Bankruptcy News

Orion Healthcorp Financing Approval Sought

Orion Healthcorp filed with the U.S. Bankruptcy Court a motion for authority to obtain credit, under Section 364(b), Rule 4001(c) or (d), in addition to motion to the Company's motion to use cash collateral and scheduling a final hearing. The motion explains, "By this Motion, the Debtors are seeking, inter alia: (a) authorization for the Debtors to obtain senior secured postpetition financing consisting of a revolving credit facility in a principal amount of up to $7,500,000 (the 'DIP Facility') in accordance with the DIP Credit Agreement among (i) Orion Healthcorp, as borrower; (ii) the other Debtors, as guarantors thereto; (iii) New York Network Management, Network Management Insurance Brokerage Services, New York Network IPA, (IPA 1), New York Premier IPA (IPA 2), Brooklyn Medical Systems IPA (IPA 3), Brooklyn Medical Systems IPA (IPA 4), and Brooklyn Medical Systems IPA 5 (IPA 5), collectively, NYNM; (iv) Bank of America as administrative agent (the 'D.I.P. Agent'), and (v) the lenders from time to time party thereto, the 'DIP Lenders' and collectively with the DIP Agent and providers of hedge products and treasury management services secured by the DIP Collateral, the 'DIP Secured Parties'; (b) authorization for the Debtors to obtain from the DIP Lenders, during the interim period pending the Final Hearing, up to $4,500,000 (the 'Interim Amount') in accordance with the DIP Credit Agreement and the Interim Order…authorization for the Debtors to obtain from the DIP Lenders upon entry of the Final Order total advances in an amount not to exceed a maximum outstanding principal amount of $7,500,000 (the 'Total Commitment') in accordance with the DIP Credit Agreement, the DIP Documents, and the Final Order, which Total Commitment includes the amount necessary to repay the Bridge Loan Obligations."

Weinstein Company Holdings Sale Sought

Weinstein Company Holdings filed with the U.S. Bankruptcy Court a motion for entry of orders approving bidding procedures for the sale of substantially all of the Debtors' assets; approving stalking horse bid protections; scheduling an auction for and hearing to approve the sale of substantially all of the Debtors' assets; approving form and manner of notices of the sale, auction and sale hearing and approving the sale of substantially all of the Debtors' assets free and clear of all liens, claims, interests and encumbrances. The motion explains, "The bidders received 2 bids by the March 8, 2018 bid deadline. The highest and best 'final bid' (the 'Lantern Bid') was submitted by Lantern Entertainment LLC (the 'Stalking Horse Bidder'), an affiliate of Lantern Capital, which sought to acquire substantially all of the Assets for a purchase price of $310 million in cash (subject to certain adjustments) (the 'Cash Purchase Price'), payment of the Cure Amounts required to be paid at closing of the Sale (with the Cash Purchase Price, the 'Aggregate Purchase Price') and the assumption of certain liabilities (with the Aggregate Purchase Price, the 'Stalking Horse Purchase Price')….By this Motion, the Debtors request authority to, among other things, provide the Stalking Horse Bidder with standard stalking horse protections, in particular (a) the payment of a break-up fee in an amount equal to 3% of the Cash Purchase Price (i.e., $9,300,000) and (b) reimbursement in an amount up to 2% of the Cash Purchase Price (i.e., $6,200,000) for reasonable and documented out-of-pocket costs, fees and expenses of the Stalking Horse Bidder (including reasonable expenses of legal, financial advisory, accounting and other similar costs, fees and expenses and all filing fees under the HSR Act) related to the transactions contemplated by the Stalking Horse Agreement (the 'Expense Reimbursement', and together with the Break-Up Fee, collectively the 'Stalking Horse Protections')." The following dates are proposed: bid deadline - April 30, 2018; hearing to consider approval of the bidding procedures - April 3, 2018; deadline to object to the stalking horse bidder and the sale - April 30, 2018; auction - May 2, 2018; deadline to object to auction and sale - May 3, 2018; sale hearing - May 4,2018. The Court scheduled an April 6, 2018 hearing to consider the sale and procedures motion, with objections due by April 3, 2018.

Claire's Stores Interim Financing Approved

The U.S. Bankruptcy Court approved, on an interim basis, Claire's Stores' post-petition financing motion. As previously reported "The Debtors request for a $135 million DIP Financing facility, comprised of (a) a senior secured multiple-draw asset-based revolving credit facility in an aggregate principal amount of up to $75 million and (b) a senior secured 'last-out' term loan facility in an aggregate principal amount of up to $60 million, of which up to $30 million will be borrowed on an interim draw." The Court scheduled an April 19, 2018 hearing to consider final approval.

Dextera Surgical Agreement Withdrawn

Dextera Surgical filed with the U.S. Bankruptcy Court a notice of withdrawal of the combined motion to assume a tax and consulting master services agreement and the motion to retain Moss Adams to provide tax related services. No further explanation was provided; however, the Company's originally motion argued, "As of the Petition Date, the Debtor owed Moss $44,659.50 (the 'Cure Claim') for Tax Related Services related to (i) the preparation of 2016 federal and state tax return extensions for the year ended June 30, 2017, (ii) preparation of 2016 federal and state corporate income tax provisions for the year ended June 30, 2017 related to the Debtor's public filings with the Securities and Exchange Commission, (iii) preparation of 2016 foreign bank account reporting forms, and (iv) various tax consultations in 2017 related to Delaware taxes, property taxes, and an asset sale. As part of this Application, the Debtor seeks Court approval to assume the Master Agreement under section 365(a) of the Bankruptcy Code and to pay Moss the Cure Claim. By this Application, the Debtor also seeks to engage Moss, as tax advisor, to provide Tax Related Services pursuant to terms of the Master Agreement, primarily related to the preparation of the Debtor's 2017 tax returns which must be filed on or before April 17, 2018. The services to be provided by Moss to the Debtor are necessary to enable the Debtor to finalize and file its 2017 tax returns and to comply with Federal and State tax laws. Given Moss' longstanding history and familiarity with the Debtor and its management team, Moss is uniquely situated to provide the needed services on a cost effective basis."

Seadrill Interest Rate Cap Approved

The U.S. Bankruptcy Court approved Seadrill's emergency motion for interest rate caps. As previously reported, "The Debtors' capital structure is composed of twelve secured credit facilities (the 'Bank Facilities') and six issuances of unsecured bonds (the 'Bonds'). All of the Bank Facilities have floating interest rates that are tied to LIBOR, and three of the Bonds are denominated in non U.S. currencies. Historically, this subjected the Debtors to both interest rate and currency risks, which the Debtors hedged against through a series of interest rate and currency swap agreements….Obtaining the proper interest rate protection is a key component of successful implementation of the Plan, given that the Debtors have nearly $6 billion of secured debt that is subject to interest rate fluctuations. After evaluating which type of interest rate hedge was appropriate, the Debtors determined that the Interest Rate Caps would provide the most protection and value to the Debtors' estates. Interest rate caps are a type of interest rate hedge, where the purchaser receives payment from the hedge provider at the end of each period that interest rates exceed the agreed upon threshold. As interest rates continue to rise, obtaining the Interest Rate Caps will protect the Debtors' estates from potentially material swings in interest rates in the future, which could have a significant negative impact on the Debtors' liquidity position both prior to, and following, the proposed effective date of the Debtors' chapter 11 plan. Importantly, Interest Rate Caps, by their nature do not require any collateral and do not generally create any liabilities for the purchaser, unlike traditional swaps."

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