/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/220415.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, April 15, 2022, Vol. 26, No. 104 Headlines 141 TROUTMAN: Taps Goldberg Weprin Finkel Goldstein as Counsel 17 MCGUINESS: Returns to Chapter 11 Bankruptcy 243 SUYDAM: Taps Goldberg Weprin Finkel Goldstein as Legal Counsel 4TH STREET MEDICAL: Wins Access to Poppy Bank's Cash Collateral 5 STAR JETS: Unsecured Creditors to Split $25K in Plan ACER THERAPEUTICS: Raises $3.2M From "At-the-Market" Stock Offering ADVANTAGE MANAGEMENT BEAVER: Taps Kerkman & Dunn as Legal Counsel ADVANTAGE MANAGEMENT WAUPUN: Taps Kerkman & Dunn as Legal Counsel ADVAXIS INC: Preferred Shareholders Exercise Redemption Rights AE OPCO III: Seeks to Hire Johnson Pope Bokor as Legal Counsel ALISHA LLC: Unsecured Creditors to be Paid in Full in 2 Years ASTA HOLDINGS: Seeks to Hire Newmark Southeast Region as Broker ATP POWER: Fitch Affirms BB+ Foreign Currency IDR, Outlook Neg. ATSI INC: Seeks to Hire Ann Roberts & Company as Accountant BDW HOLDINGS BEAVER: Taps Kerkman & Dunn as Bankruptcy Counsel BDW HOLDINGS WAUPUN: Taps Kerkman & Dunn as Bankruptcy Counsel BELL AND ARTHUR: Gets OK to Hire GPG & Associates as Accountant BIONIK LABORATORIES: Converts $9M Promissory Notes Into Equity BLINK CHARGING: Withdraws Preferred Shares Cert. of Designations BLUELINE TACTICAL: Case Summary & 16 Unsecured Creditors BRAZIL MINERALS: Has 46.17% Equity Stake in Apollo Resources BRIGHTVIEW LANDSCAPES: Moody's Affirms B1 CFR & Rates New Debt B1 CABLE & WIRELESS: S&P Alters Outlook to Stable, Affirms 'BB-' ICR CALPINE CORP: Fitch Affirms 'B+' IDR, Outlook Stable CCX INC: Seeks to Hire Morris James LLP as Legal Counsel CCX INC: Seeks to Hire Stretto as Administrative Advisor CENTER CITY HEALTHCARE: Sued Medtronic to Clawback $1.3M CHEMBIO DIAGNOSTICS: Falls Short of Nasdaq Bid Price Requirement CHOBANI GLOBAL: S&P Affirms 'B-' ICR, Off CreditWatch Positive CLUBCORP HOLDINGS: Moody's Hikes CFR to B3, Outlook Stable COLON VENTURE: May 12 Hearing on Disclosure Statement CONNACHT CORP: Seeks to Hire BST & Co. CPAs LLP as Accountant DEEP ELLUM: Taps Wick Phillips Gould & Martin as Legal Counsel DIOCESE OF CAMDEN: Court Approves Disclosure Statement DIXIE CENTERS: Only One Creditor Remaining in Case DJ MAGIK: Seeks to Tap Van Horn Law Group as Bankruptcy Counsel ECTOR COUNTY: Davis Polk, RLF Represent Term Lenders ELDERHOME LAND: May 26 Hearing on Disclosure Statement EMTEE CLEANERS: Seeks to Hire Alter & Brescia as Legal Counsel FAMOUS ANTHONY'S INC: Non-Personal Injury Unsec. to be Paid in Full FAMOUS ANTHONY'S: Non-Personal Injury Unsecureds to be Paid in Full FFC HOLDINGS: Seeks Approval to Hire George S. Magas as Accountant FFC HOLDINGS: Seeks to Hire Yumkas Vidmar Sweeney as Legal Counsel FIX MY GADGET: Files Emergency Bid to Use Cash Collateral FLUSHING LANDMARK: Court Approves Disclosure Statement FORE MACHINE: Committee Taps Cantey Hanger as Bankruptcy Counsel FORE MACHINE: Committee Taps CR3 Partners as Financial Advisor FREEDOM HOLDING: S&P Assigns 'B-' ICR, On CreditWatch Negative FUELCELL ENERGY: Appoints Mark Feasel as EVP, CMO GATEARM TECHNOLOGIES: Unsecureds to Get $2.5K Per Month for 5 Years GOTSPACE DATA: Seeks to Tap Weiner Law Firm as Bankruptcy Counsel GREEN VALLEY: Resolves Dispute with WSFS; Amends Plan HOFFMASTER GROUP: Moody's Cuts CFR to Caa2, Outlook Negative HOLLIDAY ROAD: Seeks to Hire Eric A. Liepins as Legal Counsel INDIGO PALMS: Seeks Approval to Hire Herron Hill as Legal Counsel JEFFERSON HEALTHCARE: S&P Affirms 'BB+' Long-Term ICR JERICHO GROUP: Seeks to Hire Scott R. Schneider as Legal Counsel JK 325 LLC: Files Emergency Bid to Use Cash Collateral JS KALAMA: Trustee Taps Eisenhower Carlson as Legal Counsel KNOW LABS: Granted Two New Foundational Patents LAKE INDUSTRIAL: Files Chapter 11 Bankruptcy Protection LIVEONE INC: Receives Noncompliance Notice From Nasdaq LONG CANYON: Files for Chapter 11 Bankruptcy in Los Angeles LTL MANAGEMENT: Bankruptcy Shield Doesn't Stop Workers' Lawsuit LTL MANAGEMENT: Wants Talc Claimant's Bid for Appointment Denied LUCKY STAR-DEER: Court Approves Disclosure Statement MANHATTAN SCIENTIFICS: Incurs $3.6 Million Net Loss in 2021 MAPLE LEAF: Seeks Approval to Hire DeWitt LLP as Legal Counsel MARY A II: Seeks to Hire William Long of Jonah Consulting as CRO MICROSTRATEGY INC: Acquires $190.5 Million Worth of Bitcoins NATION DESIGN: Taps Klehr Harrison Harvey Branzburg as Counsel NAVCO SHELL: Files for Chapter 11 Bankruptcy Protection NEXTPLAY TECHNOLOGIES: Consummates Deal to Acquire GoPlay Platform NEXTPLAY TECHNOLOGIES: Picked by DIG to Offer Fiat Payment Services OLDSMAR JJ: Seeks April 20 Extension of Plan Deadline OMNIQ CORP: Increases Ownership in Dangot Computers to 100% OPERATION SIMULATION: Taps Scarborough & Fulton as Legal Counsel OUTSIDE CAPITAL: Seeks Cash Collateral Access OUTTA CONTROL: Seeks to Hire Richard R. Robles as Attorney PATH MEDICAL: Unsecured Creditors' Recovery Hiked to $150K in Plan PATRIOT CREDIT: Voluntary Chapter 11 Case Summary PBJAK LLC: Restaurant Seeks Bankruptcy to Stop Foreclosure PCDM PROPERTIES: Gets OK to Tap Beacon Realty as Real Estate Broker PCDM PROPERTIES: Taps Taylor, Porter, Brooks & Phillips as Counsel PENINSULA PACIFIC: Churchill Deal No Impact on Moody's 'B3' CFR PENN NATIONAL: S&P Rates New Senior Secured Credit Facility 'BB' PHENOMENON MARKETING: Unsecureds Will Get 2% of Claims in 5 Years PIONEERS MEMORIAL: Fitch Alters Outlook on Ratings to Negative PLAYPOWER INC: Moody's Lowers CFR to Caa1, Outlook Negative PLUS THERAPEUTICS: Expands Partnership With Medidata POCONO MOUNTAIN: Gets OK to Hire John J. Martin as Legal Counsel PWP INVESTMENTS: Seeks Bankruptcy Protection in California QUILES CONSTRUCTION: Unsecureds Will Get 100% of Claims in Plan REAL BRANDS: Incurs $2.8 Million Net Loss in 2021 RIVERVIEW APARTMENTS: Taps G Rowland as Accountant ROCKDALE MARCELLUS: Tilden Asks on Disputed Claims Reserve ROSCOE GUITARS: Unsecureds Will Get 100% Dividend Plus Interest SAVVA'S RESTAURANT: Taps Lambrou Law Firm as Special Counsel SCHRILLO COMPANY: Case Summary & 20 Largest Unsecured Creditors SCIENTIFIC GAMES: Fitch Assigns 'B' LongTerm IDR, Outlook Stable SCUNGIO BORST: U.S. Trustee Appoints Creditors' Committee SEMILEDS CORP: Incurs $152K Net Loss in Second Quarter SOFTLINE HOLDING: S&P Affirms 'CCC+' ICR, Then Withdraws Rating STOHO ENTERPRISES: Seeks to Hire Schafer and Weiner as Counsel STOHO ENTERPRISES: Taps Fletcher & Lee as Bankruptcy Counsel SUNFLOWER AMSTERDAM: Taps Rachel S. Blumenfeld as Legal Counsel SUNGARD AS: Returns to Chapter 11 Bankruptcy SUNLIGHT RIVER: Taps Keery McCue as New Bankruptcy Counsel T-SHACK INC: Files for Chapter 11 Bankruptcy Protection TITAN IMPORTS: Court OKs Deal on Cash Collateral Access TOWNHOUSE HOTEL: Court Approves Disclosure and Confirms Plan UNITED AIRLINES: S&P Affirms 'B+' ICR, Outlook Stable VICTORIA TOWERS: Court Approves Disclosure Statement VIZIENT INC: Moody's Ups CFR to B2 & Rates New Sr. Secured Debt Ba2 VTV THERAPEUTICS: Spiegel Won't Stand for Re-Election as Director WARNER MEDIA: Fitch Lowers Senior Unsecured Rating to 'BB+' YUNHONG CTI: Regains Compliance With Nasdaq Bid Price Requirement ZERO TO 60 MOTORCARS: Seeks Chapter 11 Bankruptcy Protection ZOHAR III: Unsecureds Will Recover Nothing in Plan [*] Prime Clerk, Lucid Companies to Unify Under Kroll Brand [^] BOOK REVIEW: GROUNDED: Destruction of Eastern Airlines ********* 141 TROUTMAN: Taps Goldberg Weprin Finkel Goldstein as Counsel -------------------------------------------------------------- 141 Troutman LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Goldberg Weprin Finkel Goldstein LLP as its bankruptcy counsel. The firm will render these legal services: (a) provide the Debtor with all necessary representation in connection with this Chapter 11 case, as well as the Debtor's responsibilities; (b) represent the Debtor in all proceedings before the U.S. Bankruptcy Court and the Office of the U.S. Trustee; (c) review, prepare and file all necessary legal papers; and (d) provide all legal services required by the Debtor in connection with negotiations with the lender and pursuit of confirmation of a plan of reorganization. Prior to the petition date, the firm received a payment of $10,000 from the Debtor, plus $2,000 for filing fees and notice expenses. The hourly rates of the firm's counsel and staff are as follows: Partners $685 Associates $275 - $500 Kevin Nash, Esq., a member at Goldberg Weprin Finkel Goldstein, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Kevin J. Nash, Esq. Goldberg Weprin Finkel Goldstein, LLP 1501 Broadway, 22nd Floor New York, NY 10036 Telephone: (212) 221-5700 Email: knash@gwfglaw.com About 141 Troutman 141 Troutman, LLC, owner of residential buildings in Brooklyn, New York, filed a petition for Chapter 11 protection (Bankr. E.D.N.Y. Lead Case No. 22-40337) on Feb. 24, 2022, listing up to $2,372,944 in total assets and $14,537,068 in total liabilities. Chaim Lefkowitz, manager, signed the petition. Judge Nancy Hershey Lord oversees the case. Goldberg Weprin Finkel Goldstein, LLP serves as the Debtor's legal counsel. 17 MCGUINESS: Returns to Chapter 11 Bankruptcy ---------------------------------------------- Real estate company 17 McGuiness LLC recently filed for Chapter 11 protection. According to a court filing, 17 McGuiness LLC estimates between 1 and 49 unsecured creditors. The petition states that funds will be available to unsecured creditors. A telephonic meeting of creditors under 11 U.S.C. Sec. 341(a) is slated for May 9, 2022, at 2:00 p.m. About 17 McGuiness LLC 17 McGuiness LLC is a Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)). 17 McGuiness previously filed for Chapter 11 bankruptcy on Dec. 11, 2019 Bnakr. E.D.N.Y. Case No. 19-47442). 17 McGuiness LLC again filed for chapter 11 protection (Bankr. E.D.N.Y. Case No. 22-40721) on April 6, 2022. In the petition filed by Leszek Siedlecki, as sole member, 17 McGuiness LLC estimated assets of up to $50,000 and estimated liabilities between $50,000 and $100,000. The case is assigned to Honorable Judge Elizabeth S. Stong. 243 SUYDAM: Taps Goldberg Weprin Finkel Goldstein as Legal Counsel ------------------------------------------------------------------ 243 Suydam LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Goldberg Weprin Finkel Goldstein LLP as its bankruptcy counsel. The firm will render these legal services: (a) provide the Debtor with all necessary representation in connection with this Chapter 11 case, as well as the Debtor's responsibilities; (b) represent the Debtor in all proceedings before the U.S. Bankruptcy Court and the Office of the U.S. Trustee; (c) review, prepare and file all necessary legal papers; and (d) provide all legal services required by the Debtor in connection with negotiations with the lender and pursuit of confirmation of a plan of reorganization. Prior to the petition date, the firm received a payment of $10,000 from the Debtor, plus $2,000 for filing fees and notice expenses. The hourly rates of the firm's counsel and staff are as follows: Partners $685 Associates $275 - $500 Kevin Nash, Esq., a member at Goldberg Weprin Finkel Goldstein, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Kevin J. Nash, Esq. Goldberg Weprin Finkel Goldstein, LLP 1501 Broadway, 22nd Floor New York, NY 10036 Telephone: (212) 221-5700 Email: knash@gwfglaw.com About 243 Suydam 243 Suydam, LLC, owner of residential buildings in Brooklyn, New York, filed a petition for Chapter 11 protection (Bankr. E.D.N.Y. Case No. 22-40339) on Feb. 24, 2022, listing up to $4,605,790 in total assets and $14,675,136 in total liabilities. Chaim Lefkowitz, manager, signed the petition. Judge Nancy Hershey Lord oversees the case. Goldberg Weprin Finkel Goldstein, LLP serves as the Debtor's legal counsel. 4TH STREET MEDICAL: Wins Access to Poppy Bank's Cash Collateral --------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of California, Santa Rosa Division, authorized 4th Street Medical Building, LLC to use the cash collateral of Poppy Bank on an interim basis and provide adequate protection. The Debtor is permitted to timely make its regular $19,844 April monthly payment to Poppy Bank to avoid any late fees or delinquency, timely pay property taxes to the Sonoma County Tax Collector on the Debtor's two parcels of real property, aggregating approximately $126,186, and pay utilities owing to Recology ($1,703.08), City of Santa Rosa ($674.00), and Pacific Gas & Electric Company ($4,051.39). A copy of the order is available at https://bit.ly/3uDnG2R from PacerMonitor.com. About 4th Street Medical Building, LLC 4th Street Medical Building, LLC is a single asset real estate. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 22-10124) on March 28, 2022. In the petition signed by Ruth Skidmore, chair of managers, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Charles Novack oversees the case. Steven M. Olson, Esq., at Bluestone Faircloth and Olson, LLP is the Debtor's counsel. 5 STAR JETS: Unsecured Creditors to Split $25K in Plan ------------------------------------------------------ 5 Star Jets, LLC, filed with the U.S. Bankruptcy Court for the Southern District of Florida a Disclosure Statement describing Plan of Reorganization dated April 11, 2022. The Debtor operates an aircraft charter/brokerage service. The business commenced in March 2016, ceased actual business operations in 2019 and has commenced operations since the time of filing the Petition. At the time of filing, the Debtor was no longer operating but intends to commence operations with the filing of this case. Operations now will be limited to air charters for commission while in the past it provided a full service operation which included not only the aircraft, but also pilots, fuel and maintenance services. The business has not been operating for several years so there are no relevant pre-petition financial records as to operating revenue or expenses. It is anticipated the revenues will be between $5,000.00 and $7,500.00 per month with expenses approximately 1/3 of that amount and the balance to pay executive salaries. There is insufficient time for there to be any meaningful post petition financial records both as to revenue and expenses. Class I consists of Allowed Administrative Claims which will consist principally of the attorney's fees for the Debtor and US Trustee's fees to the date of Confirmation. Allowed Administrative Claims (designated as Class I Claims) shall be paid in full on the latter of the Effective Date or the date they are allowed by an Order of the Bankruptcy Court or as agreed between the parties. Class II consists of Allowed Unsecured Creditors of the Debtor. Class II consists of the unsecured claims of: Aeromarsil, LLC ($40,868.92); Basketball Properties, Ltd. ($ 78,456.72); Dennis Freeman ($2,500.00); Dumont Aircraft Charter, LLC ($24,342.10); GLFSTRM, LLC ($12,907.50); and World Fuel Services, Inc. ($172,156.53). Claims in this Class shall be paid their pro rata share of $25,000.00 at confirmation. Class III consists of the Debtor's current equity holder who will retain his equity interest in the Debtor and such third Party who will provide the funding for the Plan. Payments and distributions under the Plan will be funded by the infusion of $25,000.00 from Ramon Salinas in exchange for which he will be given a 50 % interest in the Debtor. The Post-Confirmation Manager of the Debtor will be Javier Salinas. He will receive an initial salary of $3,000.00 per month presuming funds are available to pay same. Unpaid salary will accrue and be paid when funds are available. A full-text copy of the Disclosure Statement dated April 11, 2022, is available at https://bit.ly/3M6YVlg from PacerMonitor.com at no charge. Attorney for the Debtor: Stan L. Riskin, Esq. Advantage Law Group, P.A. 20801 Biscayne Blvd., Ste. 506 Aventura, FL 33180 Tel: 305-936-8844 Fax: 305-627-3831 Email: stan.riskin@gmail.com About 5 Star Jets 5 Star Jets, LLC, filed a petition for Chapter 11 protection (Bankr. S.D. Fla. Case No. 22-12009) on March 14, 2022, listing up to $50,000 in assets and up to $500,000 in liabilities. Javier Salinas, manager, signed the petition. Judge Laurel M. Isicoff oversees the case. The Debtor tapped Advantage Law Group, P.A., as legal counsel. ACER THERAPEUTICS: Raises $3.2M From "At-the-Market" Stock Offering ------------------------------------------------------------------- Acer Therapeutics Inc. raised aggregate gross proceeds, before deducting fees and offering costs, of approximately $3.2 million under its existing "at-the-market" offering program. The Company sold an aggregate of 1,000,000 shares at an average gross sale price of $3.1746 per share. Aggregate net proceeds were approximately $3.1 million after fees and offering costs of $0.1 million. The sales were made by JonesTrading Institutional Services LLC pursuant to the Amended and Restated Sales Agreement dated March 18, 2020 between the Company, on the one hand, and JonesTrading Institutional Services LLC and Roth Capital Partners, LLC as sales agents, on the other hand. The shares sold under the Sales Agreement were pursuant to a shelf registration statement on Form S-3 (File No. 333‑261342) previously filed by the Company and declared effective by the Securities and Exchange Commission on Dec. 7, 2021. A prospectus supplement related to the Company's at-the-market offering program was also filed with the SEC on Dec. 14, 2021. As of April 6, 2022 and after the sales described above, the Company has 15,310,244 shares of common stock outstanding. Acer Therapeutics Acer Therapeutics -- http://www.acertx.com-- is a pharmaceutical company focused on the acquisition, development and commercialization of therapies for serious rare and life-threatening diseases with significant unmet medical needs. Acer's pipeline includes four clinical-stage candidates: emetine hydrochloride for the treatment of patients with COVID-19; EDSIVO (celiprolol) for the treatment of vascular Ehlers-Danlos syndrome (vEDS) in patients with a confirmed type III collagen (COL3A1) mutation; ACER-001 (a taste-masked, immediate release formulation of sodium phenylbutyrate) for the treatment of various inborn errors of metabolism, including urea cycle disorders (UCDs) and Maple Syrup Urine Disease (MSUD); and osanetant for the treatment of induced Vasomotor Symptoms (iVMS) where Hormone Replacement Therapy (HRT) is likely contraindicated. Each of Acer's product candidates is believed to present a comparatively de-risked profile, having one or more of a favorable safety profile, clinical proof-of-concept data, mechanistic differentiation and/or accelerated paths for development through specific programs and procedures established by the FDA. Acer Therapeutics reported a net loss of $15.37 million for the year ended Dec. 31, 2021, compared to a net loss of $22.89 million for the year ended Dec. 31, 2020. Boston, MA-based BDO USA, LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated March 2, 2022, citing that the Company has recurring losses and negative cash flows from operations that raise substantial doubt about its ability to continue as a going concern. ADVANTAGE MANAGEMENT BEAVER: Taps Kerkman & Dunn as Legal Counsel ----------------------------------------------------------------- Advantage Management Beaver Dam, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Wisconsin to employ Kerkman & Dunn as its legal counsel. The firm will render these legal services: (a) advise and assist each Debtor with respect to its duties and powers under the Bankruptcy Code; (b) advise each Debtor on the conduct of its Chapter 11 case; (c) attend meetings and negotiate with representatives of the creditors and other parties-in-interest; (d) prosecute actions on the behalf of each Debtor, defend actions commenced against each Debtor, and represent each Debtor's interests in negotiations concerning litigation in which each Debtor is involved; (e) prepare pleadings in connection with each Debtor's Chapter 11 case; (f) advise each Debtor in connection with any potential sale of assets; (g) appear before the court to represent the interests of each Debtor's estate; (h) assist each Debtor in preparing, negotiating and implementing a plan, and advising with respect to any rejection of a plan and reformulation of a plan, if necessary; (i) assist and advise each Debtor in state court actions related to judgments and collection actions initiated by or against the Debtor that are necessary for an effective reorganization; and (j) perform all other necessary or appropriate legal services for each Debtor in connection with the prosecution of its Chapter 11 case. The firm received a total of $40,000 as a retainer toward the preparation and filing of the Debtor's Chapter 11 case. The hourly rates of the firm's counsel and staff are as follows: Jerome R. Kerkman $495 Averi A. Niemuth $325 Evan P. Schmit $410 Nicholas W. Kerkman $275 Gregory M. Schrieber $375 Non-Attorney Paraprofessionals $125 In addition, the firm will seek reimbursement for expenses incurred. Jerome Kerkman, Esq., an attorney at Kerkman & Dunn, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jerome R. Kerkman, Esq. Kerkman & Dunn 839 N. Jefferson St., Suite 400 Milwaukee, WI 53202-3744 Telephone: (414) 277-8200 Facsimile: (414) 277-0100 Email: jkerkman@kerkmandunn.com About Advantage Management Beaver Dam Advantage Management Beaver Dam, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wis. Case No. 22-21438) on April 4, 2022. At the time of the filing, the Debtor disclosed up to $100,000 in assets and up to $10 million in liabilities. Jerome R. Kerkman, Esq., at Kerkman & Dunn serves as the Debtor's legal counsel. ADVANTAGE MANAGEMENT WAUPUN: Taps Kerkman & Dunn as Legal Counsel ----------------------------------------------------------------- Advantage Management Waupun, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Wisconsin to employ Kerkman & Dunn as its legal counsel. The firm will render these legal services: (a) advise and assist each Debtor with respect to its duties and powers under the Bankruptcy Code; (b) advise each Debtor on the conduct of its Chapter 11 case; (c) attend meetings and negotiate with representatives of the creditors and other parties-in-interest; (d) prosecute actions on the behalf of each Debtor, defend actions commenced against each Debtor, and represent each Debtor's interests in negotiations concerning litigation in which each Debtor is involved; (e) prepare pleadings in connection with each Debtor's Chapter 11 case; (f) advise each Debtor in connection with any potential sale of assets; (g) appear before the court to represent the interests of each Debtor's estate; (h) assist each Debtor in preparing, negotiating and implementing a plan, and advising with respect to any rejection of a plan and reformulation of a plan, if necessary; (i) assist and advise each Debtor in state court actions related to judgments and collection actions initiated by or against the Debtor that are necessary for an effective reorganization; and (j) perform all other necessary or appropriate legal services for each Debtor in connection with the prosecution of its Chapter 11 case. The firm received a total of $40,000 as a retainer toward the preparation and filing of the Debtor's Chapter 11 case. The hourly rates of the firm's counsel and staff are as follows: Jerome R. Kerkman $495 Averi A. Niemuth $325 Evan P. Schmit $410 Nicholas W. Kerkman $275 Gregory M. Schrieber $375 Non-Attorney Paraprofessionals $125 In addition, the firm will seek reimbursement for expenses incurred. Jerome Kerkman, Esq., an attorney at Kerkman & Dunn, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jerome R. Kerkman, Esq. Kerkman & Dunn 839 N. Jefferson St., Suite 400 Milwaukee, WI 53202-3744 Telephone: (414) 277-8200 Facsimile: (414) 277-0100 Email: jkerkman@kerkmandunn.com About Advantage Management Waupun Advantage Management Waupun, LLC and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wis. Case No. 22-21439) on April 4, 2022. At the time of the filing, Advantage Management Waupun disclosed up to $100,000 in assets and up to $10 million in liabilities. Jerome R. Kerkman, Esq., at Kerkman & Dunn serves as the Debtor's legal counsel. ADVAXIS INC: Preferred Shareholders Exercise Redemption Rights -------------------------------------------------------------- The holders of all 1,000,000 outstanding shares of Advaxis, Inc.'s Series D convertible preferred stock exercised their right to cause the Company to redeem all of such shares of Preferred Stock at a price per share equal to 105% of the stated value per share of $5.00, pursuant to Section 9 of the Certificate of Designation of Preferences, Rights and Limitations of the Preferred Stock. The aggregate redemption price was paid from funds held in escrow for such purpose. About Advaxis Inc. Advaxis, Inc. -- http://www.advaxis.com-- is a clinical-stage biotechnology company focused on the development and commercialization of proprietary Lm-based antigen delivery products. These immunotherapies are based on a platform technology that utilizes live attenuated Listeria monocytogenes (Lm) bioengineered to secrete antigen/adjuvant fusion proteins. These Lm-based strains are believed to be a significant advancement in immunotherapy as they integrate multiple functions into a single immunotherapy and are designed to access and direct antigen presenting cells to stimulate anti-tumor T cell immunity, activate the immune system with the equivalent of multiple adjuvants, and simultaneously reduce tumor protection in the tumor microenvironment to enable T cells to eliminate tumors. Advaxis reported a net loss of $17.86 million for the year ended Oct. 31, 2021, a net loss of $26.47 million for the year ended Oct. 31, 2020, a net loss of $16.61 million for the year ended Oct. 31, 2019, and a net loss of $66.51 million for the year ended Oct. 31, 2018. AE OPCO III: Seeks to Hire Johnson Pope Bokor as Legal Counsel -------------------------------------------------------------- AE OPCO III, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Johnson Pope Bokor Ruppel & Burns, LLP as its legal counsel. The firm's services include: a. advising the Debtor regarding its duties and obligations; b. taking necessary steps to analyze and pursue any avoidance actions, if in the best interest of the estate; c. preparing legal papers; d. assisting the Debtor in taking all legally appropriate steps to effectuate compliance with the Bankruptcy Code; and e. performing all other necessary legal services for the Debtor, including closings of sales of its real properties. The hourly rates charged by the firm for its services are as follows: Alberto F. Gomez, Jr. $410 Angelina Lim $400 The Debtor paid the firm a $50,000 pre-bankruptcy retainer, plus $1,738 for the filing fee. Alberto Gomez, Jr. Esq., shareholder of Johnson Pope, disclosed in a court filing that his firm does not hold any interest adverse to the Debtor or the estate. The firm can be reached through: Alberto F. Gomez, Jr. Esq. Johnson Pope Bokor Ruppel & Burns, LLP 401 East Jackson Street, Suite 3100 Tampa, FL 33602 Tel: 813-225-2500 Fax: 813-223-7118 Email: al@jpfirm.com About AE OPCO III AE OPCO III, LLC owns and operates an aerospace composite manufacturing facility. The Clearwater, Fla.-based company provides design services, testing, assembling and repairs for commercial and governmental customers. AE OPCO III filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-01186) on March 25, 2022, listing as much as $50 million in both assets and liabilities. Amy Denton Harris serves as Subchapter V trustee. Judge Catherine Peek McEwen oversees the case. Alberto F. Gomez, Jr., Esq., at Johnson, Pope, Bokor, Ruppel and Burns, LLP is the Debtor's legal counsel. ALISHA LLC: Unsecured Creditors to be Paid in Full in 2 Years ------------------------------------------------------------- Alisha, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of Kentucky an Amended Disclosure Statement describing Plan of Reorganization dated April 11, 2022. The Debtor was organized as a Kentucky limited liability company in November 2008 for the purpose of acquiring a commercial motel property in Richmond, Kentucky. The Debtor is a single asset real estate debtor that is purchasing the hotel located at 1698 Northgate Drive in Richmond, Kentucky (the "Property") from Richmond Host, LLC pursuant to a Real Estate Purchase and Sale Agreement. Pragneshbhai Patel is the sole member and manager of the Debtor. Beginning in 2011, ad valorem taxes levied on the Property were unpaid and the delinquent tax bills were sold to third parties and the Debtor estimates that in excess of $250,000 in delinquent property taxes are due and owing. The Debtor attempted to negotiate a repayment schedule with Richmond Host, but was unsuccessful, and when one of the delinquent tax lien holders obtained an order to sell the Property, the Debtor sought bankruptcy relief to protect and preserve the equity in the property for all creditors and equity holders. The Plan contemplates the continued business operations of the Debtor as the Reorganized Debtor following confirmation. The Plan provides for the restructuring of the Real Estate Purchase and Sale Agreement and Promissory Note to repay Richmond Host all sums due over a period of 10 years, to transfer ownership of the Real Property to the Reorganized Debtor, and to pay the delinquent ad valorem taxes over a period of 6 years. The Debtor's unsecured creditors are de minimis and will be paid in full within two years. Payments will come from ongoing income from the Debtor's operation of the motel and contributions from the Debtor's sole member, although the Debtor may seek financing at any time to pay the outstanding balance of any claim in full. Class 1 consists of the Allowed Secured Claim of Richmond Host, LLC in the total amount of $232,649.88. The Class 1 Claim will be secured by the real property commonly known as 1698 Northgate Drive located in Richmond, Kentucky (the "Property"). The Allowed Secured Claim of Richmond Host shall be paid in 120 equal monthly installments of $2,467.61, beginning on the 12th day of the first full month after the Effective Date, and continuing on the same date of each month until paid in full. Full payment of the Class 1 Claim shall also serve to extinguish any legal obligations of guarantors or indemnitors under the Land Contract. The Class 1 Claim is Impaired. Class 2 shall consist of all ad valorem tax Secured Claims as of the Petition Date. Class 2 Creditors include Adair Asset Management, LLC [Claim No. 1]; Kentucky Tax Lien Fund, LLC [Claim No. 2]; KLAS Properties, LLC [Claim No. 3]; MTAG as Custodian for Caz Creek KY, LLC; City of Richmond, Kentucky; and Madison County, Kentucky. In full satisfaction of the Class 2 Claims the Debtor shall make monthly payments of approximately $5,100.00 beginning on the 1st day of the first full month after the Effective Date and continuing until the Class 2 Claims are paid in full. Class 3 shall consist of the Allowed Non-Insider Unsecured Claims (other than Priority Claims). Class 3 consists of eight creditors, primarily utility expenses, totaling just over $7,000.00. After payment of all Allowed Administrative and Priority Claims each holder of an Allowed Claim in Class 3 shall receive payment in full of their Allowed Claim (and if requested, interest at the legally applicable rate) within 24 months after the Effective Date. The Class 3 Claims are Impaired. Class 4 consists of the Person holding equity or membership Interests in the Debtor – Pragneshbhai Patel (100%). The Plan provides that on the Effective Date, the equity interests in the Debtor will be retained by the existing member. Mr. Patel agrees he will take no wages, salary or draw from the Reorganized Debtor for a period of 36 months after the Confirmation Date; provided, however, that Mr. Patel shall be reimbursed for any actual expenses incurred in managing and operating the Reorganized Debtor. In addition, Mr. Patel will make an annual capital contribution of at least $5,000.00 per year during the initial three years of the Plan term to be used for payments under the Plan. The Class 4 Interest is not Impaired. The Plan provides for the Debtor to continue to operate post Confirmation as the Reorganized Debtor in the ordinary course of its business, receiving ongoing income from its rental operations. Under the Plan, the Reorganized Debtor will restructure the Real Estate Purchase and Sale Agreement and Promissory Note to repay Richmond Host all sums due over a period of 10 years, and to pay all delinquent ad valorem taxes over a period of 6 years. The Debtor will use its ongoing income from operating the motel to make monthly payments to Secured and Unsecured Creditors, as well as an annual contribution from the Debtors' sole member for the first three years of the Plan. A full-text copy of the Amended Disclosure Statement dated April 11, 2022, is available at https://bit.ly/3KKhI5F from PacerMonitor.com at no charge. Counsel for Debtor: DELCOTTO LAW GROUP PLLC KY Bar No. 40104 200 North Upper Street Lexington, Kentucky 40507 Telephone: (859) 231-5800 Facsimile: (859) 281-1179 dlangdon@dlgfirm.com About Alisha LLC Alisha, LLC, owns a real property located at 1698 Northgate Drive, Richmond, Ky. having a current value of $1.25 million. Alisha sought protection under Chapter 11 of the Bankruptcy Code (E.D. Ky. Case No. 21-50965) on Aug. 23, 2021, disclosing $1,307,202 in assets and $500,115 in liabilities. Pragneshbhai Patel, a member of Alisha, signed the petition. Judge Gregory R. Schaaf oversees the case. Dean A. Langdon, Esq., at Delcotto Law Group PLLC is the Debtor's counsel. ASTA HOLDINGS: Seeks to Hire Newmark Southeast Region as Broker --------------------------------------------------------------- Asta Holdings, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Newmark Southeast Region, LLC as its real estate broker. The Debtor needs a broker to market its property and improvements at 20 Tellus Drive, Cartersville, Ga. The broker will receive a commission of 3 percent upon closing of the sale. Cartersville Assisted Living, LLC, which operates an assisted living facility in Georgia, will pay the broker a flat fee of $50,000 in lieu of any commission if it purchased the property via credit bid. Ross Sanders, a real estate agent at Newmark Southeast Region, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Ross Sanders Newmark Southeast Region, LLC 2515 McKinney Ave., Suite 1300 Dallas, TX 75201 Telephone: (314) 221-8543 Email: ross.sanders@nmrk.com About Asta Holdings Asta Holdings, LLC is a Cartersville, Ga.-based company that operates a continuing care retirement community and assisted living facility for the elderly. Asta Holdings filed a voluntary petition for Chapter 11 protection (Bankr. N.D. Ga. Case No. 21-41336) on Nov. 1, 2021, listing as much as $50 million in both assets and liabilities. Bhavik Patel, manager, signed the petition. Judge Barbara Ellis-Monro oversees the case. Schreeder, Wheeler & Flint, LLP serves as the Debtor's legal counsel. ATP POWER: Fitch Affirms BB+ Foreign Currency IDR, Outlook Neg. --------------------------------------------------------------- Fitch Ratings has affirmed ATP Tower Holdings, LLC's (ATP) Long-Term Foreign-Currency Issuer Default Rating (IDR) at 'BB+'. The Rating Outlook is Negative. The rating reflects ATP's stable telecom infrastructure business model, which experiences much lower business risk than many business models within the telecommunications segment. The ratings are constrained by ATP's relatively small scale and client concentration amid increasing competitive intensity. The Negative Outlook reflects Fitch's expectations that ATP's net leverage could be sustained at a level higher than 7x longer than originally anticipated. The company's ratings could be downgraded should net leverage be sustained above 7.5x in 2023 without a likely path to deleveraging to approximately 7x in 2024; a decline in operating cash flow expectations or a delay in the execution of the company's business plan could also result in a downgrade. KEY RATING DRIVERS Higher Than Expected Leverage: ATP's net leverage is expected to end 2022 at 8.8x as its capex roll-out accelerates and the company integrates its BTS acquisition. This is similar to the 8.5x registered in 2021. Contracted fiber deployment and tower site builds should contribute to EBITDA expansion during 2022 and into 2023. Fitch expects net leverage to decline to 8.1x in 2023 and to 7.2x in 2024. Slower than Anticipated Roll-Out: ATP's tower expansion has not met Fitch's expectations, due to various factors, including supply and logistical constraints. ATP had 3,100 towers as of 2021. This compares with Fitch's prior expectation of 3,600 towers at the end of 2021. The company will add 350 additional towers to its portfolio through the BTS acquisition. The multiples paid for tower acquisitions as well as contract renegotiations are factors that will be monitored to the extent they slow forecast growth and deleveraging. Rapid Growth: ATP's EBITDA should continue to grow at double digits for the foreseeable future as the company expands its tower and fiber infrastructure. EBITDA is expected to grow to USD45 million in 2022, and to USD60 million in 2023 from USD34 million in 2021 and USD24 million in 2020. These figures are adjusted for Fitch's lease criteria, which does not add back lease depreciation or interest expense. Increasing Competition: ATP's ratings are constrained by its small size when compared with most peers in the independent infrastructure space. Competition in the telecom infrastructure business has continued to increase with larger rivals growing both organically and inorganically. American Tower Corporation is a large competitor in Latin America. America Movil's planned spin-off its towers adds another large competitor. In Colombia, Empresa de Telecomunicaciones de Bogota, S.A., E.S.P. (ETB, BB+/Stable) has plans with Enel S.p.A. (A-/Stable) to build and commercialize a wholesale network serving Bogota. Low Sector Risk: The tower industry carries minimal risk related to tower obsolescence or technology. The wireless operator deploys all the electronics and antenna platforms, while the tower operator is responsible for the physical site. Also contributing to the stability of the tower business is the lack of robust alternative technologies. The only available alternative capable of broad geographic coverage -- satellite transmission -- is ineffective indoors, affected by obstructions and degrades in severe weather conditions. Long-Term Growth Opportunities: Positively, the demand for data capacity continues to grow rapidly. Wireless companies have been densifying their 4G LTE networks, which increases the network capacity, and are implementing technological evolutions to increase speed and capacity. Mobile broadband services remain a key factor in future revenue and cash flow growth for the tower industry. The development of 5G in Chile in the near term and in Peru and Colombia long term should support tower demand. Counterparty Risk: ATP benefits from contracts with its clients that are typically 10 years in initial length. The average remaining life of its contracts is approximately six years for towers and nine years for fiber. These contracts mitigate volume and price risk and are positively factored into the ratings. Client concentration is high, particularly to Telefonica SA its subsidiaries in Peru and Chile have lost market share. Fitch recently downgraded Telefonica del Peru to 'BB+'. DERIVATION SUMMARY ATP and other digital infrastructure operators have operating profiles with high visibility and stability of rental income based on passive infrastructure and long-term contracts, offset by underlying asset specificity that affects liquidity of sale. The tower industry employs a stable business model and experiences much lower business risk than many business models within the telecommunications segment. The North American wireless telecom tower industry is dominated by American Tower Corporation (BBB+/Negative) and Crown Castle International Corp. (BBB+/Stable). These operators have better business profiles than ATP due to larger scale, more diversification, and exposure to a more stable and mature telecommunications industry. Operadora de Sites Mexicanos, S.A. de C.V. (Opsimex; BBB/Positive) also has stronger business and financial profiles than ATP, and benefits from its dominant market position in Mexico, favorable relationship with America Movil, and a track record of consistent deleveraging. In addition to its small size and greater emerging market exposure, ATP's relatively short track record and ambitious growth trajectory limit the rating. The company's EBITDA net leverage metrics are consistently higher than global peers' and are most closely in line with European operator Cellnex Telecom S.A. (BBB-/Stable). However, Cellnex's elevated leverage metrics are supported by a much larger business scale and more mature operating environment. Indonesian peers PT Profesional Telekomunikasi Indonesia (Protelindo, BBB/Stable) and PT Tower Bersama Infrastructure (TBI, BBB-/Stable) are medium-sized players with business profiles that are more in line with ATP. However, these issuers are much stronger than ATP financially, boasting lower leverage metrics and much higher profitability margins. KEY ASSUMPTIONS Fitch's key assumptions within the rating case for the issuer include: -- Revenue growth approximately doubling over the rating horizon from USD91 million in 2021 to around USD140 million in 2024; -- EBITDA margins improving from 38% to around 55% as improving tenancy drives economies of scale; -- Capex around USD75 million in 2022 and USD120 million in 2023 and 2024; -- Net debt to EBITDA ratio around 8x in 2023 and 7x in 2024; -- No dividend distributions. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Stronger than expected revenue growth over the medium term, driving EBITDA margins over 60%; -- Net leverage sustained below 6.0x. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- A delay or inability to execute business plan as envisioned; -- Revenue growth in the medium term slowing to the mid-single digits, with EBITDA margins of around 50%; -- Net leverage sustained above 7.0x; -- The loss of a major tower tenant, while unlikely, could drive a downgrade of the ratings. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Non-Financial Corporate issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. LIQUIDITY AND DEBT STRUCTURE As of Dec. 31, 2021, ATP had readily available cash and equivalents of USD77 million and no debt maturities until 2026. ATP's liquidity is supported by a USD60 million revolving credit facility, which was fully undrawn as of YE21. ATP's financial flexibility and liquidity are constrained by its high investment requirements over the next two years. ATP has historically been FCF negative; Fitch expects this trend to continue as ATP invests in network improvement and expansion. Fitch expects organic capex, rather than M&A, to drive the company's growth. The company's total financial debt as of year-end 2021 was the USD375 million of notes issued in April 2021. This debt is fully hedged to the local currencies of Chile, Colombia and Peru since the notes issuance on an evenly split basis. Adjusted debt as of YE 2021 was USD366 million, reflecting the hedge of the principal. ISSUER PROFILE ATP Tower Holdings, LLC is a privately-owned provider of digital and telecommunication infrastructure in the Andean region, with operations mainly in Colombia, Peru and Chile. ATP owns, operates, manages, and leases telecommunications towers, rooftops, small cells, distributed antenna systems (DAS), optical fiber networks & nodes, and C-RAN solutions. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. ATSI INC: Seeks to Hire Ann Roberts & Company as Accountant ----------------------------------------------------------- ATSI, Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to hire Ann Roberts & Company, P.C. as its accountant. The Debtor requires the assistance of an accountant to prepare and file Form 1120 returns for 2019, 2020 and 2021; file Form 941 returns for 2019, 2020 and 2019; and help with earnings projections. The hourly rates charged by the firm for its services are as follows: Ann Roberts, CPA $175 per hour Sherri H. Hall, CPA $175 per hour The firm received a retainer in the amount of $5,000. As disclosed in court filings, Ann Roberts & Co does not represent interests adverse to the Debtor and its bankruptcy estate in matters in which it is to be engaged. The firm can be reached through: Ann Roberts, CPA Ann Roberts & Company, P.C. 1200 Golden Key Cir # 340 El Paso, TX 79925 Phone: (915) 591-4495 Fax: (915) 591-4497 Email: info@robertsandcopc.com About ATSI Inc. ATSI, Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. Texas Case No. 22-30135) on Feb. 25, 2022, listing up to $50,000 in assets and up to $500,000 in liabilities. Brad W. Odell serves as Subchapter V trustee. Judge H. Christopher Mott oversees the case. The Debtor tapped the Law Firm of E.P. Bud Kirk and Ann Roberts & Company, P.C. as its legal counsel and accountant, respectively. BDW HOLDINGS BEAVER: Taps Kerkman & Dunn as Bankruptcy Counsel -------------------------------------------------------------- BDW Holdings Beaver Dam, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Wisconsin to employ Kerkman & Dunn as its legal counsel. The firm will render these legal services: (a) advise and assist each Debtor with respect to its duties and powers under the Bankruptcy Code; (b) advise each Debtor on the conduct of its Chapter 11 case; (c) attend meetings and negotiate with representatives of the creditors and other parties-in-interest; (d) prosecute actions on the behalf of each Debtor, defend actions commenced against each Debtor, and represent each Debtor's interests in negotiations concerning litigation in which each Debtor is involved; (e) prepare pleadings in connection with each Debtor's Chapter 11 case; (f) advise each Debtor in connection with any potential sale of assets; (g) appear before the court to represent the interests of each Debtor's estate; (h) assist each Debtor in preparing, negotiating and implementing a plan, and advising with respect to any rejection of a plan and reformulation of a plan, if necessary; (i) assist and advise each Debtor in state court actions related to judgments and collection actions initiated by or against the Debtor that are necessary for an effective reorganization; and (j) perform all other necessary or appropriate legal services for each Debtor in connection with the prosecution of its Chapter 11 case. The firm received a total of $40,000 as a retainer toward the preparation and filing of the Debtor's Chapter 11 case. The hourly rates of the firm's counsel and staff are as follows: Jerome R. Kerkman $495 Averi A. Niemuth $325 Evan P. Schmit $410 Nicholas W. Kerkman $275 Gregory M. Schrieber $375 Non-Attorney Paraprofessionals $125 In addition, the firm will seek reimbursement for expenses incurred. Jerome Kerkman, Esq., an attorney at Kerkman & Dunn, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jerome R. Kerkman, Esq. Kerkman & Dunn 839 N. Jefferson St., Suite 400 Milwaukee, WI 53202-3744 Telephone: (414) 277-8200 Facsimile: (414) 277-0100 Email: jkerkman@kerkmandunn.com About BDW Holdings Beaver Dam BDW Holdings Beaver Dam, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wis. Case No. 22-21441) on April 4, 2022. At the time of the filing, BDW Holdings Beaver Dam disclosed up to $10 million in both assets and liabilities. Jerome R. Kerkman, Esq., at Kerkman & Dunn serves as the Debtor's legal counsel. BDW HOLDINGS WAUPUN: Taps Kerkman & Dunn as Bankruptcy Counsel -------------------------------------------------------------- BDW Holdings Waupun, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Wisconsin to employ Kerkman & Dunn as its legal counsel. The firm will render these legal services: (a) advise and assist each Debtor with respect to its duties and powers under the Bankruptcy Code; (b) advise each Debtor on the conduct of its Chapter 11 case; (c) attend meetings and negotiate with representatives of the creditors and other parties-in-interest; (d) prosecute actions on the behalf of each Debtor, defend actions commenced against each Debtor, and represent each Debtor's interests in negotiations concerning litigation in which each Debtor is involved; (e) prepare pleadings in connection with each Debtor's Chapter 11 case; (f) advise each Debtor in connection with any potential sale of assets; (g) appear before the court to represent the interests of each Debtor's estate; (h) assist each Debtor in preparing, negotiating and implementing a plan, and advising with respect to any rejection of a plan and reformulation of a plan, if necessary; (i) assist and advise each Debtor in state court actions related to judgments and collection actions initiated by or against the Debtor that are necessary for an effective reorganization; and (j) perform all other necessary or appropriate legal services for each Debtor in connection with the prosecution of its Chapter 11 case. The firm received a total of $40,000 as a retainer toward the preparation and filing of the Debtor's Chapter 11 case. The hourly rates of the firm's counsel and staff are as follows: Jerome R. Kerkman $495 Averi A. Niemuth $325 Evan P. Schmit $410 Nicholas W. Kerkman $275 Gregory M. Schrieber $375 Non-Attorney Paraprofessionals $125 In addition, the firm will seek reimbursement for expenses incurred. Jerome Kerkman, Esq., an attorney at Kerkman & Dunn, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jerome R. Kerkman, Esq. Kerkman & Dunn 839 N. Jefferson St., Suite 400 Milwaukee, WI 53202-3744 Telephone: (414) 277-8200 Facsimile: (414) 277-0100 Email: jkerkman@kerkmandunn.com About BDW Holdings Waupun BDW Holdings Waupun, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wis. Case No. 22-21443) on April 4, 2022. At the time of the filing, BDW Holdings Waupun disclosed up to $10 million in both assets and liabilities. Jerome R. Kerkman, Esq., at Kerkman & Dunn serves as the Debtor's legal counsel. BELL AND ARTHUR: Gets OK to Hire GPG & Associates as Accountant --------------------------------------------------------------- Bell and Arthur Condominium Association, Inc. received approval from the U.S. Bankruptcy Court for the Northern District of Illinois to hire GPG & Associates, Inc. as its accountant. The Debtor requires an accountant to ensure compliance with tax and related matters. The firm's compensation will be a quarterly payment of $750. As disclosed in court filings, GPG & Associates neither holds nor represents an interest adverse to the Debtor and its estate. The firm can be reached through: Yuliana Moreno, CPA GPG & Associates, LLP 4744 N Kostner Ave Chicago, IL 60630 Phone: +1 773-481-2401 Fax: (773)481-2404 Email: gpg@gpg-associates.com gpg@gpg-cpa.com About Bell and Arthur Condominium Association Bell and Arthur Condominium Association, Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 22-00410) on Jan. 13, 2022, listing as much as $1 million in both assets and liabilities. Matthew Brash serves as Subchapter V trustee. Judge Carol A. Doyle oversees the case. William J. Factor, Esq., at FactorLaw, Ltd. and GPG & Associates, Inc. serve as the Debtor's legal counsel and accountant, respectively. BIONIK LABORATORIES: Converts $9M Promissory Notes Into Equity -------------------------------------------------------------- On March 31, 2022, the outstanding convertible promissory notes of Bionik Laboratories Inc. with an aggregate principal amount of $8,286,790 ($8,988,834 with interest), originally issued by the Company between July 15, 2021 and July 22, 2021, including to an affiliate of Remi Gaston-Dreyfus (a director of the Company) and to Celeste Management (a representative of which is an observer to the Company's Board of Directors), converted in accordance with their terms into an aggregate of 946,193 shares of the common stock of the Company. The Conversion Shares issued upon Conversion were issued in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended, Section 3(a)(9) of the Securities Act and/or Regulation S under the Securities Act. About BIONIK Laboratories BIONIK Laboratories -- http://www.BIONIKlabs.com-- is a robotics company focused on providing rehabilitation and mobility solutions to individuals with neurological and mobility challenges from hospital to home. The Company has a portfolio of products focused on upper and lower extremity rehabilitation for stroke and other mobility-impaired patients, including three products on the market and three products in varying stages of development. Bionik Laboratories reported a net loss and comprehensive loss of $13.62 million for the year ended March 31, 2021, compared to a net loss and comprehensive loss of $25.02 million for the year ended March 31, 2020. As of Dec. 31, 2021, the Company had $5.98 million in total assets, $10.42 million in total liabilities, and a total stockholders' deficit of $4.44 million. Toronto, Canada-based MNP LLP, the Company's auditor since 2015, issued a "going concern" qualification in its report dated June 24, 2021, citing that the Company has experienced losses and has a working capital deficiency and an accumulated deficit. These conditions, along with other matters, raise substantial doubt about Company's ability to continue as a going concern. BLINK CHARGING: Withdraws Preferred Shares Cert. of Designations ---------------------------------------------------------------- Blink Charging Co. filed Certificates of Withdrawal with the Secretary of State of the State of Nevada on April 1, 2022, to withdraw each of the Certificates of Designation for the Company's Series A Convertible Preferred Stock, Series B Preferred Stock, Series C Convertible Preferred Stock and Series D Convertible Preferred Stock. The Certificates of Withdrawal were effective upon filing, and no shares of the class or series of stock being withdrawn were outstanding at the time the Certificates of Withdrawal were filed. As a result, all shares of the Company's preferred stock previously designated as Series A Convertible Preferred Stock, Series B Preferred Stock, Series C Convertible Preferred Stock and Series D Convertible Preferred Stock were eliminated and returned to the status of authorized but unissued shares of preferred stock, without designation as to series. The withdrawal of the preferred stock designations did not require the approval of the stockholders of the Company. About Blink Charging Based in Miami Beach, Florida, Blink Charging Co. (OTC: CCGID) f/k/a Car Charging Group Inc. -- http://www.CarCharging.com-- is an owner and operator of electric vehicle (EV) charging equipment and has deployed over 30,000 charging ports across 13 countries, many of which are networked EV charging stations, enabling EV drivers to easily charge at any of the Company's charging locations worldwide. Blink's principal line of products and services include its Blink EV charging network, EV charging equipment, and EV charging services. Blink Charging reported a net loss of $55.12 million for the year ended Dec. 31, 2021, a net loss of $17.85 million for the year ended Dec. 31, 2020, a net loss of $9.65 million for the year ended Dec. 31, 2019, and a net loss of $3.42 million for the year ended Dec. 31, 2018. As of Dec. 31, 2021, the Company had $231.91 million in total assets, $18.08 million in total liabilities, and $213.83 million in total stockholders' equity. BLUELINE TACTICAL: Case Summary & 16 Unsecured Creditors -------------------------------------------------------- Debtor: Blueline Tactical and Police Supply, LLC 444 Saw Mill River Rd Elmsford, NY 10523-1030 Business Description: Blueline Tactical and Police Supply is a law enforcement and shooting sports retailer. The Company also offers indoor shooting and tactical training facility. Chapter 11 Petition Date: April 13, 2022 Court: United States Bankruptcy Court Southern District of New York Case No.: 22-22186 Debtor's Counsel: H. Bruce Bronson, Esq. BRONSON LAW OFFICE, P.C. 480 Mamaroneck Ave Harrison, NY 10528-1621 Tel: (877) 385-7793 E-mail: hbbronson@bronsonlaw.net Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Benjamin Rosenshine as manager. A full-text copy of the petition containing, among other items, a list of the Debtor's 16 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/NKQBV2Y/Blueline_Tactical_and_Police_Supply__nysbke-22-22186__0001.0.pdf?mcid=tGE4TAMA BRAZIL MINERALS: Has 46.17% Equity Stake in Apollo Resources ------------------------------------------------------------ As of April 5, 2022, Brazil Minerals, Inc. owns 46.17% of the common stock of Apollo Resources Corporation, a private company, and the results of operations of Apollo Resources are consolidated in Brazil Minerals' financial statements under US GAAP. Apollo Resources has completed a Technical Report Summary in accordance with Item 1300 of Regulation S-K for its Rio Piracicaba Project located in the Iron Quadrangle region of the state of Minas Gerais in Brazil. The TRS has an effective date of March 30, 2022. About Brazil Minerals Brazil Minerals, Inc., together with its subsidiaries, is a mineral exploration company currently primarily focused on the development of its two 100%-owned hard-rock lithium projects. Its initial goal is to be able to enter commercial production of spodumene concentrate, a lithium bearing commodity. Visit http://www.brazil-minerals.comfor more information. Brazil Minerals reported a net loss of $4.03 million for the year ended Dec. 31, 2021, a net loss of $1.55 million for the year ended Dec. 31, 2020, a net loss of $2.08 million for the year ended Dec. 31, 2019, and a net loss of $1.85 million for the year ended Dec. 31, 2018. As of Dec. 31, 2021, the Company had $1.56 million in total assets, $1.11 million in total liabilities, and $456,866 in total stockholders' equity. Lakewood, CO-based BF Borgers CPA PC, the Company's auditor since 2015, issued a "going concern" qualification in its report dated March 25, 2022, citing that the Company's significant operating losses raise substantial doubt about its ability to continue as a going concern. BRIGHTVIEW LANDSCAPES: Moody's Affirms B1 CFR & Rates New Debt B1 ----------------------------------------------------------------- Moody's Investors Service affirmed BrightView Landscapes, LLC's B1 Corporate Family Rating and B1-PD Probability of Default rating. Moody's also assigned a B1 to the company's new senior secured credit facilities. The Speculative Grade Liquidity rating is unchanged at SGL-2. The outlook is changed to negative from stable. Proceeds from the proposed $1.2 billion term loan will be used to repay the company's existing $1 billion term loan due 2025, pay transaction fees and for general corporate purposes. The company also plans to upsize the revolving credit facility from $260 million to $300 million. "The ratings affirmation and negative outlook are driven by BrightView's increase in financial leverage and margin compression. The company has also recently prioritized share repurchases, including using debt to fund a portion it its share buybacks, which has limited the company's ability to repay debt. BrightView's ability to strengthen profitability and de-lever toward 5.0x (Moody's adjusted debt to-EBITDA) will be key considerations during our outlook period," said Justin Remsen, Assistant Vice President at Moody's. Affirmations: Issuer: BrightView Landscapes, LLC Corporate Family Rating, Affirmed B1 Probability of Default Rating, Affirmed B1-PD Assignments: Issuer: BrightView Landscapes, LLC Senior Secured 1st Lien Term Loan B, Assigned B1 (LGD3) Senior Secured 1st Lien Revolving Credit Facility, Assigned B1 (LGD3) Outlook Actions: Issuer: BrightView Landscapes, LLC Outlook, Changed To Negative From Stable RATINGS RATIONALE BrightView Landscapes' B1 Corporate Family Rating reflects the company's solid market position as the leading service provider of commercial landscaping and snow removal services in the US. BrightView's high level of recurring revenue provides stability and predictability of operating results, outside unusual weather patterns that may negatively affect snow removal maintenance services (about 10% of overall revenue). The rating also reflects BrightView's limited business verticals, integration risk from its growth through acquisition strategy (mainly tuck ins), and low profit margin. For fiscal year end September 2022 and 2023, Moody's forecast leverage (inclusive of Moody's adjustments) to decline to 5.5x and near 5x, respectively. BrightView's Speculative Grade Liquidity Rating of SGL-2 is supported by an improved liquidity profile following the refinancing, including a $300 million pro forma cash balance as of December 31, 2021, proposed $300 million revolving credit facility, $225 in receivables financing (with capacity to $250 million), and demonstrated free cash flow generation through various economic cycles. Moody's expects free cash flow generation of $75 million per year in fiscal 2022 and 2023. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be downgraded if BrightView's adjusted debt-to-EBITDA is sustained above 5x, profitability does not improve, retained cash flow to net debt at 10% or below, or liquidity deteriorates. The ratings could be upgraded if BrightView's adjusted debt-to-EBITDA leverage approaches 3.5x, profitability improve meaningfully, retained cash flow to net debt approaches 20%, and the company demonstrates a commitment to conservative financial policies. BrightView Landscapes, LLC, a subsidiary of BrightView Holdings, Inc., is a leading provider of landscape maintenance, enhancements, development, and snow removal services. BrightView is headquartered in Blue Bell, Pennsylvania. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. CABLE & WIRELESS: S&P Alters Outlook to Stable, Affirms 'BB-' ICR ----------------------------------------------------------------- On April 13, 2022, S&P Global Ratings revised its outlook on Cable & Wireless Communications Ltd. (C&W) and Cable & Wireless Ltd. to stable from negative and affirmed its 'BB-' long- and 'B' short-term issuer credit ratings. S&P also affirmed its 'BB-' issue-level ratings on C&W's subsidiaries (Sable International Finance Ltd. and Coral-US Co-Borrower, LLC) and its 'B+' issue-level ratings on C&W Senior Finance Ltd. The stable outlook reflects S&P's view that C&W will maintain its steady growth in the next 12-18 months due to relaxed travel restrictions and the higher number of mobile subscribers due to the integration of the recently acquired Panamanian operations from America Movil S.A.B. de C.V. Despite the pandemic's financial hit during 2021, Cable & Wireless Communications Ltd.'s (C&W's) revenue and profitability have recovered. S&P now expects the company's financial metrics to improve, with EBITDA margin at about 40% and debt to EBITDA below 5x. The pandemic dealt a blow to C&W's operations during 2020, specifically in its B2B and mobile segments. However, the lifting of pandemic-related restrictions, significant additions in fixed and mobile subscribers in Jamaica, and the recent acquisition of Claro Panama should enable the company to post strong revenue growth in the next couple of years. Stiff competition in the markets in which the company operates dented its average revenue per unit (ARPU). The changes in prices, promotional discounts, as well as the mix between fixed and mobile products depressed C&W's ARPU. However, S&P expects C&W to maintain tight cost controls and lower content costs amid contract synergies to maintain its EBITDA margin at around 40%, above industry's average. S&P expects C&W to continue extending its debt maturity profile that could weaken its liquidity position. The company maintains a fully available committed revolving credit facility of $630 million as of Dec. 31, 2021. S&P also believes that C&W will focus on integrating its recent acquisition, reducing the need for additional debt. ESG credit indicators: E-3, S-2, G-2 CALPINE CORP: Fitch Affirms 'B+' IDR, Outlook Stable ---------------------------------------------------- Fitch Ratings has affirmed the Issuer Default Ratings (IDRs) of Calpine Corporation (Calpine) and Calpine Construction Finance Company L.P. (CCFC) at 'B+'. The Rating Outlook is Stable. In addition, Fitch has affirmed Calpine's and CCFC's first-lien debt at 'BB+'/'RR1' and Calpine's senior unsecured notes at 'BB-'/'RR3'. 'RR1' and 'RR3' recovery ratings imply outstanding and good recovery prospects, respectively, in the event of default. Calpine's ratings reflect its elevated leverage and the high business risk associated with owning a largely uncontracted power generation fleet. The ratings also consider the positive attributes of Calpine's fleet, such as a relatively clean fuel profile, geographic diversity and the ability to generate consistent EBITDA in different natural gas price environments, reflected in the strong results delivered both in 2020 and 2021. KEY RATING DRIVERS EBITDA Profile Stable: Fitch expects Calpine's adjusted EBITDA to be in the range of approximately $2.0 billion-$2.1 billion over 2022-2024, improving from Fitch's previous expectation of $1.7 billion-1.9 billion, due to improved forward spark spreads and volumes driven by improved demand and higher power prices. Forward commodity prices, including power prices, are significantly higher versus a year ago, and the demand has improved faster than expected from the depressed pandemic levels in 2020. In its financial projections, Fitch has tempered expectations for PJM capacity prices for years 2023/2024, versus historical capacity auction results. Depending on the results of the upcoming PJM capacity auctions there is a potential upside to Fitch's projections if the auction clears in-line with the 2021/2022 auction. Credit Metrics Support the Ratings: Calpine generated very strong 2021 results, with consolidated gross debt/EBITDA at 4.3x, due primarily to the improvement in spark spreads in Texas and overall strong pick-up in demand and power prices following pandemic depressed 2020 levels. Fitch therefore projects Calpine's consolidated gross debt/EBITDA to be in a range of about 5.0x in 2022-2024 versus Fitch's prior mid-5.0x expectation for 2021-2023. Fitch expects Calpine to continue to generate strong pre-dividend FCF of around $950 million on average annually, including a modest increase in growth capex versus the previous forecast. Strong FCF should provide enough flexibility to manage leverage. Fitch's key concern relates to light covenants in the credit agreements that pose minimal restrictions on use of asset sale proceeds. During 2021 and 2020, Calpine paid dividends of $1.6 and $1.575 billion, respectively using FCF and proceeds from asset sales. Fitch assumes Calpine will use most of its FCF for dividend payout over the forecast period, while at the same time maintain its net debt/EBITDA leverage target range. Texas Market Reforms: Calpine had no material impact from the unprecedented winter weather in Texas in February 2021, despite outages/reduced output at some of its plants. Negative impact on its Retail Margin was fully offset by a positive impact on its Wholesale Margin in Texas. There were modest additional costs related to incremental capital and maintenance costs, which included additional protective winterization efforts at ERCOT fleet. Following the winter storm fallout, legislation passed in Texas has provided for additional risk mitigation for power generators dependent upon a reliable natural gas supply. These include legislation that mandates winterization of gas infrastructure and their registration as critical with the transmission and distribution utilities so as to prevent loss of power during load shedding. These measures alleviate Fitch's concerns around gas fuel supply availability during extreme weather events. Fitch's financial projections do not consider Calpine's exposure to any potential future Texas market rule changes. Rating Linkages with CCFC: The IDR of Calpine and its CCFC subsidiary are the same due to strong rating linkages. There is parent subsidiary linkage between Calpine and CCFC. Fitch determines Calpine's standalone credit profile (SCP) based upon consolidated metrics. Fitch considers CCFC to have SCPs stronger than Calpine. As such, Fitch has followed the stronger subsidiary path. Legal ring fencing and access and control are evaluated as open, due to strong contractual, operational and management ties between Calpine and CCFC resulting in the consolidated 'B+' IDR at both CCFC and Calpine. CCFC sells a majority of its power plant output under a long-term tolling arrangement with Calpine's wholly owned marketing subsidiary. CCFC is also a party to a master operation and maintenance agreement and a master maintenance services agreement with another wholly owned Calpine subsidiary. Fitch consequently determined that a strong rating linkage exists between CCFC and Calpine. Recovery Analysis: The individual security ratings at Calpine are notched above or below the IDR as a result of the relative recovery prospects in a hypothetical default scenario. Fitch values the power generation assets that guarantee the parent debt using a net present value (NPV) analysis. A similar NPV analysis is used to value the generation assets that reside in nonguarantor subsidiaries, and the excess equity value is added to the parent recovery prospects. The generation asset NPVs vary significantly based on future gas price assumptions and other variables, such as the discount rate and heat rate forecasts in California, ERCOT and the Northeast. For the NPV of generation assets used in Fitch's recovery analysis, Fitch uses the plant valuation provided by its third-party power market consultant, Wood Mackenzie, as well as Fitch's own gas price deck and other assumptions. The NPV analysis for Calpine's generation portfolio yields approximately $1,280/kW for the geothermal assets and an average of $500/kW for the natural gas generation assets. DERIVATION SUMMARY Calpine is unfavorably positioned compared with Vistra Corp. (BB+/Negative) regarding size, asset composition and geographic exposure, but is well-positioned relative to Talen Energy Supply, LLC (CCC). Vistra is the largest independent power producer in the U.S., with approximately 39 gigawatts of generation capacity, compared with Calpine's 26 gigawatts and Talen's 14 gigawatts. Vistra benefits from its ownership of large and well-entrenched retail electricity businesses compared with Calpine, whose retail business is smaller. Fitch believes Calpine's biggest qualitative strength is its younger and predominantly natural gas-fired fleet, which bears less operational and environmental risk than coal-fired assets owned by Vistra and Talen. In addition, Calpine's fleet is more geographically diversified than Vistra's or Talen's, which are concentrated in Texas and PJM, respectively. Fitch also believes Calpine's EBITDA is resilient to changes in natural gas prices compared with peers. However, Calpine's leverage is higher than Vistra's, which results in a lower rating. Calpine's 2022-2024 forecast leverage, measured as consolidated gross debt/EBITDA, is projected to be around 5.0x. This is higher than Vistra's, which is projected to be around 3.5x, but lower than Talen's around mid-6.0x. KEY ASSUMPTIONS -- Wholesale power prices based on forward market curves through 2024; -- Annual debt amortizations of $220 million; -- Growth capex of approximately $230 million from 2022 through 2024; -- O&M costs generally escalating at 1.5% through 2024; -- Taxes assume net operating loss usage; -- Dividend to sponsors of up to $2.7 billion from 2022 through 2024. RATING SENSITIVITIES Factor that could, individually or collectively, lead to positive rating action/upgrade: -- Consolidated gross debt /EBITDA below 4.0x on a sustainable basis and conservative capital-allocation policies. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Sale of core assets with an aim to maximize shareholder returns without commensurate debt reduction; -- Weaker power demand or higher than expected power supply, depressing wholesale power prices in its core regions; -- Unfavorable changes in regulatory construct and rules in its markets; -- An aggressive growth strategy that diverts a significant proportion of growth capex toward merchant assets or an inability to renew expiring long-term contracts; -- Consolidated gross debt/EBITDA above 6.0x on a sustained basis; -- Any incremental leverage and/or deterioration in NPV of the generation portfolio would lead to downward rating pressure on the unsecured debt. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Non-Financial Corporate issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. LIQUIDITY AND DEBT STRUCTURE Adequate Liquidity: Fitch views Calpine's liquidity position as adequate. Calpine had approximately $371 million of cash and cash equivalents, excluding restricted cash, at the corporate level as of Dec. 31, 2021, and about $1.0 billion of availability under the corporate revolver. Calpine also can issue first-lien debt for collateral support. As of Dec. 31, 2021, a three standard deviation shift in collateral exposure based on commodity price changes would have resulted in higher collateral posted of approximately $528 million versus, $255 million as of Dec. 31, 2020. There are no corporate debt maturities until 2026. In January 2022, Calpine amended its Corporate Revolving Facility to increase the capacity from approximately $2.15 billion to $2.5 billion. In connection with the amendment, the maturity was extended to Jan. 14, 2027 from Dec. 16, 2025 with additional options to extend. At Dec. 31, 2021, Calpine had $1,052 million in letters of credit outstanding, $75 million in borrowings outstanding and $1,023 million in remaining available capacity. In October 2021, Calpine amended the CDHI Credit Agreement upsizing the available capacity to $700 million and extending the maturity date to October 12, 2026. The facility can be used for general corporate purposes with a limit up to $400 million for construction loans that meet specified criteria. At Dec. 31, 2021, the $700 million in total capacity of the CDHI Credit Agreement is composed of $639 million in letters of credit outstanding, $48 million in construction loans outstanding and $13 million in remaining available capacity. Calpine has three unsecured letter of credit (LOC) facilities totaling approximately $205 million. On Nov. 9, 2021, Geysers Power Company, LLC (GPC) amended the existing seven-year, $900 million first lien senior secured term loan facility, upsizing the facility to $1.5 billion and extending the maturity to Nov. 9, 2028. Additionally, the three senior secured revolving letter of credit facilities totaling $200 million were amended to a single revolving letter of credit facility with an available capacity of $250 million and a maturity date of Nov. 9, 2028. On Nov. 19, 2021, Calpine used cash on hand and a portion of the proceeds from the amendment of the GPC Term Loan to repay approximately $129 million of project debt associated with Russell City Energy Center, LLC and $72 million of project debt associated with Los Esteros Critical Energy Facility, LLC. Additionally, Calpine terminated the letter of credit facilities at Russell City Energy Center, LLC and Los Esteros Critical Energy Facility, LLC which had a total capacity of $213 million. On Dec. 28, 2021, Calpine completed the redemption of $430 million in aggregate principal amount of its 2026 First Lien Notes. ISSUER PROFILE Calpine is an Independent Power Producer in the U.S. with a total generation capacity of approximately 26GW. Calpine owns and operates natural-gas-fired and geothermal power plants in Texas, California and the Northeast/Mid-Atlantic regions. SUMMARY OF FINANCIAL ADJUSTMENTS -- Fitch removes the effects of MTM (mark-to-market) adjustments in its EBITDA calculation. -- Fitch removes major maintenance expense out of operating costs to capex. CCX INC: Seeks to Hire Morris James LLP as Legal Counsel -------------------------------------------------------- CCX, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ Morris James LLP as its legal counsel. Morris James will render these legal services: (a) advise the Debtor regarding its powers and duties in the continued operation of its business, management of its properties and related matters; (b) prepare and pursue confirmation of a plan and approval of disclosure statement; (c) prepare legal papers; (d) appear in court and protect the interests of the Debtor before the court; and (e) perform all other legal services for the Debtor that may be necessary and proper in these proceedings. Prior to the petition date, the Debtor paid Morris James a retainer in the amount of $50,000. The hourly rates of the firm's counsel and staff are as follows: Eric J. Monzo, Partner $655 Brya M. Keilson, Partner $620 Sarah M. Ennis, Associate $450 Jason S. Levin, Associate $395 Stephanie Lisko, Paralegal $295 Douglas Depta, Paralegal $295 In addition, the firm will seek reimbursement for expenses incurred. Eric Monzo, Esq., a partner at Morris James, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Eric J. Monzo, Esq. Brya M. Keilson, Esq. Sarah M. Ennis, Esq. Jason S. Levin, Esq. Morris James LLP 500 Delaware Avenue, Suite 1500 Wilmington, DE 19801 Telephone: (302) 888-6800 Facsimile: (302) 571-1750 Email: emonzo@morrisjames.com bkeilson@morrisjames.com sennis@morrisjames.com jlevin@morrisjames.com About CCX Inc. CCX, Inc., doing business as Braeburn Alloy Steel and Braeburn Alloy Steel Division CCX, Inc., and its operations are located in Lower Burrell, Pennsylvania. It processes metal alloys, including titanium, refractory metals, high-end nickel alloys, and stainless, tool steel, carbon steel, and alloy steels. CCX Inc. sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 22-10252) on March 27, 2022. In the petition signed by Francis X. Feeney, as vice president, CCX Inc. listed total assets of $1,735,342 and total liabilities of $2,200,793 as of Feb. 26, 2022. Judge Brendan Linehan Shannon oversees the case. Eric J. Monzo, of Morris James LLP, is the Debtor's counsel. SC&H Group is the financial adviser, and Stretto is the administrative advisor. CCX INC: Seeks to Hire Stretto as Administrative Advisor -------------------------------------------------------- CCX, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ Stretto, Inc. as its administrative advisor. Stretto will render these services: (a) assist with, among other things, solicitation, balloting, and tabulation of votes; prepare any related reports, as required in support of confirmation of a Chapter 11 plan; (b) prepare an official ballot certification and, if necessary, testify in support of the ballot tabulation results; (c) assist with the preparation of the Debtor's schedules of assets and liabilities and statements of financial affairs and gather data in conjunction therewith; (d) provide a confidential data room; (e) manage and coordinate any distributions pursuant to a Chapter 11 plan if designated as distribution agent under such plan; and (f) provide such other solicitation, balloting and other administrative services. Prior to the petition date, the Debtor provided Stretto an advance payment in the amount of $20,000. Stretto will bill the Debtor no less frequently than monthly. In addition, the firm will seek reimbursement for expenses incurred. Sheryl Betance, a senior managing director at Stretto, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Sheryl Betance Stretto, Inc. 410 Exchange, Ste. 100 Irvine, CA 92602 Telephone: (714) 716-1872 Email: sheryl.betance@stretto.com About CCX Inc. CCX, Inc., doing business as Braeburn Alloy Steel and Braeburn Alloy Steel Division CCX, Inc., and its operations are located in Lower Burrell, Pennsylvania. It processes metal alloys, including titanium, refractory metals, high-end nickel alloys, and stainless, tool steel, carbon steel, and alloy steels. CCX Inc. sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 22-10252) on March 27, 2022. In the petition signed by Francis X. Feeney, as vice president, CCX Inc. listed total assets of $1,735,342 and total liabilities of $2,200,793 as of Feb. 26, 2022. Judge Brendan Linehan Shannon oversees the case. Eric J. Monzo, of Morris James LLP, is the Debtor's counsel. SC&H Group is the financial adviser, and Stretto is the administrative advisor. CENTER CITY HEALTHCARE: Sued Medtronic to Clawback $1.3M -------------------------------------------------------- Leslie A. Pappas of Law360 reports that Center City Healthcare and two affiliates sued creditors Medtronic USA Inc. and affiliate Medtronic Xomed Inc. in Delaware on Wednesday, April 13, 2022, in an attempt to claw back no less than $1.37 million in payments made within the 90-day period before they filed for bankruptcy. Center City Healthcare LLC and affiliated debtors Philadelphia Academic Health System LLC and St. Christopher's Healthcare LLC filed the adversary proceeding with the U. S. Bankruptcy Court for the District of Delaware, reserving their rights to ask for more later. Center City and the affiliates once operated Hahnemann University Hospital and St. Christopher's Hospital for Children, both in Philadelphia. About Center City Healthcare Center City Healthcare, LLC, is a Delaware limited liability company that operates Hahnemann University Hospital. Its parent company is Philadelphia Academic Health System, LLC, which is also the parent company of St. Christopher's Healthcare, LLC and its affiliated physician groups. Center City Healthcare and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-11466) on June 30, 2019. At the time of the filing, the Debtors estimated assets of between $100 million and $500 million and liabilities of the same range. The cases are assigned to Judge Kevin Gross. The Debtors tapped Saul Ewing Arnstein & Lehr LLP as legal counsel; EisnerAmper LLP as restructuring advisor; SSG Advisors, LLC as investment banker; and Omni Management Group, Inc. as claims and noticing agent. CHEMBIO DIAGNOSTICS: Falls Short of Nasdaq Bid Price Requirement ---------------------------------------------------------------- Chembio Diagnostics, Inc. received a deficiency letter from the Listing Qualifications Department of The Nasdaq Stock Market on April 5, 2022, notifying the Company that, for the last 30 consecutive business days, the bid price for shares of the Company's common stock had closed below the $1.00 per share minimum bid price requirement for continued inclusion on the Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2). In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has been provided a period of 180 calendar days, or until Oct. 3, 2022, to regain compliance with the Bid Price Requirement. If, at any time before Oct. 3, 2022, the closing bid price for the Company's common stock closes at or above $1.00 for a minimum of ten consecutive business days (which number days may be extended by Nasdaq in its discretion to generally no more than twenty consecutive business days), Nasdaq will notify the Company that it has regained compliance with the Bid Price Requirement and the matter would be considered resolved. The deficiency letter also indicated that if the Company does not regain compliance with the Bid Price Requirement by Oct. 3, 2022, the Company may be eligible for an additional 180 calendar days to regain compliance. To qualify, the Company would need to meet the continued listing requirement for the market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, with the exception of the Bid Price Requirement, and the Company would need to provide written notice of its intention to cure the deficiency during the additional compliance period, by effecting a reverse stock split, if necessary. If the Company meets these requirements, Nasdaq will inform the Company that it has been granted an additional 180 calendar days to regain compliance. Otherwise, if it appears to the staff of Nasdaq that the Company will not be able to cure the deficiency or if it is not otherwise eligible, Nasdaq will notify the Company that its common stock will be subject to delisting. At that time, the Company may appeal Nasdaq's delisting determination to a Nasdaq hearings panel. There can be no assurance that such appeal would be successful. The Company intends to monitor the closing bid price of its common stock and consider available options to regain compliance with the Bid Price Requirement, which could include seeking to effect a reverse stock split. There can be no assurance that the Company will be able to regain compliance with the Bid Price Requirement. About Chembio Chembio Diagnostics, Inc. develops, manufactures and commercializes point-of-care tests for the detection and diagnosis of infectious diseases, including COVID-19, sexually transmitted disease, and fever and tropical disease. Chembio reported a net loss of $33.90 million for the year ended Dec. 31, 2021, a net loss of $25.52 million for the year ended Dec. 31, 2020, a net loss of $13.67 million for the year ended Dec. 31, 2019, and a net loss of $7.86 million for the year ended Dec. 31, 2018. As of Dec. 31, 2021, the Company had $73.25 million in total assets, $38.99 million in total liabilities, and $34.26 million in total stockholders' equity. Jericho, New York-based Ernst & Young LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated March 3, 2022, citing that the Company has suffered recurring losses from operations and has stated that substantial doubt exists about the Company's ability to continue as a going concern. CHOBANI GLOBAL: S&P Affirms 'B-' ICR, Off CreditWatch Positive -------------------------------------------------------------- S&P Global Ratings affirmed its 'B-' issuer credit rating and 'B-' and 'CCC' senior secured and unsecured issue-level ratings on U.S. Greek yogurt producer Chobani Global Holdings LLC, and removed them all from CreditWatch, where S&P placed them with positive implications on July 13, 2021. The '3' and '6' recovery ratings on the senior secured and unsecured debt, respectively, remain unchanged. The stable outlook reflects S&P's expectation for FFO cash interest coverage to be near 2x and debt to EBITDA to be above 10x (above 8x excluding the preferred equity debt adjustment) over the next 12 months. The affirmation follows significant delays in Chobani's IPO, from which it had planned to use the proceeds to repay debt. S&P said, "The rating incorporates our expectation that Chobani will maintain a financial policy consistent with its pre-IPO policy, including a highly leveraged balance sheet and negative free operating cash flow (FOCF) with little likelihood of improving without IPO proceeds given the sizable growth capital expenditure (capex) spending the company continues to target. Capex is slated to total more than 8% of sales-- much higher than most branded consumer companies--as the company continues to prioritize investments in additional manufacturing capacity and product portfolio expansion over repaying debt. Although we don't believe there will be much change in strategic execution despite significant management turnover, the higher capex will nonetheless keep FOCF negative in 2022 and 2023. This will keep leverage above 10x (above 8x excluding the company's preferred equity, which we treat as debt given its highly structured feature with a de facto maturity in 12 years), and funds from operations (FFO) cash interest coverage near 2x." S&P said, "EBITDA margins remain pressured due to input cost inflation. Adjusted EBITDA margin underperformed our expectations in 2021, declining to 11.3% from 12.5% the previous year, primarily reflecting input cost inflation. We expect gross margin will be furthered pressured in 2022 from intensified logistics, packaging, and milk cost headwinds. Chobani is particularly exposed to class II and III milk costs, which we expect to experience much higher inflation in 2022 due to lower projected cow numbers and higher feed, fertilizer, and labor costs. To help mitigate the pressure on profitability, the company will continue to raise prices in line with the category and reduce trade allowances. In addition, we forecast low-double-digit revenue growth in 2022, reflecting our expectation the company maintains brand investment and benefits from new product growth. Nonetheless, we expect inflationary headwinds will outweigh the company's mitigating actions such that EBITDA margin contracts 240 basis points year over year in 2022. The company continues to invest in new products and expand into adjacencies, but remains highly concentrated in Greek yogurt. Chobani's sales are largely concentrated in Greek yogurt, which made up 85% of sales in fiscal 2021. Given this category's low expected growth outlook, Chobani is expanding its product offerings into faster-growing categories such as Oat, Zero Sugar, and Creamers. U.S. yogurt is projected to grow at a 0.7% compound annual growth rate (CAGR) from 2021 through 2026, according to Euromonitor. S&P also expects the Greek yogurt category to grow at a similar rate during the period. S&P said, "By contrast, U.S. Oat Milk grew over 40% in 2021 to about a $14.4 billion market size. Although we expect this growth to slow as the category matures, we believe it will still be faster than the yogurt category over the next two to three years. Euromonitor estimates Chobani's market share in U.S. Oat Milk totaled 16.5% at year-end 2021, up from 15.1% in 2020. Still, the U.S Oat Milk and Creamer markets are very competitive. The Oat Milk segment is highly concentrated, with the top two players holding over 60% share. Although Creamer is much more fragmented, with no one player holding more than a 6% share, gaining significant share in that category may be difficult as many companies have entered it as a natural agency to their slower core refrigerated offerings such as butter and fluid milk. Therefore, we believe competition will remain fierce in these faster-growing categories, which will likely slow Chobani's initially strong growth as a new entrant. Because we expect Chobani's future growth in these categories will slow, we believe its overall portfolio will stay primarily concentrated in its core Greek yogurt offerings. "The stable outlook reflects our expectation the company will sustain decent debt service coverage levels despite input cost inflation. Although we project EBITDA margin to contract closer to 9% over the next year, Chobani should continue to generate FFO cash interest coverage near 2x and debt to EBITDA to be above 10x (8x including the preferred equity debt adjustment) over the next 12 months. "We could lower the ratings if we determine the company's capital structure is unsustainable, which could result from EBITDA margins remaining pressured because of higher input costs or if capex doesn't decline, both of which could result in negative FOCF or FFO cash interest coverage below 1.5x." S&P could raise the rating if the company's FOCF generation increases to more than $40 million and it improves cash interest coverage above 2.5x. This could occur if: -- The company applies more of its cash flows to debt reduction instead of almost exclusively to aggressive growth capex; or -- The company completes an IPO and uses proceeds to repay debt, thereby decreasing its interest burden. ESG credit indicators: E-2, S-2, G-3 Governance factors are a moderately negative consideration in S&P's credit rating analysis of Chobani due to its belief that capital budgeting decisions are based on the concentrated ownership of the founding owner, which hampers cash flow generation. CLUBCORP HOLDINGS: Moody's Hikes CFR to B3, Outlook Stable ---------------------------------------------------------- Moody's Investors Service upgraded ClubCorp Holdings, Inc.'s Corporate Family Rating to B3 from Caa1 and Probability of Default Rating to B3-PD from Caa1-PD. Concurrently, Moody's upgraded the rating on the company's first lien credit facilities (revolver and term loan) to B2 from B3, and the rating on the senior unsecured notes to Caa2 from Caa3. The outlook is stable. The upgrade of the CFR to B3 reflects Moody's expectation that operating performance including membership trends and revenue from private events will continue to recover in 2022 as the threat of the coronavirus pandemic subsides. ClubCorp's FY21 revenue is slightly better than FY19 (pre-Covid) despite private events as well as city and stadium club segments that were still in recovery mode. The golf and country club business was resilient and is benefitting from strong participation in golf as a socially-distanced outdoor activity, and the company's investments to upgrade facilities, which is leading to more premium pricing. Moody's believes there is some risk that golf demand will moderate as a broader array of competing leisure activities recover, but that good amenity reinvestment will support stable membership. The city and stadium clubs, as well as private events, should rebound more fully over the next year and bolster ClubCorp's earnings growth. Lease adjusted debt-to-EBITDA leverage (including capital leases from sales-lease back transactions) was about 12x for FY2021 and Moody's expects it will decline to about 8x over the next 12 to 18 months along with a continued earnings recovery. Additionally, Moody's expects the company to have adequate liquidity over the next year with an approximate $38 million cash balance at calendar year end 2021, $97 million available from its $142.5 million revolver due September 2023 (net of $45 million outstanding as of year end 2021), as well as modest positive free cash flow in the range of $20 to $30 million in FY22. The upgrade also reflects Moody's expectation that the company will actively seek to refinance its revolver well ahead of its expiration in September 2023. Moody's took the following rating actions: Issuer: ClubCorp Holdings, Inc. Corporate Family Rating, upgraded to B3 from Caa1 Probability of Default Rating, upgrade to B3-PD from Caa1-PD Senior Secured First Lien Bank Credit Facility (Revolver and Term Loan), upgraded to B2 (LGD3) from B3 (LGD3) Senior Unsecured Notes, upgraded to Caa2 (LGD5) from Caa3 (LGD5) Outlook Actions: Issuer: ClubCorp Holdings, Inc. Outlook, remains Stable RATINGS RATIONALE ClubCorp's B3 CFR reflects the company's high financial leverage with Moody's lease adjusted debt/EBITDA about 12x for the twelve months ended December 2021. Moody's expects debt-to-EBITDA leverage will improve to about 8x over the next 12 to 18 months due to an expected earnings recovery from a modest membership increase and resumption of special events at club facilities. The company's core business as a golf, city and stadium club owner/operator is susceptible to discretionary consumer spending and factors such as varying regional weather conditions. High capital outlays for ongoing reinvestment and maintenance of the clubs is necessary to retain a premium service offering. ClubCorp also faces event risk stemming from the potential for large outlays associated with refunds of initiation deposits, of which the current portion of the liability is approximately $255 million. Governance factors include the company's debt financed acquisition strategy and shareholder-friendly financial strategies under the private equity ownership. However, the rating reflects ClubCorp's leading position in the private club membership business and its solid recurring revenue base, which is underpinned by a dues-based business model and affluent clientele. ClubCorp's credit profile benefits from significant real estate value for the 107 out of 161 golf and country clubs that the company owns. ClubCorp's main business operating golf and country clubs helped mitigate the impact from the coronavirus pandemic as demand for outdoor sports such as golf remained strong during the pandemic. Cost inflation and labor availability are operating challenges but Moody's expects the company to largely mitigate including through stepped up pricing. Moody's regards the coronavirus outbreak as a social risk under Moody's ESG framework, given the substantial implications for public health and safety. Although an economic recovery is underway, continuation will be closely tied to containment of the virus. As a result, there is uncertainty around Moody's forecasts. Governance factors primarily relate to the company's private equity ownership and associated tolerance for high leverage, and its growth through acquisition strategy. The debt funded acquisition of seven golf country clubs from Toll Brother Golf (October 2019) is an example of aggressive financial policies. Moody's believes the risk of future debt funded acquisitions or dividend distributions is high and puts pressure on the company's credit profile. Moody's views environmental risks as moderate because of the significant water, energy and chemical usage in operations and the expansion land needed for the facilities. The company must meet environmental standards to prevent soil and water contamination from fertilizer and other chemicals used. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The stable outlook reflects Moody's view that Clubcorp's debt-to-EBITDA leverage will decline to about 8x over the next 12 to 18 months due to an earnings recovery. The stable outlook also reflects Moody's expectation for adequate liquidity over the next year and that the company will re-finance its revolver well ahead of the September 2023 expiration date. The ratings could be upgraded if the company delivers continued revenue and earnings growth with good reinvestment in the facilities, Moody's lease adjusted debt-to-EBITDA leverage is maintained below 6.5x, and the company maintains at least good liquidity. The ratings could be downgraded if membership levels, revenue or operating margins decline, facility reinvestment is weak, or liquidity deteriorates. A large increase in cash outflows or litigation related to membership deposits could also prompt a downgrade. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. Headquartered in Dallas, Texas, ClubCorp is one of the largest owner, operator and manager of private golf, country, city, sports and alumni clubs in North America, and the largest owner of golf clubs in the US. As of year-end 2021, the company operated 200 clubs (161 golf & country clubs and 32 city clubs and 7 stadium clubs) and 6 BigShots Golf locations in 30 states, the District of Columbia and two foreign countries (Mexico and United Kingdom). The company has been owned by the Apollo Global Management, LLC since 2017. ClubCorp generated revenue of approximately $1,176 million in FY2021 ended December 31, 2021. COLON VENTURE: May 12 Hearing on Disclosure Statement ----------------------------------------------------- The Honorable Kathryn C. Ferguson will convene a hearing on the adequacy of the Disclosure Statement of Colon Venture Group, LLC, on May 12, 2022 at 2:00 p.m. in Courtroom No. 2, Clarkson S. Fisher Courthouse, 402 East State Street, Trenton, NJ 08608. Written objections to the adequacy of the Disclosure Statement must be filed and served no later than 14 days prior to the hearing before this Court. Notice of said hearing must be sent by the Clerk of the Bankruptcy Court at least 28 days prior to the hearing date. About Colon Venture Colon Venture Group, LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). Colon Venture filed a Chapter 11 bankruptcy petition (Bankr. D.N.J. Case No. 22-10023) on Jan. 3, 2022. In the petition signed by Walter Cubero, member, the Debtor disclosed $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. David L. Stevens, Esq. of SCURA, WIGFIELD, HEYER, STEVENS & CAMMAROTA, LLP, is the Debtor's Counsel. CONNACHT CORP: Seeks to Hire BST & Co. CPAs LLP as Accountant ------------------------------------------------------------- Connacht Corp, doing business as Colorize of Pittsburgh, seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to employ BST & Co. CPAs, LLP as its accountant. The Debtor needs an accountant to prepare its monthly operating reports and other services as required through the ordinary course of business. The Debtor proposes to pay the firm a customary and standard accountant rate ranging from $120 to $450 and a staff rate ranging from $75 to $120. Kristen Berdar, a certified public accountant at BST & Co. CPAs, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Kristen D. Berdar, CPA BST & Co. CPAs, LLP 26 Computer Dr. W. Albany, NY 12205 Telephone: (518) 459-6700 About Connacht Corp Connacht Corporation, doing business as Colorize of Pittsburgh, owns and operates a paint and decorating store that services the Pittsburgh, Pa. market. Connacht Corporation filed its voluntary petition for Chapter 11 protection (Bankr. W.D. Penn. Case 21-22467) on Nov. 14, 2021, listing up to $1 million in assets and up to $10 million in liabilities. Regis Flaherty, president, signed the petition. Judge Thomas P. Agresti presides over the case. The Debtor tapped Brian C. Thompson, Esq., at Thompson Law Group, PC as legal counsel and Kristen D. Berdar, CPA, at BST & Co. CPAs, LLP as accountant. DEEP ELLUM: Taps Wick Phillips Gould & Martin as Legal Counsel -------------------------------------------------------------- Deep Ellum Hostel, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Wick Phillips Gould & Martin, LLP to serve as legal counsel in its Chapter 11 case. The firm's services include: a. advising the Debtor on the conduct of the case, including all of the legal and administrative requirements of operating in Chapter 11; b. attending meetings and negotiating with representatives of creditors and other parties in interest; c. taking all necessary actions to protect and preserve the estate, 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 it is involved; d. preparing legal papers; e. representing the Debtor in connection with obtaining post-petition financing, if any; f. advising the Debtor in connection with any potential sale of assets of the estate; g. analyzing and, as appropriate, challenging the validity of liens against assets of the estate; h. appearing before the bankruptcy court and any other court; i. formulating, drafting and seeking confirmation of a Chapter 11 plan; and j. performing all other necessary legal services for the Debtor. The hourly rates charged by the firm's attorneys and paralegals are as follows: Scott D. Lawrence, Partner $500 per hour Catherine A. Curtis, Associate $450 per hour Brenda Ramirez, Paralegal $180 per hour Wick received a retainer in the amount of $17,562 from the Debtor. As disclosed in court filings, Wick is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jason M. Rudd, Esq. Scott D. Lawrence, Esq. Catherine A. Curtis, Esq. Wick Phillips Gould & Martin, LLP 3131 McKinney Avenue, Suite 500 Dallas, TX 75204 Phone: (214) 692-6200 Fax: (214) 692-6255 Email: jason.rudd@wickphillips.com scott.lawrence@wickphillips.com catherine.curtis@wickphillips.com About Deep Ellum Hostel Deep Ellum Hostel, LLC is a Dallas, Texas-based company that provides dorm rooms, private rooms and onsite bar to customers. Deep Ellum Hostel filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Texas Case No. 22-30448) on March 13, 2022, listing up to $1 million in assets and up to $1 million in liabilities. Areya Holder Aurzada serves as Subchapter V trustee. Judge Stacey G. Jernigan oversees the case. Wick Phillips Gould & Martin, LLP serves as the Debtor's legal counsel. DIOCESE OF CAMDEN: Court Approves Disclosure Statement ------------------------------------------------------ Judge Jerrold N. Poslusny, Jr. has entered an order approving the Disclosure Statement of The Diocese of Camden, New Jersey. The hearing to consider confirmation of the Debtor's Plan will begin on June 1, 2022 at 9:00 a.m. (Prevailing Eastern Time) and continue on June 2, 2022, June 6, 2022, June 16, 2022 and June 17, 2022, as necessary. Any objections to confirmation of the Plan or any proposed modifications of the Plan must be filed and served on or before May 11, 2022 at 5:00 p.m. (Prevailing Eastern Time). Any responses to the Plan Objections must be filed and served on or before May 18, 2022 at 5:00 p.m. (Prevailing Eastern Time). In order to be counted as a vote to accept or reject the Plan, each Ballot must be properly delivered to the Diocese's Claims and Noticing Agent, Prime Clerk LLC no later than May 9, 2022 at 5:00 p.m. (Prevailing Eastern Time). Any creditor seeking to challenge the allowance of its Claim for voting purposes in accordance with the above procedures must file with this Court a motion for an order pursuant to Bankruptcy Rule 3018(a) temporarily allowing such Claim in a different amount for purposes of voting to accept or reject the Plan on or before April 20, 2022 at 5:00 p.m. (Prevailing Eastern Time). A hearing on any Rule 3018 Motion will be held on May 11, 2022 at 10:00 a.m. If the Diocese or another party with standing to assert an objection to a claim, including, but not limited to the Committees, has served an objection with respect to a claim by May 11, 2022 and the objection has not been adjudicated or otherwise resolved, such claim will be temporarily allowed, for voting purposes only and not for purposes of allowance or distribution, in the amount of $100.00, except to the extent and in the manner as may be otherwise set forth in the objection or as otherwise agreed to by the Diocese, the Committees and the claimholder or as ordered by this Court. Holders of Claims in Class 5 (Tort Claims Other Than Unknown Tort Claims) shall be served with the Solicitation Package by and through the attorney who filed their proof of claim in this case, if any, at the address reflected on the Claims and Noticing Agent's claims register as of the Voting Record Date, unless such Holder or attorney has notified the Claims and Noticing Agent that the representation has terminated. For the avoidance of doubt, if such noticing address is the address of the Holder's attorney, the Holder will be served Solicitation Packages through such attorney. Such service shall be deemed proper service under the Bankruptcy Code and Bankruptcy Rules. Notwithstanding anything herein to the contrary, the Diocese shall mail to all Holders of Claims in Class 5 who are not represented by an attorney a paper copy of the Solicitation Package, with the cover letter attached hereto as Exhibit A as the first page of such packet followed by the Tort Committee Letter, and any Holder of a Tort Claim may request a copy of the Solicitation Package by contacting the Claims and Noticing Agent. Holders of Claims in Class 6 (Unknown Tort Claims) shall vote through the Unknown Claims Representative, who shall submit a single ballot on behalf of Holders of Claims in Class 6. Holders of Claims in Class 4 (Underfunded Pension Claims) shall vote through the Plan Administrator of each pension plan, who shall submit a single ballot for each pension plan. The Diocese is not required to mail Solicitation Packages or other solicitation materials to Holders of Claims that (i) are not entitled to vote; (ii) have already been paid in full or are authorized to be paid in full in the ordinary course of business pursuant to an order previously entered by this Bankruptcy Court; or (iii) any party to whom notice of the Disclosure Statement Hearing (the "Disclosure Statement Hearing Notice") was sent but was subsequently returned as undeliverable. In addition, to the extent any Solicitation Packages are returned as undeliverable by the United States Postal Service (including Solicitation Packages from voting creditors), neither the Diocese nor the Claims and Noticing Agent are required to conduct additional research for updated addresses or to attempt to re-serve the Solicitation Packages to such parties. The Diocese, shall, however, provide notice to: (i) the Tort Committee of an undeliverable package to any Class 5 Claimant; or (ii) the Trade Committee of an undeliverable package to any Class 3 Claimant. To the extent the Committees obtain appropriate addresses for Solicitation Packages returned as undeliverable, the Committees shall promptly notify the Diocese, which shall serve such creditor at the appropriate address through the Claims and Noticing Agent. The Ballot need not be provided to Holders of Claims in Class 1, because such Class is unimpaired and, accordingly, are conclusively presumed to have accepted the Plan under section 1126(f) of the Bankruptcy Code. The Ballot need not be provided to Holders of Claims in Classes 7A and 7B because such Classes are receiving no distributions under the Plan and, as a result, are deemed to reject the Plan. Notwithstanding anything herein to the contrary, all Holders of Class 5 Claims shall have their claim temporarily allowed for voting purposes only and not for allowance or distribution in the amount of $100.00. For the avoidance of doubt, each Holder of a Class 5 Claim shall be entitled to one vote irrespective of the number of proofs of claim filed by such Holder. Counsel to The Diocese of Camden, New Jersey: Richard D. Trenk, Esq. Robert S. Roglieri, Esq. TRENK ISABEL SIDDIQI & SHAHDANIAN P.C. 290 W. Mt. Pleasant Ave., Suite 2350 Livingston, NJ 07039 Telephone: (973) 533-1000 Email: rtrenk@trenkisabel.law rroglieri@trenkisabel.law About The Diocese of Camden, NJ The Diocese of Camden, New Jersey is a nonprofit religious corporation organized pursuant to Title 16 of the Revised Statutes of New Jersey. The Diocese is the secular legal embodiment of the Roman Catholic Diocese of Camden, a juridic person recognized under Canon Law. The Diocese of Camden sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 20-21257) on Oct. 1, 2020. The petition was signed by Reverend Robert E. Hughes, vicar General and vice president. At the time of the filing, the Debtor had total assets of $53,575,365 and liabilities of $25,727,209. Judge Jerrold N. Poslusny Jr. oversees the case. McManimon, Scotland & Baumann, LLC, is the Debtor's legal counsel. DIXIE CENTERS: Only One Creditor Remaining in Case -------------------------------------------------- Dixie Centers, LLC, submitted a Plan and a Disclosure Statement. A significant potential equity infusion partner was solicited and has entered into direct negotiations to infuse capital such that: 1. The Bankruptcy can be sustained and payoff to the secured creditor. 2. An existing principal of the Debtor will opt to sell their investment to the new potential equity partner such that equity can complete the project. The current shareholders have continued to maintain the integrity of the project and have infused significant deposits into the Debtor account and have also paid off debts to the taxing authorities and municipalities (POC 3 (Deerfield) and POC4-7 (Broward Revenue) such that at the present moment there is only one creditor remaining in the case: Reiss Bros LLC which 1s the secured lender. Due Diligence and negotiations continue to progress with the Equity Infusion candidates (soon to be members of the LLC upon completion of their investment) which will then allow the debtor to go from a hold and maintain position on the land to starting up the infrastructural phase of the project preceding build-out. Under the Plan, Class 1 Secured Creditor Reiss Bros. LLC will be paid in full over the life of the plan with 3.25% of simple interest payable monthly based upon the foreclosure judgment amount $1,812,758.82 payable $32,774.68 for a period of 60 months for a total of $1,966,480.00. Class 1 is impaired. There are no Unsecured Claims in the Plan. The Debtor's principals have contributed $57,000 in cash on hand prior to the Effective Date of the Plan to make a New Value Contribution because of new potential equity investors and partners. Counsel for the Debtor: Michael A. Frank. Esq. LAW OFFICES OF FRANK & DE LA GUARDIA 10 NW LeJeune Rd Suite 620 Telephone: (305) 443 4217 Email: mfrank@bkelawmiami.com A copy of the Disclosure Statement dated April 6, 2022, is available at https://bit.ly/3KmKlWF from PacerMonitor.com. About Dixie Centers Dixie Centers, LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). It is based in Pompano Beach, Fla. Dixie Centers filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-19343) on Sept. 28, 2021, listing $4,200,008 in assets and $1,857,120 in liabilities. Judge Peter D. Russin presides over the case. Michael A. Frank, Esq. at the Law Offices of Frank & De La Guardia represents the Debtor as legal counsel. DJ MAGIK: Seeks to Tap Van Horn Law Group as Bankruptcy Counsel --------------------------------------------------------------- DJ Magik Ent., LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ the law firm of Van Horn Law Group, PA as its legal counsel. The firm will render these legal services: (a) advise the Debtor regarding its powers and duties in the continued management of its business operations; (b) advise the Debtor regarding its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (c) prepare legal papers; (d) protect the interest of the Debtor in all matters pending before the court; (e) represent the Debtor in negotiation with its creditors in the preparation of a plan. The Debtor paid the firm a total retainer of $7,768. The firm's hourly rates range from $150 to $450 per hour for law clerks, paralegals, and attorneys. In addition, the firm will seek reimbursement for expenses incurred. Chad Van Horn, Esq., an attorney in the law firm of Van Horn Law Group, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Chad Van Horn, Esq. Van Horn Law Group, PA 330 North Andrews Avenue, Suite 450 Fort Lauderdale, FL 33301-1012 Telephone: (954) 637-0000 Email: chad@cvhlawgroup.com About DJ Magik Ent. DJ Magik Ent. LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-12162) on March 18, 2022, listing under $1 million in both assets and liabilities. Dontarius Spigner, an authorized representative, signed the petition. Judge Peter D. Russin oversees the case. Chad Van Horn, Esq., at Van Horn Law Group, PA serves as the Debtor's legal counsel. ECTOR COUNTY: Davis Polk, RLF Represent Term Lenders ---------------------------------------------------- In the Chapter 11 cases of Ector County Energy Center LLC, the law firms of Davis Polk & Wardwell LLP and Richards, Layton & Finger, P.A., submitted a verified statement under Rule 2019 of the Federal Rules of Bankruptcy Procedure, to disclose that they are representing the Agent and the Ad Hoc Group. In or around January 2022, a group formed by certain term loan lenders and revolving letters of credit issuers under that certain Amended and Restated Credit and Guaranty Agreement, dated as of August 22, 2019, by and among Invenergy Thermal Operating I LLC, as Borrower, the Debtor, the Subsidiary Guarantors from time to time party thereto, the Revolving LC Issuers from time to time party thereto, each of the banks and other financial institutions party thereto as Lenders, Credit Suisse AG, Cayman Islands Branch, as the administrative agent and the collateral agent engaged Davis Polk to represent it in connection with a potential sale, restructuring or bankruptcy filing of ITOI and/or the Debtor. In or around March 2022, the Ad Hoc Group engaged RLF to represent it as Delaware bankruptcy counsel. Counsel represents only the Agent and the Ad Hoc Group. Each Member is aware of, and has consented to, Counsel's joint representation of the Agent and the Ad Hoc Group. Counsel does not represent or purport to represent any entities other than the Agent and the Ad Hoc Group in connection with the Chapter 11 Case. The Members of the Ad Hoc Group, collectively, beneficially own, or are the investment advisors or managers for funds that beneficially own or manage approximately $238,171,369 in aggregate principal amount of the Term Loans and $64,553,598 in aggregate amount of the outstanding Revolving Letters of Credit. As of April 13, 2022, members of the Ad Hoc Group and their disclosable economic interests are: ArrowMark Colorado Holdings, LLC 110 Fillmore Street, Suite 325 Denver, CO 80206 * $18,073,904 in aggregate principal amount of the Term Loans Barings LLC 300 South Tryon Street, Suite 2500 Charlotte, NC 28202 * $27,903,653 in aggregate principal amount of the Term Loans Benefit Street Partners L.L.C. 9 West 57th Street, Suite 4920 New York, NY 10019 * $15,156,726 in aggregate principal amount of the Term Loans Columbia Cent CLO Advisers, LLC 100 N Pacific Coast Highway El Segundo, CA 90245 * $18,466,863 in aggregate principal amount of the Term Loans Credit Suisse AG, Cayman Islands Branch Eleven Madison Avenue New York, NY 10010 * $48,958,100 in aggregate outstanding amount of Revolving Letters of Credit CVC Credit Partners, LLC and CVC Credit Partners U.S. CLO Management LLC 712 Fifth Avenue, 43rd Floor New York, NY 10019 * $41,969,203 in aggregate principal amount of the Term Loans Fortress Investment Group LLC 1345 Avenue of the Americas 46th Floor New York, NY 10105 * $16,266,746 in aggregate principal amount of the Term Loans Goldman Sachs Bank USA 200 West Street New York, NY 10282 * $15,595,498 in aggregate outstanding amount of the Revolving Letters of Credit MetLife Investment Management, LLC One MetLife Way Whippany, NJ, 07981 * $36,371,256 in aggregate principal amount of the Term Loans Palmer Square Capital Management LLC 1900 Shawnee Mission Parkway Suite 315 Mission Woods, KS 66205 * $43,902,991 in aggregate principal amount of the Term Loans RIN II Ltd. P.O. Box 1093 Boundary Hall, Cricket Square Grand Cayman, KY1-1102 Cayman Islands * $10,023,402 in aggregate principal amount of the Term Loans RIN III Ltd. P.O. Box 1093 Boundary Hall, Cricket Square Grand Cayman, KY1-1102 Cayman Islands * $3,385,169 in aggregate principal amount of the Term Loans RIN IV Ltd. P.O. Box 1093 Boundary Hall, Cricket Square Grand Cayman, KY1-1102 Cayman Islands * $1,844,418 in aggregate principal amount of the Term Loans RIN V Ltd. P.O. Box 1093 Boundary Hall, Cricket Square Grand Cayman, KY1-1102 Cayman Islands * $4,807,038 in aggregate principal amount of the Term Loans Counsel to the Agent and Ad Hoc Group can be reached at: RICHARDS, LAYTON & FINGER, P.A. Mark D. Collins, Esq. Amanda R. Steele, Esq. 920 North King Street Wilmington, DE 19801 Telephone: 302-651-7531 E-mail: collins@RLF.com steele@RLF.com - and - DAVIS POLK & WARDWELL LLP Brian M. Resnick, Esq. Josh Sturm, Esq. 450 Lexington Avenue New York, NY 10017 Telephone: 212-450-4213 Facsimile: 212-701-5213 E-mail: brian.resnick@davispolk.com joshua.sturm@davispolk.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://bit.ly/3rs6afT and https://bit.ly/3M0q2yA About Ector County Energy Center Ector County Energy Center LLC is in the business of owning and operating a 330 MW natural gas-fired electricity-generating facility located on 32.5 acres of Debtor-owned land in Ector County, Texas, just outside of Odessa, that is part of the Permian Basin. The Debtor dispatches energy generated by its two natural gas fueled simple-cycle combustion turbines and related balance of plant equipment, all designed to enable the Power Plant to generate energy and respond quickly at times when demand is "peaking" and the market requires additional power supply. Ector County Energy Center sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10320) on April 11, 2022. In the petition signed by CRO John D. Baumgartner, the Debtor disclosed up to $100 million in assets and up to $1 billion in liabilities. Christopher A. Ward, Esq., at Polsinelli PC, is the Debtor's counsel. Counsel to Credit Suisse AG, Cayman Islands, as administrative agent and as collateral agent, and the Ad Hoc Group are Davis Polk & Wardwell LLP, led by Brian Resnick, Esq. and Joshua Sturm, Esq.; and Richards, Layton & Finger P.A., led by Mark D. Collins, Esq. ELDERHOME LAND: May 26 Hearing on Disclosure Statement ------------------------------------------------------ Judge Maria Ellena Chavez-Ruark has entered an order that the hearing to consider the approval of the Disclosure Statement of ElderHome Land, LLC and Burtonsville Crossing, LLC will be held in Virtual Courtroom (for hearing access information see www.mdb.uscourts.gov/hearings or call 410−962−2688), on May 26, 2022, at 2:00 P.M. May 10, 2022, is fixed as the last day for filing and serving written objections to the Disclosure Statement. Counsel for the Debtor: Lawrence Katz, Esq. HIRSCHLER FLEISCHER PC 8270 Greensboro Drive, Suite 700 Tysons, VA 22102 ElderHome Land and Burtonsville Crossing Burtonsville Crossing, LLC, and ElderHome Land, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Lead Case No. 21-10492) on Jan. 25, 2021. At the time of the filing, the Debtors had between $1 million and $10 million in both assets and liabilities. Judge Maria Ellena Chavez-Ruark oversees the cases. McNamee, Hosea, Jernigan, Kim, Greenan & Lynch, PA, and Gordon & Simmons, LLC, serve as the Debtors' bankruptcy counsel and special counsel, respectively. EMTEE CLEANERS: Seeks to Hire Alter & Brescia as Legal Counsel -------------------------------------------------------------- Emtee Cleaners, Inc. seeks approval from the U.S. Bankruptcy Code for the Southern District of New York to hire Alter & Brescia, LLP to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) advising the Debtor with respect to its powers and duties in the continued management and operation of its business and property; (b) preparing and filing the Debtor's bankruptcy schedules; (c) negotiating with creditors and other parties in interest in formulating a plan of reorganization, and taking legal steps to obtain confirmation of the plan including negotiations for financing; (d) preparing legal documents; (e) appearing before the court and the Office of the U.S. Trustee; and (f) other legal services necessary to administer the Debtor's Chapter 11 case. Alter & Brescia's hourly rates range from $475 to $550 for partners and from $275 to $375 for associates. Paraprofessionals charge an hourly fee of $105. The firm will also be reimbursed for out-of-pocket expenses incurred. The initial retainer fee is $17,000. As disclosed in court filings, Alter & Brescia is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Bruce R. Alter, Esq. Alter & Brescia, LLP 550 Mamaroneck Ave. Harrison, NY 10528-1634 Tel: (914) 670-0030 Email: altergold@aol.com About Emtee Cleaners Emtee Cleaners, Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-22109) on March 7, 2022, listing as much as $500,000 in both assets and liabilities. Charles N. Persing, a certified public accountant at Bederson LLP serves as Subchapter V trustee. Judge Sean H Lane presides over the case. Bruce R. Alter, Esq., at Alter & Brescia, LLP represents the Debtor as bankruptcy counsel. FAMOUS ANTHONY'S INC: Non-Personal Injury Unsec. to be Paid in Full ------------------------------------------------------------------- Famous Anthony's, Inc., filed with the U.S. Bankruptcy Court for the Western District of Virginia a Plan of Reorganization dated April 11, 2022. The Debtor was formed in 1991 and has operated as a company that facilitates operations among the Famous Anthony's restaurants. It was initially owned by Kevin Diomedi as its sole shareholder. In 1995, Kevin Diomedi conveyed his shares to Pete File (25%) and Karen McCoy (75%). In August, 2021, two Famous Anthony's restaurants (neither owned nor operated by the Debtor) suffered an alleged hepatitis outbreak among some of its customers, allegedly as a result of one of their employees who was infected with hepatitis. Despite the fact that the Debtor neither owned nor operated either of the allegedly stricken restaurants, litigation against the Debtor from some of the impacted customers commenced with lawsuits filed in the late fall and early winter of 2021. As a result of the outstanding litigation, the Debtor filed this case on January 10, 2022. Since the bankruptcy filing, the Debtor has continued to operate its non-restaurant business. It has timely paid its post-petition bills. It has collected some post-petition vendor rebates. It does not have any liability to the personal injury claimants that have asserted claims in its case. Class 2 consists of the Secured and Priority Claims of the City of Roanoke. To be paid in full by the Effective Date. The Debtor will object to the real estate tax claim of the City of Roanoke, as it does not own real estate. Class 3 consists of Non-Personal Injury Unsecured Claims. The Class 3 claims will be paid in full, by the Debtor, within 12 months of the Effective Date, from cash on hand, operating profit and vendor rebates. Class 4 consists of Personal Injury Unsecured Claims (Disputed). Forty personal injury claims have been filed against the Debtor in this case. Because the Debtor does not own or operate any restaurant, and did not own or operate any restaurant during the time of the alleged hepatitis outbreak, the Debtor disputes having any liability to any/all of the personal injury claimants. Further, because the Debtor did not own or operate any restaurant, it does not have available insurance proceeds to pay the personal injury claimants. The Debtor will object to all personal injury claims filed in its case, and will ask the Bankruptcy Court to disallow all such claims. To the extent that a personal injury creditor has filed a claim solely in the Debtor's case, the objection to claim will move the Bankruptcy Court to find such claims deemed filed in either KBK Enterprises of Roanoke, Inc. (22-70008) or Famous Anthony's Brookside, Inc. (22-70009), depending upon where that claimant dined when he or she became ill. Class 5 consists of Executory Contracts and Unexpired Leases. The Debtor assumes, pursuant to 11 U.S.C. § 365, as of the petition date, the executory contracts and unexpired leases. The Debtor does not believe that any cure of pre-petition obligations is necessary for any of the executor contracts/unexpired leases it is assuming. Equity Interests of Tony Triplette shall remain in place during the pendency of this case and post-confirmation. No distributions will be made to Tony Triplette's equity, until all plan obligations are satisfied. The Class 5 interest holder shall retain his interest in the Debtor. The Debtor provides the following means for execution of this Plan: * The Debtor will continue to operate in a management capacity as described in this Plan, for the six Famous Anthony's entities. Tony Triplette will continue in his role as officer. * Any objections to claims are to be filed within 45 days of the Effective Date. The Debtor will object to all personal injury claims, as it did not operate a business where the personal injury claims allegedly occurred. It will also object to the City of Roanoke real estate tax claim, as it does not own real estate. * Final professional fee applications are to be filed within 45 days of the Effective Date. A full-text copy of the Plan of Reorganization dated April 11, 2022, is available at https://bit.ly/37PfenX from PacerMonitor.com at no charge. Counsel for the Debtor: Andrew S. Goldstein, Esq. Magee Goldstein Lasky & Sayers, P.C. PO Box 404 Roanoke, VA 24003-0404 Telephone: (540) 343-9800 Facsimile: (540) 343-9898 agoldstein@mglspc.com About Famous Anthony's Inc. Famous Anthony's Inc. was formed in 1991 and has operated as a company that facilitates operations among the Famous Anthony's restaurants. Famous Anthony's filed a Chapter 11 petition (Bankr. W.D. Va. Case No. 22-70010) on Jan. 10, 2022. The Debtor is represented by Andrew S. Goldstein, Esq. of MAGEE GOLDSTEIN LASKY & SAYERS, P.C. FAMOUS ANTHONY'S: Non-Personal Injury Unsecureds to be Paid in Full ------------------------------------------------------------------- Famous Anthony's Brookside, Inc. filed with the U.S. Bankruptcy Court for the Western District of Virginia a Plan of Reorganization dated April 11, 2022. The Debtor was formed in 1998 and has operated the Famous Anthony's restaurant at 6499 Williamson Road, Roanoke, VA 24019 since that time. The Debtor corporation was initially owned by William Webb (15%), Pete File (21.5%) and Karen McCoy (63.5%) In August, 2021, the Debtor suffered an alleged hepatitis outbreak among some of its customers, allegedly as a result of one of its employees who was infected with hepatitis. Debtor's business suffered considerably as a result of the negative publicity arising from the alleged hepatitis outbreak. As a result of the poorly performing business and more importantly, the outstanding litigation, the Debtor filed this case on January 10, 2022. Since the bankruptcy filing, the Debtor has continued to operate its restaurant. It has timely paid its post-petition bills and wages. Although, its business remains impacted by the negative publicity from the hepatitis outbreak the Debtor is hopeful that business will continue to improve and that it will be able to operate at a break even or profitable basis in the near future. The Debtor has lost money, as reflected in its monthly operating reports, for the first 2 months from the bankruptcy filing. Class 2 consists of Non-Personal Injury Unsecured Claims. The Class 2 claims will be paid in full, by the Debtor, within twelve (12) months of the Effective Date, from cash on hand, operating profit and vendor rebates. Class 3 consists of Personal Injury Unsecured Claims. The Debtor will pay its claims for allowed personal injury claims arising from the referenced hepatitis outbreak with the proceeds from its insurance policy with The Cincinnati Insurance Company ("CIC"). The amount available to allowed personal injury claims will depend on the outcome of the coverage issue between the Debtor and personal injury claimants, on the one hand, and CIC, on the other hand. Ultimately, this amount shall be determined by either negotiation or litigation among the parties. Subject to this Plan, and particularly the Class 1 treatment, the Debtor designates the insurance proceeds to the allowed claims in this class. Class 4 consists of Executory Contracts and Unexpired Leases. The Debtor assumes, pursuant to 11 U.S.C. § 365, as of the petition date, the executory contracts and unexpired leases. The Debtor does not believe that any cure of pre-petition obligations is necessary for any of the executor contracts/unexpired leases it is assuming. Class 5 consists of Equity Interests. Equity Interests of Tony Triplette shall remain in place during the pendency of this case and post confirmation. No distributions will be made to Tony Triplette's equity, until all plan obligations are satisfied. The Class 5 interest holder shall retain his interest in the Debtor. The Debtor provides the following means for execution of this Plan: * The Debtor will continue its operations as a full service restaurant in the ordinary course of business. Tony Triplette and Bonnie Viar will continue in their roles as officers and managers. * The Debtor, through its counsel and in conjunction with plaintiffs' counsel and in consultation with the Subchapter V Trustee, will pursue the issue of available insurance coverage in its and its counsels' best judgment. Any negotiated agreement as to the insurance coverage will be subject to court approval. * The Debtor will participate in and pursue the claims determination process as set forth in class 3 treatment in this Plan. * The Debtor shall pursue voidable preference and/or fraudulent conveyance claims in its discretion. The Debtor does not believe there are any voidable preference or fraudulent conveyance claims to pursue. A full-text copy of the Plan of Reorganization dated April 11, 2022, is available at https://bit.ly/3jE964Y from PacerMonitor.com at no charge. Counsel for the Debtor: Andrew S. Goldstein, Esq. (VSB #28421) Magee Goldstein Lasky & Sayers, P.C. PO Box 404 Roanoke, VA 24003-0404 Telephone: (540) 343-9800 Facsimile: (540) 343-9898 E-mail: agoldstein@mglspc.com About Famous Anthony's Brookside Famous Anthony's Brookside, Inc., was formed in 1998 and has operated the Famous Anthony's restaurant at 6499 Williamson Road, Roanoke, VA 24019. The Debtor filed a Chapter 11 petition (Bankr. W.D. Va. Case No. 22-70009) on Jan. 10, 2022. The Debtor is represented by Andrew S. Goldstein, Esq. of MAGEE GOLDSTEIN LASKY & SAYERS, P.C. FFC HOLDINGS: Seeks Approval to Hire George S. Magas as Accountant ------------------------------------------------------------------ FFC Holdings, LLC seeks approval from the U.S. Bankruptcy Court for the District of Maryland to hire George S. Magas CPA, PC as its accountant. The firm's services include: (a) rendering tax compliance and tax consulting services to the Debtor; (b) consulting with the Debtor and its legal counsel in connection with other business matters relating to the Debtor's financial activities; (c) providing expert testimony as required; (d) working with the Debtor's financial consultants, if any; (e) assisting with such other tax and financial matters as the Debtor may request from time to time; and (f) providing accounting advice to the Debtor when needed in order to assume the continued accuracy of its internal accounting records. The work will be performed by George Magas, a certified public accountant, whose current hourly rate is $250. As disclosed in court filings, the firm is a disinterested person under Bankruptcy Code Section 101(14). The firm can be reached through: George S. Magas, CPA George S. Magas CPA PC 9422 Damascus Rd. Damascus, MD 20872 Phone: +1 301-253-0013 Email: George@magascpa.com About FFC Holdings FFC Holdings, LLC, a company in Frederick, Md., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Md. Case No. 22-11566) on March 25, 2022, listing as much as $10 million in both assets and liabilities. Angela Shortall serves as Subchapter V trustee. Judge Thomas J. Catliota oversees the case. Paul Sweeney, Esq., at Yumkas, Vidmar, Sweeney & Mulrenin, LLC and George S. Magas CPA, PC serve as the Debtor's legal counsel and accountant, respectively. FFC HOLDINGS: Seeks to Hire Yumkas Vidmar Sweeney as Legal Counsel ------------------------------------------------------------------ FFC Holdings, LLC seeks approval from the U.S. Bankruptcy Court for the District of Maryland to hire Yumkas, Vidmar, Sweeney & Mulrenin, LLC to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) advising the Debtor of its rights, powers and duties; (b) advising the Debtor concerning, and assisting in the negotiation and documentation of, financing agreements, debt restructurings, cash collateral arrangements and related transactions; (c) representing the Debtor in defense of any proceedings instituted to reclaim property or to obtain relief from the automatic stay under Section 362(a) of the Bankruptcy Code; (d) representing the Debtor in any proceedings instituted with respect to the use of cash collateral; (e) reviewing the nature and validity of liens asserted against the property of the Debtor and advising the Debtor concerning the enforceability of such liens; (f) advising the Debtor concerning the actions that it might take to collect and to recover property for the benefit of its estate, including but not limited to, claims against the Debtor's prior owner; (g) preparing legal documents and reviewing all financial reports to be filed in the case; (h) advising the Debtor concerning, and preparing responses to, applications, motions, pleadings, notices and other papers that may be filed and served in its case; (i) advising the Debtor in connection with the formulation, negotiation and promulgation of a plan of reorganization or liquidation and related documents; and (j) performing all other legal services. The firm's hourly rates are as follows: Paul Sweeney, Esq. $530 per hour Members $500 - $550 per hour Associates $280 - $425 per hour Paralegals $190 - $250 per hour Yumkas received $14,933.77, which was used to pay the bankruptcy filing fee and the initial retainer fee for the Debtor's accountant, and for other services rendered in connection with the case. Paul Sweeney, Esq., the firm's attorney who will be providing the services, disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Paul Sweeney, Esq. Yumkas, Vidmar, Sweeney & Mulrenin, LLC 10211 Wincopin Circle, Suite 500 Columbia, MD 21044 Tel: (443) 569-5972 Fax: (410) 571-2798 Email: psweeney@yvslaw.com About FFC Holdings FFC Holdings, LLC, a company in Frederick, Md., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Md. Case No. 22-11566) on March 25, 2022, listing as much as $10 million in both assets and liabilities. Angela Shortall serves as Subchapter V trustee. Judge Thomas J. Catliota oversees the case. Paul Sweeney, Esq., at Yumkas, Vidmar, Sweeney & Mulrenin, LLC and George S. Magas CPA, PC serve as the Debtor's legal counsel and accountant, respectively. FIX MY GADGET: Files Emergency Bid to Use Cash Collateral --------------------------------------------------------- Fix My Gadget, Inc. asks the U.S. Bankruptcy Court for the Central District of Illinois, Peoria Division, for authority to use cash collateral and provide adequate protection. The Debtor requires cash collateral access to stay as a going concern. According to records of the Debtor and the most recently available public search, the Debtor's primary lender with the holder of a security interest against "cash collateral" as defined by the United States Bankruptcy Code and applicable Illinois statues is the Small Business Association. The Debtor believes the SBA holds a first position, perfected security interest in substantially all of the cash collateral of the Debtor, including deposit accounts and accounts receivable through a commercial guarantee, pledge/security agreement, and UCC-1 financing statement filed on August 18, 2020. The Debtor suggests that an interim post-petition lien on its post-petition receivables and a lien against the Debtor-In-Possession deposit accounts in favor of the SBA -- subject to later prove-up as to the validity, extent, and priority of any pre-petition lien on its cash collateral -- would be appropriate protection for cash-collateral use. The Debtor also requests the Court to schedule an expedited hearing, on or before April 13, 2022 as it a scheduled employee pay-date. A copy of the motion is available at https://bit.ly/3ObGkXm from PacerMonitor.com. About Fix My Gadget Inc. Fix My Gadget, Inc. operates an electronic and mobile-device repair shop. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Ill. Case No. 22-80201) on April 8, 2022. In the petition signed by Larry Mikell, president, the Debtor disclosed up to $50,000 in assets and up to $50,000 in liabilities. Judge Thomas L. Perkins oversees the case. Jeffrey T. Abbott, Esq., at Ostling and Associates, Ltd. represents the Debtor as counsel. FLUSHING LANDMARK: Court Approves Disclosure Statement ------------------------------------------------------ Judge Robert E. Grossman has entered an order approving the Disclosure Statement of Flushing Landmark Realty Corp. The hearing to consider confirmation of the Plan will be held on April 29, 2022 at 10 a.m., before the Honorable Robert E. Grossman, United States Bankruptcy Judge, United States Bankruptcy Court for the Eastern District of New York, 290 Federal Plaza, Central Islip, New York 11722. Any objections to the Plan must be filed and served by April 22, 2022 at 5:00 p.m. prevailing Eastern Time. All ballots voting in favor of or against the Plan must be submitted so as to be actually received by counsel for the Debtor on or before April 22, 2022 at 4:00 p.m. prevailing Eastern Time. Counsel for the Debtor must file a ballot tally and an affidavit in support of confirmation by April 26, 2022, at 12:00 noon. About Flushing Landmark Realty Flushing Landmark Realty LLC is primarily engaged in renting and leasing real estate properties. The Company is the owner of a fee simple title to a commercial building located at 41-60 Main Street, Flushing, New York. Flushing Landmark Realty filed a voluntary petition for relief under chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 20-73302) on Oct. 30, 2020. In the petition signed by Myint J. Kyaw, principal, the Debtor disclosed $353,831 in total assets and $97,476,811 in total liabilities. Fred S. Kantrow, Esq., at ROSEN & KANTROW, PLLC, represents the Debtor. FORE MACHINE: Committee Taps Cantey Hanger as Bankruptcy Counsel ---------------------------------------------------------------- The official unsecured creditors' committee of Fore Machine, LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Cantey Hanger, LLP as its legal counsel. The firm's services include: a. assisting the committee in its consultations with the Debtors regarding the administration of their Chapter 11 cases; b. analyzing the Debtors' assets and liabilities, investigating the extent and validity of liens, and participating in and reviewing any proposed asset sales, asset dispositions, financing arrangements, and cash collateral stipulations or proceedings; c. assisting the committee in any manner relevant to reviewing and determining the Debtors' rights and obligations under leases and other executory contracts; d. investigating the acts, conduct, assets, liabilities, and financial condition of the Debtors, the Debtors' operations and the desirability of the continuance of any portion of those operations, and any other matters relevant to the cases or to the formulation of a Chapter 11 plan; e. participating in the negotiation, formulation and drafting of a plan of liquidation or reorganization; f. advising the committee on issues concerning the appointment of a trustee or examiner under Section 1104 of the Bankruptcy Code; g. advising the committee regarding its powers and its duties under the Bankruptcy Code and the Bankruptcy Rules, and assisting the committee in performing other services; h. assisting the committee in the evaluation of claims and in any litigation matters, including avoidance actions and claims against directors and officers; and i. providing other necessary services to the committee. The hourly rates charged by the firm's attorneys and paralegals are as follows: M. Jermaine Watson, Partner $515 Matthew Alagha, Associate $315 Preston Polk, Associate $285 Mary Beth Houston, Paralegal $90 M. Jermaine Watson, Esq., a partner at Cantey Hanger, disclosed in a court filing that her firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: M. Jermaine Watson, Esq. Matthew Alagha, Esq. Preston R. Polk, Esq. Cantey Hanger, LLP 600 West 6th Street, Suite 300 Fort Worth, TX 76102 Phone: 817-877-2800 Fax: 817-877-2807 Email: jwatson@canteyhanger.com malagha@canteyhanger.com ppolk@canteyhanger.com About Fore Machine Fore Machine, LLC is a manufacturer of aircraft engines and engine parts in Haltom City, Texas. Fore Machine and its affiliates, Aero Components, LLC and Fore Aero Holdings, LLC, sought Chapter 11 protection (Bankr. N.D. Texas Lead Case No. 22-40487) on March 7, 2022. In the petition signed by Jens Verloop, chief financial officer, Fore Machine listed as much as $50 million in both assets and liabilities. Judge Mark X. Mullin oversees the cases. The Debtors tapped Winston & Strawn, LLP as legal counsel and Alvarez and Marsal North America, LLC as financial advisor. Bankruptcy Management Solutions, Inc., doing business as Stretto, is the claims and noticing agent and administrative advisor. The U.S. Trustee for Region 6 appointed an official committee of unsecured creditors on March 18, 2022. Cantey Hanger, LLP and CR3 Partners, LLC serve as the committee's legal counsel and financial advisor, respectively. FORE MACHINE: Committee Taps CR3 Partners as Financial Advisor -------------------------------------------------------------- The official unsecured creditors' committee of Fore Machine, LLC and its affiliates seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ CR3 Partners, LLC as its financial advisor. The firm's services include: a. analysis, review and monitoring of the restructuring process, including, but not limited to an assessment of potential recoveries for general unsecured creditors; b. review of financial information prepared by the Debtors, including, but not limited to, cash flow projections and budgets, business plans, cash receipts and disbursement analysis, asset and liability analysis, and the economic analysis of proposed transactions for which court approval is sought; c. assistance with the review of the debtor-in-possession facility, including but not limited to, evaluating liquidity needs and DIP sizing; d. review of any tax issues associated with, but not limited to, preservation of net operating losses, refunds due to the Debtors, plans of reorganization, and asset sales; e. assistance with the review of the Debtors' analysis business assets, the potential disposition or liquidation of those assets, and assistance regarding the review and assessment of any sales process; f. attendance at meetings and assistance in discussions with the Debtors, potential investors, secured lenders, the U.S. trustee and any other official committees organized in the Debtors' Chapter 11 proceedings; g. review of financial-related disclosures required by the court, including schedules of assets and liabilities, statement of financial affairs and monthly operating reports; h. review of the affirmation or rejection of various executory contracts; i. assistance with the review and evaluation of the Debtors' employee retention and compensation plans; j. evaluation, analysis and forensic investigation of avoidance actions, including fraudulent conveyances and preferential transfers and certain transactions between the Debtors and affiliated entities; k. prosecution of committee responses or objections to the Debtors' motions; l. evaluation of restructuring, sale and liquidation alternatives; and m. other general business consulting services. The hourly rates charged by the firm's attorneys and paralegals are as follows: Partners $775 to $850 per hour Sr. Directors $675 to $795 per hour Directors $525 to $675 per hour Managers and Senior Associates $375 to $525 per hour Sugi Hadiwijaya, a partner at CR3, disclosed in a court filing that his firm is a "disinterested person" pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Sugi Hadiwijaya CR3 Partners, LLC 609 Main Street, Suite 2500 Houston, TX 77002 Phone: (800) 728-7176/(214) 551-5742 Email: sugi.hadiwijaya@cr3partners.com About Fore Machine Fore Machine, LLC is a manufacturer of aircraft engines and engine parts in Haltom City, Texas. Fore Machine and its affiliates, Aero Components, LLC and Fore Aero Holdings, LLC, sought Chapter 11 protection (Bankr. N.D. Texas Lead Case No. 22-40487) on March 7, 2022. In the petition signed by Jens Verloop, chief financial officer, Fore Machine listed as much as $50 million in both assets and liabilities. Judge Mark X. Mullin oversees the cases. The Debtors tapped Winston & Strawn, LLP as legal counsel and Alvarez and Marsal North America, LLC as financial advisor. Bankruptcy Management Solutions, Inc., doing business as Stretto, is the claims and noticing agent and administrative advisor. The U.S. Trustee for Region 6 appointed an official committee of unsecured creditors on March 18, 2022. Cantey Hanger, LLP and CR3 Partners, LLC serve as the committee's legal counsel and financial advisor, respectively. FREEDOM HOLDING: S&P Assigns 'B-' ICR, On CreditWatch Negative -------------------------------------------------------------- S&P Global Ratings assigned its 'B-' long-term issuer credit rating to Freedom Holding Corp. (FRHC). S&P subsequently put the rating on CreditWatch with negative implications. The ratings on FRHC mirror those on its key operating subsidiaries. This is because S&P does not envisage any immediate risks to dividend flow from subsidiaries, given that Freedom Finance Europe Ltd., the group's main profit center, is overcapitalized from a regulatory perspective. S&P therefore does not view FRHC as being exposed to near-term payments risks. S&P said, "We believe that FRHC compares well with entities we also consider to have a 'b-' group credit profile. Although FRHC's operations in Russia are likely to face setbacks due to the deteriorated macroeconomic and business environment in the region, the group has historically generated less than 10% of total revenue in Russia. Also, we understand FRHC earns less than 1% of its total commission revenue in Ukraine. We consider it unlikely that there would be material spillover from the Russian subsidiary for other group entities. We understand that the Kazakh and Cypriot entities, which support client investment activity in international securities markets, continue to operate freely. Additionally, we consider the group's exposure to Russian securities--which have experienced sharp repricing--to be concentrated in the Russian subsidiary. We therefore think that the other operating subsidiaries' direct exposure to capital losses and market illiquidity should be contained and manageable. "The CreditWatch implies an at least a one-in-two likelihood that we could lower the rating on FRHC and its subsidiaries, contingent on short-term developments over the next few weeks. The most likely negative development would be that the business proves less resilient to developments in Russia than we expect. We would expect to remove the rating from CreditWatch and affirm the rating if we have greater confidence in our base-case expectation that these operations can withstand the current market conditions." FUELCELL ENERGY: Appoints Mark Feasel as EVP, CMO ------------------------------------------------- The Board of Directors of FuelCell Energy, Inc. appointed Mark Feasel to serve as the Company's executive vice president and chief commercial officer, effective April 18, 2022. In connection with Mr. Feasel's appointment, Jason Few, the Company's president, chief executive officer and chief commercial officer, resigned his role of chief commercial officer effective March 31, 2022. Mr. Few will remain in his positions as president and CEO of the Company. Mr. Feasel, 51, served as president, Smart Grid - North America of Schneider Electric USA, a multinational energy efficiency and automation provider, from December 2019 to April 18, 2022. Prior to that, he served Schneider Electric as vice president, Electric Utility Segment & Smart Grid from July 2012 to December 2019, as vice president, Sales and Marketing from November 2010 through July 2012, and as director, Sales and Marketing from March 2005 to November 2010. As president, Smart Grid - North America, Mr. Feasel has responsibility for the Electric Utility segment, Smart Grid, and Microgrid for Schneider Electric in North America. Throughout his career at Schneider Electric, he has held leadership roles in Energy Management, Power Quality, Utility Solutions, Oil & Gas Solutions, Electrical Distribution Protection and Automation, and Microgrids. Mr. Feasel joined Schneider Electric in 2005 through the company's acquisition of Power Measurement, Inc., and began his career with the United States Navy serving in the Electrical Division where he was responsible for the operation and maintenance of the systems associated with the nuclear reactor plant on a ballistic missile submarine. In addition to his role at Schneider Electric, Mr. Feasel has also served as an Adjunct Professor at Northwestern University since June 2020, where he teaches Electric Utility Grid Planning and Operations for the Master of Science in Energy and Sustainability Program. Mr. Feasel is a graduate of the University of Toledo. On March 31, 2022, in connection with Mr. Feasel's appointment as the Company's executive vice president and chief commercial officer, the Company entered into an employment agreement with Mr. Feasel, effective as of April 18, 2022. The Employment Agreement between the Company and Mr. Feasel provides for an annual base salary of $365,000 and a target annual bonus equal to 65% of his annual base salary, as determined and approved by the Board or a committee of the Board. Mr. Feasel will also be entitled to participate in the Company's long-term incentive compensation program under its 2018 Omnibus Incentive Plan, with the terms and conditions of any awards granted to Mr. Feasel being in the sole discretion of the Board or a committee thereof; provided that, within the first 30 days following the Effective Date, Mr. Feasel will be granted a one-time award of restricted stock units under the Plan equal to the quotient of $1,000,000 divided by the average closing stock price of the Company's common stock over the 20 trading days ending on the trading day immediately before the Effective Date. The restricted stock units will vest with respect to 50% of the units on March 24, 2023 and 50% of the units on March 25, 2024, assuming that he remains continuously employed through such dates. The amount of the restricted stock unit award and vesting schedule of such award are intended to compensate Mr. Feasel for equity awards forfeited by him as a result of his resignation from Schneider Electric. Mr. Feasel will also receive a one-time cash signing bonus in the amount of $400,000 that is subject to repayment if Mr. Feasel resigns or is terminated for cause (as defined in the Employment Agreement) during the 24-month period after the Effective Date. The one-time cash signing bonus is intended, in part, to compensate Mr. Feasel for a retention award Mr. Feasel will be required to repay as a result of his resignation from Schneider Electric. In the event that the Company terminates the employment of Mr. Feasel without cause or Mr. Feasel terminates his employment for good reason (as defined in the Employment Agreement), Mr. Feasel will be entitled to receive a severance payment in an amount equal to six months of his annual base salary at the date of termination plus payment by the Company of his COBRA premiums for up to six months, provided that he elects continuation of coverage under COBRA and he is not eligible for health coverage under another employer’s plan. In the event that Mr. Feasel's employment is terminated in connection with a change in control (as defined in the Employment Agreement) by the Company for any reason other than cause or by Mr. Feasel for good reason, Mr. Feasel will be entitled to receive a severance payment in an amount equal to one year of his annual base salary as of the date of termination plus one year of the average of bonuses paid to him since his appointment as Executive Vice President and Chief Commercial Officer, or if he has not received any bonuses, his target bonus for the year of such termination. The Company also will pay Mr. Feasel's COBRA premiums for up to 12 months, provided that he elects continuation coverage under COBRA and he is not eligible for health coverage under another employer's plan. If the Company terminates Mr. Feasel's employment without cause during the 90 day period preceding a change in control or the 18 month period thereafter, the termination will be deemed to be in connection with a change in control. The Employment Agreement also provides that any equity-based awards will accelerate and immediately vest if there is a change in control and Mr. Feasel's employment with the Company is terminated by the Company without cause or by Mr. Feasel for good reason in connection with the change in control. About FuelCell Energy Headquartered in Danbury, Connecticut, FuelCell Energy, Inc. -- http://www.fuelcellenergy.com-- is a global developer of distributed baseload power solutions through its proprietary fuel cell technology. The Company targets large-scale power users with its megawatt-class installations globally, and currently offer sub-megawatt solutions for smaller power consumers in Europe. The Company develops turn-key distributed power generation solutions and operate and provide comprehensive service for the life of the power plant. FuelCell reported a net loss of $101.03 million for the year ended Oct. 31, 2021, a net loss of $89.11 million for the year ended Oct. 31, 2020, a net loss of $77.57 million for the year ended Oct. 31, 2019, and a net loss of $47.33 million for the year ended Oct. 31, 2018. As of Jan. 31, 2022, the Company had $854.69 million in total assets, $182.65 million in total liabilities, $59.86 million in redeemable series B preferred stock, $15.45 million in redeemable noncontrolling interests, and $596.74 million in total equity. GATEARM TECHNOLOGIES: Unsecureds to Get $2.5K Per Month for 5 Years ------------------------------------------------------------------- Gatearm Technologies, Inc., submitted an Amended Subchapter V Plan of Reorganization dated April 11, 2022. The Debtor asserts that the liquidation of the Debtor's assets would yield a payment to unsecured creditors in a total amount of $150,000.00 after the payment of all administrative expenses. The Debtor projects that all payments shall be funded by the Debtor's cash on hand and operating income. The Debtor has or will file separately its net projected income for five (5) years. The Debtor projects that it will have five-year aggregate of net projected income of $146,665.28 before the payment of chapter 11 administrative expenses. The Debtor has estimated that counsel for the Debtor will be paid $40,000.00 and the Sub-Chapter V Trustee will be paid $7,500.00. Class 1 consists of the allowed, non-priority, general unsecured claims against the Debtor. The Debtor shall pay on a pro rata basis to non-priority, general, unsecured claims over 60 equal monthly payments of $2,500.00 each month commencing on the 90th day following the Effective Date totaling $150,000.00. The Effective Date is extended due to the supply chain issues and projections that there will be no sales in the first quarter of 2022. Class 2 consists of all equity owners of the Debtor. There shall be no distribution to this class of creditors. A full-text copy of the Amended Subchapter V Plan dated April 11, 2022, is available at https://bit.ly/3KI1cn1 from PacerMonitor.com at no charge. Attorneys for Debtor: Craig I. Kelley, Esq. Kelley, Fulton & Kaplan, P.L. 1665 Palm Beach Lakes Blvd., Suite 1000 West Palm Beach, FL 33401 Tel: (561) 491-1200 Fax: (561) 684-3773 Email: bankruptcy@kelleylawoffice.com About Gatearm Technologies Gatearm Technologies, Inc., a privately held corporation organized under the laws of the State of Florida, filed a petition for Chapter 11 protection (Bankr. S.D. Fla. Case No. 21-18198) on Aug. 24, 2021, listing up to $50,000 in assets and up to $100,000 in liabilities. Russel Lumsden, president, signed the petition. Judge Mindy A. Mora oversees the case. The Debtor tapped Craig I. Kelley, Esq., at Kelley, Fulton & Kaplan, P.L., as legal counsel. GOTSPACE DATA: Seeks to Tap Weiner Law Firm as Bankruptcy Counsel ----------------------------------------------------------------- Gotspace Data Equity Fund, LLC seeks approval from the U.S. Bankruptcy Court for the District of Massachusetts to employ Weiner Law Firm, PC as its legal counsel. The firm will render these legal services: (a) advise the Debtor regarding its powers and duties in the continued operation of its business; (b) represent the interests of the Debtor at hearings scheduled before this bankruptcy court; (c) assist the Debtor in complying with the procedural requirements of the Office of the U.S. Trustee; (d) assist the Debtor in the resolution of its financial problems and the implementation of the plan of reorganization; (e) represent the Debtor in its dealing with regulatory authorities, agencies and taxing authorities; (f) prepare legal papers; and (g) perform all other legal services for the Debtor which may be necessary. The firm received a retainer of $23,750. Gary Weiner, Esq., 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: Gary M. Weiner, Esq. Robert E. Girvan, III, Esq. Weiner Law Firm, PC 1441 Main Street, Suite 610 Springfield, MA 01103 Telephone: (413) 732-6840 Facsimile: (413) 785-5666 Email: gweiner@weinerlegal.com rgirvan@weinerlegal.com About Gotspace Data Equity Fund Gotspace Data Equity Fund, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case No. 22-10044) on Jan. 14, 2022. Nicholas J. Fiorillo, sole manager, signed the petition. At the time of the filing, the Debtor disclosed total assets of between $10 billion and $50 billion and total liabilities of between $1 million and $10 million. Judge Frank J. Bailey oversees the case. Weiner Law Firm, PC is the Debtor's legal counsel. GREEN VALLEY: Resolves Dispute with WSFS; Amends Plan ----------------------------------------------------- Green Valley at ML Country Club, LLC, and ML Country Club, LLC submitted an Amendment to Modified Second Disclosure Statement describing Chapter 11 Liquidating Plan dated April 11, 2022. The Amendment to Modified Second Disclosure Statement cites the following changes: Class 1 is the Secured Claim of WSFS with balance of 2,627,373.90 as of the petition date based on Feb 20, 2020 Foreclosure Judgment of $2,549,599.48 + costs (incl $7500 atty fees) of $8586. Dispute resolved by WSFS receiving additional $50,000 and accepting payments as proposed until sale. Debtor is to pay to WSFS the Sum of 2,600,000.00 (unless the parties agree to a different sum) (the "Class 1 Discounted Amount") within 120 days of the entry of the Order Confirming Chapter 11 Plan. WSFS to receive Balance of approximately $2,715,094.70 from sale of collateral which includes 1.5% interest post petition on principal balance (excluding on the $50,000 dispute resolution) until sale anticipated to be $75,441.60 as of March 5, 2023. nterest to adjust to actual sale date. When $25,000 is released from Buyer to Debtor, said funds will be turned over to Debtor. Class 2 consists of the Secured claim of WSFS with balance of $200,078.64 + costs and expenses not already included in the foreclosure judgment of $255,118.33 for a total of $455,196.97. Provided the Reduction Conditions are timely met as aforesaid, or a different amount as agreed to by the parties, the amount due on WSFS Class 2 claim will be reduced to $250,000 (the "Class 2 Discounted Amount"), secured by its existing second mortgage on the real property, subordinate only to the lien of the DIP lender (provided the terms of the Exit Facility are substantially consistent with those outlined in this Plan and otherwise commercially reasonable). As used, the term "Reduction Conditions" means, collectively, all of the following: * The Diligence Condition shall have been satisfied. As used herein, "Diligence Condition" shall mean Edgewood has waived the Due Diligence Period (as defined in the Sale Agreement) and the Approval Period (as defined in the Sale Agreement) has commenced. * The Debtors shall continue to provide WSFS with periodic reports with respect to the Sale Agreement (including copies of any notices or material communications received from or given to Edgewood, and any purported termination of or proposed amendment(s) to the Sale Agreement) and their efforts to secure the Exit Facility. * The Debtors shall secure DIP financing in an aggregate amount sufficient to pay the Class 1 Discounted Amount together with an estimated $350,000 in working capital (the "Exit Facility") on commercially reasonable terms and conditions, including standard and customary representations, collateral requirements, warranties, affirmative and negative covenants, financial covenants, and closing conditions for a debt facility of this nature, type and size. * WSFS shall receive payment of the Class 1 Discounted Amount, which shall constitute payment in full of its Class 1 Claim against the Debtors and satisfaction of its first priority mortgage. The term "Extension Conditions" shall mean, collectively, all of the following: * Prior to expiration of the Initial Period, the Diligence Condition shall have been satisfied. * Prior to expiration of the Initial Period, the Debtors shall have provided WSFS with satisfactory evidence that (i) they are diligently pursuing the Exit Facility; (ii) that there is a reasonable likelihood that the Exit Facility will close within the Extension Period, and (iii) that they have sufficient means to fund the carrying costs for the Property, including the interest payments to WSFS, during the Extension Period. The Debtors will be refinancing to pay off WSFS first mortgage for less than the current balance. This will not negatively impact other creditors since the total secured claim will be reduced in the process. The Plan proposes to reduce the first mortgage to 2.6 million. The Debtors would also borrow $350,000 to place in escrow and use the funds to make the payments on the new loan as well as cover other carrying costs. WSFS would also have a second mortgage in the amount of $250,000. The principal's of the debtors have had discussions with two specific lenders but cannot get commitment until the plan is confirmed and the contract is assumed. A full-text copy of the Amendment to Modified Second Disclosure Statement dated April 11, 2022, is available at https://bit.ly/3EbGkSo from PacerMonitor.com at no charge. Counsel for the Debtors: Robert N. Braverman, Esq. McDowell Law, PC 46 W. Main Street Maple Shade, NJ 08052 Telephone: (856) 482-5544 Email: rbraverman@mcdowelllegal.com About Green Valley at ML Country Club Green Valley at ML Country Club, LLC, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D.N.J. Case No. 21-11747) on March 3, 2021. In the petition signed by Louis Sacco, managing member, the Debtor disclosed up to $50,000 in assets and $1 million in liabilities. Affiliate ML Country Club, LLC, also sought Chapter 11 protection (Bankr. D. N.J. Case No. 21-11745) on March 3, 2021. ML Country Club listed $1 million to $10 million in both assets and liabilities on the Petition Date. The cases are jointly administered under Green Valley LLC at ML Country Club LLC Judge Jerrold N. Poslusny, Jr., oversees the case. Robert N. Braverman, Esq., at McDowell Law P.C., is the Debtor's counsel. Wilmington Savings Fund Society, FSB, as Lender, is represented by Ballard Sphar, LLP. HOFFMASTER GROUP: Moody's Cuts CFR to Caa2, Outlook Negative ------------------------------------------------------------ Moody's Investors Service downgraded Hoffmaster Group, Inc. 's Corporate Family Rating to Caa2 from Caa1, and its Probability of Default Rating to Caa2-PD from Caa1-PD. Moody's also downgraded the company's senior secured first lien revolving credit facility and senior secured first lien term loan ratings to Caa1 from B3, and its senior secured second lien term loan to Ca from Caa3. The outlook is negative. The downgrades reflect that Hoffmaster's high financial leverage and weak free cash flow will make it challenging to refinance the 2023 revolver and term loan maturities. Hoffmaster's financial leverage remains elevated at above 10x debt-to-EBITDA, hurt by lower EBITA margin due to significant raw materials cost increases and labor headwinds even at a time when demand and revenue are sharply recovering. Moreover, the company will need to invest in working capital to support revenue growth, which limits free cash flow generation in the next 12-18 months. Hoffmaster has been aggressively implementing pricing increases to offset cost pressures, and is having success passing on costs through pricing actions. However, Moody's expects the pricing actions may affect volume and there can be a time lag to pass on the cost increases. Moody's is concerned that the nearing May 2023 revolver expiration with a $17 million outstanding balance as of December 2021, as well as the $406 million term loan that matures in November 2023 may not afford the company enough time to stabilize earnings and strengthen credit metrics enough to permit a successful refinancing of the debt. Moody's thus views default risk as growing including the potential for a distressed exchange transaction such as a discounted debt repurchase by the company or by Wellspring Capital (PE sponsor). Moody's took the following rating actions: Downgrades: Issuer: Hoffmaster Group, Inc. Corporate Family Rating, Downgraded to Caa2 from Caa1 Probability of Default Rating, Downgraded to Caa2-PD from Caa1-PD Senior Secured 1st Lien Revolving Credit Facility, Downgraded to Caa1 (LGD3) from B3 (LGD3) Senior Secured Term Loan B1, Downgraded to Caa1 (LGD3) from B3 (LGD3) Senior Secured 2nd Lien Term Loan, Downgraded to Ca (LGD5) from Caa3 (LGD5) Outlook Actions: Issuer: Hoffmaster Group, Inc. Outlook, Changed To Negative From Stable RATINGS RATIONALE Hoffmaster's Caa2 CFR reflects its relatively small scale with annual revenue around $500 million, and weak credit metrics including a very high debt-to-EBITDA leverage just under 12x for the twelve-month ending October 3, 2021. The company has a narrow product focus and limited geographic diversification. Hoffmaster has customer concentration in the foodservice/restaurant and specialty retail end markets, which are continuing to recover from coronavirus related disruptions. However, the company has been materially impacted by raw material cost increase such as paperboard, elevated freight cost, and labor headwinds, which significantly pressured the company's earnings and cash flow in 2021. The company has been aggressively implementing pricing increases to offset cost pressures, and is having success passing on costs through higher prices. Moody's also expects end market demand to continue to improve with revenue growth driving debt-to-EBITDA leverage below 9x in 2022. However, Moody's estimates the EBITA margin will remain in the low teens percentage range even with all the pricing actions, as costs continue to rise with additional pressure from the inflationary environment as a result of Russia/Ukraine crisis, as well as supply chain disruptions. Moreover, there can be a timing lag between cost inflation and price increases to customers and the company also needs to invest in working capital to support demand and revenue growth. Moody's is concerned that the company has limited time to stabilize and improve its earnings and cash flow because both the revolving credit facility and first lien term loan mature in 2023. Addressing this maturity could be challenging without demonstrated significant operating improvement due to the high leverage, heightening default risk including the potential for a distressed exchange by the company or Wellspring Capital (PE sponsor). Changing consumer preferences related to environmental issues can affect demand for the company's products. For example, consumer shifts away from plastic to paper or no straws can necessitate shifts in the portfolio of products offered. Increasing investment in paper straws including through acquisitions demonstrates Hoffmaster's ability to alter the product line in response to customer demand changes. The desire by consumers to cut down on paper product usage and waste is more detrimental given the company's heavy focus on consumable paper products, but Moody's expects such shifts to happen only gradually. Moody's regard the coronavirus outbreak as a social risk under its ESG framework, given the substantial implications for public health and safety. The coronavirus outbreak and the government measures put in place to contain it continue to disrupt economies and credit markets across sectors and regions. Although an economic recovery is underway, the continuation will be closely tied to containment of the virus. As a result, a degree of uncertainty around Moody's forecasts remains. Governance risks factors primarily relate to the company's aggressive financial policies under private equity ownership, including its high financial leverage and its growth through acquisition strategy. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The negative outlook reflects the increased risks of default or distressed exchange that Hoffmaster faces due to sharp cost increases, weak free cash flow and high leverage, which is weakening liquidity to address the approaching maturities including revolving credit facility expires in May 2023 as well as first lien term loan matures in November 2023. The ratings could be upgraded if leverage materially declines driven by improved operating results, and liquidity improves including successfully addressing the May 2023 expiration of its revolving credit facility as well as the November 2023 maturity of its first lien term loan. The ratings could be downgraded if Hoffmaster's liquidity weaken, or if the company is unable to proactively address its 2023 maturities. Ratings could also be downgraded if the risk of a debt restructuring or event of default increases for any reason, or if recovery prospects weaken. Hoffmaster Group, Inc., headquartered in Oshkosh, Wisconsin, is a leading niche manufacturer and supplier of decorative disposable tableware products sold equally throughout the foodservice and retail channels. The company's primary products include napkins, displays, plates, cups, table covers, straws, and placemats among other complementary items. The company also sells sourced items such as cutlery and accessory items sold under the Hoffmaster, Touch of Color, Party Creations, Sensations, Paper Art and FashnPoint brand names. The company was by private equity firm Wellspring Capital in November 2016. Hoffmaster is a private company and does not publicly disclose its financials. Revenue for the twelve month period ended December 31, 2021 were approximately $470 million. The principal methodology used in these ratings was Consumer Packaged Goods Methodology published in February 2020. HOLLIDAY ROAD: Seeks to Hire Eric A. Liepins as Legal Counsel ------------------------------------------------------------- Holliday Road Burgers, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Eric A. Liepins, PC as its bankruptcy counsel. The Debtor requires the assistance of a legal counsel for the purpose of orderly liquidating the assets, reorganizing the claims of the estate, and determining the validity of claims asserted in the estate. The hourly rates of the firm's counsel and staff are as follows: Eric A. Liepins $275 Paralegals and Legal Assistants $30 - $50 In addition, the firm will seek reimbursement for expenses incurred. The firm has been paid a retainer of $5,000. Mr. Liepins, the sole shareholder of the firm, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Eric A. Liepins, Esq. Eric A. Liepins, PC 12770 Coit Road, Suite 850 Dallas, TX 75251 Telephone: (972) 991-5591 Facsimile: (972) 991-5788 About Holliday Road Burgers Holliday Road Burgers, LLC, which operates a restaurant known as Gene's Tasty Burgers in Wichita Falls, Texas, sought Chapter 11 bankruptcy protection (Bankr. N.D. Texas Case No. 22-70053) on April 4, 2022. In the petition filed by Daine Clay, as management member, the Debtor disclosed up to $50,000 in estimated assets and up to $500,000 in estimated liabilities. Eric A. Liepins, Esq., is the Debtor's counsel. INDIGO PALMS: Seeks Approval to Hire Herron Hill as Legal Counsel ----------------------------------------------------------------- Indigo Palms, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Herron Hill Law Group, PLLC to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) advising the Debtor concerning the operation of its business in compliance with Chapter 11 and orders of the bankruptcy court; (b) defending any causes of action on behalf of the Debtor; (c) preparing legal papers; (d) assisting in the formulation of a plan of reorganization and preparation of a disclosure statement; and (e) providing all services of a legal nature in the field of bankruptcy law. The hourly rates charged by the firm for its services are as follows: Kenneth Herron, Jr. Attorney $475 per hour Peter Hill Paralegal $150 per hour Contract Lawyers $275 - $350 per hour Herron Hill received a retainer in the amount of $26,738. Kenneth Herron, Jr., Esq., an attorney at Herron Hill Law Group, 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: Kenneth D. Herron, Jr., Esq. Herron Hill Law Group, PLLC P.O. Box 2127 Orlando, FL 32802 Telephone: (407) 648-0058 Email: chip@herronhilllaw.com About Indigo Palms Indigo Palms, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-01080) on March 25, 2022, listing up to $100,000 in assets and up to $10 million in liabilities. Robert Altman serves as Subchapter V trustee. Judge Tiffany Payne Geyer oversees the case. Kenneth D. Herron, Jr., Esq. at Herron Hill Law Group, PLLC serves as the Debtor's legal counsel. JEFFERSON HEALTHCARE: S&P Affirms 'BB+' Long-Term ICR ----------------------------------------------------- S&P Global Ratings revised the outlook to stable from negative and affirmed its 'BB+' long-term rating on Jefferson County Public Hospital District No. 2 (Jefferson Healthcare, or Jefferson), Wash.'s existing general obligation (GO) bond rating. The stable outlook is supported by meaningful operating improvement and improved unrestricted reserves through unaudited fiscal year-end Dec. 31, 2021. "The rating supports our view of improved operating margins, strong maximum annual debt service coverage, balance sheet metrics that have improved yet are still on par with speculative-grade medians, light debt load, and conservative debt profile," said S&P Global Ratings credit analyst Aamna Shah. "Improved operating margins through the interim period are attributed to continued outpatient growth, growing specialty clinic volumes resulting in favorable 340B revenue, and stimulus support," she added. JERICHO GROUP: Seeks to Hire Scott R. Schneider as Legal Counsel ---------------------------------------------------------------- Jericho Group Equity, LTD seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ the Law Offices of Scott R. Schneider PC as its bankruptcy counsel. The firm will render these legal services: (a) advise the Debtor regarding its powers and duties in the continued management of its property; (b) represent the Debtor before the bankruptcy court and at all hearings on matters pertaining to its affairs; (c) advise and assist the Debtor in the preparation a negotiation of a plan of reorganization with its creditors; (d) prepare legal papers; and (e) perform all other legal services for the Debtor which may be desirable and necessary. The Debtor paid the firm a retainer fee of $10,000, plus $1,717 for the filing fee. The hourly rates of the firm's counsel and staff are as follows: Partners $450 Associates $275 Paralegals $90 Scott Schneider, Esq., 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: Scott R. Schneider, Esq. Law Offices of Scott R. Schneider PC 117 Broadway Hicksville, NY 11801 Telephone: (516) 614-4390 About Jericho Group Equity Jericho Group Equity LTD. filed a petition under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-70639) on April 4, 2022, listing up to $1 million in both assets and liabilities. Steven Accetta, president, signed the petition. Judge Alan S. Trust oversees the case. Scott R. Schneider, Esq., at the Law Offices of Scott R. Schneider PC serves as the Debtor's legal counsel. JK 325 LLC: Files Emergency Bid to Use Cash Collateral ------------------------------------------------------ JK 325 LLC asks the U.S. Bankruptcy Court for the Middle District of Florida, Orlando Division, for authority to use cash collateral and provide adequate protection to Port Village, LLC, and, to the extent necessary, to Southeast Petro Distributors Inc. The Debtor requires the use of cash collateral to successfully reorganize its business. The Debtor estimates it will require a monthly operating reserve of $11,783 to continue to maintain monthly operations, and depending on the month, a greater or lesser amount will be required each comparable period thereafter. The Debtor previously operated a gas station along with its convenience store, but the Debtor's the fueling equipment and facilities were badly damaged by Hurricane Irma. As a result of the damages from Hurricane Irma, the Debtor has been unable to operate the gas station portion of its business, and the Debtor also is operating a convenience store that was recently reopened. The Debtor engaged in insurance litigation regarding claims arising claims from Hurricane Irma, which claims have recently been resolved. The Debtor's cash flow and business operations have been hindered by an onerous futures commodity contract that is unreasonable and which the Debtor desires to reject, and which the Debtor has been litigating in state court with Southeast Petro Distributors. Rejecting the contract and ending the litigation would free up funds that will allow the Debtor to come current on the first mortgage on its real property and continue its business operations. The Debtor filed a petition under Chapter 11 to implement a comprehensive restructuring and propose a mechanism to efficiently address and resolve all claims. There is only one UCC Statement that has been filed against the Debtor, which UCC was filed by Branch Banking and Trust Company. It appears the potential lien arising from the UCC Statement is now held by the senior creditor, Port Village, LLC. Southeast did not file a UCC Statement and therefore does not appear to have a valid, perfected lien against the Debtor's personal property or receivables. The Debtor reserves the right to file an appropriate motion or proceeding to determine the secured status of Southeast's claim and/or to determine the validity, priority, and extent of any lien Southeast may claim. The Debtor also intends to file a motion to reject all executory contracts with Southeast. As adequate protection for the use of the Creditor's cash collateral (if any), the Debtor proposes to grant creditors a replacement lien with the same validity, extent, and priority as their respective prepetition lien(s), if any. A copy of the order and the Debtor's budget for the period from May to October 2022 is available at https://bit.ly/3E92Ifc from PacerMonitor.com. The Debtor projects $75,698 in gross sales and $74,064 in total operating expenses. About JK 325 LLC JK 325 LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M. D. Fla. Case No. 22-01286) on April 1, 2022. In the petition signed by Joseph Stephan, authorized representative, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Jeffrey S. Ainsworth, Esq. at BransonLaw, PLLC is the Debtor's counsel. JS KALAMA: Trustee Taps Eisenhower Carlson as Legal Counsel ----------------------------------------------------------- Russell Garrett, the trustee appointed in the Chapter 11 case of JS Kalama, LLC, received approval from the U.S. Bankruptcy Court for the Western District of Washington to employ Eisenhower Carlson, PLLC as legal counsel. The firm will render these legal services: (a) represent the trustee in bankruptcy court; (b) prepare pleadings and review legal documents; (c) respond to motions for relief from stay; (d) prepare pleadings to employ agents and experts; (e) negotiate liquidation of assets; (f) prepare pleadings for sale and/or compromise; (g) general representation of the trustee in contested matters, adversary proceedings and, if necessary, in court proceedings outside of the bankruptcy court; (h) general legal issues of the estate; and (i) for such other services as the Trustee may reasonably require. The hourly rates of the firm's counsel and staff are as follows: Attorneys $285 - $465 Paralegals $200 In addition, the firm will seek reimbursement for expenses incurred. Samuel Dart, Esq., an attorney at Eisenhower Carlson, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Samuel Dart, Esq. Eisenhower Carlson PLLC 909 A St., Suite 600 Tacoma, WA 98402 Telephone: (253) 572-4500 Facsimile: (253) 272-5732 Email: sdart@eisenhowerlaw.com About JS Kalama JS Kalama, LLC, a company engaged in renting and leasing real estate properties, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wash. Case No. 20-41495) on June 11, 2020, listing as much as $10 million in both assets and liabilities. John Somarakis, manager, signed the petition. Judge Brian D. Lynch oversees the case. The Debtor tapped J.D. Nellor, Esq., at Nellor Law Office, as its legal counsel. Russell D. Garrett serves as the Debtor's Chapter 11 trustee. The trustee tapped Eisenhower Carlson PLLC as general counsel. KNOW LABS: Granted Two New Foundational Patents ----------------------------------------------- Know Labs, Inc. has been granted two new foundational patents that add significant value to its IP portfolio and proprietary Bio-RFID technology. The two patents protect the ability to create and utilize any database built with data captured through non-invasive sensors. This widens the technological gap between Know Labs and others pursuing non-invasive diagnostics, while opening up a much broader range of protection for non-invasive analyte data collection and management, beyond human health. U.S. Patents 11,284,819 and 11,284,820 were issued by the United States Patent and Trademark Office and are titled "Analyte Database Established Using Analyte Data from a Non-Invasive Analyte Sensor" and "Analyte Database Established Using Analyte Data from Non-Invasive Analyte Sensors." Both patents refer to the process of deriving an analyte database from one or multiple subjects and from one or multiple non-invasive sensors across a broad range of analytes, meaning the process of non-invasively capturing, organizing and analyzing analytes in the form of a database. "In simple terms, this means Know Labs now controls any analyte database built with data captured through non-invasive sensors," said Ron Erickson, Know Labs Chairman. "Our company already has foundational patents covering more than 100 different analytes that are important to a diverse set of industries. By combining these analyte patents with the newly issued database patents, we are securing new applications for Bio-RFID, which builds tremendous value for Know Labs shareholders." "We have successfully patented the process to accurately and non-invasively collect data, build a database from this data, and process it with AI algorithms," said Phil Bosua, Know Labs CEO. "All of these parts are critical to launch a commercial diagnostic platform and now we control them. This further demonstrates how Know Labs and our technology have the potential to disrupt the medical diagnostic industry and potentially many others." Know Labs believes it will be the first company to bring an FDA-cleared non-invasive glucose monitoring device to market. The company is currently conducting a 200-person internal clinical trial of Bio-RFID, which will help Know Labs refine its algorithm and demonstrate Bio-RFID's accuracy in a large population, while collecting additional data for a pre-submission meeting with the FDA. "As we've been saying for a long time, executing a disciplined intellectual property strategy is key for our success, so we dedicate a lot of time and energy to it," Erickson said. "We expect to be granted more patents soon and, in the meantime, remain focused on the internal clinical trial of our glucose monitoring device, which leverages the analyte database IP." These new patents bring Know Labs' patent portfolio to 78 issued and pending. Know Labs will provide further detail on the scope and reach of its intellectual property portfolio as new patents are issued. About Know Labs Know Labs, Inc., was incorporated under the laws of the State of Nevada in 1998. Since 2007, the Company has been focused primarily on research and development of proprietary technologies which can be used to authenticate and diagnose a wide variety of organic and non-organic substances and materials. The Company's Common Stock trades on the OTCQB Exchange under the symbol "KNWN." Know Labs reported a net loss of $25.36 million for the year ended Sept. 30, 2021, a net loss of $13.56 million for the year ended Sept. 30, 2020, and a net loss of $7.61 million for the year ended Dec. 31, 2019. As of Dec. 31, 2021, the Company had $14.88 million in total assets, $17.42 million in total current liabilities, $603,385 in total non-current liabilities, and a total stockholders' deficit of $3.14 million. LAKE INDUSTRIAL: Files Chapter 11 Bankruptcy Protection ------------------------------------------------------- Lakes Industrial, LLC, filed for chapter 11 protection. The Debtor disclosed $14,200 in total assets against $86,726 in total liabilities in its schedules. In its statement of financial affairs, the Company disclosed $240,000 in gross revenue in 2020, then $287,000 in gross income in 2021, and then $67,000 from Jan. 1, 2022 to the bankruptcy filing date. According to court filings, Lake Industrial estimates between 1 and 49 unsecured creditors. The petition states that funds are available for unsecured creditors. A telephonic meeting of creditors under 11 U.S.C. Sec. 341(a) is slated for May 11, 2022, at 10:00 a.m. About Lake Industrial LLC Lakes Industrial, LLC, filed for bankruptcy protection (Bankr. E..D. Mich. Case No. 22-30541) under Chapter 11 SubChapter V of the Bankruptcy Code on April 6, 2022. In the petition filed by Gary Woody, as member and owner, Lake Industrial estimated assets between $0 and $50,000 and estimated liabilities between $50,000 and $100,000. David W. Brown, of Law Office of David W. Brown PLLC, is the Debtor's counsel. LIVEONE INC: Receives Noncompliance Notice From Nasdaq ------------------------------------------------------ LiveOne, Inc. received a notification letter from the Listing Qualifications Department of The Nasdaq Stock Market, LLC, notifying the Company that based on the closing bid price for the previous 30 consecutive business days, the listing of the Company's shares of common stock was not in compliance with Nasdaq Listing Rule 5550(a)(2) to maintain a minimum bid price of $1.00 per share. The letter from Nasdaq has no immediate effect on the listing of the Company's common stock on The Nasdaq Capital Market. In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company has a period of 180 calendar days from April 1, 2022, to regain compliance with the Bid Price Rule. To regain compliance during this 180-day compliance period, the closing bid price of the Company's shares of common stock must be at least $1.00 for a minimum of ten consecutive business days. In the event that the Company does not regain compliance with the Bid Price Rule prior to the expiration of the 180-day compliance period, the Company may be eligible for an additional 180-day compliance period. To qualify, the Company will be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, with the exception of the Bid Price Rule, and will need to provide written notice of its intention to cure the deficiency during the second compliance period, by effecting a reverse share split, if necessary. If the Company is not able to meet these requirements, the Company will receive written notification from Nasdaq that the Company's shares are subject to delisting. At that time, the Company may appeal the relevant delisting determination to a hearings panel pursuant to the procedures set forth in the applicable Nasdaq Listing Rules. However, there can be no assurance that, if the Company does appeal the delisting determination by Nasdaq to the panel, that such appeal would be successful. The Company will continue to actively monitor the closing bid price of its common stock and will evaluate available options to resolve the deficiency and regain compliance with the Bid Price Rule. There can be no assurance that the Company will be able to regain compliance with the Bid Price Rule and thereby to maintain the listing of its common stock on The Nasdaq Capital Market. About LiveOne Headquartered in Los Angeles, California, LiveOne, Inc. (NASDAQ: LVO) (formerly known as LiveXLive Media, Inc.) is a global talent-first, interactive music, sports, and entertainment subscription platform delivering premium content and livestreams from the world's top artists. LiveOne's other major wholly-owned subsidiaries are LiveXLive, PPVOne, Slacker Radio, React Presents, Gramophone Media, Custom Personalization Solutions, and PodcastOne. LiveXLive Media reported a net loss of $41.82 million for the year ended March 31, 2021, compared to a net loss of $38.93 million for the year ended March 31, 2020. As of Dec. 31, 2021, the Company had $82.64 million in total assets, $85.49 million in total liabilities, and a total stockholders' deficit of $2.84 million. Los Angeles, California-based BDO USA, LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated July 14, 2021, citing that the Company has suffered recurring losses from operations, negative cash flows from operating activities and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. LONG CANYON: Files for Chapter 11 Bankruptcy in Los Angeles ----------------------------------------------------------- Single-asset real estate Long Canyon Properties Holding LLC filed for chapter 11 protection. A status hearing will held on June 21, 2022 at 10:00 a.m. at Crtrm 1668, 255 E Temple St., Los Angeles, CA 90012. According to court filings, Long Canyon estimates between 1 and 49 unsecured creditors, including C.N.A. Foreclosure Services, Inc., Thomas B.Ure, and Xiaming Lui. The petition states that funds will be available to unsecured creditors. A telephonic meeting of creditors under 11 U.S.C. Sec. 341(a) is scheduled on May 9, 2022 at 1:00 p.m. About Long Canyon Properties Long Canyon Properties Holding, LLC, is a Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)). Long Canyon Properties filed for chapter 11 protection (Bank. C.D. Cal. Case No. 22-11934) on April 6, 2022. In the petition filed by Edward Manlos, as managing member, the Debtor estimated assets between $1 million and $10 million and liabilities between $500,000 and $1 million. The case is assigned to Honorable Judge Barry Russell. Thomas B Ure, of Ure Law Firm, is the Debtor's counsel. LTL MANAGEMENT: Bankruptcy Shield Doesn't Stop Workers' Lawsuit --------------------------------------------------------------- Steven Church, writing for Bloomberg News, reports that a federal judge ruled Johnson & Johnson can't use its baby powder bankruptcy to prevent a lawsuit that accuses the company of hiding evidence that its industrial talc operation exposed workers to the toxic material asbestos. The judge overseeing the bankruptcy case of LTL Management sided with the family of a man who sued J&J in 1986. The man agreed to drop his lawsuit after the company produced sworn testimony claiming no tests ever showed J&J's industrial talc contained asbestos, according to court documents. He died in 1994. About Johnson & Johnson Johnson & Johnson is an American multinational corporation founded in 1886 that develops medical devices, pharmaceuticals, and consumer packaged goods. It is the world's largest and most broadly based healthcare company. Johnson & Johnson is headquartered in New Brunswick, New Jersey, the consumer division being located in Skillman, New Jersey. The corporation includes some 250 subsidiary companies with operations in 60 countries and products sold in over 175 countries. The corporation had worldwide sales of $82.6 billion in 2020. About LTL Management LTL Management, LLC, is a subsidiary of Johnson & Johnson (J&J), which was formed to manage and defend thousands of talc-related claims and oversee the operations of Royalty A&M. Royalty A&M owns a portfolio of royalty revenue streams, including royalty revenue streams based on third-party sales of LACTAID, MYLANTA/MYLICON and ROGAINE products. LTL Management filed a petition for Chapter 11 protection (Bankr. W.D.N.C. Case No. 21-30589) on Oct. 14, 2021. The case was transferred to New Jersey (Bankr. D.N.J. Case No. 21-30589) on Nov. 16, 2021. The Hon. Michael B. Kaplan is the case judge. At the time of the filing, the Debtor was estimated to have $1 billion to $10 billion in both assets and liabilities. The Debtor tapped Jones Day and Rayburn Cooper & Durham, P.A., as bankruptcy counsel; King & Spalding, LLP and Shook, Hardy & Bacon LLP as special counsel; McCarter & English, LLP as litigation consultant; Bates White, LLC as financial consultant; and AlixPartners, LLP as restructuring advisor. Epiq Corporate Restructuring, LLC, is the claims agent. An official committee of talc claimants was formed in the Debtor's Chapter 11 case on Nov. 9, 2021. On Dec. 24, 2021, the U.S. Trustee for Regions 3 and 9 reconstituted the talc claimants' committee and appointed two separate committees: (i) the official committee of talc claimants I, which represents ovarian cancer claimants, and (ii) the official committee of talc claimants II, which represents mesothelioma claimants. The official committee of talc claimants I tapped Genova Burns LLC, Brown Rudnick LLP, Otterbourg PC and Parkins Lee & Rubio LLP as its legal counsel. Meanwhile, the official committee of talc claimants II is represented by the law firms of Cooley LLP, Bailey Glasser LLP, Waldrep Wall Babcock & Bailey PLLC, Massey & Gail LLP, and Sherman Silverstein Kohl Rose & Podolsky P.A. LTL MANAGEMENT: Wants Talc Claimant's Bid for Appointment Denied ---------------------------------------------------------------- LTL Management, LLC asked the U.S. Bankruptcy Court for the District of New Jersey to deny the motion filed by Shirleeta Ellison, an ovarian cancer claimant, to appoint her to the official committee of talc claimants that was originally formed in the company's Chapter 11 case. LTL's attorney, Paul DeFilippo, Esq., at Wollmuth Maher & Deutsch, LLP, said the filing of the motion is premature. "There is no basis to conclude at this point that the [talc claimants' committee] will not adequately represent all claimants," Mr. DeFilippo said in court papers. To establish a lack of adequate representation that warrants modification of the talc claimants' committee, claimants who seek appointment must point to more than their desire to be on the committee, the uniqueness of their claim or their past experience on the invalidly formed mesothelioma and ovarian cancer claimants' committees, according to the attorney. Ms. Ellison was appointed by the U.S. Trustee for Region 3 in December last year to serve as a member of the ovarian cancer claimants' committee. At the March 30 hearing, Judge Michael Kaplan ordered to disband both the ovarian cancer and mesothelioma claimants' committees. 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. About Johnson & Johnson Johnson & Johnson is an American multinational corporation founded in 1886 that develops medical devices, pharmaceuticals, and consumer packaged goods. It is the world's largest and most broadly based healthcare company. Johnson & Johnson is headquartered in New Brunswick, New Jersey, the consumer division being located in Skillman, New Jersey. The corporation includes some 250 subsidiary companies with operations in 60 countries and products sold in over 175 countries. The corporation had worldwide sales of $82.6 billion in 2020. LUCKY STAR-DEER: Court Approves Disclosure Statement ---------------------------------------------------- Judge Robert E. Grossman has entered an order approving the Disclosure Statement of Lucky Star-Deer Park LLC. The hearing to consider confirmation of the Plan, will be held on April 29, 2022 at 10 a.m., before the Honorable Robert E. Grossman, United States Bankruptcy Judge, United States Bankruptcy Court for the Eastern District of New York, 290 Federal Plaza, Central Islip, New York 11722. Any objections to the Plan must be filed and served by April 22, 2022 at 5:00 p.m. prevailing Eastern Time. All ballots voting in favor of or against the Plan must be submitted so as to be actually received by counsel for the Debtor on or before April 22, 2022 at 4:00 p.m. prevailing Eastern Time. Counsel for the Debtor must file a ballot tally and an affidavit in support of confirmation by April 26, 2022, at 12:00 noon. About Lucky Star-Deer Park Lucky Star-Deer Park, LLC, is a single asset real estate as defined in 11 U.S.C. Section 101(51B). The company is based in Flushing, N.Y. Lucky Star-Deer Park and affiliates, Flushing Landmark Realty LLC and Victoria Towers Development Corp., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case Nos. 20-73301, 20-73302 and 20-73303) on Oct. 30, 2020. On Nov. 3, 2020, another affiliate, Queen Elizabeth Realty Corp., filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 20-73327). Judge Robert E. Grossman oversees the cases, which are jointly administered under Case No. 20-73301. At the time of the filing, Lucky Star-Deer Park listed up to $50,000 in assets and up to $500,000 in liabilities. The Debtors tapped Rosen & Kantrow, PLLC as bankruptcy counsel; Certilman Balin and The Law Offices of Fred L. Seeman as special counsels; Joseph A. Broderick, P.C. as accountant; and Miu & Co. as audit consultant. MANHATTAN SCIENTIFICS: Incurs $3.6 Million Net Loss in 2021 ----------------------------------------------------------- Manhattan Scientifics, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $3.64 million on $50,000 of revenue for the year ended Dec. 31, 2021, compared to net income of $4.31 million on $50,000 of revenue for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $3.45 million in total assets, $1.36 million in total liabilities, $1.06 million in series D convertible preferred mandatory redeemable, authorized shares, and $1.04 million in total stockholders' equity. The Company stated, "Based upon current projections, our principal cash requirements for the next 12 months consists of (1) fixed expenses, including payroll, and professional services and (2) variable expenses, including technology research and development, milestone payments and intellectual property protection, and additional scientific consultants. As of December 31, 2021, we had $232,000 in cash. We believe our current cash position may not be sufficient to maintain our operations for the next twelve months. Accordingly, we may need to engage in equity or debt financings to secure additional funds. If we raise additional funds through future issuances of equity or convertible debt securities, our existing stockholders could suffer significant dilution, and any new equity securities we issue could have rights, preferences and privileges superior to those of holders of our common stock. Any debt financing that we secure in the future could involve restrictive covenants relating to our capital raising activities and other financial and operational matters, which may make it more difficult for us to obtain additional capital and to pursue business opportunities, including potential acquisitions. We may not be able to obtain additional financing on terms favorable to us, if at all. If we are unable to obtain adequate financing or financing on terms satisfactory to us when we require it, our ability to continue to support our business growth and to respond to business challenges could be impaired, and our business may be harmed." Draper, UT-based-Sadler, Gibb & Associates, LLC, the Company's auditor since 2020, issued a "going concern" qualification in its report dated April 5, 2022, citing that the Company has an accumulated deficit, negative cash flows from operations, and negative working capital, which raises substantial doubt about its ability to continue as a going concern. A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1099132/000147793222002079/mhtx_10k.htm About Manhattan Scientifics Headquartered in New York, Manhattan Scientifics, Inc., was established on July 31, 1992 and has one operating wholly-owned subsidiary: Metallicum, Inc. The Company also holds a 5%, noncontrolling interest in Imagion Biosystems, Inc. (f/k/a Senior Scientific LLC). Manhattan Scientifics is focused on technology transfer and commercialization of these transformative technologies. MAPLE LEAF: Seeks Approval to Hire DeWitt LLP as Legal Counsel -------------------------------------------------------------- Maple Leaf, Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of Wisconsin to hire DeWitt, LLP to serve as legal counsel in its Chapter 11 case. The firm's services include: a. advising the Debtor regarding its duties and powers under the Bankruptcy Code; b. assisting the Debtor in the administration of the case, including reporting requirements; c. attending meetings and negotiating with representatives of creditors and other parties in interest; d. preparing legal papers; e. advising the Debtor with respect to any proposed sale, lease or use of any assets of the estate; f. prosecuting actions on behalf of the Debtor, defend actions or contested matters commenced against the Debtor, and otherwise representing the Debtor's interests in the case; g. representing and appearing on behalf of the Debtor in any proceedings before the bankruptcy court; and h. performing all other necessary legal services for the Debtor in connection with the case. The hourly rates charged by the firm for its services are as follows: Craig E. Stevenson $395 Other Attorneys $220 to $495 Non-Attorney Paraprofessionals $125 to $200 DeWitt received an advance fee deposit in the amount of $88,000. As disclosed in court filings, DeWitt is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Craig E. Stevenson, Esq. DeWitt, LLP Two E. Mifflin Street, Ste. 600 Madison, WI 53703 Tel: 608-252-9263 Fax: 608-252-9243 Email: ces@dewittllp.com About Maple Leaf Maple Leaf, Inc., a company in Verona, Wis., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. W.D. Wis. Case No. 22-10420) on March 25, 2022, listing as much as $10 million in both assets and liabilities. William E. Wallo serves as Subchapter V trustee. Judge Catherine J. Furay oversees the case. Craig E. Stevenson, Esq., at DeWitt, LLP is the Debtor's legal counsel. MARY A II: Seeks to Hire William Long of Jonah Consulting as CRO ---------------------------------------------------------------- The Mary A II, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire William Long, Jr. of Jonah Consulting Group, LLC as its chief restructuring officer. The Debtor requires the assistance of a CRO to: a. review and evaluate operations, business plans and financial projections with the objective of assisting the management in improving the Debtor's operating performance and enhancing its enterprise value; b. prepare bankruptcy schedules; c. assist the management with the development of post-filing cash flow forecast; d. assist the management with the reporting requirements; e. advising the management with respect to a plan of reorganization; and f. perform other work as may be requested by the management. The Debtor will pay the CRO at his hourly rate of $350 and will reimburse his firm for work-related expenses, including mileage for the CRO at the rate of $0.5485 per mile. Mr. Long disclosed in a court filing that his firm is disinterested as required by Section 327(a) of the Bankruptcy Code. The CRO can be reached at: William A. Long, Jr., CPA, MBA Jonah Consulting Group, LLC 3106 W. Agawan St. Tampa, FL 33629-5339 Phone: 813-230-2376 Email: Blong@Jonah Consulting.Biz About The Mary A II The Mary A II, LLC, a company in Tampa, Fla., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-01177) on March 25, 2022, listing as much as $10 million in both assets and liabilities. Ruediger Mueller serves as Subchapter V trustee. Judge Caryl E. Delano oversees the case. Alberto F. Gomez, Jr., Esq., of Johnson Pope Bokor Ruppel & Burns, LLP and William Long, Jr. of Jonah Consulting Group, LLC serve as the Debtor's legal counsel and chief restructuring officer, respectively. MICROSTRATEGY INC: Acquires $190.5 Million Worth of Bitcoins ------------------------------------------------------------ MicroStrategy Incorporated announced that, during the period between Feb. 15, 2022 and April 4, 2022, the company, through its wholly-owned subsidiary, MacroStrategy LLC, acquired approximately 4,167 bitcoins for approximately $190.5 million in cash, at an average price of approximately $45,714 per bitcoin, inclusive of fees and expenses. As of April 4, 2022, MicroStrategy, together with its subsidiaries, held an aggregate of approximately 129,218 bitcoins, which were acquired at an aggregate purchase price of approximately $3.97 billion and an average purchase price of approximately $30,700 per bitcoin, inclusive of fees and expenses, with MacroStrategy holding approximately 115,110 of these bitcoins, as disclosed in a Form 8-K filed with the Securities and Exchange Commission. About MicroStrategy MicroStrategy is an enterprise analytics software and services company. Since its founding in 1989, MicroStrategy has been focused on empowering organizations to leverage the immense value of their data. MicroStrategy pursues two corporate strategies in the operation of its business. One strategy is to acquire and hold bitcoin and the other strategy is to grow its enterprise analytics software business. MicroStrategy reported a net loss of $535.48 million for the year ended Dec. 31, 2021, and a net loss of $7.52 million for the year ended Dec. 31, 2020. For the nine months ended Sept. 30, 2021, the Company reported a net loss of $445.50 million. * * * As reported by the TCR on June 15, 2021, S&P Global Ratings assigned its 'CCC+' issuer credit rating to Tysons Corner, Va.-based MicroStrategy Inc. S&P said, "The stable outlook reflects our expectation that MicroStrategy's operating results will remain consistent over the next 12 given its good recurring revenue base and the low interest expense on its convertible debt, which will allow it to maintain good EBITDA interest coverage and generate positive free operating cash flow. We expect these factors to enable the company to sustain its capital structure over the subsequent 12 months." NATION DESIGN: Taps Klehr Harrison Harvey Branzburg as Counsel -------------------------------------------------------------- Nation Design Partners, LLC received approval from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to hire Klehr Harrison Harvey Branzburg, LLP as its bankruptcy counsel. The firm's services include: (a) providing legal advice regarding local rules, practices, precedent and procedures and providing substantive and strategic advice on how to accomplish the Debtor's goals in connection with the prosecution of its Chapter 11 case; (b) appearing in court, depositions and at any meeting .of creditors or with the Subchapter V trustee; (c) negotiating with representatives of creditors and other parties in interest; (d) negotiating, drafting, reviewing, commenting or preparing agreements, pleadings, documents and discovery materials to be filed with the court; (e) advising and assisting the Debtor with respect to the reporting requirements of the Subchapter V trustee and the U.S. trustee; (f) taking all necessary actions to protect and preserve the Debtor's estate, including prosecuting actions on the Debtor's behalf, defending any action commenced against the Debtor, representing the Debtor in negotiations concerning litigation in which it is involved; (g) performing various services in connection with the administration of the cases, including, without limitation, (i) preparing certificates of no objection, certifications of counsel, notices of fee applications and hearings, agendas, and hearing binders of documents and pleadings, (ii) monitoring the docket for filings and pending matters that need responses, (iii) preparing and maintaining critical dates memoranda to monitor pending applications, motions, hearing dates and other matters and the deadlines associated with the same, (iv) generally prepare and file all necessary papers in support of positions taken by the Debtor, and (v) handling inquiries and calls from creditors and counsel to interested parties regarding pending matters; and (h) performing all other services assigned by the Debtor. The hourly rates charged by the firm's attorneys and paralegals are as follows: Raymond Lemisch (Partner) $540 Christopher Leavell (Associate) $350 Partners $380 - $940 Associates $305 - $405 Paralegals $215 - $300 As disclosed in court filings, Klehr is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Raymond H. Lemisch, Esq. Klehr Harrison Harvey Branzburg, LLP 1835 Market Street, Suite 1400 Philadelphia, PA 19103 Tel: 215-569-2700 Email: rlemisch@klehr.com About Nation Design Partners Nation Design Partners, LLC is a merchant wholesaler of apparel, piece goods and notions in Berwyn, Pa. Nation Design Partners filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Penn. Case No. 22-10745) on March 25, 2022, listing as much as $10 million in both assets and liabilities. Leona Mogavero, Esq., serves as Subchapter V trustee. Judge Magdeline D. Coleman presides over the case. Klehr Harrison Harvey Branzburg, LLP, led by Raymond H. Lemisch, Esq., serves as the Debtor's legal counsel. NAVCO SHELL: Files for Chapter 11 Bankruptcy Protection ------------------------------------------------------- Navco Shell, LLC, filed for chapter 11 protection. A status conference will be held May 24, 2022, at 9:30 a.m. at Judge Oldshue's Courtroom 2 East, 113 St. Joseph Street, Mobile, AL 36602. The Debtor's Plan and Disclosure Statement are due by Aug. 5, 2022. According to a court filing, Navco Shell estimates between 1 and 49 unsecured creditors. The petition states that funds will not be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Sec. 341(a) is slated for May 10, 2022, at 2:00 p.m. at John A. Campbell US Courthouse. About Navco Shell LLC Navco Shell LLC owns a gasoline service station in Alabama. Navco Shell LLC filed a petition (S.D. Ala. Case No. 22-10658) under Chapter 11 SubChapter V of the Bankruptcy Code on April 6, 2022. In the petition filed by Ziad Haifa, as member, Navco Shell estimated assets between $50,000 and $100,000 and liabilities between $100,000 and $500,000. Robert M. Galloway, of Galloway Wettermark Everest & Rutens,LLP, is the Debtor's counsel. NEXTPLAY TECHNOLOGIES: Consummates Deal to Acquire GoPlay Platform ------------------------------------------------------------------ NextPlay Technologies, Inc. (formerly known as Monaker Group, Inc.), Go Game Pte Ltd, a Singapore private limited company, and David Ng, an individual (the "Seller"), entered into an asset purchase agreement which amends and restates in its entirety the Go Game SPA disclosed previously whereby Go Game agreed to sell and assign to the Company, and the Company agreed to purchase and assume from Go Game substantially all the assets and certain liabilities related to the goPlay platform, together with a perpetual license to the goPay payment gateway. As previously disclosed in a Current Report on Form 8-K filed by NextPlay with the Securities and Exchange Commission on July 7, 2021, the Company entered into a securities purchase agreement with David Ng, pursuant to which the Company agreed to acquire a 37% interest in the capital stock of Go Game, a mobile game publisher and technology company, representing an aggregate of 686,868 shares of Go Game's Class B Preferred shares. The Go Game SPA also included an option whereby the Company can acquire additional shares of Go Game. The closing of the acquisition of the Initial Go Game Shares was subject to closing conditions. The consummation of the transactions contemplated by the Asset Purchase Agreement occurred on or about April 4, 2022, following the execution of the Asset Purchase Agreement on March 30, 2022. As consideration for the Go Game Assets and the receipt of the goPay License, the Company agreed to pay $5,000,000 as follows: (i) A cash payment of $1,250,000.00 which was paid previously by the Company to Go Game/Seller following the execution of the Go Game SPA; (ii) A cash payment of $1,500,000 at closing by wire transfer of immediately available funds; and (iii) A cash payment of $2,250,000 which shall be payable monthly by the Company to Go Game with simple interest thereon at the rate of 12.0% per annum until March 31, 2023. No stock consideration of Go Game or the Company is being exchanged as was previously contemplated under the Go Game SPA and as disclosed in the Prior 8-K. In the event the Company defaults on its monthly cash payment obligations under (iii) above, the Company agrees that the Seller shall be given the absolute right to demand for the return by way of assigning, transferring, and delivering to Seller all of Purchaser's right, title, ownership and interest in certain games and source code for goPay (without taking away the perpetual licensing right). For a period of six months following the closing, Go Game will provide transitional assistance to the Company to integrate the goPlay platform and associated game titles, together with the goPay payment gateway, at no additional charge. The goPay License allows the Company to exploit the goPay payment gateway to enhance the products and service offerings of the Company. The goPay License does not allow the Company to exploit and sublicense the goPay technology as a stand-alone product. Prior to the Closing, Go Game was engaged in discussions with potential customers of the goPlay platform. At the Closing, the Company and Go Game entered into a revenue share agreement pursuant to which Go Game shall refer such potential customers and any other potential customers to the Company, in exchange for a right to receive fifty percent of net revenues attributable to such sales. In addition, the Company and the Seller entered into a restrictive covenant agreement whereby the Seller will agree to refrain from competing with the Company and soliciting the Company's employees at the time of the closing and for a period of time thereafter in order to protect the Company's legitimate business interests and goodwill in connection with the Asset Purchase Agreement. The Company and Go Game have made customary representations and warranties and have agreed to customary covenants in the Asset Purchase Agreement. The Asset Purchase Agreement contains representations and warranties by the Company and Go Game as of specific dates. The representations and warranties reflect negotiations between the parties to the Asset Purchase Agreement and are not intended as statements of fact to be relied upon by the Company's shareholders; in certain cases, the representations and warranties merely represent allocation decisions among the parties; may have been modified or qualified by certain confidential disclosures that were made between the parties in connection with the negotiation of the Asset Purchase Agreement, which disclosures are not reflected in the Asset Purchase Agreement itself; may no longer be true as of a given date; and may apply standards of materiality in a way that is different from what may be viewed as material by shareholders. As such, the representations and warranties are solely for the benefit of the parties to the agreement. The representations and warranties may not describe the actual state of affairs at the date they were made or at any other time, may change after the date of the Asset Purchase Agreement and should not be relied upon as statements of facts. About NextPlay Technologies NextPlay Technologies, Inc. (formerly known as Monaker Group Inc.) -- nextplaytechnologies.com -- is a technology solutions company offering games, in-game advertising, crypto-banking, connected TV and travel booking services to consumers and corporations within a growing worldwide digital ecosystem. NextPlay's engaging products and services utilize innovative AdTech, Artificial Intelligence and Fintech solutions to leverage the strengths and channels of its existing and acquired technologies. The Company reported a net loss of $16.51 million for the year ended Feb. 28, 2021, compared to a net loss of $9.45 million for the year ended Feb. 29, 2020. As of Nov. 30, 2021, the Company had $120.96 million in total assets, $31.01 million in total liabilities, and $89.95 million in total stockholders' equity. Sugar Land, Texas-based TPS Thayer, LLC, the Company's auditor since 2020, issued a "going concern" qualification in its report dated June 7, 2021, citing that the Company has suffered recurring losses from operations and has stockholders' deficit that raise substantial doubt about its ability to continue as a going concern. NEXTPLAY TECHNOLOGIES: Picked by DIG to Offer Fiat Payment Services ------------------------------------------------------------------- NextPlay Technologies, Inc. has entered into a preliminary agreement with Decentralised Investment Group (DIG), a global blockchain technology company, to develop and operate an exclusive fiat payment platform for DIG customers. Upon execution of a definitive agreement, NextBank International, NextPlay's global banking unit, would provide DIG customers with access to its Fintech platform, which would enable these customers to purchase and monetize DIG assets. This would initially include in-game assets from Realms of Ethernity (RoE), the world's first MMORPG (massively multiplayer online role-playing games) game. Realms of Ethernity is a blockchain World of Warcraft-inspired virtual world filled with hundreds of immersive and action-packed play-to-earn games where developers and players can build, own and monetize their gaming experience offered by DIG's subsidiary, XYZZY. XYZZY develops blockchain-powered games that allow players to acquire or earn real assets from their gameplay, such as NFT treasures and unique rewards with real world value. The payment platform would allow customers to purchase and sell in-game assets using fiat currencies. NextBank would also offer bank accounts to DIG customers for their fiat deposits, subject to the customer passing NextBank compliance verification. Todd Bonner, head of NextPlay's Fintech division, stated: "As a pioneer in the technology space that builds, invests in and accelerates disruptive blockchain products and services, DIG is an ideal partner for expanding our NextBank services and revenue streams through international online banking. We also see the potential to eventually expand the scope of our engagement from XYZZY in-game assets to DIG's other cryptocurrency platforms." NextBank plans to issue payment cards to DIG customers who have funded their bank accounts at NextBank. DIG also intends to market NextBank banking services to its customers worldwide. The gaming market is expected to grow at a compound annual growth rate (CAGR) of nearly 9% to approximately $340 billion by 2027, with much of the revenue generated by in-game purchases. Typically, video game players can purchase in-game items, like skins, upgrades or rewards for use in the games they play, but do not actually own the items. However, the NextPlay/DIG solution would permit gamers to purchase an actual ownership interest in the items they acquire, thereby encouraging greater game play as well as resulting in additional game monetization for the developer. "We see the decentralization of financial assets and transactions as the future, with this enabled by blockchain and crypto technology," commented Haydn Snape, DIG's global managing partner and CEO. "As part of this new world, we believe products that provide equitable, accessible, and trusted open systems will promote individual liberty and economic freedom across the globe. We have selected NextPlay as a partner to join us in this mission and help us provide an in-game experience that enables players to truly own real-world assets, with this made possible through NextBank's unique banking technology and fiat payment platform." NextPlay and DIG are currently in the process of negotiating definitive agreements to formalize the relationship, which they hope to finalize in the near term, subject to completion of due diligence and satisfaction of market, regulatory and other customary closing conditions. About NextPlay Technologies NextPlay Technologies, Inc. (formerly known as Monaker Group Inc.) -- nextplaytechnologies.com -- is a technology solutions company offering games, in-game advertising, crypto-banking, connected TV and travel booking services to consumers and corporations within a growing worldwide digital ecosystem. NextPlay's engaging products and services utilize innovative AdTech, Artificial Intelligence and Fintech solutions to leverage the strengths and channels of its existing and acquired technologies. The Company reported a net loss of $16.51 million for the year ended Feb. 28, 2021, compared to a net loss of $9.45 million for the year ended Feb. 29, 2020. As of Nov. 30, 2021, the Company had $120.96 million in total assets, $31.01 million in total liabilities, and $89.95 million in total stockholders' equity. Sugar Land, Texas-based TPS Thayer, LLC, the Company's auditor since 2020, issued a "going concern" qualification in its report dated June 7, 2021, citing that the Company has suffered recurring losses from operations and has stockholders' deficit that raise substantial doubt about its ability to continue as a going concern. OLDSMAR JJ: Seeks April 20 Extension of Plan Deadline ----------------------------------------------------- Oldsmar JJ, LLC, filed a motion to extend the time to file a Plan of Reorganization and a Disclosure Statement. A Chapter 11 Plan has been drafted. However, due to work related deadlines in other cases, the undersigned counsel has not had adequate time to finalize the Chapter 11 Plan. Accordingly, the Debtor moved the Court for the entry of an Order extending the deadline to file a Chapter 11 Plan of Reorganization and a Chapter 11 Disclosure Statement to a date approximately 14 days after April 6, 2022. Attorney for the Debtor: Timothy B. Perenich, Esq. PERENICH LAW, PL 25749 US Highway 19 N, Suite 200 Clearwater, FL 33763-2010 Tel: (727) 669-2828 Fax: (727) 669-2220 E-mail: Timothy@PerenichLaw.com About Oldsmar JJ, LLC Oldsmar JJ, LLC is an Oldsmar, Fla.-based privately held company in the fast-food & quick-service restaurants business. Oldsmar JJ sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 20-07204) on Sept. 26, 2020. The petition was signed by Scott Zieba, managing member. At the time of the filing, Debtor estimated assets of between $100,000 and $500,000 and liabilities of between $1 million and $10 million. Steven M. Fishman, PA, is the Debtor's legal counsel. OMNIQ CORP: Increases Ownership in Dangot Computers to 100% ----------------------------------------------------------- OMNIQ Corp. has acquired additional 23% of Dangot Computers Ltd, making it a fully owned (100%) subsidiary, effective April 1st, 2022. The Company has paid $3,518,000 in consideration for the exercise of which $3.1 million was financed from a combination of short and long-term loans. Dangot is a profitable, prominent player in the field of automation and frictionless equipment. Its systems have gained an excellent reputation and significant market share in the demanding Israeli market, providing innovative solutions globally for multiple vertical markets including healthcare, retail, restaurants, and warehouse automation. Dangot's stand-alone revenue for fiscal year 2021 was approximately $40 Million with approximately $2M in profit before taxes. Recently OMNIQ announced some of Dangot's achievements: * On March 22, 2022, OMNIQ Announced A Purchase Order to Supply Smart Digital Pricing System to 42 Branches of a Dynamic Supermarket Chain in Israel * On March 14, 2022, OMNIQ Announced the rollout of 1,000 Units of a "Smart Buy and Go" (SBG) Solution for a Supermarket Chain; Plans to Soon Offer SBG to its Fortune 500 Customers Operating in an Industry Estimated to be $1.0 Trillion * On December 3, 2021, A joint OMNIQ-Dangot project: OMNIQ Receives Approximately $1 Million Order for Smart Kiosks in the US Shai Lustgarten, chief executive officer of OMNIQ, stated, "Our momentum continues to grow at an astounding pace since the acquisition of Dangot, when we first announced the acquisition, we stated that the combined annual sales created a consolidated $91M company. As it stands now, I am more than pleased to say, our annualized revenue has exceeded $100 million dollars in a mere nine months. Moreover, we are already performing joint projects in Israel and the US and feel that we expect to have many more soon. Dangot's innovative product offerings fit OMNIQ's target markets, and as such will be leveraged by our strong sales team in the US market. At the same time, we can accelerate merging our AI products into the supply chain customers served by both companies. Our enterprise customers stand to gain from having access to these cutting-edge solutions that fill in gaps where current technology falls short." 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 reported a net loss of $13.14 million for the year ended Dec. 31, 2021, a net loss of $11.50 million for the year ended Dec. 31, 2020, and a net loss attributable to the company's common stockholders $5.31 million. As of Dec. 31, 2021, the Company had $75.08 million in total assets, $72.78 million in total liabilities, and $2.30 million in total equity. OPERATION SIMULATION: Taps Scarborough & Fulton as Legal Counsel ---------------------------------------------------------------- Operation Simulation Associates, Inc. seeks authority from the U.S. Bankruptcy Court for the Eastern District of Tennessee to employ Scarborough & Fulton as its legal counsel. The firm's services include: a. assisting the Debtor in the preparation of its schedules, statement of affairs and the periodic financial reports required by the Bankruptcy Code, the Bankruptcy Rules, and any other order of the court; b. assisting the Debtor in consultation, negotiation and all other dealings with creditors, equity, security holders and other parties concerning the administration of its Chapter 11 case; c. preparing pleadings, conducting investigations, and making court appearances incidental to the administration of the Debtor's estate; d. advising the Debtor of its rights, duties and obligations under the Bankruptcy Code, Bankruptcy Rules, Local Rules, and orders of the court; e. assisting the Debtor in the development and formulation of a plan of reorganization; f. advising the Debtor with respect to litigation related to the administration of the case; g. rendering corporate and other legal services necessary for the functioning of the Debtor during the pendency of the case; and h. taking all necessary actions in the interest of the Debtor and its estate incident to the administration of the case. The hourly rates charged by the firm for its services are as follows: David J. Fulton $435 Legal Assistants $125 The firm received a retainer of $7,500 and filing fee of $1,738. As disclosed in court filings, Scarborough & Fulton does not hold any disqualifying interest adverse to the Debtor or the estate in matters upon which the law firm is to be engaged. The firm can be reached through: David J. Fulton, Esq. Scarborough & Fulton 620 Lindsay St. Ste 240 Chattanooga, TN 37403 Phone: 423-648-1880 Fax: 423-648-1881 Email: djf@sfglegal.com About Operation Simulation Associates Operation Simulation Associates, Inc. sought Chapter 11 protection (Bankr. E.D. Tenn. Case No. 22-10455) on Feb. 28, 2022, listing up to $1 million in assets and up to $10 million in liabilities. Judge Shelley D. Rucker oversees the case. David J. Fulton, Esq., at Scarborough & Fulton is the Debtor's legal counsel. OUTSIDE CAPITAL: Seeks Cash Collateral Access --------------------------------------------- Outside Capital, LLC and affiliates ask the U.S. Bankruptcy Court for the District of Colorado for authority to use cash collateral on a final basis. The Debtors' bankruptcy filing was caused by several events. COVID-19 impacted the cash flow of six Subway restaurants. The Three Subways are the subject of an owner carry back note to which the Debtor is a patty. The holder of the owner carry back note has asserted there is a default under the note suing the Three Subways and Outside Capital. While the Debtors believe there are valid defenses to the litigation, the cost and risk associated with litigation also prompted the bankruptcy filing. On the Petition Date, the Debtors each filed a Motion to Use Cash Collateral . The Cash Collateral Motion was sent out on notice to parties-in-interest, setting April 11, 2022 as the objection deadline. On April 1, the Court conducted an initial hearing to consider interim relief with respect to the Cash Collateral Motion. No party has lodged an objection to the Cash Collateral Motion. However, based upon comments and discussion at the Interim Hearing, plus ongoing discussions with the U.S. Trustee and counsel for First Bank, the Debtor has revised the budgets which were attached to the Cash Collateral Motions. The revised budgets do not modify the amount being spent by the Debtors. Rather, the budgets make clear that each of the Three Subways will be paying their own expenses. Further, the non-debtor Subways that use to pay their expenses through Outside Capital will be paying their own expenses at the store level. Thus, the only payment that Outside Capital will be making is the First Bank payment. A copy of the motion and the Debtors' budgets is available at https://bit.ly/38C5Bth from PacerMonitor.com. OC 10753 Subway LLC projects $26,373 in total expenses for May 2022. OC 11097 Subway LLC projects $29,245 in total expenses for May 2022. OC 15019 Subway LLC projects $29,599 in total expenses for May 2022. About Outside Capital, LLC Outside Capital, LLC is a Colorado limited liability company. Outside Capital is a holding company that has an 86% ownership interest in six Subway restaurants. Of the six, three of the restaurants have filed companion bankruptcy cases under Chapter 11 Subchapter V of the Bankruptcy Code. Outside Capital sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Case No. 22-11004) on March 28, 2022. In the petition signed by Ryan Newcomb, manager, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Thomas B. McNamara oversees the case. Aaron A. Garber, Esq., at Wadsworth Garber Warner Conrardy, P.C., is the Debtor's counsel. OUTTA CONTROL: Seeks to Hire Richard R. Robles as Attorney ---------------------------------------------------------- Outta Control Sportfishing, Inc. received interim approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire the Law Offices of Richard R. Robles, P.A. to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) giving advice to the Debtor with respect to its powers and duties; (b) advising the Debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the court; (c) preparing legal documents; (d) protecting the interest of the Debtor in all matters pending before the court; and (e) representing the Debtor in negotiation with its creditors in the preparation of a Chapter 11 plan. The firm will bill these hourly fees: Managing Attorney $400 Senior Attorney $325 Junior Attorney $275 Associate Attorney $225 Juris Doctor $150 Law Clerk $120 Paralegal $90 The Law Offices of Richard R. Robles requires a $17,000 retainer. As disclosed in court filings, the Law Offices of Richard R. Robles is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Richard R. Robles, Esq. Law Offices of Richard R. Robles, P.A. 905 Brickell Bay Drive, Suite 228 Miami, FL 33131 Phone: (305) 755-9200 Email: rrobles@roblespa.com assistant@roblespa.com About Outta Control Sportfishing Outta Control Sportfishing, Inc., a company in Hollywood, Fla., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-12081) on March 16, 2022, listing up to $500,000 in assets and up to $10 million in liabilities. Tarek Kirk Kiem serves as Subchapter V trustee. Judge Peter D. Russin presides over the case. Richard R. Robles, Esq., at the Law Offices of Richard R. Robles, P.A. represents the Debtor as legal counsel. PATH MEDICAL: Unsecured Creditors' Recovery Hiked to $150K in Plan ------------------------------------------------------------------ Path Medical LLC ("Path Medical") and Path Medical Center Holdings, Inc. ("Holdings") submitted a Second Amended Disclosure Statement and Second Amended Joint Chapter 11 Plan of Liquidation dated April 11, 2022. The Plan contemplates, among other things, a sale of all assets, a cash distribution to certain creditors, and the creation of a Liquidating Trust from which, under the terms of the Plan and the Liquidating Trust Agreement, Distributions shall be made for the benefit of Holders of various Allowed Claims. On October 11, 2016, the Debtors entered into the Credit Agreement, which included $42,500,000 and delayed draw term loans in the aggregate amount of $40,000,000 through a revolving credit facility. On August 19, 2021, the Agent, after acting at the direction of the Lenders, exercised certain of its remedies under the Credit Agreement and swept substantially all of the cash held in the Debtors' deposit accounts which precipitated the commencement of the Chapter 11 Cases. When negotiations between the Lenders and the Debtors regarding further use of cash collateral were unsuccessful, the Debtors commenced the Chapter 11 Cases. On March 17, 2022, the Debtors filed their Debtors' Motion to Approve Compromise and Settlement with PBC Madison, LLC, and Path Medical Investment Holdings, LLC. The key terms of the settlement include that in exchange for payment of $100,000 each ($200,000 total) by the Debtors, PBC Madison LLC and Path Medical, Investment Holdings, LLC will waive their $2,734,726 claims ($5,469,452 total) in the bankruptcy case and provide the Debtors releases. The subject settlement also contemplates an exchange of releases between PBC Madison, LLC and Path Medical Investment Holdings, LLC, the Agent and the Lenders. Class 1 consists of all Lender Claims. The Lender Claims shall be paid in Cash from the net proceeds of the 363 Sale, after setting aside sufficient funds to satisfy payment of, to the extent not able to be funded out of the Debtors' cash on hand prior to the Sale closing, General Administrative Expenses, Professional Administrative Expenses, Other Secured Claims in Class 2, Priority Tax Claims, Priority Claims, Convenience Class Claims, cure claims (to the extent consented to by the Agent), and the GUC Cash Pool (the "Net 363 Proceeds"). Any portion of the Lender Claims not satisfied by the Net 363 Proceeds of the 363 Sale Agreement shall be treated as a General Unsecured Claim in Class 4 and will be beneficiaries of the Liquidating Trust, but will not receive a Pro Rata distribution of the GUC Cash Pool. Class 4 consists of all General Unsecured Claims against the Debtors. Each Holder of an Allowed General Unsecured Claim shall receive on account of such Allowed General Unsecured Claim upon the earlier of (i) ten (10) days after the deadline to file Rejection Damages Claim or, (ii) if all Executory Contracts are assumed under the 363 Sale Agreement, thirty (30) days after the Effective Date: * (i) such Holder's Pro Rata share of the GUC Cash Pool in Cash, which shall be distributed only to the Holders of Allowed General Unsecured Claims, and * (ii) a beneficial interest in the Liquidating Trust, which beneficial interest shall entitle such Holder of an Allowed General Unsecured Claim to the following on each applicable Distribution Date: -- (a) its Pro Rata share of the Litigation Proceeds and the Retained NonEstate Causes of Action (net of Liquidating Trust Operating Expenses) which shall be distributed by the Liquidating Trust on a Pro Rata basis only to the Holders of Allowed General Unsecured Claims in Class 4, until all Allowed General Unsecured Claims in Class 4 are paid in full or the Litigation Proceeds are exhausted; and -- (b) its Pro Rata share of the remaining Liquidating Trust Assets (net of Liquidating Trust Operating Expenses) and excluding the GUC Cash Pool and the Litigation Proceeds), which shall be distributed by the Liquidating Trust on a Pro Rata basis only to the Holders of Allowed General Unsecured Claims in Class 4, until all Allowed General Unsecured Claims in Class 4 are paid in full or the remaining Liquidating Trust Assets are exhausted. Class 4 Creditors will recover $150,000 plus a pro-rata beneficial interest in the Liquidating Trust. A prior version of the Plan and Disclosure Statement said that Class 4 claimants were to recover $100,000 under the Plan. Class 4 is impaired. If a plan under chapter 11 of the Bankruptcy Code is not confirmed by theBankruptcy Court, the Chapter 11 Cases may be converted to liquidation cases under chapter 7 of the Bankruptcy Code in which a trustee would be elected or appointed, under applicable provisions of chapter 7 of the Bankruptcy Code, to liquidate the Assets of the Debtors for Distribution in accordance with the priorities established by the Bankruptcy Code. More specifically, the Lenders in the instant case have a security interest in substantially all of the Debtors' assets. If the case were to be converted to a chapter 7 liquidation, it is likely that all of the proceeds of such liquidation of assets would be payable to the Lenders without a carveout for unsecured creditors. To the extent any asset of the estates are not subject to the Lenders' security interest, the Lenders' unsecured claim would likely dwarf the balance of the unsecured creditor body. Accordingly, the Debtors' Plan which includes a $150,000.00 carveout for the benefit of unsecured creditors in which the Lenders will not participate is anticipated to result in a considerably greater recovery to unsecured creditors than a chapter 7 liquidation. The Liquidating Trust shall be funded from (i) the GUC Cash Pool, (ii) net recoveries resulting from the prosecution of any and all Litigation Claims, (iii) net recoveries resulting from the prosecution of any and all Retained Non-Estate Causes of Action, (iv) the proceeds of any Insurance Policies, (v) any and all other Assets belonging to the Debtors' Estates, (vi) and any other amounts agreed upon by the Lenders to fund the Liquidating Trust. "GUC Cash Pool" means Cash in an amount equal to $150,000, that is placed into an escrow account held by Debtors' counsel exclusively for Distribution to Holders of Allowed General Unsecured Claims and funded by the Debtors out of cash on hand immediately prior to the Closing of the Sale, to the extent such funds are available, or otherwise funded from the proceeds of the 363 Sale which amount shall be turned over to the Liquidating Trustee on the Effective Date. A full-text copy of the Second Amended Disclosure Statement dated April 11, 2022, is available at https://bit.ly/3vBHCT9 from PacerMonitor.com at no charge. Attorney for the Debtors: Brett Lieberman, Esq. Morgan B. Edelboim, Esq. EDELBOIM LIEBERMAN REVAH PLLC 20200 West Dixie Highway, Suite 905 Miami, FL 33180 Tel: 305-768-9909 Fax: 305-928-1114 Email: brett@elrolaw.com morgan@elrolaw.com About Path Medical Path Medical Center Holdings, Inc., is the 100% owner and sole member of Path Medical, LLC. In addition to its ownership of Path, Holdings is an employee leasing company for Path. Path is a healthcare company with 24 clinics across the state of Florida. Path Medical, LLC, and Path Medical Center Holdings filed their voluntary petitions for Chapter 11 protection (Bankr. S.D. Fla. Lead Case No. 21-18338) on Aug. 28, 2021. Manual Fernandez, chief executive officer, signed the petitions. At the time of the filing, Path Medical listed $30,047,477 in assets and $86,494,715 in liabilities while Path Medical Center listed $220,060 in assets and $76,988,419 in liabilities. Judge Scott M. Grossman oversees the cases. Brett Lieberman, Esq., at Edelboim Lieberman Revah Oshinsky, PLLC, is the Debtor's legal counsel. The Official Committee of Unsecured Creditors tapped Greenberg Traurig, P.A., to serve as its counsel, and Province Inc. to serve as its financial advisor. PATRIOT CREDIT: Voluntary Chapter 11 Case Summary ------------------------------------------------- Two affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Patriot Credit Company LLC 22-10333 1115 Broadway New York, NY 10010 Bluefin Capital Partners, LLC 22-10334 1115 Broadway New York, NY 10010 Business Description: The Debtors classify their businesses as "Other Financial Investment Activities". Chapter 11 Petition Date: April 13, 2022 Court: United States Bankruptcy Court District of Delaware Judge: Hon. Craig T. Goldblatt Debtors' Counsel: Mark M. Billion, Esq. Peter K. Schaefer, Esq. BILLION LAW 1073 S. Governors Ave. Dover, DE 19904 Tel: 302.428.9400 E-mail: markbillion@billionlaw.com Patriot Credit's Estimated Assets: $10 million to $50 million Patriot Credit's Estimated Liabilities: $1 million to $10 million Bluefin Capital's Estimated Assets: $1 million to $10 million Bluefin Capital's Estimated Liabilities: $1 million to $10 million The petitions were signed by Joseph Baum, chief restructuring officer. 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/A42QFVY/Patriot_Credit_Company_LLC__debke-22-10333__0001.0.pdf?mcid=tGE4TAMA https://www.pacermonitor.com/view/BGQD4EI/BLUEFIN_CAPITAL_PARTNERS_LLC__debke-22-10334__0001.0.pdf?mcid=tGE4TAMA PBJAK LLC: Restaurant Seeks Bankruptcy to Stop Foreclosure ---------------------------------------------------------- PBJAK LLC filed for chapter 11 protection to stop foreclosure on its property. The Debtor is a limited liability company, whose members are Pawel Jakubczyk and Bozena Zofia Jakubczyk. They have combined experience in the restaurant industry of 55 years. The Debtor owns real property located at 702 Manitou Avenue, Manitou Springs, CO 80829 since June 2015. The property has been used to operate a restaurant. It acquired the property from an owner that had allowed the building and improvements to fall into disrepair. After Debtor purchased the property, it spent approximately $175,000 restoring and renovating the structure. On July 4, 2015, the location opened under the moniker PJ's Stage Coach Inn. It operated from July 2015 to November 2019. In September of 2019, two employees sued PBJAK LLC and Pawel Jakubczyk (one of the members of PBJAK, LLC) alleging violation of wage laws. Throughout 2019, a few former employees coordinated a negative influencing campaign which included picketing in front of the restaurant, influencing tourists throughout town, and false statements on social media, and to the press. There actions were prompted by, and at the behest of, their attorney. Sales began to plummet as its customers avoided confrontation. With the combination of picketers and the COIVD pandemic, the demise of PJ's Stage Coach Inn was assured. As a result of the closure, Debtor fell behind with its obligation to Paragon. A foreclosure sale was scheduled for April 6, 2022. The Debtor desires to reopen the restaurant under the name Manitou Eatery, and to propose a plan to cure the pre-petition arrears. Further, the Debtor does not view the opening of the restaurant as a "start-up," but a continuation of the history of serving the community, albeit under a new name. The Manitou Eatery will be operated by Pawel Jakubczyk and his wife, Joanna Barczynska. They have had experience in the restaurant business since 1999. Mr. Jakubczyk successfully remodeled and opened European Cafe, located in Colorado Springs, presently operated by his mother, Bozena Jakubczyk. Bozena Jakubczyk has agreed to loan the Debtor working capital up to $150,000. The Debtor maintains that such working capital is sufficient to cover expenses up to and including July 2022, at which time, it expects deposits to exceed expenses. The Debtor also owns a food truck. Prepetition, the Debtor obtained the necessary licenses to operate the food truck. The Debtor anticipates equipping it and commencing sales in April 2022. It is expected the food truck will generate revenue to supplement the deposits expected from Manitou Eatery. According to court filings, PBJAK LLC estimates 2 unsecured creditors, namely Tina Wright and Out West Awning Company, and 3 secured creditors, including El Paso County Public Trustee, Paragon Bank, and Senn Visciano Canges. The petition states that funds will be available to unsecured creditors. A telephonic meeting of creditors under 11 U.S.C. Sec. 341(a) is slated for May 11, 2022, at 1:30 p.m. About PBJAK LLC PBJAK LLC owns real property located at 702 Manitou Avenue, Manitou Springs, CO 80829 and ran a restaurant, PJ's Stage Coach Inn, at the property. PBJAK LLC filed for bankruptcy protection under Chapter 11 Subchapter V of the Bankruptcy Code (Bankr. D. Col. Case No. 22-11149) on April 6, 2022. In the petition filed by Pawel L. Jakubczyk, as member, PBJAK LLC estimated assets between $1 million and $10 million and liabilities between $500,000 and $1 million. Stephen Berken, of Berken Cloyes, PC, is the Debtor's counsel. Harvey Sender is the court appointed Subchapter V Trustee. PCDM PROPERTIES: Gets OK to Tap Beacon Realty as Real Estate Broker ------------------------------------------------------------------- PCDM Properties, LLC received approval from the U.S. Bankruptcy Court for the Western District of Louisiana to hire Beacon Realty, LLC to market for sale its real property located at 205 Richland Ave., Lafayette, La. The broker will get a 5 percent commission for its services. Beau Bourque, president and managing member of Beacon, disclosed in a court filing that the firm does not hold interests adverse to the Debtor's bankruptcy estate. The firm can be reached through: Beau Bourque Beacon Realty, LLC 248 Newbury St Boston, MA 02116 Phone: +1 617-266-7142 About PCDM Properties PCDM Properties, LLC file its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 21-50212) on April 13, 2021, listing up to $1 million in assets and up to $500,000 in liabilities. Judge John W. Kolwe oversees the case. The Keating Firm, APLC and Taylor, Porter, Brooks & Phillips LLP serve as the Debtor's legal counsels. PCDM PROPERTIES: Taps Taylor, Porter, Brooks & Phillips as Counsel ------------------------------------------------------------------ PCDM Properties, LLC received interim approval from the U.S. Bankruptcy Court for the Western District of Louisiana to hire Taylor, Porter, Brooks & Phillips LLP to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) advising the Debtor and its authorized representative, Dwayne Murray, with respect to the Debtor's rights, powers and duties in the continued management of its rental properties until such time as a sale can be completed to pay off all creditors of the estate; (b) preparing and pursuing confirmation of a plan of reorganization and approval of a disclosure statement; (c) preparing legal documents and reviewing all financial reports to be filed; (d) advising the Debtor concerning, and preparing responses to, legal documents that may be filed by other parties; (e) appearing in court; (f) taking necessary actions to collect income and assets in accordance with applicable law, and to recover property of the estate; (g) assisting the Debtor in the sale of its assets; (h) advising and assisting the Debtor in connection with any potential property disposition; (i) advising the Debtor concerning executory contract and unexpired lease assumption, assignment and rejection; (j) assisting the Debtor in reviewing, estimating and resolving claims asserted against the estate; (k) commencing litigation necessary to assert rights held by the estate, protect assets of the estate or otherwise further the goal of completing the Debtor's successful reorganization; and (l) performing all other legal services for the Debtor. The hourly rates charged by the firm for its services are as follows: Michael Crawford $425 per hour Other Partners $300 - $425 per hour Associates $250 - $275 per hour Paralegals $132 per hour Law Clerks $132 per hour As disclosed in court filings, Taylor Porter Brooks & Phillips neither represents nor holds any interest to the Debtor. The firm can be reached through: Michael Crawford, Esq. Taylor, Porter, Brooks & Phillips L.L.P. Chase North Tower, 450 Laurel St 8th Floor Baton Rouge, LA 70801 Phone: +1 225-387-3221 Email: mike.crawford@taylorporter.com About PCDM Properties PCDM Properties, LLC file its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 21-50212) on April 13, 2021, listing up to $1 million in assets and up to $500,000 in liabilities. Judge John W. Kolwe oversees the case. The Keating Firm, APLC and Taylor, Porter, Brooks & Phillips LLP serve as the Debtor's legal counsels. PENINSULA PACIFIC: Churchill Deal No Impact on Moody's 'B3' CFR --------------------------------------------------------------- Moody's Investors Service says that the ratings and outlook of Peninsula Pacific Entertainment LLC (P2E; B3 stable) were unaffected by Churchill Downs Incorporated (CDI; Ba3 stable) announcement detailing financing plans supporting the company's acquisition of P2E. P2E has a B3 Corporate Family Rating, B3-PD Probability of Default Rating and stable outlook. The company's $850 million original amount senior unsecured notes are rated B3. P2E's $75 million revolver is not rated. On March 30, Moody's assigned a B1 to CDI's proposed $1.2 billion senior notes due 2030. Proceeds from the proposed offering will be used to partly finance the $2.485 billion acquisition of P2E. There was no impact on P2E's ratings following CDI's senior note offering given Moody's expectation that P2E's debt will be refinanced in its entirety and that the assets acquired will be folded into CDI's borrowing group. However, while Moody's expects that P2E's debt will be repaid in full, to the extent it is not, the ratings of P2E's debt issues will be re-evaluated with the possibility they will be upgraded and equalized with those of CDI. On Feb. 22, 2022, CDI entered into a definitive purchase agreement to acquire substantially all the assets of P2E for total consideration of $2.485 billion. CDI will acquire all P2E's assets in Virginia and New York as well as the operations of its Sioux City casino property. The acquisition is expected to close by the end of 2022 and is subject to customary closing conditions, including CDI obtaining approvals from the Virginia Racing Commission, the New York State Gaming Commission, and the Iowa Racing and Gaming Commission. The transaction purchase price calculated by CDI represents a multiple of less than 9.0x P2E's adjusted EBITDA. Adjusted EBITDA includes the incremental value from the recent opening and expansion of certain of P2E's Virginia facilities and the incremental value that CDI expects to realize from the acquisition of the development rights related to historical horse racing in Virginia. Under the terms of the acquisition, P2E is expected to reach a definitive agreement to sell the real property associated with Hard Rock Sioux City ("Sioux City Property") to a third party. CDI will acquire the operating company and lease the Sioux City Property from that third party. Following the closing, CDI will operate Hard Rock Sioux City and lease the Sioux City Property pursuant to lease terms negotiated prior to the closing. In the event P2E is unsuccessful in reaching a definitive agreement with a third party to purchase the Sioux City Property by a certain date, the Sioux City Property will be included in the P2E acquisition and the total consideration will increase to $2.75 billion. P2E owns and operates the Colonial Downs Racetrack in New Kent, Virginia, as well as five satellite wagering facilities in Richmond, Hampton, Vinton, Dumfries, and Collinsville. The company is owned by PGP Investors, LLC (managing member is Brent Stevens), and was founded to develop, own, and operate regional gaming opportunities. The company also owns 100% of the Hard Rock Sioux City casino located in downtown Sioux City, Iowa and the del Lago Casino Resort in Tyre, New York following an April 2021 acquisition. P2E is private and does not disclose detailed financial information. PENN NATIONAL: S&P Rates New Senior Secured Credit Facility 'BB' ---------------------------------------------------------------- S&P Global Ratings assigned its 'BB' issue-level rating and '1' recovery rating to Penn National Gaming Inc.'s proposed senior secured credit facility, which comprises a $1 billion revolver, a $550 million term loan A, and a $1 billion term loan B. The '1' recovery rating indicates S&P's expectation for very high recovery (90%-100%; rounded estimate: 95%) for lenders in the event of a payment default. The company plans to use the proceeds from this issuance, along with existing cash, to repay its outstanding term loan A and term loan B. S&P said, "At the same time, we revised our recovery rating on Penn's outstanding senior unsecured notes to '5' from '4' and lowered our issue-level rating to 'B' from 'B+'. Although the company is not issuing any incremental debt as part of this transaction, the planned $300 million increase in its revolving credit facility will raise the amount of senior secured debt outstanding in our hypothetical default scenario because we assume it is 85% drawn at the time of default, which reduces the recovery prospects for its senior unsecured lenders. "The refinancing transaction will bolster Penn's liquidity, improve its maturity profile, and help its fund its growth strategy. We view the debt-for-debt transaction as leverage neutral, thus it does not affect our 'B+' issuer credit rating or stable outlook on the company. We expect that Penn's S&P Global Ratings-adjusted leverage could increase slightly, to the mid- to high-5x area in 2022 if it utilizes the full $750 million share repurchase program it authorized earlier this year. Through February 2022, the company had utilized about $107 million under this program. Nevertheless, we expect Penn will maintain a good cushion relative to our 6.5x downgrade threshold." ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors -- S&P assigned its 'BB' issue-level rating and '1' recovery rating to Penn's proposed credit facility, which comprises a $1 billion revolver, a $550 million term loan A, and a $1 billion term loan B. The '1' recovery rating indicates its expectation for very high recovery (90%-100%; rounded estimate: 95%) in the event of a payment default. -- S&P said, "The recovery prospects for the company's unsecured lenders are impaired because of the incremental secured debt in its capital structure from the proposed $300 million increase in its revolver, which we assume will be 85% drawn at the time of default. Therefore, we lowered our issue-level rating on its senior unsecured notes to 'B' from 'B+' and revised our recovery rating to '5' from '4', which indicates our expectation for modest (10%-30%; rounded estimate: 20%) recovery in the event of a default." Simulated default scenario -- S&P's simulated default scenario contemplates a default occurring in 2026 due to prolonged economic weakness, significantly greater competitive pressures in the company's various markets, and sharply reduced interest in gaming as a form of entertainment. In addition, S&P believes the large fixed rent payment to Gaming & Leisure Properties Inc. (GLPI) reduces Penn's operating flexibility, potentially leading to greater cash flow volatility. -- S&P assumes a reorganization at default and value the company using an emergence multiple of 6.5x, which is in line with the average multiple we use for the leisure industry and the multiples we use for diversified gaming operating companies that do not own the majority of their real estate. -- S&P assumes the proposed $1 billion revolver is 85% drawn at the time of default. Simplified waterfall -- Emergence EBITDA: $425 million -- EBITDA multiple: 6.5x -- Gross recovery value: $2.8 billion -- Net recovery value after administrative expenses (5%): $2.6 billion -- Obligor/nonobligor valuation split: 100%/0% -- Estimated secured debt claims: $2.3 billion -- Value available for secured claims: $2.6 billion --Recovery expectations: 90%-100% (rounded estimate: 95%) -- Estimated unsecured debt claims: $1.2 billion -- Value available for unsecured claims: $0.3 billion --Recovery expectations: 10%-30% (rounded estimate: 20%) Note: All debt amounts include six months of prepetition interest. PHENOMENON MARKETING: Unsecureds Will Get 2% of Claims in 5 Years ----------------------------------------------------------------- Phenomenon Marketing & Entertainment, LLC, filed with the U.S. Bankruptcy Court for the Central District of California a Plan of Reorganization for Small Business dated April 11, 2022. The Debtor is a California Limited Liability Company. Since June 2006, the Debtor has been in the business of advertising and marketing. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 2 cents on the dollar. This Plan also provides for the payment of administrative and priority claims The Plan will treat claims as follows: * Class 2(A) consists of the Secured Claim of PEDIS LLC. PEDIS LLC is secured by the assets of the Debtor, secured by the Secured Subordinated Promissory Note for $225,000.50 at 10% fixed interest rate. Debtor proposes to pay PEDIS LLC over 5 years at $4,264.04 per month at 5% fixed interest rate, with the first payment of $4,264.04 due on the Effective Date followed by 59 consecutive payments of $4,264.04 each until the claim is paid in full. Class 2(B) consists of the Secured Claim of Los Angeles County Treasurer and Tax Collector. Los Angeles County Treasurer and Tax Collector ("LACT") is secured by a statutory tax lien for the sum of $11035.84. Debtor proposes to pay LACT the $11,035.84 in full at 18% statutory interest rate, in monthly installment of $280.24 over 60 months, with the first installment of $280.24 due on the Effective Date followed by 59 consecutive payments of $280.24 each until the obligation is fully paid. Class 2(C) consists of the Secured Claim of Phenomenon Holdings, LLC. Phenomenon Holdings, LLC is secured by the assets of the Debtor, except for any potential avoidance claims and any proceeds thereof which shall remain unencumbered by the security interests granted by the Debtor to Phenomenon Holdings, LLC. Debtor obtained a post-petition DIP financing from Phenomenon Holdings, LLC up to $1 Million dollars Pursuant to the loan agreement, the repayment period commences in September 2022 for 10 years at 4% simple interest rate. Monthly loan repayment (if the entire $1 Million is drawn down by the Debtor) is $10,124.51. * Holders of general unsecured creditors in Class 3(a) will be paid 2% of such creditors' claim over 5 years, with the first payment due on the Effective Date, followed by 59 consecutive monthly payments, each due on the first day of each month. The monthly payments are $3,335.92. * Holder of unsecured claim in Class 3(b) includes the portion of the PPP loan obtained from Central Pacific Bank which is not subject to forgiveness. Central Pacific Bank's claim will be paid in full pursuant to the terms of the loan agreement, in 3 installments of $86,607.97, with the first payment due on the Effective Date, followed by two consecutive payment of $86,607.97 each to satisfy the obligation in full. * The sole shareholder of the Debtor is Phe.no, LLC, which entity is also in a pending chapter 11 Subchapter V bankruptcy case. Phe.no, LLC will retain its interest in the Debtor. Distribution to creditors under this Plan will be funded primarily from the following sources: (a) the Debtor's cash on hand on the Effective Date and (b) the net income derived from the continued operation of the Debtors advertising and marketing business. This plan proposes to pay creditors using the net disposable income of the debtor over the five-year period after the Effective Date. This plan will allow non-insider general unsecured creditors (Class 3(a)) to recover 2 times more than if the Debtor's assets were sold in a hypothetical Chapter 7 liquidation and the proceeds paid out to each Creditor respective creditors. Debtor believes that this Plan represents the best possible return to holders of claims. The Debtor believes that this plan will successfully reorganize the Debtor and that the confirmation of this Plan is in the best interests of the Debtor, its creditors, and equity interest holder. The Debtor will become the Reorganized Debtor on the Effective Date. The Reorganized Debtor shall be responsible for managing its assets and financial affairs. On the Effective Date, Phe.no, LLC who is the sole member of the Debtor and a 100% shareholder, shall remain the principal and owner of the Reorganized Debtor. Mr. Ranvir Gujral shall serve as the Disbursing Agent for all obligations of Reorganized Debtor under this Plan and shall not be compensated for the services as a disbursing agent. A full-text copy of the Plan of Reorganization dated April 11, 2022, is available at https://bit.ly/3rsJQD0 from PacerMonitor.com at no charge. Attorney for the Plan Proponent: Michael Jay Berger, Esq. Law Office of Michael Jay Berger 9454 Wilshire Blvd. 6th Floor Beverly Hills, CA 902 12-2929 Tel.: (310) 271-6223 Fax: (310) 271-9805 Email: michael.bergerbankruptcypower.com About Phenomenon Marketing Phenomenon Marketing & Entertainment, LLC, filed a petition for Chapter 11 protection (Bankr. C.D. Cal. Case No. 22-10132) on Jan. 10, 2022, listing $359,080 in assets and $2,289,737 in liabilities. Judge Ernest M. Robles oversees the case. The Debtor tapped the Law Office of Michael Jay Berger as its legal counsel. PIONEERS MEMORIAL: Fitch Alters Outlook on Ratings to Negative -------------------------------------------------------------- Fitch Ratings has affirmed the 'BB' rating on Pioneers Memorial Healthcare District, CA's (PMHD or district) series 2004 and 2012 GO bonds, series 2017 revenue bonds and the district's Issuer Default Rating (IDR). The Rating Outlook has been revised to Negative from Stable. SECURITY The series 2017 revenue bonds are secured by a gross revenue pledge and further secured by a debt service reserve fund. The series 2012 and 2004 ULTGO bonds are payable from an unlimited ad valorem tax pledge on all taxable properties within the district boundaries, without limitation as to rate of amount. ANALYTICAL CONCLUSION The Outlook revision to Negative reflects PMHD's weak operations YTD as a result of the pandemic and increased expenses related to treating high volumes of COVID-19 patients. Additionally, the payment delays from California's (CA) supplemental funding programs has exacerbated operating challenges resulting in a deficit as of Jan. 31, 2022. As such, it is unlikely that PMHD will meet its FYE 2022 debt service coverage (DSC) requirement of 1.2x, although Fitch understands that a DSC miscue would not trigger an event of default so long as the district maintains consultant engagement per bond requirements. Nonetheless, the district expects to make its debt service payments in full and on time as the debt is secured and supported by a tax revenue pledge. The district expects to receive a working capital loan from the state's Hospital Bridge Loan Program to assist with cash flow issues caused by the delay of supplemental revenues. Once recognized, the loan should bolster balance sheet metrics in the interim. Fitch views the district's overall credit profile as more susceptible to risk under economic and operational stress given the district's already weak, but stable, balance sheet metrics and overall limited financial flexibility. The 'BB' rating continues to reflect the districts stable balance sheet, which Fitch expects will remain in intact over the next 12 months. KEY RATING DRIVERS Revenue Defensibility: 'bb' Leading Market Share Offsets Weak Payor Mix PMHD maintains a leading market position in its primary service area. PMHD provides specialized medical expertise to residents of the city of Calexico. The district benefits from its affiliate with Scripps Health, receiving support in consulting services, purchasing and branding opportunities. Additionally, through an agreement with Rady Children's Hospital and Health Center, the district receives support and expertise in the provision of pediatric and neonatal services. The district also benefits from ad valorem tax revenues that provide support for debt service payments on the GO bonds. Fitch views the ability to make debt service payments as unlikely to be reduced by cyclical variations in the tax base due to the unlimited nature of the tax levy supporting the GO bond debt service, the growing tax base and low tax rate. In Fitch's view, tax revenues do not improve PMHD's revenue defensibility assessment given the limited contribution to support operations. Fitch views the district as vulnerable to reimbursement risk due to elevated exposures to Medicaid and self-pay, which accounted for 42.3% of gross revenues as of fiscal 2021. Operating Risk: 'b' COVID-19 Pandemic and Delay In Supplemental Funding Strains YTD Operations Fiscal 2021 operations were profitable with the district reporting a 5.5% operating EBITDA margin. This includes approximately $11.4 million of CARES Act funding recognized in fiscal 2021. However, the district reported an operating deficit YTD through Jan. 31, 2022 driven by pandemic-related pressures, particularly the rise in contract labor and increased expenses related to treating COVID-19 patients. During the pandemic, Imperial County experienced several COVID-19 surges, possibly due to its large farming industry and proximity to the border with a large bi-national population and as vaccine distribution is more limited in Mexico. Reliance on contract labor has increased with the district having to pay premium for temporary labor in order to cover staffing needs due to the surge of COVID-19 patients. The delay in supplemental program revenues also contributed to the YTD operating results. According to information from the California Health Facilities Financing Authority, the district is eligible for a maximum loan amount of $1.5 million for the first funding round of the program. The district expects to receive the first round of funds sometime before the end of April 2022. Management submitted its application of the second round and is currently pending approval. Per bond documents, PMHD is to maintain an annual DSC requirement of 1.2x at FYE. Fitch understands that if the district fails to meet its DSC requirement, as long as the district retains consultants to help improve DSC, the district will be deemed to have complied and satisfied bond indenture requirements, even if DSC is below the required levels at FYE. The district is currently working with consultants on a number of initiatives that will help improve cash flow and overall efficiency. Fitch views the district's elevated plant age and long-term capex requirements as providing the hospital with very limited operating flexibility, especially as the district continues to experience operating pressures due to the pandemic. The average age of plant was 22.7 years as of fiscal 2021. The district will need to undertake structural and nonstructural capital upgrades in order to use its facilities beyond 2030. Fitch views significant capital investments will be required over the long-term should CA's seismic requirements remain at current levels. Management is evaluating the size and scope of required projects over the next couple of years and will have more information over the medium term. Financial Profile: 'bb' Balance Sheet Has Limited Flexibility The district's balance sheet is stable, but weak, driven by its weak revenue defensibility and operating risk assessments. Cash-to-adjusted debt was 92.2% and net adjusted debt-to-adjusted EBITDA (NADAE) was 0.3x as of fiscal 2021. Despite the YTD deficit, cash-to-adjusted debt held relatively steady at 98.9% as of Jan. 31, 2022. Fitch views the district's balance sheet as having limited financial flexibility at the current rating and maintenance of its current cash-to-adjusted debt metric is imperative to near-term rating stability. Proceeds from the Hospital Bridge Loan Program is expected to bolster cash-to-adjusted debt metric and should maintain current balance sheet metrics in the near-term. This district is expected to meet its 50 DCOH covenant requirement for FYE 2022. Fitch's scenario analysis indicates key metrics will remain pressured as the pandemic continues to disrupt hospital operations and potentially strain financial performance for the remainder of the fiscal year. RATING SENSITIVITIES Factors that could, individually or collectively, lead to a positive rating action/upgrade: -- If operating performance improves to where operating EBITDA margins exceed 6% on a consistent basis; -- If liquidity levels and the cash to adjusted debt metric improves where cash to adjusted debt exceeds 120% on a consistent basis and offset the risk associated with the district's weak operating risk profile. Factors that could, individually or collectively, lead to a negative rating action/downgrade: -- If operations deteriorate further resulting in the decline of cash-to-adjusted debt metrics to fall below 85%; -- If the district fails to meet its DCOH requirement over the next 12 months or miss its DSC requirement for two consecutive years (even if this does not trigger an event of default); -- Significant additional debt to fund capital projects. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Sovereigns, Public Finance and Infrastructure issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of three notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. PMHD is a hospital district located in Imperial County, California, approximately 120 miles east of San Diego. The district owns and operates a 107-bed acute care hospital and numerous outpatient physician, primary and specialty clinics throughout Imperial County. PMHD provides health care services to residents of the Imperial Valley with its main campus located in Brawley in addition to health clinics in Brawley and Calexico. Total revenues as of audited fiscal 2021 (June year-end) was $140 million, inclusive of ad valorem tax revenues. In addition to the sources of information identified in Fitch's applicable criteria specified below, this action was informed by information from Lumesis. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. PLAYPOWER INC: Moody's Lowers CFR to Caa1, Outlook Negative ----------------------------------------------------------- Moody's Investors Service downgraded PlayPower, Inc.'s ratings including its Corporate Family Rating to Caa1 from B3, its Probability of Default Rating to Caa1-PD from B3-PD, and the rating on the company's first lien credit facility to Caa1 from B3. The first lien credit facility consists of a $45 million first lien revolver due 2024 and a $400 million original principal amount first lien term loan due 2026. The outlook remains negative. The ratings downgrade and negative outlook reflects PlayPower's weakened liquidity and meaningfully lower profitability. Persistent operational disruptions at its manufacturing facilities continue to pressure profitability and the ongoing negative free cash flows will continue to deteriorate PlayPower's liquidity. The company has limited effective availability on its $45 million revolver due to the revolver's springing net leverage covenant if utilization exceeds 35% of the commitment amount. The company is not in compliance with the covenant if it were to be tested. Moody's estimates that the company had about $15 million of cash at the end of the first quarter of fiscal 2022, and the limited revolver availability provides very limited financial flexibility to fund working capital investments to support sales recovery over the next 12 months. As a result, Moody's believes there is a high likelihood that the company will need external funding to improve liquidity in the near term. Demand for the company's products remains healthy, however, the persistent operational disruptions has constrained the company's ability to fulfil orders and reduce its historically high order backlog. PlayPower has been experiencing disruptions due to a fire at one of its manufacturing plants, as well as inefficiencies related to a plant consolidation. In addition, supply chain challenges with extended lead times have prevented the company's price increases to offset cost inflation resulting in a meaningfully lower profit margin. As a result, Moody's estimates PlayPower's debt/EBITDA leverage is very high at around 14x at the end of fiscal 2021. The company's historically high order backlog and positive demand trends should support revenue and EBITDA growth in fiscal 2022, but Moody's expects credit metrics will remain weak. There is uncertainty around the company's ability to successfully and profitably ramp up deliveries and reduce its backlog. PlayPower will need to make investments in working capital primarily in accounts receivable and inventory to support sales growth in fiscal 2022. The company's weak liquidity provides very limited financial flexibility, and Moody's views its capital structure as unsustainable at current profit levels. There is further downward ratings pressure if the company is unable to improve its liquidity in the near term, as well as generate positive free cash flows in the second half of fiscal 2022. Downgrades: Issuer: PlayPower, Inc. Corporate Family Rating, Downgraded to Caa1 from B3 Probability of Default Rating, Downgraded to Caa1-PD from B3-PD Gtd Senior Secured 1st Lien Term Loan, Downgraded to Caa1 (LGD3) from B3 (LGD4) Gtd Senior Secured 1st Lien Revolving Credit Facility, Downgraded to Caa1 (LGD3) from B3 (LGD4) Outlook Actions: Issuer: PlayPower, Inc. Outlook, Remains Negative RATINGS RATIONALE PlayPower's Caa1 CFR reflects the meaningful deterioration in profitability and liquidity due to persistent disruptions at its manufacturing facilities that has constrained its ability to fulfill orders and pressured profit margins. As a result, the company's debt/EBITDA leverage is very high at around 14x as of fiscal 2021. PlayPower's liquidity is weak highlighted by ongoing negative free cash flow and very limited availability on its $45 million revolver facility. PlayPower has small revenue scale, end market concentration, and is exposed to cyclical downturns. The rating also reflects the company's strong market position in the US, being one of the top commercial playground equipment manufacturers. Moody's believes that the company's historically high order backlog and positive demand trends should support revenue and EBITDA growth in fiscal 2022, however, credit metrics will remain weak. PlayPower's has limited financial flexibility to fund investments in working capital to support sales growth. The company has some geographic diversification with about 19% of sales in Europe, but the region's economic outlook has deteriorated due to current geo-political conflict. Environmental considerations factors include that PlayPower relies on raw materials primarily steel as part of the manufacturing process of its products. The company is exposed to the carbon transition and waste and pollution risks related to the energy intensive metal production, as well and transport, handling and disposal of its products. However, costs increases can generally be passed on to the customers. Social considerations primarily relate to the company's moderate exposure to health and safety and responsible production risks common in a manufacturing environment. PlayPower has high exposure to governance risks primarily related to high board structure risks due to its ownership by a private equity sponsor, and the company's financial strategy that includes operating with high leverage and debt-financed shareholder distributions. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The negative outlook reflects PlayPower's weak liquidity and limited financial flexibility, and Moody's view that the company may need external sources of liquidity to fund near term liquidity needs. The negative outlook also reflects the company's meaningfully lower profitability and Moody's view that its capital structure is unsustainable at current profit levels. The ratings could be downgraded if the company is unable to improve its liquidity over the next few months, or if it is unable to generate positive free cash flows in the second half of fiscal 2022. Ratings could also be downgraded if the risk of a potential default, including a distressed exchange, increases for any reason. A ratings upgrade is unlikely at this time, however, the ratings could be upgraded if the company resolves its operational issues, meaningfully improves its profitability and demonstrates consistent EBITDA growth and margin expansion towards historical levels, while debt/EBITDA is sustained below 6.5x and EBITA/interest is sustained above 1.0x. A ratings upgrade will also require the company to maintain at least adequate liquidity highlighted by consistent positive free cash flows and good availability and lower reliance on its revolver facility. Headquartered in Huntersville, North Carolina, PlayPower Inc. is a manufacturer and distributor of commercial playground equipment, surfacing and shade solutions, and other site amenities, as well as floating dock systems and lifts for boats and personal watercrafts. The company generated revenue for the fiscal year 2020 of $420 million, and its primary markets are North America and Europe. PlayPower was acquired in June 2015 by private equity firm Littlejohn & Co., LLC. The principal methodology used in these ratings was Consumer Durables published in September 2021. PLUS THERAPEUTICS: Expands Partnership With Medidata ---------------------------------------------------- Plus Therapeutics, Inc. has expanded its partnership with Medidata, a Dassault Systèmes company. The goal of the expanded partnership is to speed enrollment, improve patient access to an innovative therapy and reduce clinical trial costs in Plus Therapeutics' planned forthcoming Phase 2 registrational trial of Rhenium-186 NanoLiposome (186RNL) in recurrent glioblastoma (GBM). The partnership will utilize Medidata's Synthetic Control Arm (SCA) platform that facilitates the use of historical clinical trial (HCT) data in a manner that historically has been favorably received by the U.S. Food and Drug Administration. The expanded partnership follows a successful preliminary assessment stage intended to determine project feasibility and probability of success. "Synthetic control arms reduce the time and cost associated with complex clinical trials in rare diseases such as glioblastoma," said Norman LaFrance, M.D., chief medical officer and SVP of Plus Therapeutics. "Plus has been quite impressed with Medidata's team, capabilities and platform in the recently completed feasibility phase. Furthermore, the benefit is passed down to patients and their families, allowing for fewer patients to be exposed to placebos or existing standard-of-care treatments that might not be effective for them, offering them greater access to potentially life-extending therapies." Medidata will provide the Company with a SCA based on a historical pool of anonymized HCT data to incorporate into Plus Therapeutics' planned Phase 2 trial of 186RNL in recurrent GBM. SCAs are especially advantageous in indications such as recurrent GBM where the standard-of-care control treatment is considered undesirable by many patients and physicians. About Plus Therapeutics Headquartered in Austin, Texas, Plus Therapeutics, Inc. -- http://www.plustherapeutics.com-- is a clinical-stage pharmaceutical company focused on the discovery, development, and manufacturing scale up of complex and innovative treatments for patients battling cancer and other life-threatening diseases. Plus Therapeutics reported a net loss of $13.40 million for the year ended Dec. 31, 2021, a net loss of $8.24 million on $303,000 for the year ended Dec. 31, 2020, a net loss of $10.89 million for the year ended Dec. 31, 2019, a net loss of $12.63 million for the year ended Dec. 31, 2018, and a net loss of $22.68 million for the year ended Dec. 31, 2017. As of Dec. 31, 2021, the Company had $21.98 million in total assets, $11.15 million in total liabilities, and $10.84 million in total stockholders' equity. POCONO MOUNTAIN: Gets OK to Hire John J. Martin as Legal Counsel ---------------------------------------------------------------- Pocono Mountain Lake Forest Community Assn, Inc. received approval from the U.S. Bankruptcy Court for the Middle District of Pennsylvania to hire the Law Offices of John J. Martin as its legal counsel. The firm's services include: (a) bankruptcy planning; (b) preparation of bankruptcy schedules and statement of financial affairs; (c) preparation of records and reports including monthly operating reports as required by the Bankruptcy Code and Rules and the Local Bankruptcy Rules; (d) preparation of applications and proposed orders to be submitted to the court for the retention of professionals; and (e) identification and prosecution of claims and causes of action assertable by the Debtor, including potential claims against former board members; (f) examination of proofs of claim previously filed and to be filed, and the possible prosecution of objections to certain of such claims; (g) preparation of a plan of reorganization; and (h) other necessary legal services. The hourly rates charged by the firm's attorneys and paralegals are as follows: Partners $250 Associates $200 Paralegals $75 The firm will also seek reimbursement for all reasonable costs and expenses. The firm received a pre-bankruptcy retainer in the amount of $12,000. As disclosed in court filings, the Law Offices of John J. Martin does not represent interests adverse to the estate in the matters upon which it is to be employed. The firm can be reached through: John J. Martin, Esq. Law Offices of John J. Martin 1022 Court Street Honesdale, PA 18431 Phone: (570) 253-6899 Email: jmartin@martin-law.net About Pocono Mountain Lake Forest Community Assn Pocono Mountain Lake Forest Community Assn, Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 22-00481) on March 16, 2022, listing up to $50,000 in assets and up to $500,000 in liabilities. Jill M. Spott serves as Subchapter V trustee. Judge Mark J. Conway oversees the case. John J. Martin, Esq., at the Law Offices John J. Martin serves as the Debtor's legal counsel. PWP INVESTMENTS: Seeks Bankruptcy Protection in California ---------------------------------------------------------- Real estate company PWP Investments LLC filed for chapter 11 protection without stating a reason. According to a court filing, PWP Investments estimates between 1 and 49 unsecured creditors. The petition states that funds will be available for unsecured creditors. A meeting of creditors under 11 U.S.C. Sec. 341(a) meeting will be held on April 28, 2022, at 9:30 a.m. at UST-LA2, via telephonic meeting. About PWP Investments PWP Investments LLC is a Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)). PWP Investments filed a petition under Chapter 11 SubChapter V of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-11920) on April 6, 2022. In the petition filed by Jeff Ramos, as managing member, PWP Investments estimated assets between $50,000 and $100,000 and liabilities between $1 million and $10 million. The case is assigned to Honorable Judge Ernest M. Robles. QUILES CONSTRUCTION: Unsecureds Will Get 100% of Claims in Plan --------------------------------------------------------------- Quiles Construction, LLC, filed with the U.S. Bankruptcy Court for the District of New Jersey a Small Business Plan of Reorganization dated April 11, 2022. Because of the impact on the Debtor's business from the COVID-19 pandemic, the Debtor was unable to pay its mortgage payments on its Trenton real property. A foreclosure suit was filed by the mortgage and a Sheriff Sale was scheduled. The Plan proposes to cure delinquent mortgage arrears to US Bank/Nationstar Mortgage, LLC d/b/a Mr. Cooper as well as to pay delinquent tax obligations to the Internal Revenue Service and the State of New Jersey – Division of Taxation. Unsecured creditors' claims will be paid in full through the Plan. The Debtor commenced paying post-petition regular monthly mortgage payments to US Bank/Nationstar Mortgage, LLC, d/b/a Mr. Copper in February 2022 and will continue to do so in the ordinary course of business while curing the arrearage through the Plan. Class 2 consists of the General Unsecured Claim of the Internal Revenue Service in the amount of $4,920.00. Claim shall be paid in full through Plan. Creditor shall receive monthly pro-rata distribution. Class 3 consists of the General Unsecured Claim of Gorski & Knowlton, PC in the amount of $3,820.00. Claim shall be paid in full through Plan. Creditor shall receive monthly pro-rata distribution. This Class will receive a distribution of 100% of their allowed claims. Class 4 consists of Equity Interest Holder Carmen Rodriguez. Retains ownership interest. The Debtor will use its positive cash flow to fund the Plan from future revenue. The Plan does not provide for a sale of any of the Debtor's assets. The Debtor intends to continue to actively engage in its residential and commercial general contractor business to generate revenue to fund the Plan. A full-text copy of the Plan of Reorganization dated April 11, 2022, is available at https://bit.ly/3xqQo8K from PacerMonitor.com at no charge. Attorneys for the Debtor: Peter J. Broege, Esq. BROEGE NEUMANN FISCHER & SHAVER, L.L.C. E-mail: pbroege@bnfsbankruptcy.com About Quiles Construction Quiles Construction, LLC, is a New Jersey Limited Liability Company that is 100% owned by Carmen G. Rodriguez, who serves as the managing member. The business is engaged in construction of both residential and commercial properties. Quiles Construction filed a Chapter 11 bankruptcy petition (Bankr. D.N.J. Case No. 22-10243) on Jan. 11, 2022. The Debtor is represented by Peter J. Broege, Esq. of BROEGE NEUMANN FISCHER & SHAVER, L.L.C. REAL BRANDS: Incurs $2.8 Million Net Loss in 2021 ------------------------------------------------- Real Brands, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $2.80 million on $5,546 of total revenue for the year ended Dec. 31, 2021, compared to a net loss of $6.27 million on $24,582 of total revenue for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $1.44 million in total assets, $1.45 million in total liabilities, and a total stockholders' deficit of $11,951. Plantation, FL-based L&L CPAS, PA, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 6, 2022, citing that the Company has an accumulated deficit, recurring losses, and expects continuing future losses. These factors raise substantial doubt about the Company's ability to continue as a going concern. A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1084133/000126493122000100/real10k21.htm About Real Brands Headquartered in North Providence, RI, Real Brands Inc.'s primary business is hemp CBD oil/isolate extraction, wholesaling of CBD oils and isolate, and production and sales of hemp-derived CBD consumer brands. The Company's brand development strategy will be to leverage existing Company resources into creating online sales, licensing opportunities and a distribution network for proprietary legal hemp. RIVERVIEW APARTMENTS: Taps G Rowland as Accountant -------------------------------------------------- Riverview Apartments, LLC received interim approval from the U.S. Bankruptcy Court for the Eastern District of Louisiana to hire G Rowland CPA & Associates as its accountant. The firm will perform the accounting and bookkeeping functions necessary to continue the Debtor's business operations. The firm will bill $250 per hour for its services. As disclosed in court filings, G Rowland CPA does not hold interests adverse to the Debtor and its estate. The firm can be reached through: Gerry R. Rowland, CPA G Rowland CPA & Associates 2082 Business Center Drive, Suite 172 Irvine, CA 92612 Phone: +1 949-752-1040 Fax: +1 949-851-1242 Email: info@rowlandcpa.us About Riverview Apartments Riverview Apartments, LLC, an apartment building operator in Kenner, La., filed voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No. 22-10176) on Feb. 23, 2022. In its petition, the Debtor listed up to $50,000 in assets and up to $10 million in liabilities. Joshua L. Bruno, authorized member, signed the petition. Judge Meredith S. Grabill oversees the case. Frederick L. Bunol, Esq., at The Derbes Law Firm, LLC and G Rowland CPA & Associates serve as the Debtor's legal counsel and accountant, respectively. ROCKDALE MARCELLUS: Tilden Asks on Disputed Claims Reserve ---------------------------------------------------------- Tilden Marcellus, LLC, submitted a limited objection to confirmation of the Second Amended Combined Disclosure Statement and Plan of Liquidation of Rockdale Marcellus Holdings, LLC and Rockdale Marcellus, LLC. Tilden submitted a limited objection out of an abundance of caution and is not seeking to impede the Debtors' plan confirmation process. Rather, Tilden seeks only to ensure that the Disputed Claims Reserve, as designed, is implemented effectively and to clarify the scope of the Debtor Releases and exculpation provided under the Plan. As previewed in Tilden's Preliminary Objection, Tilden and Rockdale share and/or have shared certain employees, management, professionals, vendors, and contract counterparties. This has led certain third-party vendors and professionals of both Tilden and Rockdale to treat the companies as a single business enterprise and has caused Tilden, upon information and belief, to pay certain debts of Rockdale. Tilden submits that it holds various general unsecured claims against the Debtors as well as certain direct claims against third-party professionals and vendors shared by Tilden and Rockdale. With respect to Tilden's claims against the Debtors, which are deemed Disputed Claims under the Plan, the Plan provides for a Disputed Claims Reserve containing funds sufficient to cover all Disputed Claims, to the extent Distributions are made to holders of Allowed Claims in Class 7 (General Unsecured Claims) prior to the resolution or estimation of all Disputed Claims. Tilden agrees that the Disputed Claims Reserve is necessary and appropriate. The process, however, by which the Disputed Claims Reserve is implemented and enforced is lacking. Under the Plan, the Plan Administrator does not have to obtain court approval of the reserve amount prior to making distributions, is not required to provide notice of Distributions or that a reserve has been set aside prior to making distributions, and is prospectively exculpated from complying with the Plan, which renders the protection intended to be afforded by the Disputed Claims Reserve largely ineffective. To ensure the Disputed Claims Reserve achieves what it was designed to achieve, Tilden submits that the Plan must be modified to provide for appropriate implementation and enforcement of the Disputed Claims Reserve by requiring the Plan Administrator to obtain court approval of the reserve amount prior to making Distributions, provide notice of Distributions prior to making Distributions, and be liable for failing to comply with the Plan as it affects the Disputed Claims Reserve. With respect to Tilden's claims against third-parties, Tilden is not assured that such claims are unimpacted by the Debtor Releases and exculpation provided for in the Plan. Tilden submits that the Plan should be amended to make clear that such claims do not fall within the scope of those provisions. Counsel for the Tilden Marcellus, LLC: Beverly Weiss Manne, Esq. Maribeth Thomas, Esq. TUCKER ARENSBERG, P.C. 1500 One PPG Place Pittsburgh, Pennsylvania 15222 Telephone: (412) 566-1212 Email: bmanne@tuckerlaw.com Mthomas@tuckerlaw.com - and - Robert J. Dehney, Esq. MORRIS, NICHOLS, ARSHT & TUNNELL LLP 1201 N. Market St., 16th Floor. PO Box 1347 Wilmington, DE 19899-1347 Telephone: (302) 658-9200 Facsimile: (302) 658-3989 Email: rdehney@morrisnichols.com About Rockdale Marcellus Rockdale Marcellus is a northeast Pennsylvania natural gas driller. It owns and operates 66 producing wells on 42,897 net acres in three northeast Pennsylvania counties. On Sept. 21, 2021, Rockdale Marcellus, LLC and Rockdale Marcellus Holdings, LLC filed petitions for Chapter 11 protection (Bankr. W.D. Pa. Lead Case No. 21-22080). The Debtors' cases have been assigned to Judge Gregory L. Taddonio. Rockdale Marcellus, LLC listed $100 million to $500 million in assets and liabilities as of the bankruptcy filing. The Debtors tapped Reed Smith, LLP, as bankruptcy counsel; Quinn Emanuel Urquhart & Sullivan, LLP, as special litigation counsel; Houlihan Lokey Capital, Inc., as financial advisor and investment banker; and Huron Consulting Services, LLC as restructuring advisor. John C. DiDonato, managing director at Huron, serves as the Debtors' chief restructuring officer. Epiq is the claims and noticing agent and administrative agent. The U.S. Trustee for Regions 3 and 9 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases on Oct. 1, 2021. The committee tapped Pachulski Stang Ziehl & Jones, LLP, as lead bankruptcy counsel; Whiteford Taylor & Preston, LLP as local counsel; and Riveron RTS, LLC, as financial advisor. ROSCOE GUITARS: Unsecureds Will Get 100% Dividend Plus Interest --------------------------------------------------------------- Roscoe Guitars, Inc., submitted a Second Amended Plan of Reorganization. The Plan shall be funded by a new value contribution from the Debtor's principal Keith Roscoe, in the amount of $275,000 and cash flow from future operations. The Plan Proponent's financial projections show that the Debtor will have projected disposable income for the period described in Section 1191(c)(2) of $114,911. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 100 cents on the dollar. The Debtor anticipates that the allowed Class 3 Unsecured Claims will total $70,830 which includes the general unsecured claim of the Internal Revenue Service. The Debtor commits its future earnings for the distribution to general unsecured claims. Over the life of the Plan, general unsecured claims will receive a 100% dividend with interest at 5.5% per annum. To the extent FNB shall have an unsecured claim it shall be considered paid in full from the payments pursuant to the treatment for Class 2a and Class 2b. The Debtor proposes to pay a minimum of 100% of the allowed unsecured claims with interest at the annual rate of 5.5%. The claims shall be paid over 60 months, paid in equal monthly installments of $1,353 beginning on the 15th day of the first full month following the Effective Date and on the 15th day of the month thereafter for a period of 60 months. The Debtor reserves the right to prepay the Claims in full. Each holder of an allowed nonpriority unsecured claim, exclusive of insides, shall receive a promissory note which provides that each holder shall receive 100% of its claim to be paid monthly over a 60-month period with no interest paid. In the event of a default the holders of the note may pursue all remedies under North Carolina law. The Debtor, in its discretion, may make additional and or accelerate payments. The Plan proposes to make distributions to general unsecured claims in amounts sufficient to achieve a minimum dividend of 100%. Class 3 is impaired. A copy of the Plan dated April 6, 2022, is available at https://bit.ly/38CwQEc from PacerMonitor.com. About Roscoe Guitars Roscoe Guitars, Inc., established in 2003, is in the business of manufacturing and selling guitars, with emphasis on bass guitars. The company sought protection under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C. Case No. 21-10520) on Sept. 27, 2021, listing $100,000 to $500,000 in assets and $500,000 to $1,000,000 in liabilities. Keith B. Roscoe, its president, signed the petition. Judge Lena M. James is assigned to the case. Ivey, McClellan, Siegmund, Brumbaugh & McDonough, LLP, is tapped as the Debtor's counsel. SAVVA'S RESTAURANT: Taps Lambrou Law Firm as Special Counsel ------------------------------------------------------------ Savva's Restaurant, Inc., doing business as Harvest Diner, seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Lambrou Law Firm P.C. as its special counsel. The Debtor requires legal assistance to commence suit against KB Insurance Co. Ltd, which denied insurance coverage for its property. The property -- a popular diner in Westbury, N.Y. -- was burned to the ground in 2019. The firm has agreed to limit its hourly legal fees to the sum of $100,000 and further agreed that it would await final resolution of the claim to seek payment. The retainer also noted that the hourly rate sought by the firm was $375, an amount discounted from the firm's usual rate. Lambros Lambrou, Esq., a member of Lambrou Law Firm, disclosed in a court filing that the firm does not hold or represent any interest adverse to the Debtor or to the estate in the matters upon which the firm is to be engaged. The firm can be reached through: Lambros Y. Lambrou, Esq. Lambrou Law Firm P.C. 45 Broadway, Suite 3120 New York, NY 10006 Tel: 212 285-2100 About Savva's Restaurant Savva's Restaurant, Inc., doing business as Harvest Diner, filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-70382) on March 4, 2022, disclosing $5,625,000 in total assets and $2,485,720 in total liabilities. Kyriacos Savva, president, signed the petition. Judge Robert E. Grossman oversees the case. The Debtor tapped Pryor & Mandelup, LLP as bankruptcy counsel; Lambrou Law Firm, P.C. as special counsel; and Zimmerman Company, CPA as accountant. SCHRILLO COMPANY: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Schrillo Company, LLC 16750 Schoenborn Street North Hills, CA 91343 Business Description: Schrillo manufactures ball screws, acme screws, lead screws, torsion bars, and extension tubes. Chapter 11 Petition Date: April 13, 2022 Court: United States Bankruptcy Court Central District of California Case No.: 22-10444 Debtor's Counsel: Leib M. Lerner, Esq. Douglas M. Harris, Esq. ALSTON & BIRD LLP 333 S. Hope Street 16th Floor Los Angeles, CA 90071-1410 Tel: (213) 576-1000 Fax: (213) 576-1100 Email: leib.lerner@alston.com Douglas.harris@alston.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Jeri Nowlen, 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/VIAE2OA/Schrillo_Company_LLC__cacbke-22-10444__0001.0.pdf?mcid=tGE4TAMA SCIENTIFIC GAMES: Fitch Assigns 'B' LongTerm IDR, Outlook Stable ---------------------------------------------------------------- Fitch Ratings has assigned Scientific Games Holdings LP (SG Lottery) a final Long-Term Issuer Default Rating (IDR) of 'B'. Fitch has also assigned a final 'BB-'/'RR2' rating to SG Lottery's senior secured credit facility and a final 'B'/'RR4' rating to its senior unsecured notes. The Rating Outlook is Stable. The 'B' IDR reflects SG Lottery's high leverage pro forma for its approximately $6 billion acquisition by Brookfield Business Partners (Brookfield), which closed last week. Fitch estimates gross leverage of 7.5x at close, before it improves marginally over the medium term through EBITDA growth. Rating strengths are SG Lottery's solid market position in the lottery industry that generates high margins, durable cashflows and discretionary FCF. KEY RATING DRIVERS Solid Operating Profile: SG Lottery has a full-suite of lottery products, including instant games, lottery systems, iLottery products and retail lottery service solutions. It is a leading operator in the global instant ticket business, with a company-estimated market share of about 70% globally. A long-term operating record is a competitive advantage when bidding on new concessions. SG Lottery is diversified by both customer (around 150) and location (operating in 60 countries). Lottery Exposure a Credit Strength: Lottery exhibits favorable characteristics relative to other forms of gambling. Lottery is convenient and has broad appeal, exhibits less cash flow volatility, and has delivered stable low-to-mid single-digit growth rates. The industry is less exposed to competitive threats seen elsewhere in the gaming industry. Moreover, the industry has exhibited positive lottery spend-per-capita trends despite meaningful casino development over the last 20 years, including in states that have legalized traditional casino gaming (e.g. Illinois, Massachusetts, Ohio, Pennsylvania). iLottery presents an additional growth driver to the extent jurisdictions legalize and Fitch expects SG Lottery to achieve consistent market share as its traditional lottery segments. High but Manageable Capital Intensity: Lottery is capital intensive as concessions can require meaningful upfront capex for systems/equipment installation and some jurisdictions mandate material, one-time payments as a condition to be awarded long-term concessions. Capital intensity for the instant tickets segment is relatively less. Capital intensity will be heightened in the near term, due to new contract wins and Fitch expects this to decrease to the mid-to-high single digits thereafter (which includes some assumed future growth capex). This is manageable given SG Lottery's solid EBITDA margins and strong operating cash flows. Fitch forecasts SG Lottery to generate discretionary FCF (cash flow from operations less capex) margins at around 10%, which are solid for the gaming industry. Reasonable Concession Payment Risk: SG Lottery's exposure to one-time concession payments is manageable as its ownership percentage in JVs that had to pay large upfront payments does not exceed 30%. Positively, the JVs pay meaningful recurring distributions to the owners (Fitch includes these distributions in its EBITDA calculation). Leverage to Remain High: Fitch forecasts gross leverage will improve to the high-6x range by 2023 from around 7.5x as EBITDA grows modestly through the lottery industry's healthy underlying fundamentals and recent new contract wins. Fitch believes the lottery business can withstand higher leverage than traditional casino gaming, given its favorable characteristics. Flexibility to Distributions and Leverage: SG Lottery's debt agreements provide the company and its sponsor significant flexibility as to how they manage leverage and distribute cashflows given no discernible requirements to meaningfully de-leverage and flexibility with restricted payments. The company establishing a record of operating with gross leverage below 6.5x, in conjunction with the other Rating Sensitivities, could be more consistent with a higher rating (all things equal). Standalone Lottery Company: SG Lottery was divested by Scientific Games Corp. (BB(EXP)/Stable), a large diversified gaming supplier with traditional slot machine, table games, and digital segments and there is no rating linkage between the companies following the divesture. The incremental SG&A costs as a standalone company are manageable given SG Lottery's strong EBITDA margins. Fitch does not anticipate any cash flow disruption from the separation from Scientific Games as the benefits from being part of a larger, diversified gaming supplier were not meaningful outside of shared services. DERIVATION SUMMARY SG Lottery's 'B' IDR reflects a high leverage profile, solid discretionary FCF generation, and favorable exposure to global lottery versus traditional casino gaming peers. SG Lottery has strong market positions in both instant tickets and draw lotteries and benefits from medium- to long-term operating concessions with its governmental partners. As a standalone lottery entity, the company will have initial gross leverage of 7.5x and could de-leverage to the high-6.0x range by 2023 through modest EBITDA growth. SG Lottery's credit profile is positioned similarly with mid-to-high 'B' category peers, Bally's Corp (B+/Stable), Great Canadian Gaming Corp. (B+/Stable), and Caesars Entertainment, Inc., albeit with higher leverage. The ratings reflect Fitch's view that the lottery business can withstand higher leverage than similarly-rated land-based casino operators and higher rated gaming supplier peers Scientific Games Corp. (BB[EXP]/Stable), Aristocrat Leisure (BBB-/Stable) and Everi Holdings (BB-/Stable). KEY ASSUMPTIONS Fitch's key assumptions within the rating case for the issuer include: -- Total revenue increase in low double-digits in 2022, assuming continued growth in the global lottery business and additional contract wins (ie Pennsylvania). Thereafter, growth is in low- to-mid single digits, supported by solid growth in instant tickets and, to a somewhat lesser degree, by lottery services, iLottery, and product sales. The Pennsylvania contract supports medium-term material growth in product sales, primarily of new equipment, to retailers; -- EBITDA margins (excluding JVs) are in the mid-30% range and include incremental standalone SG&A costs; -- Capex is elevated in 2022 and 2023. Thereafter, capital intensity is assumed to be mid-to-high single digits, which includes some degree of upfront capex for potential new contract wins. No major one-time concession payments are forecast in the medium term (Italy expires in 2028 and New Jersey in 2029); -- Distributions from JVs consistent with the historical range; -- Gross debt declines marginally from planned amortization; -- No material M&A. Excess cash flow is reinvested in the business or distributed to shareholders to extent permissible under debt covenants. RECOVERY ASSUMPTIONS The recovery analysis assumes that SG Lottery would be reorganized as a going-concern (GC) in bankruptcy rather than liquidated. Fitch has assumed a 10% administrative claim and that the company's $440 million revolver is fully drawn at the time of recovery. The current Recovery Ratings contemplate $3.0 billion of secured debt claims and $800 million of unsecured claims. Fitch forecasts a post-reorganization enterprise value of roughly $2.8 billion. Fitch assumes SG Lottery's GC EBITDA would be $330 million, which is before distributions from JVs, and that a default or restructuring could occur in the event of the loss of at least two major lottery contracts and marginal cyclical pressures on consumer discretionary spending. Fitch has assumed an enterprise value (EV)/EBITDA multiple of 8.0x for U.S.-based cash flows, which reflects SG Lottery's strong market position and operating record, as well as the industry's favorable characteristics like high, regulated barriers to entry, low customer churn, less cyclical cash flows, and high margins. This multiple is higher than the 5.5x used for Everi Holdings, which is exposed to the more volatile and competitive slot machine sub-sector. Fitch uses a 7.0x multiple for the foreign cash flows and SG Lottery's minority and JV investments (assumed to provide $45 million of EBITDA incremental to the GC EBITDA), the maximum permitted under Fitch's recovery criteria for non-U.S. based assets. The lower multiple, despite similar business characteristics, reflects lower transparency of insolvency valuation outside of the U.S. and historical multiple differentials in public market trading. The first lien's collateral package consists of only the company's U.S.-based subsidiaries, which represent 60%-65% of total cash flows and assets. The secured lenders and unsecured noteholders will benefit from the same guarantors, which are only the U.S.-based subsidiaries. As such, Fitch has assumed that all value estimated for the foreign subsidiaries is shared on a pro rata basis between any deficiency claims of secured lenders and the unsecured noteholders. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- The company demonstrating a track record of sustaining gross debt/EBITDA below 6.5x; -- Discretionary FCF margin at or above 10% on a sustained basis. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Gross debt/EBITDA above 7.5x on a sustained basis; -- Discretionary FCF margin below 5% and/or becoming more volatile on a sustained basis; -- The company indicating a more aggressive financial policy, which could be demonstrated by shareholder returns or debt funded JV investments; -- Loss of a material lottery contract(s). BEST/WORST CASE RATING SCENARIO International scale credit ratings of Non-Financial Corporate issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. LIQUIDITY AND DEBT STRUCTURE SG Lottery had about $30 million in cash at close and full availability under its $440 million revolver. The company generates a discretionary FCF margin of around 10%, which is solid for the gaming industry. It also benefits from about $50 million in annual JV distributions. This compares with manageable annual amortization of $25 million and no material upfront concession payments/investments until its JV's Italy Scratch and Win contract expires in 2028. SG Lottery contributed $180 million in 2018 to the JV as part of the prior concession and Fitch believes the company's liquidity sources are sufficient for potential upfront payments. Fitch assumes capital allocation will primarily be reinvestment and shareholder returns, to the extent covenants permit, instead of voluntary debt paydown. ISSUER PROFILE SG Lottery is a global lottery operator. The company provides solutions for instant ticket and draw lotteries that include instant ticket manufacturing and management, lottery systems, retail solutions, and iLottery platforms. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. SCUNGIO BORST: U.S. Trustee Appoints Creditors' Committee --------------------------------------------------------- The U.S. Trustee for Regions 3 and 9 on April 11 appointed an official committee to represent unsecured creditors in the Chapter 11 case of Scungio Borst & Associates, LLC. The committee members are: 1. Portuguese Structural Steel, Inc. 255 South Street Newark, NJ 07114 Attention: Paula Cabral, President Tel: (973) 344-1342 Fax: (973) 344-1730 Email: paula@portuguesesteel.com 2. MARX Sheet Metal & Mechanical, Inc. 373 High Street Wilkes Barre, PA 18702 Attention: John DeFranco Tel: (267) 486-1999 Fax: (267) 486-1066 Email: John.DeFranco@MarxHVAC.com 3. Philadelphia Carpentry Systems, Inc. 5 North Columbus Boulevard Philadelphia, PA 19106 Attention: Raymond Spera, Owner Tel: (215) 923-2160 Ext. 102 Email: jbritto@philacarpsystems.com 4. Jersey Construction, Inc. 838 Piney Hollow Road P.O. Box 557 Hammonton, NJ 08037 Attention: Kristin Whitmyer Tel: (609) 704-0005 Fax: (609) 704-0020 Email: kwhitmyer@jci-kci.com 5. 2M Electric 109 Camars Drive Warwick, PA 18974 Attention: Kurt Meister Tel: (215) 530-9964 Fax: (215) 672-3108 Email: twomelectric@aol.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Scungio Borst & Associates Scungio Borst & Associates, LLC is a worldwide construction services firm specializing in general construction, consulting and project management. It is based in Camden, N.J. Scungio Borst & Associates filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Penn. Case No. 22-10609) on March 11, 2022, listing as much as $50 million in both assets and liabilities. Judge Ashely M. Chan oversees the case. Karalis, PC, led by Aris J. Karalis, Esq., serves as the Debtor's legal counsel. SEMILEDS CORP: Incurs $152K Net Loss in Second Quarter ------------------------------------------------------ SemiLEDs Corporation filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $152,000 on $2.18 million of net revenues for the three months ended Feb. 28, 2022, compared to a net loss of $254,000 on $1.21 million of net revenues for the three months ended Feb. 28, 2021. For the six months ended Feb. 28, 2022, the Company reported a net loss of $677,000 on $3.64 million of net revenues compared to a net loss of $961,000 on $1.93 million of net revenues for the six months ended Feb. 28, 2021. As of Feb. 28, 2022, the Company had $17.67 million in total assets, $13.49 million in total liabilities, and $4.18 million in total equity. As of Feb. 28, 2022 and Aug. 31, 2021, the Company had cash and cash equivalents of $3.7 million and $4.8 million, respectively, which were predominately held in U.S. dollar denominated demand deposits and/or money market funds. As of April 5, 2022, the Company had no available credit facility. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001333822/000156459022013765/leds-10q_20220228.htm About SemiLEDs Headquartered in Miao-Li County, Taiwan, R.O.C., SemiLEDs -- http://www.semileds.com-- develops and manufactures LED chips and LED components for general lighting applications, including street lights and commercial, industrial, system and residential lighting, along with specialty industrial applications such as ultraviolet (UV) curing, medical/cosmetic, counterfeit detection, horticulture, architectural lighting and entertainment lighting. SemiLEDs reported a net loss of $2.86 million for the year ended Aug. 31, 2021, compared to a net loss of $547,000 for the year ended Aug. 31, 2020. As of Nov. 30, 2021, the Company had $17.47 million in total assets, $13.32 million in total liabilities, and $4.15 million in total equity. Diamond Bar, California-based KCCW Accountancy Corp., the Company's auditor since 2019, issued a "going concern" qualification in its report dated Dec. 29, 2021, citing that the Company incurred recurring losses from operations and has an accumulated deficit, which raises substantial doubt about its ability to continue as a going concern. SOFTLINE HOLDING: S&P Affirms 'CCC+' ICR, Then Withdraws Rating --------------------------------------------------------------- S&P Global Ratings affirmed its long-term issuer credit rating on Softline Holding PLC at 'CCC+' and kept it on CreditWatch negative. S&P subsequently withdrew its ratings on Softline following the EU decision to ban the provision of credit ratings to legal persons, entities, and bodies established in Russia. S&P said, "We lowered our unsolicited foreign currency sovereign ratings on Russia to 'SD/SD' from 'CC/C' and withdrew all the ratings on April 8, 2022, after the downgrade to 'CC/C' from 'CCC-/C' on March 17, 2022; the local currency ratings were on CreditWatch negative and the transfer and convertibility (T&C) assessment at 'CC' before the withdrawal. "The affirmation reflects our view that the downgrade of Russia and revision of our T&C assessment to 'CC' does not directly affect Softline's creditworthiness, since it has healthy cash balances at its headquarters in London. This follows the lowering of our unsolicited ratings on Russia to 'CC/C' from 'CCC-/C' and downward revision of our T&C assessment to 'CC' from 'CCC-' on March 17, 2022. On April 8, 2022, we lowered our foreign currency ratings on Russia again to 'SD/SD' (selective default) from 'CC/C', with the local currency ratings remaining on CreditWatch with negative implications and the T&C assessment at 'CC'. "We withdrew our ratings on Softline following the EU's decision to ban the provision of credit ratings to legal persons, entities, and bodies established in Russia." STOHO ENTERPRISES: Seeks to Hire Schafer and Weiner as Counsel -------------------------------------------------------------- Stoho Enterprises, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Nevada to hire Schafer and Weiner, PLLC to serve as legal counsel in its Chapter 11 case. The hourly rates charged by the firm for its services are as follows: Daniel J. Weiner $495 per hour Howard Borin $410 per hour Joseph K. Grekin $410 per hour Leon Mayer $330 per hour Kim Hillary $360 per hour John J. Stockdale, Jr. $390 per hour Jeff Sattler $345 per hour Brandi M. Dobbs $290 per hour Legal Assistant $70 per hour Michael E. Baum (Of Counsel) $585 per hour As disclosed in court filings, the attorneys at Schafer and Weiner are disinterested pursuant to Section 101(14) of the Bankruptcy Code. The firm can be reached through: Michael E. Baum, Esq. John J. Stockdale, Jr., Esq. Schafer and Weiner, PLLC 40950 Woodward Ave., Ste. 100 Bloomfield Hills, MI 48304 Phone: (248) 540-3340 Fax: (248) 971-1531 Email: mbaum@schaferandweiner.com jstockdale@schaferandweiner.com About Stoho Enterprises Stoho Enterprises, Inc. is the fee simple owner of five real properties located in McDermitt, Nev., and Los Angeles, Calif., having an aggregate value of $1.64 million. Stoho Enterprises filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Nev. Case No. 22-50151) on March 24, 2022, listing $4,711,505 in assets and $433,015 in liabilities. Edward Burr serves as Subchapter V trustee. Judge Natalie M. Cox oversees the case. Fletcher & Lee, Ltd. and Schafer and Weiner, PLLC are the Debtor's bankruptcy counsels. STOHO ENTERPRISES: Taps Fletcher & Lee as Bankruptcy Counsel ------------------------------------------------------------ Stoho Enterprises, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Nevada to hire Fletcher & Lee, Ltd. to serve as legal counsel in its Chapter 11 case. The firm's services include: a. advising the Debtor regarding its rights, powers and duties in the continued management of its business; b. assisting the Debtor with reviewing and consummating any transactions contemplated during the pendency of the case; c. assisting the Debtor with resolving and, where necessary, estimating claims and evaluating liens; d. investigating, commencing and prosecuting litigation to protect assets of the estate or further the goal of completing a successful Chapter 11 reorganization; e. advising the Debtor regarding the collection of assets for the benefit of its creditors; f. preparing legal papers; g. advising the Debtor regarding executory contracts and unexpired leases; h. assisting the Debtor in connection with the formulation and confirmation of a Chapter 11 plan and related documents; and i. performing all other necessary legal services in connection with the case and related matters. The hourly rates charged by the firm's attorneys and paralegals are as follows: Cecilia Lee, Esq. $500 per hour Elizabeth Fletcher, Esq. $400 per hour Paralegals $125 - $195 per hour Fletcher & Lee received a retainer of $5,000. As disclosed in court filings, Fletcher & Lee is a "disinterested" person within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Elizabeth Fletcher, Esq. Fletcher & Lee, Ltd. 448 Ridge Street Reno, NV 89501 Tel: 775-324-1011 Email: efletcher@fletcherlawgroup.com About Stoho Enterprises Stoho Enterprises, Inc. is the fee simple owner of five real properties located in McDermitt, Nev., and Los Angeles, Calif., having an aggregate value of $1.64 million. Stoho Enterprises filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Nev. Case No. 22-50151) on March 24, 2022, listing $4,711,505 in assets and $433,015 in liabilities. Edward Burr serves as Subchapter V trustee. Judge Natalie M. Cox oversees the case. Fletcher & Lee, Ltd. and Schafer and Weiner, PLLC are the Debtor's bankruptcy counsels. SUNFLOWER AMSTERDAM: Taps Rachel S. Blumenfeld as Legal Counsel --------------------------------------------------------------- Sunflower Amsterdam, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to hire The Law Office of Rachel S. Blumenfeld, PLLC to serve as legal counsel in its Chapter 11 case. The firm's services include: a. advising the Debtor regarding its powers and duties and the continued management of its property and affairs; b. negotiating with creditors of the Debtor to work out a plan of reorganization and taking the necessary legal steps in order to effectuate such a plan; c. preparing bankruptcy schedules and legal papers; d. appearing before the bankruptcy court; e. representing the Debtor in connection with obtaining post-petition financing; f. taking any necessary action to obtain approval of a disclosure statement and confirmation of a plan of reorganization; g. performing all other necessary legal services for the Debtor. The hourly rates charged by the firm for its services are as follows: Rachel S. Blumenfeld, Esq. $525 per hour Of counsel $525 per hour Paraprofessional $150 per hour The firm received a $25,000 retainer, plus the filing fee. As disclosed in court filings, The Law Office of Rachel S. Blumenfeld is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Rachel S. Blumenfeld, Esq. The Law Office of Rachel S. Blumenfeld, PLLC 26 Court Street, Suite 2220 Brooklyn, NY 11242 Tel: 718-858-9600 Fax: 718.858.960` Email: rblmnf@aol.com About Sunflower Amsterdam Sunflower Amsterdam, LLC, a company in Cedarhurst, N.Y., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-10368) on March 25, 2022, listing $100,000 in assets and $1,321,321 in liabilities. Nat Wasserstein, Esq., at Lindenwood Associates, LLC serves as Subchapter V trustee. Judge Michael E. Wiles presides over the case. Rachel S. Blumenfeld, Esq., at The Law Office of Rachel S. Blumenfeld, PLLC represents the Debtor as legal counsel. SUNGARD AS: Returns to Chapter 11 Bankruptcy -------------------------------------------- Sungard Availability Services (Sungard AS) on April 11, 2022, announced that, after evaluating several strategic alternatives, it has filed voluntary chapter 11 petitions in the U.S. Bankruptcy Court in Houston, Texas and commenced proceedings in respect of its Canadian subsidiary under the Companies’ Creditors Arrangement Act (CCAA) in the Ontario Superior Court of Justice in Toronto, Canada. A Sungard AS subsidiary initiated an administration proceeding for its business in the United Kingdom on March 25, 2022, to preserve value while working toward a longer-term solution. Sungard AS firmly believes these actions together provide the best path forward to protect its operations and customers, and to address its financial challenges in a manner that maximizes value and best positions the business for long-term success. "Like many companies, our business has been affected by challenges in our capital structure, driven by the global COVID-19 pandemic and other macroeconomic trends including delayed customer spending decisions, insourcing and reductions in IT spending, energy inflation, and reduction in demand for certain services," said Michael K. Robinson, Chief Executive Officer and President, Sungard Availability Services. "Over the past three years, we've made significant network, product and infrastructure investments which are being well-received by customers and gaining significant traction. We believe the chapter 11 process is a right and critical step forward for the future of our business and our stakeholders." Sungard AS previously completed a "pre-packaged” chapter 11 filing in May of 2019. The 2019 process addressed Sungard AS's long-term debt issues by eliminating more than $800 million in debt and infused $100 million of new liquidity by the Company's creditors. While it was successful in reducing the Company's long-term debt, the process did not solve for challenges inherent to the Company's operating structure, mainly uneconomical leases and underutilized space. The business has been working to address these cost challenges over the last three years. Recent factors have resulted in the Company's decision to accelerate addressing the Company's cost structure in the U.S. for the overall financial stability of Sungard AS's global operations. To support its ordinary course operations during the process, the Company secured access to $7 million of bridge financing in advance of the chapter 11 cases. In addition, the Company has received a commitment for up to approximately $95.3 million in new money debtor in possession (DIP) financing from certain of its secured lenders. The Company expects to complete the process by mid to late summer, 2022. Based on the additional financing received, Sungard AS intends to meet its financial obligations, including paying suppliers in the normal course of business for goods and services delivered from today forward. The Company also has filed the customary motions to honor its ongoing commitments to employees and customers. As such, Sungard AS will continue to operate in the normal course of business, including delivering the high levels of service its customers expect. Sungard AS's operations in Ireland, France, India, Belgium, Luxembourg, and Poland are not impacted by the proceedings in the U.S., Canada, or the U.K. Additional information about Sungard AS’s chapter 11 filing can be found at: https://cases.ra.kroll.com/SungardAS. Information about the Canadian proceedings can be found at: http://www.alvarezandmarsal.com/SungardASCanada. About Sungard AS New Holdings LLC Sungard Availability Services is Wayne, Pennsylvania-based information-technology services provider owned by Angelo Gordon, Blackstone Credit, FS/KKR Advisor LLC and Carlyle Group Inc. Sungard provides disaster recovery services, colocation and network services, cloud and managed services and workplace recovery to customers in North America, Europe and Asi. Sungard and its affiliates filed for chapter 11 protection twice in three years Sungard filed for Chapter 11 bankruptcy in 2019 with a prepackaged plan that was approved by a New York bankruptcy court one day after it was filed. Sungard AS New Holdings, LLC and affiliates, including Sungard Availability Services, LP, sought protection under Chapter 11 of the U.S. Bankruptcy Court (Bankr. S.D. Tex. Case No. 22-90018) on April 11, 2022. Judge David R. Jones oversees the case. In the petition signed by Michael K. Robinson, as chief executive officer and president, Sungard AS disclosed up to $1 billion in both assets and liabilities. Sungard Availability Services (UK) Limited, an indirect subsidiary of Holdings, entered into administration in the UK on March 25, 2022. Meanwhile, Sungard Canada filed an application for recognition in Canada under the Companies Creditors' Arrangement Act of its Chapter 11 case. Akin Gump Strauss Hauer & Feld LLP and Jackson Walker serve as legal counsel to the Chapter 11 Debtors. Cassels Brock & Blackwell LLP, serves as their Canadian legal counsel. DH Capital, LLC and Houlihan Lokey, Inc., act as investment bankers. FTI Consulting, Inc. serves as financial and restructuring advisor. Alvarez & Marsal Canada Inc., serves as Canadian Court-appointed Information Officer and is represented by Bennett Jones LLP as counsel in connection with the Canadian Proceedings. Kroll Restructuring Administration LLC serves as notice and claims agent. Proskauer Rose LLP and Gray Reed & McGraw LLP serve as counsel to Acquiom Agency Services LLC, the Term Loan DIP agent, and Term Loan DIP lenders. PNC Bank, National Association, serves as administrative agent and collateral agent, under the DIP ABL facility. PNC is represented by Thompson Coburn Hahn & Hessen LLP as counsel. SUNLIGHT RIVER: Taps Keery McCue as New Bankruptcy Counsel ---------------------------------------------------------- Sunlight River Crossing, LLC received approval from the U.S. Bankruptcy Court for the District of Arizona to hire Keery McCue, PLLC to substitute for Allen Barnes & Jones as legal counsel. The firm's services include: a. preparing pleadings and applications and conducting examinations incidental to administration; b. advising the Debtor of its rights, duties and obligations under Chapter 11 of the Bankruptcy Code; c. advising the Debtor in the formulation and presentation of a Chapter 11 plan; and c. providing other necessary legal services. The firm's hourly rates range from $135 to $425. As disclosed in court filings, Keery McCue does not represent interests adverse to the Debtor or the bankruptcy estate. The firm can be reached through: Patrick F. Keery, Esq. Keery McCue, PLLC 6803 East Main St., Suite 1116 Scottsdale, AZ 85251 Phone: 480-900-3875/(480) 478-0709 Fax: (480) 478-0787 About Sunlight River Crossing Cornville, Ariz.-based Sunlight River Crossing, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Ariz. Case No. 21-04364) on June 4, 2021, listing as much as $10 million in both assets and liabilities. Joseph E. Cotterman of Gallagher & Kennedy serves as Subchapter V trustee. Judge Brenda K. Martin presides over the case. Keery McCue, PLLC and Sonoran Capital Advisors, LLC serve as the Debtor's legal counsel and financial advisor, respectively. 988, LLC, as lender, is represented by Bryan Wayne Goodman of Goodman & Goodman, PLC. T-SHACK INC: Files for Chapter 11 Bankruptcy Protection ------------------------------------------------------- T-Shack Inc. has sought Chapter 11 bankruptcy protection in Las Vegas without stating a reason. According to court filings, T-Shack Inc. estimates between 1 and 49 unsecured creditors. The petition states that funds will be available to unsecured creditors. About T-Shack Inc. T-Shack Inc. is a wholesale and retail company in Mantador, North Dakota. T-Shack Inc. filed for chapter 11 protection (Bankr. D. Nev. Case No. 22-11197) on April 5, 2022. In the petition filed by Raymond Zajac, as registered agent, T-Shack Inc. estimated assets and liabilities between $1 million and $10 million. Michael J. Harker, of the Law Office of Michael J. Harker, is the Debtor's counsel. TITAN IMPORTS: Court OKs Deal on Cash Collateral Access ------------------------------------------------------- The U.S. District Court of Guam, Territory of Guam, Bankruptcy Division, authorized Titan Imports, Inc. to use cash collateral on an interim basis pursuant to the stipulation that the Debtor filed on March 29, 2022. The Debtor's budget for the use of cash collateral includes $2,000 per month for projected Subchapter V Trustee fees and expenses from the petition date to and including the month of confirmation. The Debtor will deposit $2,000 every month, beginning on the first day of the month immediately after the petition was filed on March 25, 2022, beginning on April 15, 2022, and continuing monthly thereafter on the first of the month, until the date an order of confirmation is entered, or the case is dismissed or converted, into a separate debtor-in-possession bank account designated specifically to fund the Subchapter V Trustee's projected compensation. The Debtor is directed to hold the funds in trust, until the time as the Court awards or denies compensation to the Subchapter V Trustee. The Debtor will also pay up to $200 for the Trustee's bond, upon request by the Subchapter V Trustee or the UST which amount will not be counted against the budget limits. A final hearing on the matter is scheduled for April 15 at 9:15 a.m. A copy of the order is available at https://bit.ly/3uEdFm4 from PacerMonitor.com. About Titan Imports, Inc. Titan Imports, Inc. is a premium and luxury wines and spirits distribution company in Guam and the Northern Marianas Islands. Titan Imports sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Guam Case No. 22-00007) on March 25, 2022. In the petition filed by John D. Antenorcruz, its president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Frances M. Tydingco-Gatewood oversees the case. David W. Dooley, Esq., at Roberts Fowler and Visosky LLP is the Debtor's counsel. TOWNHOUSE HOTEL: Court Approves Disclosure and Confirms Plan ------------------------------------------------------------ Judge Robert A. Mark has entered an order approving the Disclosure Statement and confirming the Plan of Reorganization of Townhouse Hotel, LLC. A post confirmation status conference is scheduled for May 12, 2022 at 11:30 a.m. via Zoom. The secured claims of the SBA will be paid in full. The prepetition secured insider creditors will receive the bargained for distribution as set out in the Plan. Attorney for the Debtor: Scott Alan Orth, Esq. LAW OFFICES OF SCOTT ALAN ORTH, P.A. 3880 Sheridan Street Hollywood, FL 33021 Tel: (305) 757-3300 E-mail: scott@orthlawoffice.com About Townhouse Hotel Townhouse Hotel, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 20-19997) on Sept. 16, 2020. The petition was signed by Abraham Kramer, manager of G & A Miami LLC, manager of Townhouse Hotel LLC. At the time of the filing, the Debtor disclosed estimated assets of $1 million to $10 million and estimated liabilities of $500,000 to $1 million. Judge Robert A. Mark oversees the case. Scott Alan Orth, Esq., at Law Offices of Scott Alan Orth, P.A., serves as the Debtor's counsel. UNITED AIRLINES: S&P Affirms 'B+' ICR, Outlook Stable ----------------------------------------------------- S&P Global Ratings affirmed its 'B+' issuer credit ratings (ICRs) on United Airlines Holdings Inc. and its subsidiary United Airlines Inc. At the same time, S&P affirmed its issue-level ratings on the company's secured notes and facilities, unsecured notes, and most of its enhanced equipment trust certificates (EETCs). S&P raised its issue-level ratings on United Airlines Inc.'s (originally issued by Continental Airlines Inc.) series 2012-2 Class A and series 2014-2 Class B certificates by one notch each to 'BBB' and 'BB+', respectively. The stable outlook reflects S&P's expectation that United's credit measures will improve somewhat from their weak levels in 2022 before it registers more substantial gains in 2023, while maintaining strong liquidity. United faces much higher fuel costs due to the increase in crude oil prices. Global oil prices were already increasing in January and February of 2022 before the Russian invasion of Ukraine exacerbated the situation substantially. There is considerable uncertainty around the future path of oil prices. S&P believes they will average materially above 2021 levels in 2022 but decline below the current war-induced levels and anticipate a similar path for jet fuel prices. United Holdings' annual report states that a $1/barrel increase in the cost of jet fuel would raise its fuel expense by $102 million if it were flying the same volume of flights as in 2019. Even after incorporating our assumption for 2022 capacity (available seat miles) of about 90% of 2019 levels, this implies a significant rise in its fuel expense. The company, like most U.S. airlines, does not hedge its fuel costs and must therefore rely on raising its fares to try to offset the added cost. Strong bookings and S&P's expectation for full planes this summer will likely enable United and the other U.S. airlines to raise their fares to a sufficient level to offset most--but not all--of their higher fuel cost. Flight bookings are strong, despite ongoing geopolitical events and lingering COVID concerns, and all of the U.S. airlines currently expect very strong summer traffic, including a rebound in trans-Atlantic flying and a continuing gradual improvement in business travel. United Airlines relies somewhat more on international traffic than its competitors American Airlines Inc. and Delta Air Lines Inc. And, like its peers, the company normally generates a substantial proportion of its revenue from business passengers. So far, each successive wave of the pandemic has prompted less far-reaching government restrictions and fewer passenger concerns (aided in the case of the omicron variant by relatively low mortality and hospitalization rates). Given the degree of consolidation in the U.S. airline industry, with most participants (except for Southwest Airlines Co. and Alaska Air Group Inc.) facing unhedged fuel prices, it appears likely that the airlines will mostly raise their fares in line with the increases in their competitors' fares rather than attempt to compete on price. Although Southwest, by far the largest low-cost U.S. airline, hedges much of its fuel consumption, it faces pressure from other expenses, especially labor costs, and may be willing to raise its fares somewhat while retaining its current discount relative to the prices of the three large network airlines. Based on this, S&P's forecast that United Airlines and its competitors will likely be able to recover most, but not all, of their higher fuel costs. United Holdings'credit ratios will likely improve, but remain fairly weak, this year before continuing to strengthen in 2023 despite rising capital expenditure (capex). S&P said, "We forecast that funds from operations (FFO) to debt will improve slightly from 4.4% in 2021 (which incorporates the benefits from the Payroll Support Program's grants, which we net against its labor expense) but remain in the mid-single-digit percent area this year. In 2023, we anticipate a more significant improvement in the company's FFO to debt, reaching the mid-teens percent area, supported by its return to profitability. United Holdings' progress toward strengthening its credit measures will be slowed& by its heavy capex (almost $6 billion this year and more than $8 billion in 2023) as it continues to modernize its fleet and moves toward using larger narrowbody jets and fewer 50-seat regional jets in the domestic market. This change will likely also reduce its operating cost per available seat mile (ASM) and follows the successful implementation of similar strategies at Delta and American. However, we expect that United Airlines will expand its domestic capacity at a faster pace than its peers." Management notes that the added capacity will mostly come from flying somewhat larger planes in markets where the airline already has a strong position, such as to and from its hubs. Still, there is some risk of pricing pressure if the demand for travel softens amid a slowing economy over the next few years. S&P said, "We expect United's earnings, cash flow, and credit measures to improve, including FFO to debt increasing slightly to the mid-single-digit percent area in 2022 (compared with 4.4% in 2021) and the mid-teens percent area in 2023, though the rate and extent of its gains will be influenced significantly by COVID-19 infection trends and oil prices. "We could lower our rating on United over the next 12 months if we revise our assessment of its liquidity to adequate from strong and expect its FFO to debt to remain in the single digit percent area or below in 2023. This could occur if oil prices remain very high for an extended period or progress toward mitigating the spread of COVID-19 through vaccinations and other measures is materially weaker or slower than we expect, such that the airline's traffic falls materially short of our expectations, which would erode its liquidity. "Although unlikely until early 2023, we could raise our ratings on United over the next 12 months if see sustained improvements in its revenues and earnings and are confident its FFO to debt will rise above 12% in 2023 and continue to improve thereafter. We would also require the company to maintain at least adequate liquidity (currently assessed as strong) before raising the rating." ESG credit indicators: E-3; S-4; G-2 S&P said, "We view environmental factors as a moderately negative consideration in our credit rating analysis of United Holdings. The company faces long-term risk from tighter greenhouse gas (GHG) emissions regulations, which could accelerate its need to update its aircraft fleet. United Airline's average fleet age of about 16 years is older than the global average (11 years), though it will decline as the company replaces its older models with new deliveries. Therefore, we see modestly higher risk for United than for its peers, though it is not significant enough to affect our assessment of its competitive position. "Social factors are also a negative consideration in our credit rating analysis. With the largest international network among U.S. airlines (38% of pre-pandemic passenger revenue), it will be more challenging for United Airlines to recover from the COVID-19 pandemic, though it will likely fare better than many of the rated European and some Latin American airlines that rely heavily on international traffic. "Governance factors are neutral to our credit rating analysis on United Holdings. We assess the company's overall management and governance as satisfactory." VICTORIA TOWERS: Court Approves Disclosure Statement ---------------------------------------------------- The Court has entered an order approving the Disclosure Statement of Victoria Towers Development Corp. The hearing to consider confirmation of the Plan will be held on April 29, 2022 at 10 a.m., before the Honorable Robert E. Grossman, United States Bankruptcy Judge, United States Bankruptcy Court for the Eastern District of New York, 290 Federal Plaza, Central Islip, New York 11722. Any objections to the Plan must be filed and served by April 22, 2022 at 5:00 p.m. prevailing Eastern Time. All ballots voting in favor of or against the Plan must be submitted so as to be actually received by counsel for the Debtor on or before April 22, 2022 at 4:00 p.m. prevailing Eastern Time. Counsel for the Debtor must file a ballot tally and an affidavit in support of confirmation by April 26, 2022, at 12:00 noon. About Victoria Towers Development Flushing, N.Y.-based Victoria Towers Development Corp. is the owner of fee simple title to 29 residential condo units located at 133 38 Sanford Avenue, Flushing N.Y., having an appraised value of $33.37 million. Victoria Towers filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 20-73303) on Oct. 30, 2020. In its petition, the Debtor disclosed $33,370,000 in assets and $39,217,115 in liabilities. The petition was signed by Myint J. Kyaw, president. The Hon. Robert E. Grossman presides over the case. Rosen & Kantrow, PLLC, serves as the Debtor's bankruptcy counsel. VIZIENT INC: Moody's Ups CFR to B2 & Rates New Sr. Secured Debt Ba2 ------------------------------------------------------------------- Moody's Investors Service upgraded Vizient, Inc.'s Corporate Family Rating to Ba2 from Ba3 and Probability of Default Rating to Ba2-PD from Ba3-PD. Concurrently, Moody's affirmed the Ba2 rating on the company's existing senior secured bank debt, including the $500 million revolving credit facility, $600 million term loan A, and $500 million term loan B. Moody's also assigned Ba2 ratings to Vizient's proposed new senior secured bank debt, including $700 million revolving credit facility, $300 million term loan A, and $600 million term loan B. The outlook remains stable. "The rating upgrade reflects a material improvement in Vizient's financial leverage, which is expected to further improve with the full redemption of the company's $300 million of unsecured notes," stated David Locker, Moody's Lead Analyst for Vizient. "Vizient's strong free cash flow generation coupled with proceeds from the divestiture of the Contract Labor Management ("CLM") business have enabled the company to reduce debt/EBITDA to the low 2 times range on a Moody's adjusted basis," continued Locker. Despite the ongoing coronavirus pandemic, Vizient has been able to maintain top-line growth, while also expanding its EBITDA and margins. The group purchasing organization (GPO) sourcing segment has benefited from a rebound in member purchasing volumes, the recent Intalere acquisition which added a new key member Intermountain Healthcare, and incremental revenues from temporary COVID field hospitals. The professional services segment, which includes the analytics and advisory business, continues to grow as cost savings, clinical care efficiency and supply chain optimization become focal points for Vizient's customers. Upgrades: Issuer: Vizient, Inc. Corporate Family Rating, Upgraded to Ba2 from Ba3 Probability of Default Rating, Upgraded to Ba2-PD from Ba3-PD Assignments: Issuer: Vizient, Inc. Senior Secured Revolving Credit Facility, Assigned Ba2 (LGD3) Senior Secured Term Loan A, Assigned Ba2 (LGD3) Senior Secured Term Loan B, Assigned Ba2 (LGD3) Affirmations: Issuer: Vizient, Inc. Senior Secured Revolving Credit Facility, Affirmed Ba2 (LGD3) Senior Secured Term Loan A, Affirmed Ba2 (LGD3) Senior Secured Term Loan B, Affirmed Ba2 (LGD3) Outlook Actions: Issuer: Vizient, Inc. Outlook, Remains Stable RATINGS RATIONALE Vizient's Ba2 CFR rating reflects its modest financial leverage, solid scale and market presence as the largest healthcare group purchasing organization (GPO) in the US. Vizient has good geographic and customer diversification that further support the rating. Vizient's services align with consumer interest in controlling healthcare costs for its customers, especially during the continued shift towards value-based care. The rating also reflects Vizient's strong free cash flow generation along with a sizable revolving credit facility and solid track record of acquisition integration. Conversely, Vizient's rating is constrained by Moody's expectation for continued pricing pressure in the GPO business, resulting in low-single digit organic growth in the segment. However, this will be somewhat offset by mid-single digit organic growth and margin expansion in the healthcare advisory and analytics business. Vizient has a history of debt funded acquisitions, which raises the risk that Vizient may increase leverage again in the future. If that occurs, Moody's expects Vizient would use its free cash flow to deleverage to levels appropriate for the current rating. Moody's expects Vizient to maintain very good liquidity over the next 12 to 18 months. This is supported by good cash balances even after the pending bond redemption as well as Moody's expectation of annual free cash flow of approximately $300 million, which is more than sufficient to satisfy Vizient's cash needs. Vizient will also have access to an upsized $700 million revolving credit facility that will be partially drawn. The stable rating outlook reflects Moody's view that Vizient will continue to grow its top-line in the mid-single digits organically, predominantly driven by growth from its healthcare analytics and advisory business. The outlook also reflects Moody's expectation that Vizient will refrain from making significant debt-funded acquisitions or shareholder distributions that result in prolonged higher financial leverage. Environmental considerations are not considered material to the overall credit profile of Vizient. The credit profile reflects negative social risk as a result of the ongoing coronavirus pandemic. A continued resurgence of the virus may result in the deferral of surgical procedures once again. The company's services will remain resilient though, given the necessity of the GPO business and its advisory and analytics service offering. Vizient's credit profile also reflects positive social considerations, related to Vizient's role in controlling healthcare costs for its customers. With respect to governance, Vizient has a history of debt funded acquisitions, which raises the risk that the company may increase leverage again in the future. Vizient had levered up to 6.9x to acquire MedAssets in 2016. That said, the company has demonstrated credibility and effectiveness by successfully integrating the acquisitions and quickly reducing leverage. Vizient has also exhibited a willingness to reduce leverage and voluntarily repay debt with the early redemption of the $300 million of unsecured notes. Vizient has de-levered to approximately 2.7 times for the fiscal year 2021 and will reduce leverage by an additional 0.5 times following the bond redemption. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Moody's could upgrade the ratings if Vizient increases its size and scale through a disciplined growth strategy. Ratings could be upgraded if Vizient further increases its contribution from its advisory and analytics business. Quantitatively, ratings could be upgraded if adjusted debt to EBITDA is sustained below 2.0 times. Vizient's ratings could be downgraded if the company's operating performance weakens significantly such that the company experiences substantial declines in its margins. Ratings could also be downgraded if Vizient executes material debt-funded acquisitions or dividends. A deterioration in liquidity or free cash flow could result in a ratings downgrade. Quantitatively, a ratings downgrade could result if debt to EBITDA is sustained above 3.0 times. Headquartered in Irving, Texas, Vizient generates about 58% of revenue from its healthcare group purchasing organization (GPO) business with the remaining 42% derived from its healthcare advisory and analytics services. Analytics and advisory services include solving supply chain, clinical and workforce management issues and providing hospital purchasing information and procedure/outcome data. Vizient's customers include large integrated delivery networks, academic medical centers, independent community-based hospitals, pediatric facilities, and non-acute care providers such as ambulatory health care providers and surgery centers. The company operates under a participant member ownership structure and generated nearly $1.5 billion in revenue for the fiscal year ended December 31, 2021. The principal methodology used in these ratings was Business and Consumer Services published in November 2021. VTV THERAPEUTICS: Spiegel Won't Stand for Re-Election as Director ----------------------------------------------------------------- Noel Spiegel, who has served as a director and chair of the Audit Committee of the Board of Directors of vTv Therapeutics Inc. since its initial public offering in 2015, notified the Company of his decision not to stand for re-election at the Company's 2022 annual meeting of stockholders. Mr. Spiegel's decision not to stand for re-election was not because of a disagreement on any matter relating to the Company's operations, policies or practices, as disclosed in a Form 8-K filed with the Securities and Exchange Commission. About vTv Therapeutics vTv Therapeutics Inc. is a clinical-stage biopharmaceutical company focused on developing oral small molecule drug candidates. vTv has a pipeline of clinical drug candidates led by programs for the treatment of type 1 diabetes, Alzheimer's disease, and inflammatory disorders. vTv's development partners are pursuing additional indications in type 2 diabetes, chronic obstructive pulmonary disease (COPD), and genetic mitochondrial diseases. vTv Therapeutics reported a net loss attributable to the company of $12.99 million for the year ended Dec. 31, 2021, compared to a net loss attributable to the company of $8.50 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $25.47 million in total assets, $10.25 million in total liabilities, $24.96 million in redeemable noncontrolling interest, and a total stockholders' deficit attributable to the company of $9.74 million. Raleigh, North Carolina-based Ernst & Young LLP, the Company's auditor since 2000, issued a "going concern" qualification in its report dated March 29, 2022, citing that the Company has not generated any product revenue, has not achieved profitable operations, has insufficient liquidity to sustain operations and has stated that substantial doubt exists about the Company's ability to continue as a going concern. WARNER MEDIA: Fitch Lowers Senior Unsecured Rating to 'BB+' ----------------------------------------------------------- Fitch Ratings has downgraded Warner Media, LLC's Long-Term Issuer Default Rating (LT IDR) to 'BBB-' from 'BBB+' and senior unsecured issue rating to 'BB+' from 'BBB+'. These actions follow the April 8, 2022 completion of the merger of AT&T's WarnerMedia assets with Discovery Inc. (Discovery). Discovery changed its name to Warner Bros. Discovery, Inc. (WBD) at closing as expected. The Rating Outlook is Stable. The downgrade recognizes the increase in WBD's Fitch-calculated leverage driven by the merger's debt financing, although Fitch expects leverage to decline below its negative sensitivities of 4.0x in 2023. The issue rating notching is driven by the fact that Warner Media, LLC's $1.5 billion of legacy debt is structurally subordinated to all other WBD debt and is not guaranteed by WBD or its subsidiaries. KEY RATING DRIVERS Merger Benefits: Fitch views the merger positively as it creates the world's second largest media company, significantly increasing the company's scale. The larger number of bundled cable network offerings should offset increasing industry-wide linear bundle concerns around cord-cutting while funding the build out of direct-to-consumer (DTC) offerings. The broader linear bundle and digital offerings will also improve the company's position with advertisers. WBD has identified more than $3 billion of merger-related expense synergies driven primarily by operating efficiency improvements and corporate function and technology benefits. Fitch believes the cost synergies are largely attainable, and its rating case assumes a blend of expense realization success for each category, generating an aggregate realization of $2.7 billion by 2023. Neither Fitch nor the company included any revenue synergies in their calculations. Strong Brands: Discovery Communications LLC (Discovery Communications) focuses on intellectual property (IP) appealing to affinity groups, primarily science, discovery, crime, home and food. Performance is driven primarily by six strong core brands: Discovery, Food Channel, HGTV, TLC, Animal Planet, Investigation Discovery and Travel. It also offers additional brands with focused demographic appeal along with a stable of long-term international sports rights, including golf and the Olympics, capitalizing on its existing broad geographic presence. WarnerMedia's brands include HBO, HBOMax (its DTC offering), CNN, TNT, TBS, Cartoon Network, and Warner Brothers Studios, substantial IP including DC Comics, Harry Potter, Game of Thrones and Friends, and a broad offering of news and sports content. Market Position: WBD is the second largest global media company. Discovery Communications is the second largest U.S. television company in terms of aggregate share and reach across linear and digital platforms and the world's No. 1 pay-TV company. Its suite of brands delivers almost 20% of all ad-supported linear U.S. aggregate television and nearly 25% of female viewers, with the top four female-skewing U.S. cable networks and six of the top 10. The combined company will have more than 200,000 content hours available across multiple platforms. In addition, the larger number of cable networks should further solidify the company's leading linear bundle offering. DTC Offerings: DTC offerings will be critical components of content aggregators' long-term viability as MVPDs continue shedding subscribers. At Dec. 31, 2021, discovery+ had 22 million subscribers with an average revenue per user at the industry's upper end, while HBOMax and HBO had a combined 74 million subscribers. Areas of focus for DTC providers include growing subscribers fast enough to offset near-term costs content increases, elevated competitive threats, and ongoing linear subscriber declines. WBD's increased post-merger scale, leadership position across several affinity groups, and scripted and unscripted content strength should provide substantial benefits. Advertising Market: Advertising spending in 2020 experienced a significant pull-back followed by gradual improvement to mid-single digit declines during 2H20, in line with Fitch's expectations. The advertising environment recovered faster than expected in 2021 and Fitch expects continued recovery in 2022, although at a decelerated pace. However, uncertainty remains around new coronavirus variants and policy responses remain a key risk to the forecast. FCF Generation: Fitch anticipates FCF will improve over the rating horizon as significant near-term content spend growth should be offset by WBD's global linear and digital distribution platforms, increased scale and resultant expense synergies, and MVPD programmers' relatively low capital intensity. Discovery Communications' current program acquisition costs are significantly lower than Warner Media's and most other competitors as non-scripted programming has much lower production costs, and most of its content is produced in-house. Capital Allocation: WBD's internal investments will continue to focus on the production and acquisition of content for distribution over multiple platforms. Near-term internal investments will be heightened by significant DTC infrastructure and content buildout requirements. Management restated their commitment to maintaining their investment grade rating after the merger, and Fitch expects the company to use FCF to prepay debt until total leverage reaches the company's lowered target leverage range of 2.5x to 3x, down from 3x to 3.5x. Fitch expects pro forma total unadjusted gross leverage will decline below Fitch's 4.0x negative rating trigger within 18 months and below 3.0x by 2024. Parent-Subsidiary Relationship: Fitch links the IDRs of Magallanes, LLC and Warner Media based on a strong parent/weak subsidiary approach which equalizes the IDRs. Warner Media's Structural Subordination: Warner Media, LLC is an indirect, wholly-owned subsidiary of WBD. It's $1.6 billion of legacy debt is structurally subordinated to all Magallanes, Inc. and Discovery Communications debt and is not guaranteed by WBD or its subsidiaries. As a result, they are notched down from the IDR. DERIVATION SUMMARY WBD is well-positioned within its rating category, and its leading position in scripted, reality-based and documentary programming experienced significant rating improvement during the quarantine period. Despite being the second largest global media company, WBD still lacks the size and diversification of The Walt Disney Company (A-/Stable) and NBC Universal Media LLC (A-/Stable). Although WBD is larger than ViacomCBS Inc. (BBB/Stable), closing leverage will be higher. KEY ASSUMPTIONS Fitch's key assumptions within its rating case for the issuer include: -- For FY2022, Fitch expects high single digit revenue growth before returning to mid-single digit growth, in line with historical sector performance. -- Fitch expects near-term margins to decline due to WBD's continued DTC streaming infrastructure investment and sports- related buildout costs. Margins begin to recover due to the company's increased scale, $2.7 billion of expected merger related expense synergies (offset somewhat by upfront costs incurred in 2022), and the top line improvement. -- Capex intensity remains elevated into 2022 as the company finishes its global digital platform buildout and eventually declines to the low 2% thereafter. -- Fitch-calculated FCF increases to approximately $8 billion by 2024. -- No M&A or share buybacks over the near term, in line with Discovery's behavior after it acquired Scripps Network Interactive, Inc. in 2018. Fitch expects share buybacks to resume in 2025 once leverage declines below 3.0x. -- Cash balances and FCF geared towards debt repayment, driving leverage below Fitch's negative sensitivities of 4.0x in 2023 and below 3.0x in 2024. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Fitch-calculated total leverage (total debt with equity credit/operating EBITDA) sustained below 3.0x. -- A Fitch-calculated cash flow ratio (cash from operations minus capex/total debt with equity credit) sustained above 20%. -- Material viewership on platforms that will drive increased advertising and affiliate/subscription fees and enhance revenue diversity. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Weaker operating performance or discretionary management actions causing Fitch-calculated total leverage to exceed 4.0x in the absence of a strong commitment to reduce leverage. -- A Fitch-calculated cash flow ratio sustained below 12.5%. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Non-Financial Corporate issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. LIQUIDITY AND DEBT STRUCTURE Adequate Liquidity: As of Dec. 31, 2021, Discovery had cash of $3.9 billion and full availability under its $2.5 billion unsecured revolver that matures in June 2026, with two 364-day extensions. The revolving credit facility increased to $6 billion upon the WarnerMedia merger's closing and Magallanes became a co-borrower. Fitch excludes WBD's $1.5 billion CP program (full availability) given the overlap with revolver availability and WBD's 'F3' Short-Term IDR. Magallanes is also a co-issuer under the CP facility. WBD has redeemable equity balances with put rights of $363 million that may result in a use of cash if the noncontrolling interest holders put their interests to WBD, although Fitch assigns a low near-term probability of this scenario. Pro forma for the merger, Fitch estimates WBD's pro forma closing total debt with equity credit to operating EBITDA was around 5.1x. However, management reiterated its desire to remain investment grade after the merger and announced it was tightening its leverage target to 2.5x to 3x from its prior 3x to 3.5x. To facilitate its delevering efforts, the merger's financing includes approximately 25% prepayable debt and another 10% maturing in 2024. WBD will temporarily pause share buybacks to insure adequate liquidity to fund these near-term debt repayments, in line with Discovery's efforts to quickly delever after acquiring Scripps Network Interactive, Inc. in 2018. Thereafter, near-term maturities will be well laddered, with $800 million due in 2025 and $700 million in 2026. Warner Media, LLC is an indirect, wholly-owned subsidiary of WBD. It's $1.6 billion of legacy debt is structurally subordinated to all other Magallanes and Discovery Communications debt and is not guaranteed by either WBD or its subsidiaries. ISSUER PROFILE WBD, formed with the April 2022 merger of WarnerMedia and Discovery, Inc., is the second largest global media company offering significant scale of scripted and unscripted content across a broad range of internal and external distribution platforms. ESG CONSIDERATIONS Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. YUNHONG CTI: Regains Compliance With Nasdaq Bid Price Requirement ----------------------------------------------------------------- Yunhong CTI Ltd. previously received written notice from The Nasdaq Capital Market stating that the Company was not in compliance with Nasdaq Listing Rule 5550(a)(2) because the Company's common stock failed to maintain a minimum closing bid price of $1.00 for 30 consecutive business days. On March 30, 2022, the Company received written notice from Nasdaq confirming that the Company had regained compliance with the Minimum Bid Price Rule, and this matter is now resolved. About Yunhong CTI Lake Barrington, Illinois-based Yunhong CTI Ltd. -- www.ctiindustries.com -- develops, produces, distributes and sells a number of consumer products throughout the United States and in over 30 other countries, and it produces film products for commercial and industrial uses in the United States. Many of the Company's products utilize flexible films and, for a number of years, it has been a leading developer of innovative products which employ flexible films including novelty balloons, pouches and films for commercial packaging applications. Yunhong CTI reported a net loss of $4.25 million for the 12 months ended Dec. 31, 2020, compared to a net loss of $8.07 million for the 12 months ended Dec. 31, 2019. As of Sept. 30, 2021, the Company had $24.88 million in total assets, $19.59 million in total liabilities, and $5.30 million in total shareholders' equity. New York, NY-based RBSM LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated April 15, 2021, citing that the Company has suffered recurring losses from operations and will require additional capital to continue as a going concern. In addition, the Company is in violation of certain covenants agreed to with PNC Bank which if not resolved could result in PNC Bank initiating liquidation proceedings. This raises substantial doubt about the Company's ability to continue as a going concern. ZERO TO 60 MOTORCARS: Seeks Chapter 11 Bankruptcy Protection ------------------------------------------------------------ Used car dealer Zero to 60 Motorcars LLC filed for chapter 11 protection in the District of Maryland. According to a court filing, Zero to 60 Motorcars estimates between 1 and 49 unsecured creditors. The petition states that funds will be available to unsecured creditors. A virtual meeting of creditors under 11 U.S.C. Sec. 341(a) is slated for April 25, 2022, at 2:00 p.m. About Zero to 60 Motorcars LLC Zero to 60 Motorcars LLC -- https://www.0to60motorcars.com -- is a Bethesda, Maryland-based used car dealer. Zero to 60 Motorcars LLC filed for chapter 11 protection (Bank. D. Md. Case No. 22-11817) on April 6, 2022. In the petition filed by James Lloyd, as member, Zero to 60 Motorcars LLC estimated assets between $0 and $50,000 and estimated liabilities between $500,000 and $1 million. The case is assigned to Honorable Judge Maria Ellena Chavez-Ruark. S teven L. Goldberg, of McNamee Hosea et al., is the Debtor's counsel. ZOHAR III: Unsecureds Will Recover Nothing in Plan -------------------------------------------------- Judge Karen B. Owens has entered an order approving the Disclosure Statement of Zohar III, Corp., et al. The Plan confirmation hearing will be held beginning on June 1, 2022 at 9:00 a.m. (ET). Objections to confirmation of the Plan, if any, must be filed and served no later than May 13, 2022 at 4:00 p.m. (ET). The deadline by which all Ballots, including Master Ballots but excluding Beneficial Holder Ballots must be properly executed, completed, and actually received by the Voting Agent will be May 20, 2022 at 5:00 p.m. (ET). The Plan Supplement must be filed and served on the following parties no later than May 6, 2022. With respect to Class 4 (Zohar III A-2 Note Claims) and Class 5 (Zohar III A-3 Note Claims), the Note Claims Nominees for the beneficial holders of Claims in such Classes for whom the Note Claims Nominees provide services are required to distribute the Non-Voting Packages the Note Claims Nominees receive within five (5) business days to such beneficial holders. Upon written request, the Debtors will reimburse the Note Claims Nominee (or their agents) in accordance with customary procedures for their reasonable, actual, and necessary out-of-pocket expenses incurred in performing the tasks described in this Order. No other fees, commissions or other remuneration will be payable to any Note Claims Nominee (or their agents or intermediaries) in connection with (i) the distribution of Solicitation Packages to Beneficial Holders, (ii) the completion of Master Ballots, or (iii) the distribution of the Non-Voting Packages to the beneficial holders of Claims in Class 4 (Zohar III A-2 Note Claims) and Class 5 (Zohar III A-3 Note Claims) as provided for in this Order. Zohar III, Corp., et al. submitted a Disclosure Statement. The Plan constitutes a liquidating chapter 11 plan for the Debtors. The Plan provides for the Portfolio Company assets for Zohar II and Zohar III to be transferred to newly-formed entities and for the Portfolio Company and litigation assets nominally held by Zohar I to be transferred to MBIA in accordance with the Zohar I Sale Documents, each of which will be responsible for completing the monetization process under the Settlement Agreement for those assets. In addition, a Litigation Trust will be formed to prosecute and reduce to cash the Debtors' Litigation Assets. The ownership of the newly-formed entities created for Zohar II and Zohar III will be transferred to MBIA in the case of Zohar II and the Holders of Allowed Zohar III A-1 Note Claims in the case of Zohar III, and MBIA and the Holders of the Zohar III A-1 Note Claims will indirectly be the beneficiaries of the Litigation Trust with respect to the Litigation Assets of Zohar II and Zohar III, respectively. The Litigation Assets of Zohar I contributed to the Litigation Trust will be distributed in accordance with the Zohar I Indenture, on the terms detailed in the Plan. Finally, a Wind-Down Administrator will be appointed to complete the wind-down of the Debtors and their corporate existence. After the expiration of the 15 Month Window under the Settlement Agreement, the Debtors received minimal interest collections from loans to the Portfolio Companies. As described in detail below, the sale processes for the Portfolio Companies did not advance significantly in the first 2 plus years of these cases. Accordingly, the Debtors found themselves facing the risks that they would no longer be able to fund the administration of the Chapter 11 Cases solely with cash collateral or, at a minimum, that they would face timing issues between when expenses were incurred and when asset sale proceeds would be realized. In light of the foregoing, the Debtors enlisted their investment banker, Houlihan Lokey, to engage in a marketing process to solicit interest in and secure a commitment for debtor-in-possession financing. That process resulted in the Debtors agreeing to a DIP proposal from JMB Capital Partners Lending, LLC, which provided up to $45 million in funding, secured by a priming lien on all of the Debtors' assets, other than certain litigation claims. Accordingly, on November 16, 2020, the Debtors filed a motion to approve the proposed post-petition financing, as well as to authorize the continued use of cash collateral and provide adequate protection in connection therewith [Docket No. 2112] (the "DIP Motion"). On December 15, 2020, the Debtors filed the proposed order under certification of counsel, and on December 16, 2020, the order (the "DIP Order") was entered. The DIP Credit Agreement had an original maturity date of December 31, 2021. As the maturity date approached, the Debtors determined that it would be advantageous to further continue the DIP Commitments for Zohar III. Accordingly, the Debtors negotiated for an assignment of the DIP Credit Agreement under which Zohar III was the Borrower to funds affiliated with, or themselves, members of the Zohar III Controlling Class. On December 27, 2021, the Court entered an order approving the assignment, amendment and extension of the DIP Credit Agreement to new DIP Lenders. That order, among other things, approved an extension of the maturity for the DIP Credit Agreement with Zohar III as borrower until December 31, 2022, and provided for an extension of the "Outside Cash Collateral Date" for Zohar III Limited, i.e., the date through which the Debtors can use the cash collateral of the Indenture Trustee, to cover amounts incurred through April 30, 2022. On March 3, 2022, the Debtors received an initial loan for $6 million under the DIP Facility. The Debtors are in discussions with the Controlling Party for an extension of the Outside Cash Collateral Date for Zohar II, which most recently was extended through February 28, 2022. The Debtors have, so far, been able to operate solely on the use of cash collateral, but absent near-term proceeds from the sales of Portfolio Companies, the Debtors anticipate a need for draws under the DIP Credit Agreement in the near term. Under the Plan, Class 7 Zohar III General Unsecured Claims totaling $12,211,667.56. The Holders of General Unsecured Claims against Zohar III shall neither receive Distributions nor retain any property under the Plan for or on account of such General Unsecured Claims. The estimated percentage distribution under Plan is 0%. Class 7 is impaired. Class 12 Zohar II General Unsecured Claims totaling $271,611.48. The Holders of General Unsecured Claims against Zohar II shall neither receive Distributions nor retain any property under the Plan for or on account of such General Unsecured Claims. The estimated percentage distribution under Plan is 0%. Class 12 is impaired. Class 18 Zohar I General Unsecured Claims totaling $279,800.66. The Holders of General Unsecured Claims against Zohar I shall neither receive Distributions nor retain any property under the Plan for or on account of such General Unsecured Claims. The estimated percentage distribution under Plan is 0%. Class 18 is impaired. Attorneys for the Debtors: James L. Patton, Jr., Esq. Robert S. Brady, Esq. Michael R. Nestor, Esq. Joseph M. Barry, Esq. Ryan M. Bartley, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP 1000 North King Street Wilmington, DE 19801 Telephone: (302) 571-6600 Facsimile: (302) 571-1253 A copy of the Order dated April 6, 2022, is available at https://bit.ly/3ulYTQM from PacerMonitor.com. A copy of the Disclosure Statement dated April 6, 2022, is available at https://bit.ly/3rbLnNw from PacerMonitor.com. About Zohar III, Corp. Patriarch Partners, LLC, is a family office/private investment firm founded by diva of distress Lynn Tilton. Since 2000, through affiliated investment funds, Tilton has had ownership in and restructured more than 240 companies with combined revenues in excess of $100 billion, representing more than 675,000 jobs. Zohar III, Corp., and its affiliates are investment funds structured as collateralized loan obligations. Tilton formed collateralized loan funds -- Zohar I, Zohar II, and Zohar III -- in 2003 to borrow $2.5 billion to buy distressed companies. Tilton has faced an avalanche of lawsuits, including allegations from the SEC that her Patriarch Partners improperly valued assets in its Zohar debt funds and extracted about $200 million in excess fees from investors. Zohar CDO 2003-1, Zohar CDO 2003-1 Corp., Zohar II 2005-1, Limited, Zohar II 2005-1 Corp., Zohar III, Limited, and Zohar III, Corp. -- Zohar Funds -- sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case Nos. 18-10512 to 18-10517) on March 11, 2018. In the petition signed by Lynn Tilton, director, the Debtors were estimated to have $1 billion to $10 billion in assets and $500 million to $1 billion in liabilities. Young Conaway Stargatt & Taylor, LLP, is the Debtors' bankruptcy counsel. [*] Prime Clerk, Lucid Companies to Unify Under Kroll Brand ----------------------------------------------------------- Kroll, the leading provider of data, technology and insights related to risk, governance and growth, on April 6 disclosed that Prime Clerk, Lucid Issuer Services and Lucid Agency and Trustee Services (the Lucid Companies) will be unified under the Kroll brand. Moving forward Prime Clerk will now become Kroll's Restructuring Administration practice and Lucid Agency and Trustee Services will become Kroll's Agency and Trustee Services practice. Shai Waisman, President of Kroll, said, "We continue to focus on anticipating and meeting the complex needs of all of Kroll's clients. Our launch of Kroll Business Services last year brought together innovative, industry leading businesses to create the most comprehensive suite of complex administration services in the market. Unifying under the Kroll brand allows us to reinforce the depth and breadth of expertise accessible to our clients across our expansive portfolio of solutions." In addition, Kroll launched its new Issuer Services practice, which combines Lucid's expertise in EMEA and APAC with Prime Clerk's expertise in North America to provide global solutions for liability management transactions, restructurings and various corporate actions involving public securities of any complexity and in any industry. Combined, these recognized leaders have managed more than 2,500 deals across all market sectors globally, including some of the largest and most complex financial transactions in the market. Jessica Stamelman, President of Kroll Business Services, said, "We've repositioned the strategic structure of our Issuer Services practice to address the needs of our clients across the globe. Bringing our industry leading teams together makes us the only company with the ability to administer any restructuring, liability management or corporate action transaction globally -- a critical step toward supporting our clients wherever they are based." The Kroll Business Services practice now includes the following suite of services: Restructuring Administration, Settlement Administration, Issuer Services, Agency and Trustee Services, Notice Media Solutions and Business Support Solutions. About Kroll Kroll -- http://www.kroll.com-- provides proprietary data, technology and insights to help our clients stay ahead of complex demands related to risk, governance and growth. Its solutions deliver a powerful competitive advantage, enabling faster, smarter and more sustainable decisions. With 5,000 experts around the world, Kroll creates value and impact for its clients and communities. [^] BOOK REVIEW: GROUNDED: Destruction of Eastern Airlines ---------------------------------------------------------- Grounded: Frank Lorenzo and the Destruction of Eastern Airlines Author: Aaron Bernstein Publisher: Beard Books Softcover: 272 Pages List Price: $34.95 Order a copy today at http://www.beardbooks.com/beardbooks/grounded.html Barbara Walters once referred to Frank Lorenzo as "the most hated man in America." Since 1990, when this work was first published and Eastern Airlines' troubles were front-page news, there have been many worthy contenders for the title. Nonetheless, readers sensitive to labor-management concerns, particularly in the context of corporate restructurings, will find in this book much to support Barbara Walters' characterization. To recap: For a few brief and discordant years, Frank Lorenzo was boss of the biggest airline conglomerate in the free world (Aeroflot was larger), combining Eastern, Continental, Frontier, and People Express into Texas Air Corporation, financing his empire with junk bonds. TAC ultimately comprised a fleet of 451 planes and 50,000 employees, with revenues of $7 billion. But Lorenzo was lousy on people issues, famously saying, "I'm not paid to be a candy ass." The mid-1980s were a bad time to take that approach. Those were the years when the so-called Japanese model of management, which emphasized cooperation between management and labor, was creating a stir. The Lorenzo model was old school: If the unions give you any trouble, break 'em. That strategy had worked for him at Continental, where he'd filed Chapter 11 despite the airline's $60 million in cash reserves, in order to exploit a provision in Bankruptcy Code allowing him to abrogate his contracts with the unions. But Congress plugged that loophole by the time Lorenzo went to the mat with Charles Bryan, I AM chapter president. Lorenzo might have succeeded in breaking the machinists alone, but when flight attendants and pilots honored the picket lines, he should have known it was time to deal. He didn't. Instead he tried again for a strategic advantage through the bankruptcy courts, by filing Chapter 11 in the Southern District of New York where bankruptcy judges were believed to be more favorably disposed toward management than in Miami where Eastern was headquartered. Eastern had to hide behind the skirts of its subsidiary, Ionosphere Clubs, Inc., a New York corporation, in order to get into SDNY. Six minutes later, Eastern itself filed in the same court as a related proceeding. The case was assigned to Judge Burton Lifland, whom Eastern's bankruptcy lawyer, Harvey Miller, knew well, but Lorenzo was mistaken if he believed that serendipitous lottery assignment would be his salvation. Judge Lifland a year later declared Lorenzo unfit to run the airline and appointed Martin Shugrue as trustee. Most hated man or not, one wonders whether the debacle was all Lorenzo's fault. Eastern's unions, in particular the notoriously militant machinists, were perpetual malcontents, and Charlie Bryan was an anti-management zealot, to the point of exasperating even other IAM officers. The book provides a detailed account of the three-and-a-half-year period between Lorenzo's acquisition of Eastern in the autumn of 1986 and Judge Lifland's appointment of the trustee in April 1990. It includes the history of Eastern's pre-Lorenzo management, from World War I flying ace Eddie Rickenbacker to astronaut Frank Borman. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA. Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2022. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***