch's expectation of further gross
debt reduction and capital structure simplification relative to
normalizing OFS industry conditions through the forecast period.
KEY RATING DRIVERS
Restrictive Capital Structure: Fitch views Weatherford's capital
structure as a key constraint on the company's credit profile. As
of October 2023, the company's 2028 senior secured notes had $249
million outstanding and the 2030 senior unsecured notes had $1.6
billion outstanding. The 2028 secured notes include restrictive
terms which inhibit the company's financial flexibility.
For this reason, Fitch expects the company to target gross debt
reduction towards the secured notes rather than the higher coupon,
unsecured 2030 notes. Fitch expects leverage to remain below its
sensitivities through the forecast, but note the significant gross
debt burden may lead to a leverage spike during downturns.
Diversified Operations: Weatherford's operations are well
diversified across the globe with 21% of revenue from North America
and 79% from the rest of the world. The company operates in three
segments across 75 countries with offerings including both products
and services. The segments have similar margin profiles with
Drilling & Evaluation having the highest margins given its service
focus. Contracts are generally long-term and visible for the sector
(70% of revenue contracted at the beginning of the year) with the
exception of the U.S., which is highly volatile. Weatherford has
material exposure to offshore operations, although the company does
not disclose these results separately. While 5%-7% of revenue is
sourced in Russia, this business is declining and is being offset
by growth in other regions.
Improving Margins: Weatherford has achieved gradual improvement
since emerging from bankruptcy in 2019 including in years where
peers have seen margin decline. Management has targeted organic
synergies such as integrating back-office operations while
divesting and exiting from certain lower margin businesses. Fitch
acknowledges the current operating environment for OFS companies is
strong although Fitch expects margins during cyclical troughs to
remain above historical levels.
Debt-Focused Capital Allocation: Fitch expects management to
continue targeting capital towards gross debt reduction through the
forecast period. Following the redemption of $50 million in
principal of the 2028 senior secured notes, the company has gross
debt outstanding of $1,849 million. Fitch expects management to
continue to target the remaining secured notes due to the
restrictive terms associated with the issuance preventing repayment
of the 2030 unsecured notes. Debt reduction beyond the secured
notes is less certain, but management has indicated an appetite for
at least some level of debt repayment. Capex is targeted between
3%-5% of revenue, and shareholder returns are limited by covenants
until the secured notes are repaid.
Highly-Cyclical Industry: The OFS industry remains highly cyclical
with issuers often being the first in the energy space to feel the
negative impacts of commodity price declines. This volatility
remains a key credit constraint for Weatherford as it is for other
issuers in the peer group. Weatherford's improving capital
structure and sustainable margin improvement should better support
the company through cyclical troughs. Near-term industry dynamics
also appear relatively favorable, which may partially mitigate
negative credit impacts.
Improving Liquidity: Weatherford's amended credit facility
materially enhances the company's liquidity profile and reduces
cost of capital. The $550 million facility includes $300 million in
borrowing capacity and $250 million in LC capacity. The available
borrowing capacity is limited to $250 million until certain secured
debt targets are reached. The facility also reduces cost of capital
by removing SOFR exposure to any letters of credit issued under the
facility ($272 million outstanding, 3Q23) and removes restrictive
terms related to the prior agreement.
DERIVATION SUMMARY
Weatherford operates on a significantly larger scale than its
similarly rated peers. The company's operations are more
diversified than its peers both in terms of geography and service
and product offerings. Weatherford's margins lag those of
offshore-focused Noble Corporation plc (BB-/Stable), Precision
Drilling Corporation (B+/Stable), and Nabor Industries, LTD
(B-/Stable) but are comparable or above those of offshore producers
Seadrill Limited (B+/Stable) and Valaris Limited (B+/Stable).
Weatherford has a significant international presence, similar to
Nabors, which allows for longer-term contracts than North American
focused OFS companies like Precision Drilling. Weatherford's gross
debt is materially above all peers except Nabors, increasing
exposure to elevated leverage relative to peers during cyclical
downturns.
Weatherford's refinancing risk is relatively limited while Nabors
is more elevated given material maturities within the forecast
period and uncertain access to capital markets.
KEY ASSUMPTIONS
Base Case:
- WTI of $75/bbl in 2023, $70/bbl in 2024, $65/bbl in 2025, $60/bbl
in 2026, and $57/bbl thereafter;
- Stable global rig count growth in low-to-mid single digits
throughout forecast period;
- Successful close of the updated credit facility and partial
tender;
- Capex in line with management expectations in 2023 & 2024 then 5%
of revenue through the forecast period;
- Excess cash flows targeted at debt reduction through forecast
period;
- Minor divestments of non-performing assets assumed through
forecast period.
RECOVERY ANALYSIS
KEY RECOVERY RATING ASSUMPTIONS
The recovery analysis assumes Precision would be reorganized as a
going-concern (GC) in bankruptcy rather than liquidated. Fitch
assumed a 10% administrative claim.
Going-Concern Approach
Weatherford's GC EBITDA estimate of $450 million reflects Fitch's
view of a sustainable, post-reorganization EBITDA on which the
enterprise valuation (EV) is based. The GC EBITDA assumption for
commodity sensitive issuers at a cyclical peak reflects the
industry's move from top-of-the-cycle commodity prices to midcycle
conditions and intensifying competitive dynamics.
The GC EBITDA reflects a loss of customers and compressed margins
due to sustained WTI prices below $50 and resulting declining rig
activity across the globe. In particular, customer loss in the more
stable international market has the potential to negatively impact
the company's credit profile.
An enterprise value multiple of 4.5x EBITDA is applied to
going-concern EBITDA to calculate a post-reorganization enterprise
value.
The choice of this multiple considered the following factors:
The historical bankruptcy case study exit multiples for peer energy
oilfield service companies have a wide range with a median of 6.1x.
The oil field service sub-sector ranges from 2.2x to 42.5x due to
the more volatile nature of EBITDA swings in a downturn.
The multiple considers concerns regarding a long downturn and
Weatherford's diversified operations and size and scale to support
the multiple. The multiple is further influenced by relatively
modest capital requirements (3%-5% of revenues) and margin
improvement since emerging from bankruptcy in 2019.
Fitch's Bankruptcy Enterprise Value and Creditor Recoveries study
from September 2023 estimates a post-2019 bankruptcy emergence EV
of $5.8 billion, pre-petition EBITDA of about $800 million, and a
midpoint EBITDA multiple of 6.5x. Its bespoke analysis reflects
conservatism given the materially lower figures for each
statistic.
Fitch has assumed a 100% draw of the 2030 RCF facility
(availability increases to $300 million if the secured notes are
reduced below $200 million outstanding).
The bespoke analysis results in assignment of a 'BB+'/'RR1' rating
the RCF and senior secured notes and assignment of a 'BB-'/'RR3'
rating to the senior unsecured notes. The senior unsecured notes
recover at 83%, but criteria caps the rating at 'BB-'/'RR3'.
RATING SENSITIVITIES
Factors that could, individually or collectively, lead to positive
rating action/upgrade:
- Sustained FCF generation targeted towards a reduction in gross
debt levels;
- Improvement in operating margin stability through-the-cycle
relative to diversified peers;
- Transition to a less encumbered capital structure improving
financial flexibility and capital market access;
- Midcycle EBITDA Leverage below 3.0x
Factors that could, individually or collectively, lead to negative
rating action/downgrade:
- Change in conservative financial policy away from gross debt
reduction, particularly as it relates to secured debt;
- Failure to generate FCF that negatively affects liquidity and
debt reduction capacity;
- Structural weakness in company business segments;
- Midcycle EBITDA leverage above 4.0x.
LIQUIDITY AND DEBT STRUCTURE
Improved Liquidity: Weatherford's $550 million revolving credit
facility reflects a material improvement in the company's liquidity
profile. The company has available borrowing capacity of $250
million as of close. If the senior secured notes drop below $200
million outstanding, the available borrowing capacity will increase
to $300 million. There was $200 million in available borrowing
capacity at close. The company had $839 million in readily
available cash and $107 million in restricted cash available at
3Q23.
Manageable Maturity Schedule: The company has maturities in 2028
(senior secured notes) and 2030 (senior notes). Fitch expects the
2028 senior secured notes to be repaid well in advance of the
maturity date. The 2030 senior notes represent a significant
maturity wall, but Weatherford has ample time to address the
notes.
ISSUER PROFILE
Weatherford International is an oilfield services company
headquartered in Houston, TX with operations in 75 countries
globally. It operates in three segments: Drilling and Evaluation,
Well Construction and Completion, and Production & Intervention.
Weatherford has exposure to onshore and offshore OFS activity.
ESG CONSIDERATIONS
Weatherford has a score of '4' for group structure reflecting a
complex group structure due to the companies diversified operations
and localized cash and collateral requirements. Fitch views the
group structure as having a negative impact on the credit profile
and is relevant to the rating in conjunction with other factors.
The highest level of ESG credit relevance is a score of '3', unless
otherwise disclosed in this section. A score of '3' 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. Fitch's ESG Relevance Scores are not
inputs in the rating process; they are an observation on the
relevance and materiality of ESG factors in the rating decision.
Entity/Debt Rating Recovery Prior
----------- ------ -------- -----
Weatherford
International
Public Limited
Company LT IDR B+ New Rating WD
Weatherford
International
Ltd. (Bermuda) LT IDR B+ New Rating WD
senior
unsecured LT BB- New Rating RR3
senior secured LT BB+ New Rating RR1
WEINHAGEN TIRE: Seeks to Hire Lamey Law Firm as Legal Counsel
-------------------------------------------------------------
Weinhagen Tire Company seeks approval from the U.S. Bankruptcy
Court for the District of Minnesota to employ Lamey Law Firm, P.A.
as counsel.
The firm will advise Debtor of its powers and duties under the
Bankruptcy Code and will provide other legal services in connection
with its Chapter 11 case.
The firm will be paid at these rates:
John D. Lamey $350 per hour
Associate attorneys/Contract Attorneys $300 per hour
Law Clerks $150 per hour
Paralegals $130 per hour
The firm will be paid a retainer in the amount of $15,000.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
John D. Lamey III, Esq., a partner at Lamey Law Firm, P.A.,
disclosed in a court filing that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
John D. Lamey III, Esq.
Lamey Law Firm, P.A.
980 Inwood Avenue North
Oakdale, MN 55128
Tel: (651) 309-8180
About Weinhagen Tire Company
Weinhagen Tire Company, filed a Chapter 11 bankruptcy petition
(Bankr. D. Minn. Case No. 23-32111) on October 10, 2023, disclosing
under $1 million in both assets and liabilities.
The Debtor is represented by LAMEY LAW FIRM, P.A.
WEST COAST HOSPITALITY: Wins Cash Collateral Access Thru Nov 30
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Oregon authorized
West Coast Hospitality Group, LLC to use cash collateral in an
amount not to exceed $113,232 on an interim basis in accordance
with the budget with a 10% variance, through November 30, 2023.
Emerald Fruit & Produce and McDonald Wholesale and the United
States Small Business Administration, PayPal, Inc., Reliant
Funding, and Stripe Capital are granted a valid, enforceable,
fully perfected, and unavoidable replacement lien on all of Debtors
assets or interests in assets acquired on or after the Petition
Date. The Replacement Liens will be perfected and enforceable by
operation of law upon execution and entry of the Order by the Court
without regard to whether the Replacement Liens are perfected under
applicable non-bankruptcy law.
As further partial adequate protection, the Creditors will be
allowed administrative claims under 11 U.S.C. Section 503(b), equal
to the respective Diminution which claims, will have priority over,
and be senior to, all other administrative claims against the
estate pursuant to 11 U.S.C. Section 507(b).
A final hearing on the matter is set for December 1 at 10 a.m.
A copy of the court's order and the Debtor's budget is available at
https://urlcurt.com/u?l=0qPtY8 from PacerMonitor.com.
The Debtor projects $145,000 in total income and $113,232 in total
expenses for November 2023.
About West Coast Hospitality Group, LLC
West Coast Hospitality Group, LLC sought protection under Chapter
11 of the U.S. Bankruptcy Code (Bankr. D. Ore. Case No.
23-62000-tmr11) on October 17, 2023. In the petition signed by
Natalie Sheild, member, the Debtor disclosed up to $1 million in
assets and up to $10 million in liabilities.
Judge Thomas M. Renn oversees the case.
Loren S. Scott, Esq., at The Scott Law Group, represents the Debtor
as legal counsel.
WESTERN DIGITAL: Moody's Assigns Ba1 CFR, On Review for Downgrade
-----------------------------------------------------------------
Moody's Investors Service downgraded Western Digital Corporation's
(WDC) senior unsecured ratings to Ba2, from Baa3, the ratings for
its senior secured notes (previously senior unsecured) to Ba1, from
Baa3, and concurrently assigned a Ba1 Corporate Family Rating, a
Ba1-PD Probability of Default Rating, and an SGL-2 Speculative
Grade Liquidity rating. All of the ratings were placed under review
for further downgrade. The ratings action follows WDC's
announcement that it has concluded its strategic review and intends
to pursue the spin-off of its flash-based product segment ("Flash
Business") as a tax-free distribution to shareholders. WDC expects
to operate the Hard Disk Drive segment ("HDD Business) and Flash
Business as separate publicly-held companies after the spin-off,
which is expected to close in the second half of 2024, subject to
various conditions. The outlook was placed under review.
Previously, the outlook was negative.
RATINGS RATIONALE
The downgrade of the ratings reflects a substantial erosion in
WDC's credit metrics resulting from a steep cyclical decline in
revenues in its both business segments and a weaker than expected
rebound in profitability over the next 12 months. Moody's analyst
Raj Joshi said, "Although Moody's believe that WDC's revenues and
operating income (non-GAAP basis) have troughed, WDC's operating
income (non-GAAP basis) is unlikely to turn positive before the
fiscal quarter ending June 2024." WDC expects to finalize the
capital structure of the two entities closer to the targeted
spin-off date.
Governance considerations are key drivers of the ratings action.
This primarily reflects the uncertainty about capital structure,
liquidity and financial policies following the separation of two
businesses as reflected in the change in the Credit Impact Score to
CIS-3 from CIS-2.
Moody's recognizes that there is limited visibility of supply and
demand in both the HDD and Flash segments beyond a few quarters.
Based on Moody's assumption of a weak recovery for both the HDD and
Flash businesses, Moody's projects that WDC's total debt plus
preferred stock to EBITDA will exceed 6x through fiscal year ending
June 2025 (including the tax repatriation liability and Moody's
standard analytical adjustments for operating leases and unfunded
pension obligations). Absent a meaningful injection of equity or a
much stronger than expected rebound in operating performance, a
separation of businesses in the second half of 2024 could result in
capital structures for the separated businesses that have weak pro
forma credit metrics.
Moody's placed the ratings under review for downgrade to reflect:
(i) the potential for a weak financial profile of the combined
businesses around the time of the intended spin-off given Moody's
expectation for a weak earnings recovery; (ii) uncertainty about
debt and liquidity profiles after the separation; (iii) likelihood
for prioritization of shareholder returns, given the background and
motivation for the strategic review; and, (iv) potential for
dyssynergies and higher customer and end-market concentration in
the two standalone businesses.
WDC's credit profile is supported by the strong long-term demand
prospects for data storage capacity in both the HDD and flash
segments, large operating scale for WDC's combined HDD and Flash
businesses, and its broad portfolio of HDD and flash-based storage
solutions. At the same time, both the HDD and Flash businesses are
characterized by intense competition, periodic supply and demand
imbalances and pricing pressure, while capital expenditures are
high in the Flash segment. Both product segments have execution
risks in managing technology transitions that are key to
maintaining competitiveness. In addition, the highly fragmented
nature of the flash industry with ample capacity to supply, and
rising yields from new flash production technologies and
incremental supply from emerging flash producers in China over the
long term increase business risks. These risks are tempered by
WDC's good liquidity, competitive cost structure in both HDD and
Flash segments, and Moody's expectations for improving
profitability over the next 12 to 18 months.
The SGL-2 liquidity rating is supported by WDC's $2 billion of cash
balances at F1Q '24 and a $2.25 billion undrawn revolving credit
facility. Moody's expects cash balances to decline to around $1.5
billion in the second half of FY '24, before the cash position
improves with higher cash generation. The SGL-2 rating incorporates
Moody's expectation that WDC will addresses the maturity of senior
convertible notes due in February 2024 using the proceeds from the
proposed offerings of new senior convertible notes.
The Ba1 ratings for the senior notes due 2029 and 2032 benefits
from the first priority security interest in certain assets of WDC
and its subsidiary, Western Digital Technologies, Inc. (WDT).
However, Moody's believes that given the extensive global footprint
of WDC's businesses, a meaningful share of assets are not pledged
to the benefit of secured debtholders. Secured debt, including the
obligations under bank credit facilities which are not rated by
Moody's, represented approximately 56% of total outstanding debt.
The senior notes due in 2026 and the senior convertible notes due
in February 2024 are rated Ba2 to reflect the large proportion of
secured debt which has higher priority of claims ahead of these
unsecured notes. Both notes rated Ba2 are guaranteed by WDC and
WDT.
FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS
Moody's believes that long-term demand drivers such as growth in
data storage in the hyperscale cloud market and increasing flash
memory content in a growing number of applications will remain
supportive of credit profiles of HDD and Flash segments. Moody's
review of the ratings will additionally focus on liquidity profiles
and financial policies of the two businesses given their highly
cyclical demand characteristics, higher capital requirements in the
Flash business, and, Moody's assessment of supply and demand
conditions the HDD and Flash businesses.
Western Digital Corporation is a leading developer, manufacturer
and provider of data storage devices and solutions based on HDD and
NAND technologies. WDC, through its SanDisk subsidiary, holds a
49.9% ownership interest in a series of flash memory manufacturing
joint ventures (Flash Ventures), with Kioxia Holdings Corporation
(f/k/a Toshiba Memory Corporation).
The principal methodology used in these ratings was Diversified
Technology published in February 2022.
WEWORK INC: Enters Into Satisfaction Letter With SVF, et al.
------------------------------------------------------------
WeWork Inc. disclosed in a Form 8-K filed with the Securities and
Exchange Commission that on Oct. 30, 2023, WeWork Companies LLC
("WeWork Obligor"), a subsidiary of the Company, entered into a
satisfaction letter with SoftBank Vision Fund II-2 L.P. . ("SVF"),
Goldman Sachs International Bank, as senior tranche administrative
agent, Kroll Agency Services Limited, as junior tranche
administrative agent, and certain other issuing creditors and L/C
participants party thereto, each of which is a party to that
certain Credit Agreement, dated as of Dec. 27, 2019.
Pursuant to the Satisfaction Letter, SVF will pay certain amounts
and deposit cash collateral in order to effect a Date of Full
Satisfaction (as defined in the Credit Agreement) and become
subrogated to the rights of the secured parties under the Credit
Agreement. Goldman Sachs International Bank, Kroll Agency Services
Limited and certain issuing creditors and L/C participants party to
the Satisfaction Letter, constituting the requisite Required L/C
Participants (as defined in the Credit Agreement), agreed to
forbear the exercise of any rights or remedies against the WeWork
Obligor or the WeWork Collateral (as defined in the Credit
Agreement) with respect to the specified defaults set forth
therein, from the date of the Satisfaction Letter while SVF's
payment of amounts and cash collateralization contemplated
thereunder is pending, except that such forbearance shall terminate
if SVF does not make such payment and cash collateralization by
Nov. 3, 2023 or earlier if the Forbearance Agreement is terminated
or certain restructuring events occur.
About WeWork Inc.
New York, NY-based WeWork Inc. (NYSE: WE) -- wework.com -- is a
global flexible workspace provider, serving a membership base of
businesses large and small through its network of 779 Systemwide
Locations, including 622 Consolidated Locations as of December
2022.
WeWork reported a net loss of $2.29 billion for the year ended
Dec.31, 2022, a net loss of $4.63 billion for the year ended Dec.
31, 2021, a net loss of $3.83 billion in 2020, and a net loss of
$3.77 billion in 2019. As of Dec. 31, 2022, the Company had
$17.86 billion in total assets, $21.31 billion in total
liabilities, and a total deficit of $3.43 billion.
WEWORK INC: Inks Forbearance Agreement With Noteholders
-------------------------------------------------------
WeWork Inc. disclosed in a Form 8-K filed with the Securities and
Exchange Commission that the Company, WeWork Companies LLC, WW
Co-Obligor Inc. and certain of the Company's subsidiaries entered
into a Notes Forbearance Agreement, which became effective on Oct.
30, 2023, with certain noteholders as lease renegotiations and the
active discussions with key certain stakeholders in the Company's
capital structure are still ongoing.
On Oct. 2, 2023, WeWork Inc. elected to withhold interest payments
due on the (i) 15.000% First Lien Senior Secured PIK Notes due
2027, Series I First Lien Notes, Series II First Lien Notes and
Series III III First Lien Notes, (ii) 11.000% Second Lien Senior
Secured PIK Notes due 2027, (iii) 12.000% Third Lien Senior Secured
PIK Notes due 2027, (iv) 11.000% Second Lien Exchangeable Senior
Secured PIK Notes due 2027, (v) 12.000% Third Lien Exchangeable
Senior Secured PIK Notes due 2027 and (vi) 12.000% Third Lien
Senior Secured PIK Notes due 2027, each issued by WeWork Companies
LLC and WW Co-Obligor Inc., and entered into the 30-day grace
period provided for under the indentures governing the Secured
Notes.
The Company said that following the entry into the 30-day grace
period, it commenced discussions with certain stakeholders in its
capital structure regarding improving its balance sheet as it takes
steps to rationalize its real estate footprint.
The Noteholders party to the Forbearance Agreement beneficially
own, collectively:
(i) approximately 95.6% of the Series I First Lien Notes;
(ii) approximately 93.9% of the Second Lien Notes;
(iii) 100% of the Series II First Lien Notes;
(iv) 100% of the Series III First Lien Notes;
(v) 100% of the Second Lien Exchangeable Notes; and
(vi) 100% of the Third Lien Exchangeable Notes.
About WeWork Inc.
New York, NY-based WeWork Inc. (NYSE: WE) -- wework.com -- is a
global flexible workspace provider, serving a membership base of
businesses large and small through its network of 779 Systemwide
Locations, including 622 Consolidated Locations as of December
2022.
WeWork reported a net loss of $2.29 billion for the year ended
Dec.31, 2022, a net loss of $4.63 billion for the year ended Dec.
31, 2021, a net loss of $3.83 billion in 2020, and a net loss of
$3.77 billion in 2019. As of Dec. 31, 2022, the Company had
$17.86 billion in total assets, $21.31 billion in total
liabilities, and a total deficit of $3.43 billion.
WEWORK INC: Names David Tolley as CEO to Lead Turnaround Effort
---------------------------------------------------------------
Molly Schuetz of Bloomberg News reports that WeWork Inc. named
David Tolley chief executive officer, shifting his temporary status
to permanent at the head of the struggling co-working real estate
company.
Tolley takes over at a pivotal time for WeWork, which warned in
August that it had "substantial doubt" about its ability to
continue as a viable company. In September 2023, Tolley said WeWork
would renegotiate nearly all of its leases with landlords and
planned to exit "unfit and underperforming" locations, in an effort
to cut costs and stave off bankruptcy.
WeWork Inc. (NYSE: WE), on Oct. 16, 2023, announced that David
Tolley has been named Chief Executive Officer. Tolley has served
as a WeWork Board Member since February 2023 and as interim Chief
Executive Officer since May 2023.
"WeWork's ability to define and lead an evolving world of work is a
direct result of the tenacity and hard work of our employees who
have built an exceptional product, member experience, and brand,"
said Tolley, in a statement. "As companies continue to rethink
their office strategies, and demand for flexible office space
continues to grow, WeWork offers a unique suite of solutions that
empower entrepreneurs and companies of all sizes to collaborate
together, evolve and thrive."
Tolley brings over 25 years of experience creating and executing
strategies and operational improvements that drive value, cash
flow, and revenue. Tolley will continue to lead WeWork's ongoing
transformation efforts. WeWork remains focused on building a
sustainable and profitable business as it executes its strategic
plan, which includes renegotiating nearly all of its leases to
reduce rent expenses and driving operational efficiency. WeWork
also continues to invest in its buildings, offerings, and products
to strengthen its global footprint, and further enhance its
signature member experience.
About WeWork Inc.
New York, NY-based WeWork Inc. (NYSE: WE) -- wework.com -- is a
global flexible workspace provider, serving a membership base of
businesses large and small through its network of 779 Systemwide
Locations, including 622 Consolidated Locations as of December
2022.
WeWork reported a net loss of $2.29 billion for the year ended
Dec.
31, 2022, a net loss of $4.63 billion for the year ended Dec. 31,
2021, a net loss of $3.83 billion in 2020, and a net loss of $3.77
billion in 2019. As of Dec. 31, 2022, the Company had $17.86
billion in total assets, $21.31 billion in total liabilities, and
a
total deficit of $3.43 billion.
* * *
According to reports, WeWork Inc. is reportedly preparing for a
Chapter 11 bankruptcy filing in New Jersey.
WeWork skipped interest payments on some bonds in October, and in
late October 2023 disclosed a seven-day forbearance agreement with
noteholders after an earlier grace period expired. The Company
also said it has elected to withhold interest payment of
approximately $6.4 million payable in cash on November 1, 2023 with
respect to the 7.875% Senior Notes due 2025. The Company said
lease renegotiations and the active discussions with key certain
stakeholders in the Company's capital structure are still ongoing.
The company and its backers, including SoftBank Group and
bondholders including King Street Capital Management, have been
locked in discussions over who will take the keys to the firm as
part of its latest restructuring, Bloomberg previously report
WEWORK INC: Skips $6.4 Million Interest Payment on Senior Notes
---------------------------------------------------------------
Wework Inc. disclosed in a Form 8-K filed with the Securities and
Exchange Commission that it has elected to withhold interest
payment of approximately $6.4 million payable in cash on Nov. 1,
2023 with respect to WeWork Companies LLC and WW Co-Obligor Inc.'s
7.875% Senior Notes due 2025.
"While the Company has the liquidity to make the Unsecured Notes
Interest Payment, under the indenture governing the Unsecured
Notes, the Company has a 30-day grace period to make the Unsecured
Notes Interest Payment before such non-payment constitutes an
"event of default" with respect to the Unsecured Notes," said
Wework in the SEC filing.
About WeWork Inc.
New York, NY-based WeWork Inc. (NYSE: WE) -- wework.com -- is a
global flexible workspace provider, serving a membership base of
businesses large and small through its network of 779 Systemwide
Locations, including 622 Consolidated Locations as of December
2022.
WeWork reported a net loss of $2.29 billion for the year ended
Dec.31, 2022, a net loss of $4.63 billion for the year ended Dec.
31, 2021, a net loss of $3.83 billion in 2020, and a net loss of
$3.77 billion in 2019. As of Dec. 31, 2022, the Company had
$17.86 billion in total assets, $21.31 billion in total
liabilities, and a total deficit of $3.43 billion.
WW INTERNATIONAL: $945MM Bank Debt Trades at 29% Discount
---------------------------------------------------------
Participations in a syndicated loan under which WW International
Inc is a borrower were trading in the secondary market around 71.3
cents-on-the-dollar during the week ended Friday, November 3, 2023,
according to Bloomberg's Evaluated Pricing service data.
The $945 million facility is a Term loan that is scheduled to
mature on April 13, 2028. About $942.6 million of the loan is
withdrawn and outstanding.
WW International Inc., formerly weight watchers international Inc.,
is a global company headquartered in the US that offers weight
loss.
YELLOW CORP: Can't Transfer Teamsters Lawsuit
---------------------------------------------
Beverly Banks of Law360 reports that Yellow Corp. can't transfer
its suit against the Teamsters seeking $137 million in damages to
bankruptcy court, a Kansas federal judge ruled in a decision
docketed Thursday, October 12, 2023, finding the company couldn't
have taken this case to Delaware federal court under federal labor
law jurisdiction requirements.
About Yellow Corporation
Yellow Corporation -- http://www.myyellow.com/-- operates
logistics and less-than-truckload (LTL) networks in North America,
providing customers with regional, national, and international
shipping services throughout. Yellow's principal office is in
Nashville, Tenn., and is the holding company for a portfolio of LTL
brands including Holland, New Penn, Reddaway, and YRC Freight, as
well as the logistics company Yellow Logistics.
Yellow Corporation and 23 affiliates concurrently filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. D. Del. Lead Case No. 23-11069) on August 6, 2023, before
the Hon. Craig T. Goldblatt. As of March 31, 2023, Yellow Corp. had
$2,152,200,000 in total assets against $2,588,800,000 in total
liabilities. The petitions were signed by Matthew A. Doheny as
chief restructuring officer.
The Debtors tapped Kirkland & Ellis LLP as restructuring counsel;
Pachulski Stang Ziehl & Jones LLP as Delaware local counsel;
Kasowitz, Benson and Torres LLP as special litigation counsel;
Goodmans LLP as special Canadian counsel; Ducera Partners LLC as
investment banker; and Alvarez and Marsal as financial advisor.
Epiq Bankruptcy Solutions serves as claims and noticing agent.
Milbank LLP serves as counsel to certain investment funds and
accounts managed by affiliates of Apollo Capital Management, L.P.
White & Case LLP serves as counsel to Beal Bank USA.
Arnold & Porter Kaye Scholer LLP serves as counsel to the United
States Department of the Treasury.
On Aug. 16, 2023, the United States Trustee for Region 3 appointed
an official committee of unsecured creditors. The committee tapped
Akin Gump Strauss Hauer & Feld LLP and Benesch, Friedlander, Coplan
& Aronoff LLP as counsel; Miller Buckfire as investment banker; and
Huron Consulting Services LLC as financial advisor.
YELLOW CORP: Kicks Off Chapter 11 Trucks Auction Strategy
---------------------------------------------------------
Emily Lever of Law360 reports that bankrupt trucking company Yellow
Corp. has asked a Delaware bankruptcy court to give speedy approval
to its retention of an auction agent to sell off its rolling stock,
saying it needs to depart from its bidding procedures order because
it doesn't have the resources to conduct the sale process on its
own.
About Yellow Corporation
Yellow Corporation -- http://www.myyellow.com/-- operates
logistics and less-than-truckload (LTL) networks in North America,
providing customers with regional, national, and international
shipping services throughout. Yellow's principal office is in
Nashville, Tenn., and is the holding company for a portfolio of LTL
brands including Holland, New Penn, Reddaway, and YRC Freight, as
well as the logistics company Yellow Logistics.
Yellow Corporation and 23 affiliates concurrently filed voluntary
petitions for relief under Chapter 11 of the Bankruptcy Code
(Bankr. D. Del. Lead Case No. 23-11069) on Aug. 6, 2023, before
the Hon. Craig T. Goldblatt. As of March 31, 2023, Yellow Corp.
had
$2,152,200,000 in total assets against $2,588,800,000 in total
liabilities. The petitions were signed by Matthew A. Doheny as
chief restructuring officer.
The Debtors tapped Kirkland & Ellis LLP as restructuring counsel;
Pachulski Stang Ziehl & Jones LLP as Delaware local counsel;
Kasowitz, Benson and Torres LLP as special litigation counsel;
Goodmans LLP as special Canadian counsel; Ducera Partners LLC as
investment banker; and Alvarez and Marsal as financial advisor.
Epiq Bankruptcy Solutions serves as claims and noticing agent.
Milbank LLP serves as counsel to certain investment funds and
accounts managed by affiliates of Apollo Capital Management, L.P.
White & Case LLP serves as counsel to Beal Bank USA.
Arnold & Porter Kaye Scholer LLP serves as counsel to the United
States Department of the Treasury.
On August 16, 2023, the United States Trustee for Region 3
appointed an official committee of unsecured creditors in the
Chapter 11 cases. The committee tapped Akin Gump Strauss Hauer &
Feld LLP and Benesch, Friedlander, Coplan & Aronoff LLP as counsel;
Miller Buckfire as investment banker; and Huron Consulting Services
LLC as financial advisor.
Z GALLERIE: Seeks Buyer After Filing for Chapter 11 for 3rd Time
----------------------------------------------------------------
Ethan M Steinberg and Steven Church of Bloomberg News report that
home-decor retailer Z Gallerie is searching for a buyer after it
filed bankruptcy for the third time Monday, October 16, 2023.
The California-based firm, which sells upscale furniture pieces,
said in a Delaware court filing that high mortgage rates and a
resulting pullback in home sales crimped demand for its products.
It also cited higher import costs, negative cash flow in many of
its stores and industry headwinds as factors that led to its
filing. It listed assets and liabilities of as much as $100 million
each in its bankruptcy petition.
About Z Gallerie LLC
Z Gallerie, LLC -- https://www.zgallerie.com/ -- is a retailer of
home decor products. It operates 76 retail stores in 28 states as
of the petition date.
Z Gallerie and its affiliate Z Gallerie Holding Company, LLC,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
D. Del. Lead Case No. 19-10488) on March 11, 2019. At the time of
the filing, the Debtors estimated assets of $100 million to $500
million and liabilities of $100 million to $500 million.
The Debtors tapped Klehr Harrison Harvey Branzburg LLP and
Kirkland
& Ellis as legal counsel; Lazard Middle Market LLC as investment
banker; Berkeley Research Group, LLC as restructuring advisor; and
Stretto as claims and noticing agent.
Andrew Vara, acting U.S. trustee for Region 3, on March 20, 2019,
appointed five creditors to serve on the official committee of
unsecured creditors in the Chapter 11 cases of Z Gallerie, LLC and
its affiliates. The Committee retained Cooley LLP, as lead
counsel
and Province, Inc., as financial advisor.
[^] BOND PRICING: For the Week from Oct. 30 to Nov. 3, 2023
-----------------------------------------------------------
Company Ticker Coupon Bid Price Maturity
------- ------ ------ --------- --------
99 Escrow Issuer Inc NDN 7.500 35.018 1/15/2026
99 Escrow Issuer Inc NDN 7.500 35.543 1/15/2026
99 Escrow Issuer Inc NDN 7.500 35.543 1/15/2026
Acorda Therapeutics Inc ACOR 6.000 66.126 12/1/2024
Amyris Inc AMRS 1.500 10.500 11/15/2026
At Home Group Inc HOME 7.125 25.250 7/15/2029
At Home Group Inc HOME 7.125 20.795 7/15/2029
Audacy Capital Corp CBSR 6.750 1.552 3/31/2029
Audacy Capital Corp CBSR 6.500 1.056 5/1/2027
Audacy Capital Corp CBSR 6.750 2.133 3/31/2029
BPZ Resources Inc BPZR 6.500 3.017 3/1/2049
Bausch Health Americas BHCCN 8.500 45.028 1/31/2027
Bausch Health Americas BHCCN 8.500 45.144 1/31/2027
BayCare Health System BAYCAR 2.695 97.970 11/15/2023
Benefitfocus Inc BNFT 1.250 95.000 12/15/2023
Biora Therapeutics Inc BIOR 7.250 58.500 12/1/2025
Brixmor LLC BRX 6.900 9.875 2/15/2028
CNG Holdings Inc CNGHLD 12.500 86.716 6/15/2024
CNG Holdings Inc CNGHLD 12.500 86.716 6/15/2024
CNG Holdings Inc CNGHLD 12.500 86.716 6/15/2024
CWT Travel Group Inc CWTTRV 8.500 28.823 11/19/2026
CWT Travel Group Inc CWTTRV 8.500 31.754 11/19/2026
Citizens Financial Group CFG 6.375 81.000 N/A
Clearwater Paper Corp CLW 5.375 97.794 2/1/2025
Clearwater Paper Corp CLW 5.375 97.979 2/1/2025
Clovis Oncology Inc CLVS 1.250 8.976 5/1/2025
Clovis Oncology Inc CLVS 4.500 8.615 8/1/2024
Clovis Oncology Inc CLVS 4.500 8.750 8/1/2024
CommScope Inc COMM 8.250 45.820 3/1/2027
CommScope Technologies COMM 5.000 35.486 3/15/2027
CommScope Technologies COMM 5.000 36.164 3/15/2027
Curo Group Holdings Corp CURO 7.500 39.374 8/1/2028
Curo Group Holdings Corp CURO 7.500 22.776 8/1/2028
DIRECTV Holdings
LLC / DIRECTV
Financing Co Inc DTV 6.000 13.820 8/15/2040
DIRECTV Holdings
LLC / DIRECTV
Financing Co Inc DTV 6.350 7.204 3/15/2040
Danimer Scientific Inc DNMR 3.250 25.666 12/15/2026
Diamond Sports Group
LLC / Diamond
Sports Finance Co DSPORT 5.375 2.000 8/15/2026
Diamond Sports Group
LLC / Diamond
Sports Finance Co DSPORT 6.625 2.000 8/15/2027
Diamond Sports Group
LLC / Diamond
Sports Finance Co DSPORT 5.375 1.500 8/15/2026
Diamond Sports Group
LLC / Diamond
Sports Finance Co DSPORT 5.375 0.759 8/15/2026
Diamond Sports Group
LLC / Diamond
Sports Finance Co DSPORT 5.375 1.063 8/15/2026
Diamond Sports Group
LLC / Diamond
Sports Finance Co DSPORT 6.625 1.197 8/15/2027
Diamond Sports Group
LLC / Diamond
Sports Finance Co DSPORT 5.375 1.996 8/15/2026
Endo Finance LLC /
Endo Finco Inc ENDP 5.375 5.000 1/15/2023
Endo Finance LLC /
Endo Finco Inc ENDP 5.375 5.000 1/15/2023
Energy Conversion
Devices Inc ENER 3.000 0.551 6/15/2013
Envision Healthcare Corp EVHC 8.750 5.000 10/15/2026
Envision Healthcare Corp EVHC 8.750 4.686 10/15/2026
Esperion Therapeutics ESPR 4.000 50.010 11/15/2025
Exela Intermediate LLC
/ Exela Finance Inc EXLINT 11.500 19.500 7/15/2026
Exela Intermediate LLC
/ Exela Finance Inc EXLINT 11.500 19.563 7/15/2026
Federal Farm Credit
Banks Funding Corp FFCB 4.625 99.824 11/3/2023
Federal Home Loan Banks FHLB 0.800 89.128 11/27/2023
Federal Home Loan Banks FHLB 4.875 99.821 11/7/2023
Federal Home Loan Banks FHLB 0.350 88.325 1/29/2024
Federal Home Loan Banks FHLB 4.750 99.829 11/3/2023
Federal Home Loan Banks FHLB 4.375 99.404 11/6/2023
Federal Home Loan Banks FHLB 1.200 89.645 11/28/2023
Federal Home Loan
Mortgage Corp FHLMC 2.500 99.394 11/6/2023
First Citizens
Bancshares Inc/TX FIRCTZ 6.000 91.588 9/1/2028
First Citizens
Bancshares Inc/TX FIRCTZ 6.000 91.588 9/1/2028
GNC Holdings Inc GNC 1.500 0.411 8/15/2020
Goodman Networks Inc GOODNT 8.000 1.000 5/31/2022
H-Food Holdings LLC /
Hearthside
Finance Co Inc HEFOSO 8.500 24.212 6/1/2026
H-Food Holdings LLC /
Hearthside
Finance Co Inc HEFOSO 8.500 24.176 6/1/2026
Hallmark Financial
Services Inc HALL 6.250 18.500 8/15/2029
Inseego Corp INSG 3.250 40.750 5/1/2025
Invacare Corp IVC 4.250 2.053 3/15/2026
Invacare Corp IVC 5.000 83.125 11/15/2024
JPMorgan Chase Bank NA JPM 2.000 81.345 9/10/2031
Karyopharm Therapeutics KPTI 3.000 53.838 10/15/2025
Liberty Interactive LLC LINTA 8.250 31.057 2/1/2030
Liberty Interactive LLC LINTA 8.500 31.655 7/15/2029
Liberty Interactive LLC LINTA 4.000 20.250 11/15/2029
Liberty Interactive LLC LINTA 3.750 20.250 2/15/2030
Liberty Interactive LLC LINTA 4.000 18.951 11/15/2029
Liberty Interactive LLC LINTA 3.750 19.381 2/15/2030
Ligado Networks LLC NEWLSQ 15.500 24.819 11/1/2023
Ligado Networks LLC NEWLSQ 15.500 24.169 11/1/2023
MBIA Insurance Corp MBI 16.915 4.250 1/15/2033
MBIA Insurance Corp MBI 16.902 3.193 1/15/2033
Macy's Retail Holdings M 7.875 97.023 3/1/2030
Macy's Retail Holdings M 7.875 97.023 3/1/2030
Mashantucket Western
Pequot Tribe MASHTU 7.350 42.915 7/1/2026
Morgan Stanley MS 1.800 69.610 8/27/2036
OMX Timber Finance
Investments II LLC OMX 5.540 0.850 1/29/2020
Omeros Corp OMER 5.250 40.250 2/15/2026
Omeros Corp OMER 6.250 96.585 11/15/2023
P&L Development LLC /
PLD Finance Corp PLDEVE 7.750 58.195 11/15/2025
P&L Development LLC /
PLD Finance Corp PLDEVE 7.750 57.622 11/15/2025
Photo Holdings
Merger Sub Inc SFLY 8.500 38.750 10/1/2026
Photo Holdings
Merger Sub Inc SFLY 8.500 38.750 10/1/2026
Polar US Borrower
LLC / Schenectady
International SIGRP 6.750 44.002 5/15/2026
Polar US Borrower
LLC / Schenectady
International SIGRP 6.750 44.163 5/15/2026
Porch Group Inc PRCH 0.750 14.000 9/15/2026
Public Service
Enterprise Group Inc PEG 0.841 99.949 11/8/2023
Rackspace
Technology Global Inc RAX 5.375 29.125 12/1/2028
Radiology Partners Inc RADPAR 9.250 37.253 2/1/2028
Radiology Partners Inc RADPAR 9.250 37.473 2/1/2028
Renco Metals Inc RENCO 11.500 24.875 7/1/2003
Rite Aid Corp RAD 7.700 9.250 2/15/2027
Rite Aid Corp RAD 6.875 6.563 12/15/2028
Rite Aid Corp RAD 6.875 6.563 12/15/2028
RumbleON Inc RMBL 6.750 47.233 1/1/2025
SBL Holdings Inc SECBEN 7.000 60.070 N/A
SBL Holdings Inc SECBEN 7.000 60.750 N/A
SVB Financial Group SIVB 3.500 58.750 1/29/2025
SVB Financial Group SIVB 4.000 1.625 N/A
SVB Financial Group SIVB 4.100 1.688 N/A
SVB Financial Group SIVB 4.700 1.625 N/A
SVB Financial Group SIVB 4.250 1.750 N/A
Shift Technologies Inc SFT 4.750 0.875 5/15/2026
Signature
Bank/New York NY SBNY 4.000 3.375 10/15/2030
Signature
Bank/New York NY SBNY 4.125 3.440 11/1/2029
Synovus Financial Corp SNV 5.900 90.195 2/7/2029
Talen Energy Supply LLC TLN 6.500 34.288 6/1/2025
Talen Energy Supply LLC TLN 10.500 34.750 1/15/2026
Talen Energy Supply LLC TLN 10.500 34.750 1/15/2026
Talen Energy Supply LLC TLN 6.500 26.500 9/15/2024
Talen Energy Supply LLC TLN 7.000 26.500 10/15/2027
Talen Energy Supply LLC TLN 6.500 26.500 9/15/2024
Talen Energy Supply LLC TLN 10.500 34.750 1/15/2026
TerraVia Holdings Inc TVIA 5.000 4.644 10/1/2019
Tricida Inc TCDA 3.500 10.071 5/15/2027
US Renal Care Inc USRENA 10.625 43.000 7/15/2027
US Renal Care Inc USRENA 10.625 39.950 7/15/2027
UpHealth Inc UPH 6.250 24.500 6/15/2026
Veritone Inc VERI 1.750 35.250 11/15/2026
Virgin Galactic
Holdings Inc SPCE 2.500 38.344 2/1/2027
WeWork Cos LLC /
WW Co-Obligor Inc WEWORK 5.000 11.375 7/10/2025
WeWork Cos LLC /
WW Co-Obligor Inc WEWORK 5.000 11.250 7/10/2025
Wesco Aircraft Holdings WAIR 9.000 9.349 11/15/2026
Wesco Aircraft Holdings WAIR 8.500 3.392 11/15/2024
Wesco Aircraft Holdings WAIR 13.125 2.628 11/15/2027
Wesco Aircraft Holdings WAIR 8.500 3.392 11/15/2024
Wesco Aircraft Holdings WAIR 13.125 2.628 11/15/2027
Wesco Aircraft Holdings WAIR 9.000 9.349 11/15/2026
*********
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
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however, be complete or accurate. The Monday Bond Pricing table
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*********
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