/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/220505.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, May 5, 2022, Vol. 26, No. 124 Headlines 17062 COMUNIDAD: $325K Sale of Lutz Homestead to SPA 2 Approved 203-205 NORTH: Sale of Brooklyn Property for $10.55 Mil. Confirmed ALACRITY HOLDINGS: Gets OK to Tap Rountree as Bankruptcy Counsel ALMA ROY ROUNDY: Court OK's $340K Sale of Salt Lake City Condo Unit ALTO MAIPO: Postpones Jurisdiction Battle With Chapter 11 Truce ASCENT RESOURCES: S&P Upgrades ICR to 'B+', Outlook Stable ATIS HOLDINGS: Taps Accurate Tax & Bookkeeping as Accountant BETTER 4 YOU: Court OKs Deal on Cash Collateral Access BIOSTAGE INC: Settles Wrongful Death Suit Pending in Mass. Court BIZGISTICS INC: Online Auction of Truck, Trailer & Tools Approved BLUE EAGLE: Forse Investments Selling Birmingham Property for $260K BOMBARDIER RECREATIONAL: S&P Rates US500MM Term Loan B 'BB' BOOK GALORE AND MORE: Files Chapter 11 Bankruptcy Protection BOULDER BOTANICALS: Auction Sale of Substantially All Assets Okayed BUSY BEES: Files Chapter 11 Bankruptcy Protection BUSY BEES: Wins Cash Collateral Access CALAMP CORP: Amal Johnson Won't Stand for Re-election as Director CALAMP CORP: Incurs $28M Net Loss in FY Ended Feb. 28, 2022 CARESTREAM HEALTH: S&P Lowers Long-Term ICR to 'CC', On Watch Neg. CARVANA CO: Plans to Offer $2.275-Bil. Senior Unsecured Notes CHAD W. THOMAS: Asks Approval of Box Butte County Property Sale CHAD W. THOMAS: Sale of Box Butte County Property to Thomas OK'd CHAD W. THOMAS: Seeks Approval of Sale of Box Butte County Property CHERRY MAN: Hearing Today on Continued Cash Collateral Access CHERRY MAN: Hearing Today on Lender's Bid for Chapter 11 Trustee CHF-COOK LLC: S&P Affirms 'B-' Rating on Housing Revenue Bonds CHOOM HOLDINGS: Gets Court's Initial Order Under CCAA CHRISTOPHER KEMPER: U.S. Trustee Appoints Creditors' Committee CLEARWATER COLLECTION: Seeks Use of Cash Collateral COMMUNITY HEALTH: Posts $30 Million Net Income in First Quarter CREATIVE CHOICE HOMES: Case Summary & 12 Unsecured Creditors CREATIVE CHOICE: Case Summary & 12 Unsecured Creditors CRECHALE PROPERTIES: $126K Sale of Hattiesburg Property Confirmed CROWN ASSETS: Exclusivity Period Extended to June 17 DAVID HAROLD HOLLNAGEL: Sale of Boat & Trailer to Blessing Approved DAYBREAK OIL: To Hold Special Shareholder Meeting on May 20 EKSO BIONICS: Incurs $4.6 Million Net Loss in First Quarter ENVISION HEALTHCARE: S&P Lowers ICR to 'SD' on Debt Repurchases ENVISION THIS! LLC: Files for Chapter 11 Bankruptcy Protection EQUITRANS MIDSTREAM: S&P Alters Outlook to Neg., Affirms 'BB-' ICR EVOKE PHARMA: All Four Proposals Passed at Annual Meeting FOG INC: Case Summary & One Unsecured Creditor FROZEN FOODS: Wins Cash Collateral Access Thru May 26 GENOCEA BIOSCIENCES: Plans to Cut Workforce by 65% GENOCEA BIOSCIENCES: To Explore Strategic Alternatives GOOD TIME HOMES: Court Approves Sale of Real Property in Clinton GREGORY W. STEVENS: $330K Sale of Greenwich Property to Ipek Okayed GUARACHI WINE: Case Summary & 20 Largest Unsecured Creditors HAVEN CAMPUS: Hearing on Starkville Property Sale Set for May 11 HAWAIIAN HOLDINGS: Incurs $122.8 Million Net Loss in First Quarter I-AQUA USA: Seeks to Tap Van Horn Law Group as Bankruptcy Counsel INTERSTATE UNDERGROUND: Amends Unsecured Priority Claims Pay INTERSTATE UNDERGROUND: June 23 Plan & Disclosure Hearing Set INTRADO CORP: S&P Downgrades ICR to 'CCC+', Outlook Stable ION GEOPHYSICAL: White & Case Represents Cobra, 3 Others J&P FLASH INC: RAS Investment Buying 3 Real Properties for $500K J. HUNTER: $1.35-Mil. Sale of Hampton Property to DL Approved JANUS INTERNATIONAL: S&P Affirms 'B' ICR on Higher Earnings JARED ALLEN WATTS: Hearing on Freightliners Sale Cont'd to May 11 JARED ALLEN WATTS: Hearing on GMC Yukon Truck Sale Cont'd to May 11 JARED ALLEN WATTS: May 11 Hearing on Sale of Wilson Deck Trailers JEWEL SUNSET: Seeks Cash Collateral Access JNS LLC: Files Chapter 11 Bankruptcy Protection JOGI PACK & SHIP SERVICES: Seeks Bankruptcy Protection JPA NO. 111: Plan Exclusivity Extended Thru July 19 LATAM AIRLINES: Wins $1.3 Billion Intercompany Claim Dispute LINDERIAN COMPANY: Seeks to Hire BKD LLP as Accountant MANN REALTY: Trustee's $205K Sale of Harrisburg Property Approved MARTHA E. SCHAEFER: Sale of New Springfield Property Approved MARVIN KELLER TRUCKING: Files for Chapter 11 Bankruptcy Protection MARVIN KELLER: Gets Interim Cash Collateral Access Thru June 17 NABORS INDUSTRIES: Incurs $174.7 Million Net Loss in First Quarter NESV ICE: Further Fine-Tunes Plan Documents NEW YORK CLASSIC MOTORS: Bankruptcy Plan Okayed With Equity Payouts NEXTPLAY TECHNOLOGIES: Stockholders Elect 10 Directors NICO KEATON TRUCKING: Files for Bankruptcy in Ohio NMDC HOME: $285K Sale of Baltimore Property to Francois Approved NMJ RESTAURANT: Seeks to Hire Transworld as Business Broker NORRENBERNS FOODS: Selling All Grocery Business-Associated Assets NORTH AMERICAN FINC'L 15: DBRS Confirms Pfd-4 on Preferred Shares NORTHLAND CORP: Selling Substantially All Assets to Goodfellow OC 10753 SUBWAY: Seeks Approval to Hire AW Financial as Accountant PLAMEX INVESTMENT: May Sell Plaza Mexico Shopping Center to SVAP POST OAK TX: Wins Interim Cash Collateral Access for May QUALITY MACHINE: Court Approves Sale of Assets and Real Properties QUANTUM CORP: Amends Revolving Credit Agreement With PNC Bank QUANTUM CORP: Bryant Riley Reports 8.2% Equity Stake RAINBOW LAND: $9.35K Sale of Lincoln County Parcel to DOT Approved REBECCA B. BRINSKELE: Hearing on Property Sale Continued to June 24 RENNOVA HEALTH: Discusses Financial Results, Company Progress ROBERT LEE GANT: $620K Sale of 3 Nashville Properties Approved SALEM HARBOR: Auction of Substantially All Assets Set for June 14 SANGHA HOSPITALITY: Pinchus Buying Macon Property for $14.75-Mil. SCHERTZ AERIAL: Seeks Approval to Hire Insight CPAs as Accountant SCHULDNER LLC: Trustee Selling Duluth Property for $100K Cash SCHULDNER LLC: Trustee Sells Duluth Property to Jeunesse & Kendall SCHULDNER LLC: Trustee's $120K Sale of Duluth Property Approved SIMPLY FIT: Wins Cash Collateral Access Thru May 31 SOO HOTELS: Hearing on Trustee's Business Property Sale Adjourned SOO HOTELS: Trustee's $300K Sale of Property to Shammami Denied SS&S SPECIALTIES: Taps Stichter Riedel Blain & Postler as Counsel STATERA BIOPHARMA: Accepts Resignation of Chief Legal Officer TALEN ENERGY: Fitch Puts 'CCC' IDR on Rating Watch Negative TAVERN ON LAGRANGE: Hearing Today on Continued Cash Collateral Use TIPPITT'S TRUX: Files for Bankruptcy Protection TIRED TEXAN: Gets Approval to Hire Auction Mill as Auctioneer TONARCH 1: Wins Cash Collateral Access Thru May 10 TONY GRECO: $37K Sale of 2017 Audi A8 L30T Vehicle to VROOM Okayed TOWN & COUNTRY: $9.165MM Sale of Portage Asset to Peerless OK'd TRACEY STEVENS BUCK-WALSH: $180K Sale of Bandon Land Interest OK'd TRANQUILITY GROUP: $450K Sale of 12 Ridgedale Lots to L&J Approved TRI-WIRE ENGINEERING: Seeks Cash Collateral Access Thru July 2 TRIUMPH GROUP: Appoints Neal Keating as Director TROIKA MEDIA: Increases Authorized Capital Stock to 825M Shares UNIVAR SOLUTIONS: Fitch Alters Outlook on 'BB+' IDR to Positive VIRGINIA IGLESIAS: Wins Solicitation Extension Until Oct. 28 VIZIV TECHNOLOGIES: Proposes Auction of Substantially All Assets VOLUNTEER ENERGY: Seeks Private Sale of Customer Contracts to NRG WAYNE BARTON: Torah Academy Buying Boca Raton Property for $6.5MM WC MANHATTAN PLACE: Trustee Taps Kelly Hart & Pitre as Counsel WIN BIG DEVELOPMENT: MTT Buying Phoenix Properties for $1.95-Mil. WOUAFF WOUAFF: Seek to Hire Reissman Law as Bankruptcy Counsel XPRESS GRAIN: $25M Sale of Substantially All Assets to UMB Approved [*] Bankruptcy Judge Isgur Steps Down From Texas Two-Judge Panel [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 17062 COMUNIDAD: $325K Sale of Lutz Homestead to SPA 2 Approved --------------------------------------------------------------- Judge Catherine Peek McEwen of the U.S. Bankruptcy Court for the Middle District of Florida authorized 17062 Comunidad De Avila Trust to sell the real property located at 17062 Comunidad De Avila in Lutz, Florida, to SPA 2, LLC for $325,000, in accordance with the terms of their "As Is" Contract for the Sale of Real Property. The Debtor is authorized to sell the Real Property "as is" and "where-is," free and clear of any potential liens, with valid and enforceable liens attaching to the proceeds of the sale, pursuant to 11 U.S.C. Section 363(c) and (f) and subject to order of the Court. The Trial on Motion to Sell Property Free and Clear of Liens was cancelled. About 17062 Comunidad De Avila Trust 17062 Comunidad De Avila Trust filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 21-04130) on Aug. 6, 2021, listing up to $500,000 in assets and up to $1 million in liabilities. Judge Catherine Peek McEwen oversees the case. Jake C. Blanchard, Esq., at Blanchard Law, P.A., is the Debtor's legal counsel. 203-205 NORTH: Sale of Brooklyn Property for $10.55 Mil. Confirmed ------------------------------------------------------------------ Judge Nancy Hershey Lord of the U.S. Bankruptcy Court for the Eastern District of New York confirmed and approved 203-205 North 8th Street Loft, LLC's sale of the real property located at 203 and 205 North 8th Street, in Brooklyn, New York 11211 (Block: 2313, Lots 28 and 29), to 203-205 North 8th Property LLC for $10.55 million. The Sale Hearings were held on March 8, 2022, and March 22, 2022. The Debtor and the Secured Creditors are authorized, empowered and directed to consummate the Sale of the Property to: (a) the Insider Group or its designee, and such designee will have all of the rights and benefits of the Insider Group under the Order for the sum of $10.55 million; or (b) if the Insider Group defaults, to DAX or its designee, and such designee will have all of the rights and benefits of DAX under the Order, as the Back-up Bidder, after notice and a hearing, and upon further Order of the Court, for the sum of $10.5 million. The Debtor is authorized and directed to sell the Property to the Insider Group and such sale will be free and clear of all claims, liens, and encumbrances against the Property of any nature whatsoever. The Insider Group is assuming and the Debtor will assign to the Insider Group all residential leases in connection with the Property. The Insider Group will not assume and the Debtor will reject all non-residential leases and executory contracts, unless the Insider Group complies with the Plan's requirements in Section 5.1 of the Plan, including by filing and serving an Assumption Notice. In the event that the Insider Group fails to close on the sale of the Property in accordance with the Order, then the sale of the Property to DAX will close, after notice and a hearing and upon further Order of the Court. At the closing of the sale of the Property, the Debtor (or its agent) and, where applicable, the Receiver will deliver all documents and items necessary to convey title to the Insider Group. The 14-day stay provided for in Bankruptcy Rule 6004(h) is waived and will not be in effect and, pursuant to Bankruptcy Rules 6004, 7062, and 9014, the Order will be effective and enforceable immediately upon entry. At the closing of the Sale of the Property, the Distribution Agent will make all payments required to be made under the Plan. At the Closing of the Sale of the Property, the Insider Group will pay the Broker (i) an amount equal to 2% of the Purchase Price as a commission in accordance with the Retention Order, and (ii) $4,245.67 for the Broker's expenses that are approved, such sum being separate from and in addition to the Purchase Price. About 203-205 North 8th Street Loft 203-205 North 8th Street Loft, LLC is a New York Limited Liability Company having an address of 4403 15th Avenue, Brooklyn, New York 11219. The Debtor's business consists of ownership and operating of the Property located at 203 and 205 North 8th Street, Brooklyn, New York 11211 (Block: 2313, Lots: 28 and 29). On Feb. 6, 2020, 203-205 North 8th Street Loft, LLC, filed a petition for Chapter 11 bankruptcy relief (Bankr. E.D.N.Y. Case No. 20-40793), which was executed by Johnathan Rubin, as President of the Debtor. The Debtor was estimated to have less than $1 million in assets and liabilities. The Debtor is represented by KRISS & FEUERSTEIN LLP. ALACRITY HOLDINGS: Gets OK to Tap Rountree as Bankruptcy Counsel ---------------------------------------------------------------- Alacrity Holdings 6, LLC received approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Rountree Leitman & Klein, LLC to serve as legal counsel in its Chapter 11 case. The firm's services include: a. providing the Debtor with legal advice regarding its powers and duties in the management of its property; b. preparing legal papers; c. assisting in the examination of claims of creditors; d. assisting in the formulation and preparation of a disclosure statement and plan of reorganization; and e. performing all other legal services for the Debtor. The hourly rates charged by the firm's attorneys and staff are as follows: William A. Rountree $495 Hal Leitman $425 David S. Klein $425 Alexandra Dishun $425 Benjamin R. Keck $425 Barret Broussard $395 Elizabeth Childers $350 Taner Thurman $275 Caitlyn Powers $275 Zach Beck $195 Sharon M. Wenger $195 Megan Winokur $150 Catherine Smith $150 Yasmin Alamin $150 The firm received the sum of $30,000 as a retainer. William Rountree, Esq., a partner at Rountree, disclosed in a court filing that his firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: William A. Rountree, Esq. Rountree Leitman & Klein, LLC Century Plaza I 2987 Clairmont Road, Ste 350 Atlanta, GA 30329 Tel: 404-410-1220 Fax: 404 704-0246 Email: swenger@rlklawfirm.com About Alacrity Holdings 6 Alacrity Holdings 6, LLC is registered as a domestic liability company located at 7530 Saint Marlo Country Club Parkway, Duluth, Ga. Alacrity Holdings 6 filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-20284) on April 5, 2022, listed as much as $10 million in both assets and liabilities. Todd E. Hennings serves as Subchapter V trustee. Judge James R Sacca oversees the case. Rountree Leitman & Klein, LLC is the Debtor's bankruptcy counsel. ALMA ROY ROUNDY: Court OK's $340K Sale of Salt Lake City Condo Unit ------------------------------------------------------------------- Judge William T. Thurman of the U.S. Bankruptcy Court for the District of Utah authorized Alma Roy Roundy's sale of the real property located in Salt Lake County, State of Utah, with an approximate street address of Unit 608S, 44 W. 300 S., Salt Lake City, Utah, APN 15-01-283-068-0000, to Isabel Wagner for $340,000, pursuant to the terms and conditions of that certain Real Estate Purchase Contract with an offer reference date of March 15, 2022. The 608 Condo is more particularly described as follows: "UNIT NO. R-608-S, within AMERICAN TOWERS, a Utah condominium project, as the same is identified in the Record of Survey Map recorded in the office of the Salt Lake County Recorder, in book 82-7 of Plats at page 64, and as further defined and described in the Declaration of Covenants, Conditions and Restrictions and Bylaws of the American Towers, a Utah condominium project, recorded in the office of the Salt Lake County Recorder, in Book 5400 at page 292 as Entry No. 3697665 (as said Map and Declaration may be amended or supplemented). TOGETHER WITH: the appurtenant undivided interest in said project's Common Areas as established in said Declaration and allowing for periodic alteration both in the magnitude of said undivided interest and in the composition of the Common Areas and facilities to which said interest relates." Then sale is (a) subject to the Continuing Interests, (b) "free and clear" of all other liens, claims and interests of the Guild Trust Deed, the HOA Lien and any judgments entered against, or judgment liens recorded against, the Debtor), with all such liens and interests to attach to the proceeds, and (c) for the Purchase Price and upon such other terms and conditions as more particularly stated in the Purchase Contract. The Debtor is authorized and empowered to pay at closing the following "Surcharge Amounts": (i) all ad valorem property taxes, sewer fees, garbage fees and laws enforcement fees due in connection with the Property as of the time of closing, including (if not paid at or before closing) a pro-rated amount of the property taxes (or estimated property taxes) due for the year of closing to be reflected as a credit against the Purchase Price; (ii) the closing costs, assessments and prorations for which the Debtor is responsible under the Purchase Contract; (iii) broker's commissions in the aggregate amount of 6% of the Purchase Price, to be split among the Debtor's court-approve broker/agent, and the Buyer’s broker/agent; (iv) $7,500 to Debtor’s counsel, to be held in trust pending allowance of counsel's fees and expenses as ordered by the Court; (v) $1,465 to reimburse the estate for the post-petition expenses paid or incurred by the Debtor to maintain and insure the Property. As requested in both the Sale Motion and the Guild Response, the Debtor is authorized to, and shall, pay "in full at closing" the senior secured claim of Guild pursuant to the Guild Trust Deed. The Debtor further is authorized to pay at closing, but not required to pay at closing, the following secured claims (or portions of secured claims) that are not disputed by the Debtor (subject to the Surcharge Amounts), in the order of their priority (the "Additional Secured Creditor Payments"): in full, the secured claim(s) of the HOA for fees, dues and assessments due relating to the Property, i.e., the HOA Lien. Subject to payment of the foregoing Guild Payoff and Additional Secured Creditor Payments, and after paying or reserving the Surcharge Amounts, all remaining Net Liquidation Proceeds will be paid to the Debtor and funded to the Distribution Account, to be distributed as provided in the Debtor's Plan under Subchapter V of Chapter 11 of the Bankruptcy Code dated Sept. 28, 2021 (as modified by and confirmed by the Confirmation Order) as confirmed by and under the Order Confirming Debtor's Plan under Subchapter V of Chapter 11. Pursuant to 11 U.S.C. Section 506(c) the Debtor will be, and is, authorized and empowered to recover from the proceeds of the sale an amount sufficient to pay and/or reserve the Surcharge Amounts, including without limitation (a) to pay at closing all property taxes and broker's commissions, closing costs and costs of sale, (b) to reimburse the estate for the post-petition expenses paid or incurred by the Debtor to maintain and insure the property, and (c) subject to allowance of the fees and expenses of counsel for the Debtor by the Court, $7,500 to partially compensate and pay legal fees and professional expenses incurred by the Debtor (i) to preserve the Property for potential sale, and (ii) relating to or in any way connected with the sale of the Property (including fees incurred to employ the Debtor's broker/agent, fees incurred by the Debtor relating to efforts to sell the Property, and fees incurred by the Debtor obtaining confirmation of his chapter 11 plan (which contemplated and provided for the sale of the Property). Pursuant to 11 U.S.C. Sections 363(f), the sale of the Property will be subject to the Continuing Interests and will be free and clear of any and all other liens, claims, encumbrances and other interests, including without limitation any lien, encumbrance, and/or interest that may exist in favor of, or that may be asserted by, Guild, the HOA, and any judgment lien creditors of the Debtor. Effective as of closing, all liens and interests in the Property not paid at closing (if any) will be, by this Order and judicial declaration, deemed released and cleared from the Property and (subject to the Surcharge Amounts) will attach, instead, to the net cash proceeds of the sale to the same extent, and with the same priority (if any), as such liens and interests attached to the Property prior to the sale. For cause shown, the 14-day stay otherwise imposed by Federal Rule Bankruptcy Procedure 6004(h) will be and is waived and declared inapplicable. Alma Roy Roundy sought Chapter 11 protection (Bankr. D. Utah Case No. 21-22878) on June 30, 2021. The Debtor tapped Matthew Boley, Esq., as counsel. ALTO MAIPO: Postpones Jurisdiction Battle With Chapter 11 Truce --------------------------------------------------------------- Jeff Montgomery of Law360 reports that the opposing groups in the contentious bankruptcy of Chilean hydropower venture Alto Maipo reported a global truce Tuesday pending confirmation of its Chapter 11 plan in Delaware, with international jurisdiction disputes to be taken up later, possibly in other venues. Luke A. Barefoot of Cleary Gottlieb Steen & Hamilton LLP, counsel to the debtors, told U.S. Bankruptcy Judge Karen B. Owens that the move followed a finding last week that the court cannot directly resolve a dispute between Alto Maipo and its largest proposed customer over a power purchase agreement crucial to the reorganized business. About Alto Maipo Alto Maipo owns the Alto Maipo Hydroelectric Project, outside Santiago, Chile, which is currently under construction. The project comprises two run-of-the-river plants with a combined installed capacity of 531 megawatts. The run-of-the-river project is a joint venture between U.S. utility subsidiary AES Gener and Chilean mining company Antofagasta Minerals (AMSA). Alto Maipo Delaware LLC and Alto Maipo SpA sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 21-11507) on Nov. 17, 2021. Javier Dib, board president and chief restructuring officer, signed the petitions. At the time of the filing, Alto Maipo Delaware LLC estimated between $1 billion and $10 billion in both assets and liabilities. The cases are handled by Judge Karen B. Owens. The Debtors tapped Young Conaway Stargatt & Taylor, LLP and Cleary Gottlieb Steen & Hamilton LLP as legal counsel; Nelson Contador Abogados & Consultores SpA as local Chilean counsel; AlixPartners, LLP as financial advisor; and Lazard Freres & Co. LLC and Lazard Chile SpA as investment banker. Prime Clerk, LLC, is the claims, noticing and administrative agent. ASCENT RESOURCES: S&P Upgrades ICR to 'B+', Outlook Stable ---------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Oklahoma City-based oil and gas exploration and production company Ascent Resources Utica Holdings LLC to 'B+' from 'B', its issue-level rating on its second-lien term loan due 2025 to 'BB' from 'BB-', and its issue-level rating on its senior unsecured debt to 'B+' from 'B'. S&P's '1' recovery rating on the second-lien term loan and its '4' recovery rating on the senior unsecured debt are unchanged. S&P said, "The stable outlook reflects our expectation that the company will maintain funds from operations (FFO) to debt of more than 45% over the next two years and adequate liquidity and use its excess cash flow to continue to reduce its debt, including the borrowings on its credit facility and its outstanding term loan. "The upgrade reflects our forecast for an improvement in Ascent's financial results supported by stronger oil, natural gas, and natural gas liquids (NGL) prices and additional debt repayment. "We recently raised our near-term crude oil and natural gas prices assumptions and now anticipate the price of West Texas Intermediate (WTI) crude oil will average $85 per barrel (/bbl) for the remainder of 2022 and $70/bbl in 2023 while Henry Hub natural gas prices average $5.75 per million Btu (mmBtu) for the remainder of 2022 and $4.25/mmBtu in 2023. Therefore, we estimate Ascent's FFO to debt will improve above 45% while its debt to EBITDA declines to the 1.0x-1.5x range over the next 12 months. We also expect the company to generate significant free cash flow this year and next and anticipate it will reduce the outstanding borrowings on its credit facility as well as its term loan, which matures in 2025. Ascent's closest maturity is its 2024 credit facility, which we expect it will be able to refinance prior to maturity. Additionally, the company has significant hedges in place to support its free cash flow generation in both 2022 and 2023. Ascent has targeted leverage of less than 2x, which we expect it will achieve in 2022 under our forecast assumptions. Finally, we expect the company to proactively address its debt maturing in 2025-2029. Ascent's sizeable position in the Utica shale in Ohio supports our rating. The company has a large reserve base in the low-cost Utica shale, including year-end 2021 proved reserves of 9.2 trillion cubic feet equivalent (Tcfe), of which 89% is natural gas and 53% is proved developed. Ascent expects to utilize 3.5 drilling rigs, spud 80-85 wells, and turn-in-line 75-80 wells with an average lateral length of 13,800 feet during 2022. S&P said, "We expect the company's costs to be relatively in-line with those of its peers. We apply a positive one-notch comparable rating analysis adjustment to our anchor on Ascent to reflect its larger scale and size compared with its 'B'-rated peers, as well as our expectation for a continued improvement in its financial measures due to its reduced debt levels." S&P said, "The stable outlook on Ascent reflects our expectation that the company will maintain FFO to debt of more than 45% over the next two years and adequate liquidity while using its excess cash flow to continue to reduce its debt, including the borrowings on its credit facility and its outstanding term loan due 2025, before undertaking any shareholder initiatives. "We could lower our rating on Ascent if its FFO to debt falls below 30% with no clear path toward improvement, which would most likely occur due to lower commodity prices or if management pursues a more-aggressive-than-expected spending plan that results in materially negative cash flow. "We could raise our rating on Ascent if it is no longer controlled by a financial sponsor and its credit measures continue to improve due to a further reduction in its debt. Additionally, the company would need to address its upcoming maturities." ESG credit indicators: E-4; S-2; G-3 S&P said, "Environmental factors are a negative consideration in our credit rating analysis of Ascent because the exploration and production industry is contending with the accelerating energy transition and adoption of renewable energy sources. We believe falling demand for fossil fuels will lead to declining profitability and returns for the industry as it fights to retain and regain investors that seek higher return investments. To help address these concerns, Ascent has lowered its methane emission intensity rate, is targeting the reuse of 75% of the water produced by its operations, has partnered with Project Canary for a responsible gas certificate, and has communicated a goal of achieving carbon neutrality for its scope 1 and scope 2 emissions by 2025. Governance is a moderately negative consideration, as is the case for most rated entities owned by private-equity sponsors. We believe the company's highly leveraged financial risk profile points to corporate decision-making that prioritizes the interests of its controlling owners. This also reflects private-equity sponsors' generally finite holding periods and focus on maximizing shareholder returns." ATIS HOLDINGS: Taps Accurate Tax & Bookkeeping as Accountant ------------------------------------------------------------ Atis Holdings, LLC received approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ Accurate Tax & Bookkeeping Services, LLC as its accountant. The Debtor requires an accountant to prepare its monthly operating reports and tax returns, and provide other accounting services. The firm will be paid $85 per hour for tax and consulting services, and $60 per hour for general bookkeeping and accounting services. In addition, the firm will receive reimbursement for out-of-pocket expenses. Greg Menia, a partner at Accurate Tax, disclosed in a court filing that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Greg Menia Accurate Tax & Bookkeeping Services LLC 710 Oakfield Drive #159 Brandon, FL 33511 Tel: (813) 655-9702 Email: greg@brandonaccountant.com About Atis Holdings Atis Holdings, LLC is an operator of coin-operated laundries and drycleaners located at 16226 Bridgepark Drive, Lithia, Fla. Atis Holdings filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-00919) on March 9, 2022, disclosing as much as $1 million in both assets and liabilities. Ruediger Mueller serves as Subchapter V trustee. Judge Catherine Peek Mcewen oversees the case. James W. Elliott, Esq., at McIntyre Thanasides Bringgold Elliott and Accurate Tax & Bookkeeping Services, LLC serve as the Debtor's legal counsel and accountant. BETTER 4 YOU: Court OKs Deal on Cash Collateral Access ------------------------------------------------------ Better 4 You Breakfast, Inc. and Valley National Bank, successor by merger to Bank Leumi USA, sought and obtained entry of an order from the U.S. Bankruptcy Court Central District of California approving their stipulation on the Debtor's use of cash collateral on an interim basis through May 22, 2022 in accordance with the budget. An immediate and continuing need exists for the Debtor to use cash collateral in order to continue operations and to administer and preserve the value of the Debtor's estate until the anticipated sale of the Debtor's business. On August 16, 2019, the Debtor entered into secured financing arrangements with Bank Leumi, consisting of a $12.5 million revolving line of credit and a $6.75 million term loan, pursuant to various agreements, documents and instruments. Pursuant to the Letter Agreement, Security Agreement and the other Loan Documents, the Lender made advances and provided other credit and financial accommodations to the Debtor secured by substantially all of the assets of the Debtor; as collateral security for all Obligations, the Debtor granted to the Lender a lien upon all of its right, title and interest in, to and under all existing and after acquired personal property and other assets of the Debtor. The parties agree: a. Subject to the continuing protections of the previous Interim Orders, Valley consents to the Debtor's continued use of cash collateral, subject to the terms and conditions of the Fourth Order. b. In the event of any inconsistency between the terms of the Stipulation and the Fourth Interim Order, the terms of the Fourth Interim Order will govern. c. Valley expressly reserves all rights and remedies set forth in the interim orders including, without limitation, the Replacement Liens and other adequate protection forth in the Interim Orders, protection provided therein. The Debtor's use of Cash Collateral is also conditioned upon, and subject to, the Debtor appointing James Wong of Armory Consulting Co., as its Chief Restructuring Officer. All existing adequate protection granted to Valley in the Interim Orders will continue, pursuant to the terms of the Interim Orders, and will remain in full force and effect, including, without limitation, (a) replacement liens on all of the Debtor's post-petition assets and properties, pursuant to sections 361, 362, and 363 of the Bankruptcy Code, except for avoidance actions arising under Chapter 5, Subchapter III of the Bankruptcy Code, and (b) an allowed super-priority administrative expense claim, having priority over all other administrative expenses, pursuant to sections 361 and 507(b) of the Bankruptcy Code. The liens will be self-implementing and will be valid and enforceable, as if Bank Leumi, and its successor by merger, Valley, had undertaken all necessary filings and actions to properly perfect its liens and security interests, including without limitation, the change of its name. The Debtor's authority to use cash collateral will cease on the date that is the earliest to occur of: (a) May 23, 2022; (b) the date of any stay, revocation, reversal, amendment, or other modification, in whole or in part, of the Interim Orders or the Order; (c) the occurrence of an Event of Default; and (d) the date the Court orders the conversion of the Bankruptcy Case to a case under chapter 7 of the Bankruptcy Code, the dismissal of the Bankruptcy Case, or the appointment of a trustee or examiner with expanded power in the Bankruptcy Case. These events constitute an "Event of Default": a. The failure of the Debtor to be in compliance with any term or provision of the Order or the Interim Orders, including, without limitation, the failure of the Debtor to be in compliance with the Budget or the Sale Milestones; b. The amendment or other modification of the Stipulation or the Order in any respect, in whole or in part; c. With respect to each of the CRO and the Investment Banker, (i) the termination of Mr. Wong or the Investment Banker without cause, or (ii) the termination of Mr. Wong or the Investment Banker for cause and the Debtor's failure to retain and seek authority from the Court to employ a replacement CRO or Investment banker acceptable to Valley, on terms acceptable to Valley, within five business days of such termination for cause; d. Any action by the Debtor or its insiders that precludes the CRO from effectuating the duties and responsibilities conferred to the CRO in its retention agreement or therein; e. Any action by the Debtor or its insiders that interferes with, disrupts, delays, or unduly influences the sale process contemplated therein; f. Dismissal of the Bankruptcy Case, conversion of the Bankruptcy Case to a case under chapter 7 of the Bankruptcy Code, or the suspension of the Bankruptcy Case under section 305; and g. The filing of a plan of reorganization or liquidation prior to the closing of the Sale. The Debtor agrees to select and retain an investment banker acceptable to Valley on terms acceptable to Valley, and file an application to retain an Investment Banker by May 6, 2022. The Debtor will establish and populate a data room with the necessary information required to market the Debtor's assets in connection with the Sale, as determined by the CRO, not later than May 6, 2022. The Debtor will continue to populate such data room with such additional information requested by the Investment Banker. The Debtor will file a motion for approval of procedures related to the Sale and auction in form and substance acceptable to Valley not later than May 6, 2022. The Sale Procedures Motion must request authority to select a stalking horse bidder and approve related protections, with the consent of the Lender, prior to any auction without the need for further Court approval. The Debtor agrees to conduct an auction in furtherance of the Sale not later than June 17, 2022. The Debtor must schedule a hearing to approve the sale not later two Business Days following the closing of the auction (if any), subject to the Court's availability. The Sale must close not later than five business days following the Court's entry of an order approving the Sale. The Creditors' Committee will be a consultation party with respect to each of the foregoing Sale Milestones. Valley agrees not to file a motion to appoint a Chapter 11 trustee in this Bankruptcy Case prior to the Termination Date. A copy of the stipulation and the Debtor's four-week budget is available at https://bit.ly/3F47uLo from PacerMonitor.com. A copy of the order is available at https://bit.ly/3y0kKPU from PacerMonitor.com. The Debtor projects $5,435,000 in total receipts and $5,365,000 in total operating disbursements. About Better 4 You Breakfast, Inc. Better 4 You Breakfast, Inc. manufactures, packages and distributes pre-packaged meals on a contract basis for specified periods of time to approximately 400 clients including schools, residential care facilities, senior care facilities, rehabilitation facilities and others in California and Nevada. Those clients distribute the meals to thousands of low income people including school children, those in senior care facilities, medical facilities and in other settings. The meals provided include breakfast, lunch, dinner and snacks. The meals are manufactured and assembled in Los Angeles County, California, at the Company's primary headquarters in the City of Commerce, and distributed through leased warehouses in several "regions". Better 4 You Breakfast sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-10994) on February 24, 2022. In the petition signed by Fernando Castillo, president, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Barry Russell oversees the case. Daniel A. Tilem, Esq., at Law Offices of David A. Tilem is the Debtor's counsel. The Debtor tapped James Wong of Armory Consulting Co., as its Chief Restructuring Officer. Counsel for Valley National Bank, successor by merger to Bank Leumi USA, Keith C. Owens, Esq. Nicholas A. Koffroth, Esq. FOX ROTHSCHILD LLP 10250 Constellation Blvd., Suite 900 Los Angeles, CA 90067 Tel: (310) 598-4150 Fax: (310) 556-9828 E-mail: KOwens@foxrothschild.com NKoffroth@foxrothschild.com - and - Andrew Kramer, Esq. John Bougiamas, Esq. OTTERBOURG P.C. 230 Park Avenue New York, NY 10169 Tel: (212) 661-9100 Fax: (212) 682-6104 E-mail: akramer@otterbourg.com jbougiamas@otterbourg.com BIOSTAGE INC: Settles Wrongful Death Suit Pending in Mass. Court ---------------------------------------------------------------- Biostage, Inc. and Harvard Bioscience, Inc., the former parent of the Company, executed a settlement with the plaintiffs in a wrongful death complaint filed with the Suffolk Superior Court, in the County of Suffolk, Massachusetts, which resolves all claims relating to the litigation. On April 14, 2017, representatives for the estate of an individual plaintiff filed the wrongful death complaint against the Company and other defendants, including HBIO, as well as another third party. The complaint seeks payment for an unspecified amount of damages and alleges that the plaintiff sustained terminal injuries allegedly caused by products provided by certain of the named defendants and utilized in connection with surgeries performed by third parties in Europe in 2012 and 2013. The Settlement will result in the dismissal with prejudice of the wrongful death claim, and neither the Company nor HBIO admit any fault or liability in connection with the claim. The Settlement also resolves any and all claims by and between the parties and the Company's products liability insurance carriers, which will result in the dismissal with prejudice of all claims asserted by or against those carriers, the Company and HBIO. In relation to the litigation, Settlement and related legal expenses, the Company estimates that it has or will incur approximately $6.0 million of costs, of which, approximately $5.7 million remain unpaid. The Company is required to either pay such costs directly or indemnify HBIO as to such amounts it incurs. Of such amounts, Company anticipates that HBIO will pay an aggregate amount of $4.0 million by the end of the second quarter of 2022. With respect to these indemnification obligations of the Company to HBIO pertaining to the costs, the Company and HBIO have entered into a Preferred Issuance Agreement dated as of April 27, 2022 (or the PIA). In connection with the PIA, the Company and HBIO have agreed that once HBIO has paid at least $4.0 million in such costs, to satisfy the Company's indemnification obligations with respect thereto, in lieu of paying cash, the Company will issue senior convertible preferred stock to HBIO that will contain terms as described in the PIA, including the term sheet attached thereto. In addition, the Company will continue to pay, or otherwise indemnify HBIO as to its payment thereof, the remaining legal expenses incurred in connection with the litigation, Settlement and related matters. Assuming the issuance of such preferred stock, the Company currently estimates that the remaining aggregate amount of such costs it will be obligated to pay will be approximately $1.7 million. The issuance of such preferred stock, and the terms thereof, are subject to the negotiation and execution of definitive documents relating thereto, but in accordance with the PIA, such preferred stock will automatically convert into shares of common stock of the Company upon the earlier to occur of the Company's offering that includes common stock (whether private placement or public offering) that coincides with its uplisting onto NASDAQ, its public offering that includes common stock following the issuance of the preferred stock, or its initial private placement that includes common stock following the issuance of the preferred stock in the event the gross proceeds of such private placement are $4,000,000 or more. In addition, in accordance with the PIA, such preferred stock will also be subject to optional conversion by HBIO at any time and prior to any such automatic or optional conversion, will have dividends paid quarterly in additional shares of preferred stock at a rate of 8% per annum. The preferred stock will also have customary liquidation preferences, and certain limited consent and piggyback registration rights. About Biostage Holliston, Massachusetts-based Biostage, Inc. -- www.biostage.com -- is a clinical-stage biotech company that uses cell therapy to regenerate organs inside the human body to treat cancer, trauma and birth defects. The Company has performed the world's first regeneration of an esophagus in a human cancer patient. This surgery was performed at Mayo Clinic and was published in August 2021. Biostage reported a net loss of $7.98 million for the year ended Dec. 31, 2021, compared to a net loss of $4.87 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $1.87 million in total assets, $4.90 million in total liabilities, and a total stockholders' deficit of $3.03 million. Flushing, New York-based Wei, Wei & Co., LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated March 31, 2022, citing that the Company has suffered recurring losses from operations, has an accumulated deficit, uses cash flows in its operations, and will require additional financing to continue to fund its operations. This raises substantial doubt about the Company's ability to continue as a going concern. BIZGISTICS INC: Online Auction of Truck, Trailer & Tools Approved ----------------------------------------------------------------- Judge Roberta A. Colton of the U.S. Bankruptcy Court for the Middle District of Florida approved Bizgistics, Inc.'s online auction of a truck (VIN 1FD0W5HT0JEC21611), a Trailer (VIN 55YBE1821EN002935), and all the tools and equipment therein, free and clear of liens, with any liens, claims or interests attaching to the proceeds of the sale. The Debtor is authorized to sell the Property set forth in the Sale Motion pursuant to the terms of the Agreement with Ritchie Bros. Auctioneers as set forth in the Sale Motion. If the sale process changes, the Debtor will notify Gareth Banner and Banner Delivery, Inc. and obtain written approval of such changes and authority to proceed, or, to the extent agreement is not freely granted, the Debtor will seek the Court's approval of any changes with notice and opportunity to be heard before the Auctioneer is permitted to proceed with the sale. The Debtor will remit (or cause the Auctioneer to remit) all net proceeds from the sale of the Property to Aaron Cohen, Subchapter V Trustee, who will maintain such net proceeds until further order of the Court, with an accounting of the fees and costs associated with the auction. The Auctioneer will be entitled to retain the fees and costs associated with the sale of the Property to the extent provided for in the Application without further order of the Court. All rights are reserved regarding all parties' interest in the net sale proceeds, without waiving the Debtor's rights to setoff. If the Court ultimately determines that the Property is owned by Banner Delivery, Inc. (and was not sold in the APA to the Debtor), then Banner Delivery, Inc. will be entitled to an Allowed Claim in the amount of fees and costs associated with the auction of the Property. The Debtor and Banner Delivery, Inc. reserve all rights as to such claim, including any and all rights of setoff, and the proper classification of such claim, which classification will be determined after the Court determines ownership of the Property. Attorney Megan W. Murray, Esq., is directed to serve a copy of the Order on interested parties who do not receive service by CM/ECF and file a proof of service within three days of entry of the Order. About Bizgistics Bizgistics, Inc., a freight transportation arrangement services provider based in Rydal, Pa., filed a voluntary petition for Chapter 11 protection (Bankr. M.D. Fla. Case No. 21-02197) on Sept. 12, 2021, listing as much as $10 million in both assets and liabilities. Darrell Giles, chief executive officer and director, signed the petition. Judge Roberta A. Colton oversees the case. The Debtor tapped Underwood Murray PA as bankruptcy counsel, Erik Johanson PLLC as special litigation counsel, and Redcross, Martin & Associates, Inc. as accountant. BLUE EAGLE: Forse Investments Selling Birmingham Property for $260K ------------------------------------------------------------------- Judge Tamara O. Mitchell of the U.S. Bankruptcy Court for the Northern District of Alabama granted the request of Blue Eagle Farming, LLC, for an expedited hearing on Forse Investments, LLC's sale of the real property located at 509 Ridge, in Birmingham, Alabama, to Crystal Darden for $260,000, in accordance with the terms of their General/Financed Residential Contract. Due to the exigent nature of the relief requested in the Motion, and the closing date quickly approaching, the Court conducted hearings (i) at the U.S. Bankruptcy Court for the Northern District of Alabama, Southern Division, 1800 5th Avenue North, Birmingham, Alabama 35203; and (ii) via electronic means (i.e. Zoom or telephonic methods), on April 14, 2022, at 9:50 a.m. (CST) on the Motion. The counsel for the Debtors will serve a copy of the Order on those parties that receive notice of the Expedited Motion. Such service will be made by expeditious means (including by facsimile or by electronic mail). About Blue Eagle Farming Blue Eagle Farming and H J Farming are engaged in the business of cattle ranching and farming. Blue Smash Investments operates in the financial investment industry; War-Horse Properties manages companies and enterprises; Eagle Ray Investments and Forse Investments are lessors of real estate while Armor Light, LLC, is engaged in the business of residential building construction. Blue Eagle Farming, LLC, and its affiliate H J Farming, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ala. Case Nos. 18-02395 and 18-02397) on June 8, 2018. On June 9, 2018, five Blue Eagle affiliates filed Chapter 11 petitions: Blue Smash Investments LLC, Eagle Ray Investments LLC, Forse Investments LLC, Armor Light LLC, and War-Horse Properties, LLLP (Bankr. N.D. Ala. Case Nos. 18-81707 to 18-81711). The cases are jointly administered under Case No. 18-02395. In the petitions signed by Robert Bradford Johnson, general partner of Blue Eagle Farming, LLC's sole owner, Blue Eagle estimated $1 million to $10 million in assets and $100 million to $500 million in liabilities as of the bankruptcy filing. Judge Tamara O. Mitchell presides over the cases. Burr & Forman LLP is the Debtors' legal counsel. BOMBARDIER RECREATIONAL: S&P Rates US500MM Term Loan B 'BB' ----------------------------------------------------------- S&P Global Ratings assigned its 'BB' issue-level rating and '4' recovery rating to Bombardier Recreational Products Inc.'s (BRP) proposed US$500 million issuance. S&P Global Ratings also affirmed its 'BB' issue-level rating, with a '4' recovery rating, on BRP's existing term loan, and revised its recovery estimate on the secured debt to 30% from 40%. This revision reflects higher senior secured claims under a simulated default scenario because the proposed incremental term loan issuance ranks pari passu with the existing senior secured term loan. Since the recovery estimate is at the lower end of the '4' recovery rating range, any additional secured debt (upsized asset-based loan [ABL] or incremental term loan) could lead them to revise the recovery rating to '5'. S&P said, "We expect the company will use the proceeds to fund its refinance euro-denominated loans, maintain balance-sheet flexibility, share repurchases, and for other general corporate purposes. The additional debt issuance increased S&P Global Ratings' adjusted gross debt to EBITDA by about 0.5x but remains in the 2.0x-2.5x range over the next 12-24 months, which is below our downside threshold of 4.0x. As a result, we expect our 'BB' issuer credit rating and stable outlook on BRP will remain unaffected by the proposed debt. We estimate the company's adjusted EBITDA will improve to the mid-to-high single-digit area over the next 12-24 months, reflecting BRP's strong performance and increased demand from the company's year-round and seasonal products, despite the increased cost inflation pressures due to global supply-chain disruptions. We expect BRP's deleveraging will be a function of EBITDA growth rather than debt reduction and provide cushion under the current ratings to accommodate debt-funded acquisitions or shareholder repurchase. In our view, the company's credit quality will be dependent on BRP's ability to create balance-sheet capacity to manage potential cash flow volatility due to macroeconomic weakness, shareholder returns, and acquisitions." ISSUE RATINGS—RECOVERY ANALYSIS Key analytical factors -- S&P's simulated default scenario incorporates the assumption that BRP will default in 2027, following weak macroeconomic conditions such as lower consumer demand for discretionary products, increased competition, unfavorable weather conditions, and margin pressure arising from rising commodity costs leading to poor operating performance. -- S&P assumes that BRP would be reorganized or be sold as a going concern because the company would likely retain greater value as an ongoing entity rather than being liquidated in the event of default. -- S&P believes that if the company were to default, it would remain a viable business model driven by its good brand recognition, good market position in the motorized recreational leisure products market, and its relationships with dealers. -- S&P values BRP on a going-concern basis using a 6x EBITDA multiple of C$274 million of emergence EBITDA estimate and 5% administrative expenses. -- The EBITDA multiple is 0.5x lower than the industry multiple of 6.5x, reflecting the company's products, which are discretionary in nature and are volatile to economic cycles. -- S&P applies an operational adjustment of negative 35% reflecting the company's stable EBITDA generation from its improved product diversity and lower leverage would require more EBITDA deterioration than its peers in the similar rating category. -- Due to this, the senior secured ABL has a '1' recovery rating, indicating S&P's expectation for very high (90%-100%, rounded estimate: 95%) recovery in the event of a default, leading to an issue-level rating of 'BBB-' -- The '4' recovery rating on the company's senior secured term loan B indicates S&P's expectation for meaningful (30%-50%, rounded estimate: 30%) recovery in the event of default, leading to an issue-level rating of 'BB'. Simulated default assumptions -- Simulated year of default: 2027 -- EBITDA at emergence about C$274 million -- EBITDA multiple: 6.0x Simplified waterfall -- Gross recovery value: about C$1.64 billion -- Net recovery value for waterfall after administrative expenses (5%): about C$1.53 billion -- Obligor/nonobligor valuation split: 100%/0% -- Estimated priority claims: About C$30 million -- Remaining recovery value: C$1.53 billion -- Estimated senior secured ABL claim: about C$678 million --Recovery range: 90%-100% (rounded estimate: 95%) -- Value available for senior secured term loan B claim: about C$855 million -- Estimated senior secured term loan B claim: about C$2.53 billion --Recovery range: 30%-50% (rounded estimate: 30%) Notes: All debt amounts include six months of prepetition interest. BOOK GALORE AND MORE: Files Chapter 11 Bankruptcy Protection ------------------------------------------------------------ Book Galore and More filed for chapter 11 protection in the Northern District of Georgia. According to court documents, Book Galore and More 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 26, 2022 at 02:00 P.M. About Books Galore and More Book Galore and More -- http://www.booksgaloreandmore.com/-- is a Georgia-based bookstore. Book Galore and More sought Chapter 11 bankruptcy protection (Bankr. N.D. Ga. Case No. 22-53163) on April 25, 2022. In the petition filed by Monique S. Hall, as owner, Book Galore and More listed estimated assets between $50,000 and $100,000. BOULDER BOTANICALS: Auction Sale of Substantially All Assets Okayed ------------------------------------------------------------------- Judge Elizabeth E. Brown of the U.S. Bankruptcy Court for the District of Colorado authorized Boulder Botanicals and Biosciences Laboratories, Inc.'s bidding procedures relating to the auction sale of substantially all assets. The hearing on the proposed sale of the Debtor's Assets was set for April 14, 2022, at 9:30 a.m. (PMT) or at such later date and time as counsel and interested parties may be heard by the Court by Zoom. The Sale Objection Deadline was April 12, 2022. The Sale Notice and Cure Notice are approved. The Cure Objection Deadline was April 12, 2022. Copies of exhibits to the Bid Procedures Motion may be obtained by request in writing via email from counsel to the Debtor: Thomas G. Zeichman, Esq., Beighley, Myrick, Udell & Lynne, P.A., 2385 Executive Center Drive, Suite 250, Boca Raton, FL 33431, E-mail at tzeichman@bmulaw.com. In addition, copies of the aforementioned may be found on the Pacer website. The Debtor reserves the right to enter into an agreement for an initial stalking horse bid for the Assets in advance of the Bid Deadline, which stalking horse bid will be subject to higher and better bids at the Auction. In the event the Debtor enters into such Stalking Horse Agreement, then the Debtor may file a motion with the Court to approve such Stalking Horse Agreement and any matters related thereto, and the Court will conduct a hearing thereon on an expedited basis. The stay provided for in Bankruptcy Rule 6004(h) is waived and the Bid Procedures Order will be effective immediately upon its entry. All time periods set forth in the Bid Procedures Order will be calculated in accordance with Bankruptcy Rule 9006(a). A copy of the Bidding Procedures is available at https://tinyurl.com/3dard3z3 from PacerMonitor.com free of charge. About Boulder Botanical Boulder Botanical & Bioscience Laboratories, Inc. filed a voluntary petition for Chapter 11 protection (Bankr. D. Colo. Case No. 21-15340) on Oct. 21, 2021, listing up to $500,000 in assets and up to $10 million in liabilities. Judge Elizabeth E. Brown oversees the case. Berken Cloyes PC serves as the Debtor's counsel. BUSY BEES: Files Chapter 11 Bankruptcy Protection ------------------------------------------------- Busy Bees Smocks! LLC, d/b/a Busy Bees Smocks, filed for chapter 11 protection in the Northern District of Alabama. According to court filings, Busy Bees Smocks estimates between 1 and 49 unsecured creditors. The petition states funds will be available to Unsecured Creditors. A telephonic meeting of creditors under 11 U.S.C. Sec.341(a) is slated for May 19, 2022 at 11:00 a.m. About Busy Bees Smocks! Busy Bees Smocks! LLC -- https://Busybeessmocks.com/ -- doing business as Busy Bees Smocks, is an online children's clothing boutique. Busy Bees Smocks sought Chapter 11 bankruptcy protection (Bankr. N.D. Ala. Case No. 22-00938) on April 22, 2022. In the petition filed by Courtney Burrage, as managing member, Busy Bees Smocks estimated assets between $100,000 and $500,000 and estimated liabilities between $1 million and $10 million. The case is assigned to Honorable Bankruptcy Judge D. Sims Crawford. Steven D Altmann, of Nomberg Law Firm, is the Debtor's counsel. BUSY BEES: Wins Cash Collateral Access -------------------------------------- The U.S. Bankruptcy Court for the Northern Division of Alabama, Southern Division, authorized Busy Bees Smocks!, LLC to use cash collateral on an interim basis in accordance with the budget. The Debtor requires use of cash collateral to continue its business operations without interruption. The Debtor is permitted to use cash collateral for these purposes: a. maintenance and preservation of its assets; b. collection of its cash or accounts receivable; and c. payment of items pursuant to the Budget and the Interim Order. As adequate protection for the use of cash collateral, SellersFunding Corp. is granted, subject to the Trustee's verification of SellersFunding's lien and perfection in pre-Petition Date Cash Collateral, a replacement lien under sections 361(1) and 361(2) of the Bankruptcy Code to the extent SellersFunding's cash collateral is used by the Debtor in all post-petition assets of the Debtor. The Replacement Liens: (i) are and will be in addition to any valid pre-petition liens; (ii) will have the same priority in the Debtor’s post-petition assets, and proceeds thereof, that SellersFunding held in the prepetition collateral; (iii) are and will be first priority liens, subject only to liens permitted under the controlling pre-petition loan agreement that are properly perfected, valid, and enforceable without any further action as of the Petition Date; and (iv) will remain in full force and effect notwithstanding any conversion or dismissal of the Bankruptcy Case. These events constitute an "Event of Default:" (i) The Debtor fails to duly and punctually observe, perform or discharge any obligation or duty imposed upon it by this Interim Order; (ii) Conversion of the case to Chapter 7; or (iii) Appointment of an examiner with expanded powers. Upon the occurrence of an Event of Default, unless cured by the Debtor after 10 days written notice by SellersFunding, the Debtor's use of cash collateral will automatically terminate. The final hearing on the matter is scheduled for May 18, 2022 at 9:45 a.m. A copy of the order is available at https://bit.ly/38CL7Rd from PacerMonitor.com. About Busy Bees Smocks!, LLC Busy Bees Smocks!, LLC operates an online children's clothing store. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ala. Case No. 22-00938) on April 22, 2022. In the petition signed by Courtney Burrage, managing member, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge D. Sims Crawford oversees the case. Steven D. Altmann, Esq., at Nomberg Law Firm is the Debtor's counsel. CALAMP CORP: Amal Johnson Won't Stand for Re-election as Director ----------------------------------------------------------------- Amal Johnson, a member and the chairperson of the board of directors of CalAmp Corp., and a member of the Governance and Nominating Committee and the Cybersecurity and Data Privacy Committee of the board, notified the company that she has decided not to stand for re-election as a director of the company at its 2022 annual stockholder meeting. The decision was not the result of any disagreement with the company on any matter relating to its operations, policies or practices, as disclosed in a Form 8-K filed with the Securities and Exchange Commission. ‎ About CalAmp CalAmp Corp. is a connected intelligence company that leverages a data-driven solutions ecosystem to help people and organizations improve operational performance. It solves complex problems for customers within the market verticals of transportation and logistics, commercial and government fleets, industrial equipment, and consumer vehicles by providing solutions that track, monitor, and recover their vital assets. The data and insights enabled by CalAmp solutions provide real-time visibility into a user's vehicles, assets, drivers, and cargo, giving organizations greater understanding and control of their operations. Ultimately, these insights drive operational visibility, safety, efficiency, maintenance, and sustainability for organizations around the world. Calamp reported a net loss of $27.99 million for the year ended Feb. 28, 2022, a net loss of $56.31 million for the year ended Feb. 28, 2021, and a net loss of $79.30 million for the year ended Feb. 29, 2020. CALAMP CORP: Incurs $28M Net Loss in FY Ended Feb. 28, 2022 ----------------------------------------------------------- Calamp Corp. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $27.99 million on $295.84 million of total revenues for the year ended Feb. 28, 2022, compared to a net loss of $56.31 million on $308.59 million of total revenues for the year ended Feb. 28, 2021. The Company reported a net loss of $79.30 million for the year ended Feb. 29, 2020. As of Feb. 28, 2022, the Company had $391.58 million in total assets, $316.18 million in total liabilities, and $75.40 million in total stockholders' equity. In Fiscal 2022, the Company's primary cash needs have been for working capital purposes, and to a lesser extent, capital expenditures. "We have historically funded our principal business activities through cash flows generated from operations and cash on hand. As we grow and transition our customer base to a subscription model while increasing our revenues, there will be a need for working capital in the future. Our immediate sources of liquidity are cash, cash equivalents and our revolving credit facility. We believe that our existing cash and cash equivalents, funds anticipated to be generated from our operations, and available borrowing on our revolving credit facility will be sufficient to meet our working capital needs for at least the next 12 months. Our future capital requirements may vary from those currently planned and will depend on many factors, including our rate of sales growth, the timing and extent of spending on various business initiatives, our international expansion, the timing of new product introductions, market acceptance of our solutions, and overall economic conditions including the potential impact of global supply imbalances and COVID-19 on the global financial markets. To the extent that current and anticipated future sources of liquidity are insufficient to fund our future business activities and requirements, we may be required to seek additional equity or debt financing," CalAmp stated in the SEC filing. A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/730255/000156459022016493/camp-10k_20220228.htm About CalAmp CalAmp Corp. is a connected intelligence company that leverages a data-driven solutions ecosystem to help people and organizations improve operational performance. It solves complex problems for customers within the market verticals of transportation and logistics, commercial and government fleets, industrial equipment, and consumer vehicles by providing solutions that track, monitor, and recover their vital assets. The data and insights enabled by CalAmp solutions provide real-time visibility into a user's vehicles, assets, drivers, and cargo, giving organizations greater understanding and control of their operations. Ultimately, these insights drive operational visibility, safety, efficiency, maintenance, and sustainability for organizations around the world. CARESTREAM HEALTH: S&P Lowers Long-Term ICR to 'CC', On Watch Neg. ------------------------------------------------------------------ S&P Global Ratings lowered its long-term issuer credit rating on Carestream Health Inc. to 'CC' from 'B-' and placed it on CreditWatch with negative implications. S&P said, "We also lowered the second-lien issue-level rating to 'CC' from 'CCC+' and placed our 'B-' first-lien issue-level rating on CreditWatch with negative implications. "The negative CreditWatch placement reflects our expectation that we will lower our issuer credit rating to 'SD' (selective default) and the ratings on the affected issues to 'D' if the exchange is completed. "Immediately following completion of the exchange, we would raise the issuer credit rating to a level that reflects the new capital structure and near-term business prospects. "We regard Carestream's proposed debt exchange as tantamount to default once completed. Carestream Health announced a recapitalization transaction on April 25, 2022, which includes eliminating approximately $220 million in debt. As part of the transaction, Carestream's lenders are exchanging debt for the company's common equity and will become the new owners of the company. In our view, the offer implies the creditors will receive less value than what was originally promised by converting debt into a more junior security, without sufficient offsetting compensation. While final terms of the exchange are uncertain, we expect most of the second-lien debt will be converted into common equity and therefore have lowered our rating on the second-lien debt to 'CC' from 'CCC+'. The CreditWatch listing on the first-lien debt reflects the potential that we could also lower the first-lien issue-level ratings should we expect some first-lien debt to be exchanged for equity. "An unfavorable macroeconomic environment and exposure to secularly declining film business may pose challenges in refinancing the full capital structure as debt maturities approach in the near term. We believe this exchange is distressed in nature, rather than opportunistic, given the fact that the film business is exposed to secular headwinds and the current capital structure is unsustainable in the long term. Increasing interest rates, inflationary pressure, and uncertainty from COVID-19 in China are also unfavorable and could limit the company's ability to refinance the full capital structure when the first-lien debt becomes current this month. Even if the company were able to refinance all first and second lien debt at par, we believe the higher interest costs would further impair the longer-term sustainability of the capital structure given the company's current operating outlook. Consequently, we view Carestream's proposed transaction as distressed and, upon completion we would lower the rating on Carestream to 'SD'. "Notwithstanding the downgrade, we believe the exchange, if successful, would benefit Carestream's credit profile by reducing its reported debt and improving cash flow generation. Immediately following completion of the exchange, and assuming the company can refinance remaining debt not subject to the exchange, we will reassess the ratings based on the new capital structure and near-term business prospects. "The negative CreditWatch placement reflects our expectation that we will lower our issuer credit rating on the company to 'SD' and the ratings on the affected issues to 'D' if the exchange is completed. We will reassess our rating on the company, as well as our issue-level ratings on its rated debt, following the completion of the exchange." CARVANA CO: Plans to Offer $2.275-Bil. Senior Unsecured Notes ------------------------------------------------------------- Carvana Co. plans to offer, subject to market conditions and other factors, $2.275 billion in aggregate principal amount of Senior Unsecured Notes due 2030. Carvana intends to use the net proceeds from the issuance of the Notes, together with the net proceeds from the proposed offering of $1 billion of Series A perpetual preferred stock, to finance the proposed acquisition of the U.S. physical auction business of ADESA, Inc. from KAR Auction Services, Inc. for approximately $2.2 billion, to pay related fees and expenses, and for working capital, capital expenditures and other general corporate purposes. The consummation of the proposed private offering of the Notes is not contingent upon the closing of the proposed Preferred Stock Private Placement, and the proposed Preferred Stock Private Placement is not contingent upon the closing of the proposed private offering of the Notes. The Notes will not be registered under the Securities Act, or the securities laws of any other jurisdiction, and will not be offered or sold in the United States or to U.S. persons absent registration or an applicable exemption from the registration requirements. The offering of the Notes will be made only to persons reasonably believed to be qualified institutional buyers in accordance with Rule 144A under the Securities Act and to non-U.S. persons in accordance with Regulation S under the Securities Act. About Carvana Founded in 2012 and based in Tempe, Arizona, Carvana Co. -- http://www.carvana.com-- is a holding company that was formed as a Delaware corporation on Nov. 29, 2016. Carvana is an e-commerce platform for buying and selling used cars. The Company owns and operates Carvana.com, which enables consumers to quickly and easily shop vehicles, finance, trade-in or sell their current vehicle to Carvana, sign contracts, and schedule as-soon-as-next-day delivery or pickup at one of Carvana's patented, automated Car Vending Machines. Carvana Co. reported a net loss of $287 million in 2021, a net loss of $462 million in 2020, a net loss of $365 million in 2019, a net loss of $254.74 million in 2018, and a net loss of $164.32 million in 2017. As of Dec. 31, 2021, Carvana had $7.01 billion in total assets, $6.49 billion in total liabilities, and $525 million in total stockholders' equity. * * * As reported by the TCR on April 27, 2022, S&P Global Ratings affirmed its 'CCC+' issuer credit rating on Carvana Co. S&P said, "The affirmation and positive outlook reflect our expectation that the company's margins will slowly recover from issues in early 2022 and that the acquisition will support Carvana's growth strategy to leverage an enhanced physical footprint, though it will delay its path to positive free operating cash flow (FOCF)." In April 2022, Moody's Investors Service downgraded Carvana Co.'s, corporate family rating to Caa1 from B3. Moody's said the downgrade reflects Carvana's very weak credit metrics, persistent lack of profitability and negative free cash flow generation which Moody's expect to continue as the company embarks on building out, adequately staffing and ramping up acquired sites and existing locations to where they are cash flow positive on a sustained basis. The downgrade also reflects governance considerations particularly Carvana's financial policies which support its external floor plan facilities going current despite the expectation for significant negative free cash flow as well as its decision to finance the ADESA acquisition partially with debt despite its very high leverage. CHAD W. THOMAS: Asks Approval of Box Butte County Property Sale --------------------------------------------------------------- Chad W. Thomas and Lisa K. Thomas filed with the U.S. Bankruptcy Court for the District of Nebraska their second amended request for approval of their proposed sale to Don Thomas the following land, together with all equipment, improvements, structures and fixtures situated thereon; together with all rights, privileges and appurtenances thereto: Township 25 North, Range 49 West of the 6th P.M., Box Butte County, Nebraska: Section 5: SW1/4; Section 26: SE14a; and SW1/4 except a tract of land in the SW1/4 more particularly described as follows: commencing at the southwest corner of said SW1/4; thence north along the west line of said section for a distance of 450.42 feet; thence east parallel to the south line of said section for a distance of 450.42 feet; thence south parallel to the west line of said section for a distance of 450.42 feet; thence west along the south line of said section for a distance of 450.42 feet to the point of beginning. The Motion amends, supersedes and replaces the Motion To Sell lend Free And Clear Of All Liens And Encombrances, Except Taxes, Notice and Certificate of Service, filed and served on April 6, 2022. The Motion is filed in connection with the Option to Purchase contained, in the Stipulation approved by the Court, and made a part of the 2nd Amended Plan of Reorganization, approved by the Court and continued on Dec. 29, 2021. Said Stipulation contains the Option To Purchase given to Don Thomas, which to close on the option requires a net payment to Equity Bank of $1,510,91 8.21, less non-tax closing costs and fees, which option will be all-inclusive of all assets that serve as the collateral of Equity Bank, for claims in Classes 12, 13, and 14 of the described confirmed Plan, which includes the property. The Motion requests approval for the conveyance of said land free and clear ofany liens or encumbrances, except for general real estate property taxes, on any ofthe parcels of land described, to include all pivots and all other irrigation equipment situate on the described parcels of land, on which Equity Bank, as successor to Almeria State Bank, has alien and upon said payment described to be made to Equity Bank. Chad W. Thomas and Lisa K. Thomas sought Chapter 11 protection (Bankr. D. Neb. Case No. 21-40519) on May 7, 2021. The Debtor tapped Wayne Griffin, Esq., as counsel. CHAD W. THOMAS: Sale of Box Butte County Property to Thomas OK'd ---------------------------------------------------------------- Judge Wayne E. Griffin of the U.S. Bankruptcy Court for the District of Nebraska authorized Chad W. Thomas and Lisa K. Thomas to sell to Don Thomas the following land, together with all equipment, improvements, structures and fixtures situated thereon; together with all rights, privileges and appurtenances thereto: Township 25 North, Range 49 West of the 6th P.M., Box Butte County, Nebraska: Section 5: SW1/4; Section 26: SE14a; and SW1/4 except a tract of land in the SW1/4 more particularly described as follows: commencing at the southwest corner of said SW1/4; thence north along the west line of said section for a distance of 450.42 feet; thence east parallel to the south line of said section for a distance of 450.42 feet; thence south parallel to the west line of said section for a distance of 450.42 feet; thence west along the south line of said section for a distance of 450.42 feet to the point of beginning. The Motion was filed in connection with the Option to Purchase contained in the Stipulation, Fil No. 157, approved by the Court at Fil No. 159, and made a part of the 2nd Amended Plan of Reorganization, approved by the Court and confirmed on Dec. 29, 2021, at Fil No. 185. Said Stipulation contains the Option To Purchase given to Don Thomas, which to close on the option requires a net payment to Equity Bank of $1,510,918.21, less non-tax closing costs and fees, which option will be all-inclusive ofall assets that serve as the collateral of Equity Bank, for claims in Classes 12, 13, and 14 of the confirmed Plan and includes the described parcels of pivot irrigated land with all pivots and all other irrigation equipment included, with a Warranty Deed describing the land from the Debtors. The sale is the and clear ofall liens and encumbrances, except for real estate taxes. Specific order will be submitted to the Court. The Movants are responsible for giving notice to parties in interest as required by rule or statute. A hearing on the Motion was held on April 13, 2022. Chad W. Thomas and Lisa K. Thomas sought Chapter 11 protection (Bankr. D. Neb. Case No. 21-40519) on May 7, 2021. The Debtors tapped Wayne Griffin, Esq., as counsel. CHAD W. THOMAS: Seeks Approval of Sale of Box Butte County Property ------------------------------------------------------------------- Chad W. Thomas and Lisa K. Thomas ask the U.S. Bankruptcy Court for the District of Nebraska to approve their sale to Don Thomas the following land, together with all equipment, improvements, structures and fixtures situated thereon; together with all rights, privileges and appurtenances thereto: Township 25 North, Range 49 West of the 6th P.M., Box Butte County, Nebraska: Section 5: SW1/4; Section 26: SE14a; and SW1/4 except a tract of land in the SW1/4 more particularly described as follows: commencing at the southwest corner of said SW1/4; thence north along the west line of said section for a distance of 450.42 feet; thence east parallel to the south line of said section for a distance of 450.42 feet; thence south parallel to the west line of said section for a distance of 450.42 feet; thence west along the south line of said section for a distance of 450.42 feet to the point of beginning. The Motion is filed in connection with the Option to Purchase contained, in the Stipulation approved by the Court, and made a part of the 2nd Amended Plan of Reorganization, approved by the Court and continued on Dec. 29, 2021. Said Stipulation contains the Option To Purchase given to Don Thomas, which to close on the option requires a net payment to Equity Bank of $1,510,91 8.21, less non-tax closing costs and fees, which option will be all-inclusive of all assets that serve as the collateral of Equity Bank, for claims in Classes 12, 13, and 14 of the described confirmed Plan, which includes the property. The Motion provides for the conveyance of said land free and clear of any liens or encumbrances, except for general real estate property taxes, on any of the parcels of land described, to include all pivots and all other irrigation equipment situate on the described parcels of land, on which Equity Bank, as successor to Almeria State Bank, has a lien and upon said payment described to be made to Equity Bank. Equity Bank will provide to Don Thomas a Bill of sale for the farm equipment, all pivots and all other irrigation equipment situate on the described parcels of land, two Peterbilt Trucks, and a 2002 Dodge Ram Pickup with Bale Bed free and clear of all liens of Equity Bank and will cause to be released and terminated all liens on the farm equipment, all pivots and all other irrigation equipment situate on the land, the two Peterbilt Trucks and 2002 Dodge Ram Pickup with Bale Bed, by providing, termination statements as to any security interest held by Equity Bank and transfer and conveyance documents to the vehicles and Deed(s) of Reconveyance on any and all Deeds of Trust and Trust Deeds, in which said bank holds an interest in the land, however nominated. For the reasons stated, the Debtors move the Court to approve the requests in the Motion for them to sell and transfer to Don Thomas, the agricultural land described herein by Warranty Deed executed by Chad W. Thomas and Lisa K Thomas to Don Thomas, free and clear of all liens and encumbrances, except for general property taxes pertaining to said described real estate, and for such other and further relief as may be proper in the premises. Chad W. Thomas and Lisa K. Thomas sought Chapter 11 protection (Bankr. D. Neb. Case No. 21-40519) on May 7, 2021. The Debtor tapped Wayne Griffin, Esq., as counsel CHERRY MAN: Hearing Today on Continued Cash Collateral Access ------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, authorized Cherry Man Industries, Inc. to use cash collateral on an interim basis. The Court said the Order re: Notice of Motion and Motion in Chapter 11 Case for Order Authorizing Use of Cash Collateral [11 U.S.C. section 363] dated March 25, 2022, is extended through the conclusion of the Continued Hearing scheduled for May 5 at 2 p.m. The March 25 order authorized the Debtor to use cash collateral in accordance with the budget, with a 20% variance. As adequate protection, creditors are granted replacement liens with the same validity, priority, and amount as prepetition liens. Cathay Bank has agreed to permit the Debtor -- and the Debtor is authorized, but not required -- to pay pre-petition compensation to its non-employee sales representatives totaling $112,726. A copy of the order is available at https://bit.ly/3OKpOOp from PacerMonitor.com. About Cherry Man Industries Cherry Man Industries, Inc., a company in El Segundo, Calif., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-11471) on March 17, 2022, listing $100 million to $500 million in assets and $10 million to $50 million in liabilities. Frank Lin, president of Cherry Man Industries, signed the petition. Cherry Man was started in 2002 by Frank Lin. It is one of the largest nationwide importers and distributors of office furniture case goods. It is headquartered in El Segundo, California, with five distribution centers across the United States. Judge Neil W. Bason oversees the case. The Law Offices of Michael Jay Berger serves as the Debtor's legal counsel. An official committee of unsecured creditors has been appointed in the case. The Committee has retained Kelley Drye & Warren LLP as counsel. CHERRY MAN: Hearing Today on Lender's Bid for Chapter 11 Trustee ---------------------------------------------------------------- Cherry Man Industries, Inc., will appear before the Bankruptcy Court in Los Angeles today, May 5 at 2 p.m. for a hearing on Cathay Bank's request for appointment of a Chapter 11 trustee in the Debtor's case. If the Court does not appoint a trustee, the bank says the case should be dismissed. Cathay Bank contends the Debtor's unauthorized use of cash collateral and failure to comply with court orders constitute cause for dismissal. The bank also cites the Debtor's "gross mismanagement of the estate." The bank believes dismissal, as opposed to conversion, is in the best interests of creditors and the estate. Grounds exist for the dismissal or immediate appointment of a trustee, according to Cathay Bank: * The Debtor used cash collateral to pay prepetition claims on a postpetition basis, including to purported "critical vendors," all of which is not only "unauthorized," but also expressly prohibited by the Court's cash collateral orders and 11 U.S.C. Section 363(c); * The Debtor was unable to answer basic questions concerning its statements and schedules at its first scheduled meeting of creditors (in fact, the meeting was continued because the president, Frank Lin, basically said he needed the CFO to answer questions, but the CFO has since resigned); * The Debtor violated the Court's interim cash collateral orders in several other ways; * The Debtor has repeatedly failed to prepare proper budgets or to provide backup to support the budgets it has provided; * The Debtor has been uncooperative and the process with the Debtor has resulted in a dead-end; and * Meanwhile, the Debtor has essentially kept the Bank in the dark about its financial transactions. The Bank says it risks imminent, direct, substantial, and irreparable harm from the Debtor's unauthorized use of its cash collateral and diminution of the Bank's senior-most perfected security interest on such collateral and proceeds, and the Debtor's failure to abide by the Court's orders. To date the Bank has received only one untimely adequate protection payment (received on or about April 21, 2022, and in the amount of $53,093.20). Cathay Bank is represented by: Michael J. Gomez, Esq. Gerrick M. Warrington, Esq. FRANDZEL ROBINS BLOOM & CSATO, L.C. 1000 Wilshire Boulevard, Nineteenth Floor Los Angeles, CA 90017-2427 Telephone: (323) 852-1000 Facsimile: (323) 651-2577 E-mail: mgomez@frandzel.com gwarrington@frandzel.com About Cherry Man Industries Cherry Man Industries, Inc., a company in El Segundo, Calif., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-11471) on March 17, 2022, listing $100 million to $500 million in assets and $10 million to $50 million in liabilities. Frank Lin, president of Cherry Man Industries, signed the petition. Cherry Man was started in 2002 by Frank Lin. It is one of the largest nationwide importers and distributors of office furniture case goods. It is headquartered in El Segundo, California, with five distribution centers across the United States. Judge Neil W. Bason oversees the case. The Law Offices of Michael Jay Berger serves as the Debtor's legal counsel. An official committee of unsecured creditors has been appointed in the case. The Committee has retained Kelley Drye & Warren LLP as counsel. CHF-COOK LLC: S&P Affirms 'B-' Rating on Housing Revenue Bonds -------------------------------------------------------------- S&P Global Ratings revised its outlook to stable from negative and affirmed its 'B-' long-term rating on Illinois Finance Authority's series 2015A and 2015B student housing revenue bonds, issued on behalf of CHF-Cook LLC, Ala. CHF-Cook LLC is a not-for-profit corporation organized for the sole purpose of constructing student housing for Northeastern Illinois University (NEIU or the university) on its campus. "The outlook revision to stable reflects our view of the continued legal requirement for NEIU to provide break-even support payments to support the student housing project's timely debt service payments," said S&P Global Ratings credit analyst James Gallardo. "In addition, the project's occupancy improved to 64% in fall 2021, up from 37% in 2020, which is anticipated to lessen the financial support required from the university in fiscal 2022," Mr. Gallardo added. There is approximately $38.4 million in series 2015 bonds outstanding, which were used to finance the design, development, construction, and equipment of a 440-bed student housing facility on NEIU's campus. The bonds are nonrecourse obligations of CHF-Cook, secured by the net revenue of the housing project funded by the bonds. CHOOM HOLDINGS: Gets Court's Initial Order Under CCAA ----------------------------------------------------- The Supreme Court of British Columbia entered an initial order granting Choom Holdings Inc. and its affiliates protection pursuant to the Companies' Creditors Arrangement Act. Pursuant to the Initial Order, Ernst & Young Inc. was appointed as monitor. The primary purpose of the CCAA proceedings is to provide Companies with the opportunity to restructure their debt obligations. The Court authorized the Companies to obtain and borrow under a credit facility from Aurora Cannabis Inc. in order to finance the continuation of the business and preservation of their property, provided that borrowings under the credit facility will not exceed $300,000 unless permitted by the Court. Court materials of these proceedings can be accessed at https://www.ey.com/ca/choom. Monitor can be reached at: Ernst & Young Inc. Attention: Mike Bell Philippe Mendelson  700 W. Georgia Street  PO Box 10101  Vancouver BC V7Y 1C7 Tel: (604) 891-8200  Fax: (604) 899-3530 E-mail: Mike.Bell@parthenon.ey.com Philippe.Mendelson@parthenon.ey.com Counsel for Ernst & Young Inc. DLA Piper Attention: Colin Brousson Jeffrey Bradshaw  Suite 2800, Park Place  666 Burrard Street Vancouver BC V6C 2Z7 Tel: (604) 643-6400  Email: colin.brousson@dlapiper.com  jeffrey.bradshaw@dlapiper.com Counsel for Choom Holdings Inc: Dentons Canada LLP Attention: Jordan Schultz Tevia Jeffries Eamonn Watson    20th Floor - 250 Howe Street  Vancouver, BC V6C 3R8 Tel: (604) 687-4460  Fax: (604) 683-5214 E-mail: jordan.schultz@dentons.com tevia.jeffries@dentons.com eamonn.watson@dentons.com Counsel for Aurora Cannabis Inc.: McCarthy Tetrault LLP Attention: Lance Williams Forrest Finn   745 Thurlow St., Suite 2400  Vancouver, BC V6E 0C5  Tel: (604) 643-7154 Email: lwilliams@mccarthy.ca ffinn@mccarthy.ca sdanielisz@mccarthy.ca Choom Holdings Inc. is a Canadian cannabis retailer with significant retail presence in Canada. CHRISTOPHER KEMPER: U.S. Trustee Appoints Creditors' Committee -------------------------------------------------------------- The U.S. Trustee for Region 19 on May 2 appointed an official committee to represent unsecured creditors in the Chapter 11 case of Christopher Kemper. The committee members are: 1. Waunakee Vet Service John Ambrosy 305 West Street Waunakee, WI 53597 Phone: 608-849-5565 Email: jkambrosy@wisc.edu 2. Central Star Cooperative Danielle McKnight P.O. Box 23157 Lansing, MI 48909 Phone: 800-288-7473 Email: Danielle.McKnight@mycentralstar.com 3. Sid's Concrete Sidney Thayer P.O. Box 225 Wilton, WI 54670 Phone: 608-797-1956 Email: Sidney2978@yahoo.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 Christopher Kemper Christopher M. Kemper sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wis. Case No. 22-10495) on April 4, 2022. CLEARWATER COLLECTION: Seeks Use of Cash Collateral --------------------------------------------------- Clearwater Collection 15, LLC and Clearwater Plainfield 15, LLC ask the U.S. Bankruptcy Court for the District of Colorado for authority to use cash collateral and provide adequate protection to properly perfected secured creditors. The Debtors propose to use cash collateral on an interim basis until such time as the Court schedules a final hearing on the use of cash collateral. The Debtors require use of cash collateral to pay the necessary operating expenses of the Debtors' shopping center. A receiver has been appointed over the Shopping Center located at Clearwater, Florida. The secured creditor encumbering the Shopping Center is proceeding with a foreclosure action. The report of the receiver shows the Shopping Center is running at a negative balance. In addition, currently the value of the Shopping Center is approximately equal to the debt. There are a number of empty pads at the Shopping Center. With proper management, the Shopping Center will cash flow and have equity. The secured creditor can be paid in full, and there will be a return for investors provided the Shopping Center is allowed to continue to operate or there is an orderly liquidation of the Shopping Center. The Debtors maintain a secured loan whose lien arising therefrom could encumber the Debtor's "cash collateral" as the term is defined in Bankruptcy Code section 363. The lien is generally described as follows: a. RSS WFCM 2015-LC22-FL CC15, LLC, successor to Rialto Capital (the "Bank"), pursuant to pursuant to a certain loan agreement dated on or around August 12, 2015. On September 29,2020, the Bank filed its UCC-1 asserting a lien on substantially all assets of the Debtor. The Bank asserts it is owed approximately $17,500,000. The Debtors dispute this amount. In order to provide adequate protection for the Debtors' use of cash collateral to the Bank, to the extent the Bank is properly perfected, the Debtors propose: a. The Debtors will provide a replacement lien on all post-petition accounts and accounts receivable to the extent that the use of the cash collateral results in a decrease in the value of the collateral pursuant to 11 U.S.C. section 361(2); b. The Debtors will maintain adequate insurance coverage on all personal property assets and adequately insure against any potential loss; c. The Debtors shall provide to those creditors who request in writing all periodic reports and information filed with the Bankruptcy Court, including debtor-in-possession reports; d. The Debtors will only expend cash collateral pursuant to the Budget subject to reasonable fluctuation by no more than 15% for each expense line item per month; e. The Debtors will pay all post-petition taxes; and f. The Debtors will retain in good repair all collateral in which the Secured Creditors have an interest. A copy of the motion is available at https://bit.ly/3s4B5zg from PacerMonitor.com. About Clearwater Collection 15, LLC Clearwater Collection 15, LLC is an 82.52% owner of a shopping center located at 21688 Highway 19 N, Clearwater, FL 3376. Clearwater Plainfield 15, LLC is the other owner. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Colo. Case No. 22-11320) on April 18, 2022. In the petition signed by Gary Dragul, president, GDA Clearwater Management and GDA Real Estate Management. Judge Joseph G. Rosania Jr. oversees the case. Aaron A. Garber, Esq., at Wadsworth Garber Warner Conrardy, P.C. is the Debtor's counsel. COMMUNITY HEALTH: Posts $30 Million Net Income in First Quarter --------------------------------------------------------------- Community Health Systems, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing net income of $30 million on $3.11 billion of net operating revenues for the three months ended March 31, 2022, compared to a net loss of $35 million on $3.01 billion of net operating revenues for the three months ended March 31, 2021. As of March 31, 2022, the Company had $15.26 billion in total assets, $16.08 billion in total liabilities, $493 million in redeemable noncontrolling interests in equity of consolidated subsidiaries, and a total stockholders' deficit of $1.31 billion. Adjusted EBITDA for the three months ended March 31, 2022, was $409 million compared with $495 million for the same period in 2021. Pandemic relief funds had a positive impact on Adjusted EBITDA of approximately $47 million and $82 million for the three months ended March 31, 2022 and 2021, respectively. The consolidated operating results for the three months ended March 31, 2022, reflect a 1.7 percent decrease in admissions and a 2.2 percent increase in adjusted admissions, compared with the same period in 2021. On a same-store basis, admissions decreased 0.3 percent and adjusted admissions increased 3.2 percent for the three months ended March 31, 2022, compared with the same period in 2021. On a same-store basis, net operating revenues increased 3.8 percent for the three months ended March 31, 2022, compared with the same period in 2021. As a provider of healthcare services, the Company continues to be affected by the public health and economic effects of the COVID-19 pandemic. During the three months ended March 31, 2022 and 2021, the Company received approximately $42 million and $3 million, respectively, in pandemic relief fund payments through various federal, state and local programs. During the three months ended March 31, 2022 and 2021, the Company recognized approximately $47 million and $82 million, respectively, of the pandemic relief funds eligible to be claimed as a reduction in operating costs and expenses. Amounts recognized are denoted by the caption "pandemic relief funds" in the condensed consolidated statements of loss. Pandemic relief funds that have not yet been recognized as a reduction in operating costs and expenses or otherwise refunded to the U.S. Department of Health and Human Services or the various state and local agencies as of March 31, 2022, totaled approximately $9 million and are reflected within accrued liabilities-other in the condensed consolidated balance sheet. Commenting on the results, Tim L. Hingtgen, chief executive officer of Community Health Systems, Inc., said, "We experienced the largest COVID surge to date during the first quarter, which negatively impacted net operating revenues, labor expense, and length of stay during the quarter. The Company's leadership teams and healthcare providers continued their remarkable efforts - providing safe, quality care while at the same time managing through a challenging environment. As COVID case counts subsided, our operational and financial performance significantly improved during the month of March, as patient volumes returned and COVID-related expenses moderated. Moving through the second quarter and the remainder of the year, we anticipate contract labor rates to remain elevated, however, we expect our operational momentum to continue, as we anticipate capturing deferred healthcare demand, benefitting from recent strategic investments, and continuing the execution of the Company's margin improvement program." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1108109/000156459022016465/cyh-10q_20220331.htm About Community Health Systems Inc. Community Health Systems, Inc. -- http://www.chs.net-- is publicly traded hospital company and an operator of general acute care hospitals in communities across the country. The Company, through its subsidiaries, owns or leases 83 affiliated hospitals in 16 states with an aggregate of approximately 13,000 licensed beds. Healthcare services are also provided in more than 1,000 outpatient sites of care including affiliated physician practices, urgent care centers, freestanding emergency departments, imaging centers, cancer centers, and ambulatory surgery centers. The Company's headquarters are located in Franklin, Tennessee, a suburb south of Nashville. Shares in Community Health Systems, Inc. are traded on the New York Stock Exchange under the symbol "CYH." * * * As reported by the TCR on Dec. 29, 2020, S&P Global Ratings raised its issuer credit rating on Community Health Systems Inc. to 'CCC+' from 'SD' (selective default). S&P said, "The stable outlook reflects our view that the company has reduced its debt, and improved its operations and cash flow such that its debt is now more manageable; however, we believe risks to the long-term sustainability of the capital structure remain, especially given ongoing uncertainty stemming from the coronavirus pandemic." In November 2020, Fitch Ratings affirmed the Long-Term Issuer Default Ratings (IDR) of Community Health Systems, Inc. (CHS) and subsidiary CHS/Community Health Systems, Inc. at 'CCC'. CREATIVE CHOICE HOMES: Case Summary & 12 Unsecured Creditors ------------------------------------------------------------ Debtor: Creative Choice Homes XXXI, LLC f/d/b/a Creative Choice Homes XXXI, Inc. 8895 North Military Trail, Suite 201E Palm Beach Gardens, FL 33410 Business Description: The Debtor is primarily engaged in renting and leasing real estate properties. Chapter 11 Petition Date: May 4, 2022 Court: United States Bankruptcy Court Southern District of Florida Case No.: 22-13552 Judge: Hon. Erik P. Kimball Debtor's Counsel: Robert C. Furr, Esq. FURRCOHEN, P.A. 2255 Glades Rd. Suite 419A Boca Raton, FL 33431 Tel: 561-395-0500 E-mail: rfurr@furrcohen.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $10 million to $50 million The petition was signed by Yashpal Kakkar, authorized agent. A full-text copy of the petition containing, among other items, a list of the Debtor's 12 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/WF3QWUI/Creative_Choice_Homes_XXXI_LLC__flsbke-22-13552__0001.0.pdf?mcid=tGE4TAMA CREATIVE CHOICE: Case Summary & 12 Unsecured Creditors ------------------------------------------------------ Debtor: Creative Choice Homes XXX, LLC f/d/b/a Creative Choice Homes XXX, Inc. 8895 North Military Trail, Suite 201E Palm Beach Gardens, FL 33410 Business Description: Creative Choice Homes is primarily engaged in renting and leasing real estate properties. Chapter 11 Petition Date: May 4, 2022 Court: United States Bankruptcy Court Southern District of Florida Case No.: 22-13550 Debtor's Counsel: Robert C. Furr, Esq. FURRCOHEN P.A. 2255 Glades Rd. Suite 419A Boca Raton, FL 33431 Tel: 561-395-0500 Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Yashpal Kakkar, authorized agent. A full-text copy of the petition containing, among other items, a list of the Debtor's 12 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/MJB2SOY/Creative_Choice_Homes_XXX_LLC__flsbke-22-13550__0001.0.pdf?mcid=tGE4TAMA CRECHALE PROPERTIES: $126K Sale of Hattiesburg Property Confirmed ----------------------------------------------------------------- Judge Katharine M. Samson of the U.S. Bankruptcy Court for the Southern District of Mississippi confirmed Crechale Properties, LLC's sale of the real property located at 118 Bounds Road, in Hattiesburg, Mississippi, more particularly described in the Sale Contract, to Meador & Waide Investments, LLC, for $126,000, pursuant to the settlement statement. The sale is free and clear of all interests, liens and encumbrances, and that any and all interest, liens and encumbrances attached to said property are extinguished. About Crechale Properties Crechale Properties, LLC is a Hattiesburg, Miss.-based company engaged in the operation of apartment buildings. Crechale Properties filed its voluntary petition for Chapter 11 protection (Bankr. S.D. Miss. Case No. 21-50079) on Jan. 21, 2021, listing up to $10 million in assets and up to $50 million in liabilities. Elizabeth Crechale, manager of Crechale Properties, signed the petition. Judge Katharine M. Samson presides over the case. W. Jarrett Little, Esq., at Lentz & Little, PA serves as the Debtor's legal counsel. CROWN ASSETS: Exclusivity Period Extended to June 17 ---------------------------------------------------- Crown Assets, LLC obtained an order from the U.S. Bankruptcy Court for the Northern District of Georgia extending its exclusivity period to file a Chapter 11 plan to June 17 and to solicit acceptances for the plan to Aug. 19. The extension gives Crown Assets more time to resolve issues raised in an adversary proceeding, Arora et al v. Singh et al., Adv. Proc. No. 20-02041 (Bankr. N.D. Ga.), which, the company said, involves substantial claims and counterclaims. Crown Assets said it is awaiting a decision by the bankruptcy court in the adversary case before it can propose a plan of reorganization. Judge James Sacca, the bankruptcy judge who signed the order, granted the company an exclusivity extension despite an objection from its secured creditor, Gelt Financial, LLC. In its objection, Gelt Financial argued that while Crown Assets was seeking relief for itself based on the pending adversary case, the company was trying to get a strategic advantage by objecting to Gelt Financial's secured claim before the resolution of the adversary case, and by falsely denying the company's numerous defaults under their loan agreements. About Crown Assets Crown Assets, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 20-21451) on Oct. 25, 2020. Karan S. Ahuja, the owner, signed the petition. At the time of filing, the Debtor disclosed between $1 million and $10 million in both assets and liabilities. Judge James R. Sacca oversees the case. Rountree Leitman & Klein, LLC and Matt Thiry Law, LLC serve as the Debtor's bankruptcy counsel and special counsel, respectively. DAVID HAROLD HOLLNAGEL: Sale of Boat & Trailer to Blessing Approved ------------------------------------------------------------------- Judge Jacob A. Brown of the U.S. Bankruptcy Court for the Middle District of Florida authorized David Harold Hollnagel's sale of one 2011 Cobia Bay 19 boat and one 2011 Road King Trailer to Bradley Blessing for $17,500. The Debtor's counsel will hold the sale proceeds in trust pending further order of the Court regarding distribution of the sale proceeds. The 14-day stay required under Bankruptcy Rule Section 6004(h) is waived and the instant Order is effective immediately upon entry. David Harold Hollnagel sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 22-00099) on Jan. 14, 2022. The Debtor tapped Buddy Ford, Esq., sa counsel. DAYBREAK OIL: To Hold Special Shareholder Meeting on May 20 ----------------------------------------------------------- Daybreak Oil and Gas, Inc. will hold a Special Shareholder Meeting at 10:00 a.m. CDT on May 20, 2022. The purpose of the Special Meeting, among other things, is to consider and vote upon a proposal to approve the Equity Exchange as contemplated by the Equity Exchange Agreement by and between Daybreak, Reabold California LLC, a California limited liability company, and Gaelic Resources Ltd., a private company incorporated in the Isle of Man and the 100% owner of Reabold. This proposal will require 66.67% approval of all the shareholders entitled to vote on March 22, 2022. A proxy statement containing this, and other items of business along with a ballot for voting, has been mailed on or about April 21, 2022 to all shareholders eligible to vote. James F. Westmoreland, president and chief executive officer, commented: "The acquisition of Reabold will be a transforming event for the Company and its shareholders, and I would encourage our shareholders to vote for all of the proposals listed in the proxy. At closing, the combined oil reserves for the Company will be just over 1.0 million barrels of proved reserves with significant near-term upside potential. We are currently in the process of obtaining drilling permits for both property areas so we can begin development drilling soon after we close the transaction. The Board of Directors and I would like to thank all the hard work put in by all our employees and contractors that worked on this transaction." About Daybreak Daybreak Oil and Gas, Inc. is an independent crude oil and natural gas company currently engaged in the exploration, development and production of onshore crude oil and natural gas in the United States. The Company is headquartered in Spokane Valley, Washington with an operations office in Friendswood, Texas. Daybreak owns a 3-D seismic survey that encompasses 20,000 acres over 32 square miles with approximately 6,500 acres under lease in the San Joaquin Valley of California. The Company operates production from 20 oil wells in our East Slopes project area in Kern County, California. Daybreak reported a net loss of $512,265 for the 12 months ended Feb. 28, 2021, compared to a net loss of $754,644 for the 12 months ended Feb. 29, 2020. Houston, Texas-based MaloneBailey, LLP, the Company's auditor since 2006, issued a "going concern" qualification in its report dated May 27, 2021, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raises substantial doubt about its ability to continue as a going concern. EKSO BIONICS: Incurs $4.6 Million Net Loss in First Quarter ----------------------------------------------------------- Ekso Bionics Holdings, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $4.62 million on $2.57 million of revenue for the three months ended March 31, 2022, compared to a net loss of $3.67 million on $1.91 million of revenue for the three months ended March 31, 2021. Gross profit for the quarter ended March 31, 2022 was $1.2 million, a decrease of 2% from the same period in 2021, representing a gross margin of approximately 47% in the first quarter of 2022, compared to a gross margin for the same period in 2021 of 65%. The overall decrease in gross margin is primarily due to an increase in EksoHealth service costs, changes in product mix and increases in inventory costs, partially offset by the recognition of prepaid royalty revenue associated with a license and distribution agreement that expired. Sales and marketing expenses for the quarter ended March 31, 2022 were $1.6 million, a decrease of $0.2 million, or approximately 9%, compared to the same period in 2021. The decrease was primarily the result of reduced general marketing activities compared with the same period in the prior year. Research and development expenses for the quarter ended March 31, 2022 were $1.0 million, compared to $0.6 million for the same period in 2021. The $0.4 million increase was primarily due to an increase in product development activity expenses. General and administrative expenses for the quarter ended March 31, 2022 were $2.8 million, compared to $2.0 million for the same period in 2021, an increase of $0.8 million. The increase was primarily due to higher cash and noncash compensation expenses and severance expense. Loss on warrant liabilities for the quarter ended March 31, 2022 associated with the revaluation of warrants issued in 2019, 2020 and 2021 was $0.1 million, compared to a de minimis gain associated with the revaluation of warrants issued in 2019, 2020 and 2021 for the same period in 2021. As of March 31, 2022, the Company had $44.24 million in total assets, $10.76 million in total liabilities, and $33.49 million in total stockholders' equity. Cash on hand at March 31, 2022 was $36.2 million, compared to $40.4 million at Dec. 31, 2021. As of March 31, 2022, the Company had an accumulated deficit of $213,487,000. Largely as a result of significant research and development activities related to the development of the Company's advanced technology and commercialization of such technology into its medical device business, the Company has incurred significant operating losses and negative cash flows from operations since inception. In the three months ended March 31, 2022, the Company used $4,206,000 of cash in its operations. Cash on hand as of March 31, 2022 was $36,176,000. "We had strong year-over-year revenue growth in the first quarter, reflecting solid execution of our commercial strategy," said Steven Sherman, chairman and chief executive officer of Ekso Bionics. "During the quarter, we continued to gain traction with network operators. We are invigorated by multi-unit orders for our EksoNR exoskeleton devices. EksoHealth has significant backlog, in part due to the challenging supply chain environment. EksoWorks order flow is increasing, spurred by growing interest from new and current automotive and aerospace customers given the heightened focus on workplace productivity and safety benefits EVO provides. Looking ahead, we are optimistic about our industry, growth and strategy to drive sustained shareholder value." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1549084/000154908422000019/ekso-20220331.htm About Ekso Bionics Ekso Bionics -- http://www.eksobionics.com-- designs, develops, and markets exoskeleton products that augment human strength, endurance and mobility. Its exoskeleton technology serves multiple markets and can be utilized both by able-bodied persons and persons with physical disabilities. Ekso Bionics reported a net loss of $9.76 million for the year ended Dec. 31, 2021, a net loss of $15.83 million for the year ended Dec. 31, 2020, a net loss of $12.13 million for the year ended Dec. 31, 2019, and a net loss of $26.99 million for the year ended Dec. 31, 2018. As of Sept. 30, 2021, the Company had $50.73 million in total assets, $11.67 million in total liabilities, and $39.06 million in total stockholders' equity. ENVISION HEALTHCARE: S&P Lowers ICR to 'SD' on Debt Repurchases --------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Envision Healthcare Corp. to 'SD' (selective default) from 'CCC'. At the same time, S&P lowered its issue-level ratings on the company's first-lien term loan B due 2025, incremental term loan B due 2025, and unsecured notes due 2026 to 'D'. S&P's 'CCC' issue-level rating on Envision's $300 million revolving credit facility remains unchanged. S&P said, "The downgrade reflects our view that Envision's transaction was tantamount to a default. On April 29, 2022, Envision announced that, through one of its subsidiaries, it had entered into new senior secured first- and second-lien financing facilities. The aggregate amount issued of $2.6 billion was split evenly between the first- and second-lien facilities. Envision used proceeds from the new facilities to provide it with additional liquidity to invest in its business, pursue long-term growth opportunities, and complete negotiated open-market repurchases of its debt. These repurchases included about $1.5 billion in principal amount of its term loan B due 2025 ($5,287 million outstanding as of Dec. 31, 2021) at a price representing about 66% of the applicable principal amount; $326 million in principal amount of its incremental term loans due 2025 (about $437 million outstanding as of Dec. 31, 2021) at a price representing about 90% of the applicable principal amount; and about $87 million in principal amount of its unsecured notes due 2026 ($1,026 million outstanding as of Dec. 31, 2021) at a price representing about 46% of the applicable principal. We view these repurchases as a distressed exchange and tantamount to a default because its creditors received less than the principal amount they were originally promised. Therefore, we lowered our issue-level ratings on the company's existing first-lien term loan B, incremental term loan B, and unsecured notes to 'D'. "We expect that Envision will continue to make the scheduled interest and principal payments under its $550 million asset-based lending (ABL) facility (not rated) and its $300 million revolving credit facility. Because the company did not default on all of its debt obligations, we consider the transaction to be a selective default and therefore lowered our issuer credit rating on Envision to 'SD' from 'CCC'." Envision is a national provider of physician-led services, ambulatory services, and post-acute services. The company is one of the largest providers of outsourced physician services to hospitals, ambulatory surgery centers, and other health care facilities, primarily in the areas of anesthesiology, radiology, women's and children's services, and emergency medicine. In 2021, the company generated about $7.3 billion of revenue (including grants), of which about 85% was derived from physician services and about 15% from ambulatory services. It is also one of the largest owners and operators of ambulatory surgery centers in the U.S. (based on total number of facilities). ENVISION THIS! LLC: Files for Chapter 11 Bankruptcy Protection -------------------------------------------------------------- Envision This! LLC filed for chapter 11 protection in the Southern District of Florida. According to court filing, Envision This! 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 20, 2022 at 11:00 A.M. About Envision This! LLC Envision This! LLC -- http://www.envisionthis.com/--is an information technology service provider that provides quality software IT solutions. Envision This! LLC sought Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No. 22-13086) on April 21, 2022. In the petition signed by Robert J. Hetzler, as managing member, Envision This! LLC listed estimated total assets amounting to $727,094 and total liabilities of $5,506,373. The case is assigned to Honorable Bankruptcy JudgeLaurel M Isicoff. Chad Van Horn, of Van Horn Law Group, P.A., is the Debtor's counsel. EQUITRANS MIDSTREAM: S&P Alters Outlook to Neg., Affirms 'BB-' ICR ------------------------------------------------------------------ S&P Global Ratings revised our outlook on Equitrans Midstream (ETRN) to negative from stable and affirmed all its ratings, including its 'BB-' issuer credit rating on the company. The negative outlook reflects the potential for a lower rating if ETRN's S&P Global Ratings' adjusted leverage remains above 5.5x in 2024 which could occur if MVP is further delayed and mitigating actions are not taken. The in-service date for Mountain Valley Pipeline (MVP) has been delayed until 2023, keeping Equitrans Midstream's S&P Global Ratings' adjusted leverage above 5.5x for an additional 18 months. S&P expects MVP to come online at the end of 2023 with significant deleveraging occurring in 2024. The expected in-service date for MVP was delayed and the total cost estimate for the project increased to $6.6 billion. S&P said, "We previously expected MVP to come online in 2022 with a total project cost of $6.2 billion. As a result of the delay, our expectation for the company's adjusted leverage will remain above 5.5x through 2023. The company's exposure to MVP is the main credit driver over the next 12 to 24 months. ETRN's operating subsidiary EQM Midstream Partners, LP (EQM), will own about 48% of the equity in MVP and we consider it a material project. Our expectation for MVP to initiate operations and, in turn, issue project-level nonrecourse debt are important inflection points for the credit rating, because they will lead to lower leverage at the company. S&P Global Ratings' adjusted leverage for ETRN is expected to remain above 5.5x while the project is in construction." Positive developments have been muted by the execution risk of MVP. S&P upgraded EQT Corp., ETRN's largest counterparty, to 'BBB-' in March 2022. Additionally, high natural gas prices provide an indirect boost for ETRN because it improves cash flows for their counterparties. These are both credit positive, but uncertainty surrounding the MVP's timeline amid continued delays and cost increases are the most important risk underlying its credit rating. ETRN's recently amended credit facility strengthens liquidity as the maturity is now 2025. The total revolver size is approximately $2.16 billion through October 2023 and then drops to approximately $1.55 billion through final maturity in April 2025. S&P said, "The negative outlook reflects our expectation that ETRN's S&P Global Ratings'adjusted leverage will remain high for longer than we previously expected because of the delayed completion of MVP. "We could lower the rating on ETRN if MVP is further delayed and ETRN doesn't take any action to prevent adjusted leverage remaining above 5.5x in 2024. "We could revise the outlook to stable if the MVP project approaches completion and we have confidence that it will be in-service by the end of 2023. This largely depends on our view of the resolution of regulatory and legal hurdles that are currently delaying the project and material construction progress." ESG credit indicators: E-3, S-3, G-2 S&P said, "Environmental factors are a moderately negative consideration on our credit rating analysis of ETRN, a natural gas midstream operator in the Appalachian region, because the company's throughput volumes and asset utilization could decline if drilling and production declined as part of the energy transition. Specifically, drilling changes at its largest counterparty, EQT Corp., will affect ETRN. Given the company's long-term volume commitment from EQT and the expected pace of the energy transition, we think this risk will become more pronounced over the next decade. Social factors also are a moderately negative consideration given the ongoing opposition to its Mountain Valley Pipeline project from communities and environmental groups that have contributed to significant delays and cost overruns." EVOKE PHARMA: All Four Proposals Passed at Annual Meeting --------------------------------------------------------- Evoke Pharma, Inc. held its annual meeting of stockholders at which the stockholders: (1) elected Malcolm R. Hill, Pharm. D. and Vickie W. Reed as Class III Directors for a term of three years expiring at the 2025 Annual Meeting of Stockholders; (2) ratified the appointment of BDO USA, LLP as the Company's independent registered public accounting firm for the year ending Dec. 31, 2022; (3) approved, on an advisory basis, the compensation of the Company's named executive officers; and (4) approved a proposal to grant the board of directors the authority to effect a reverse stock split of the Company's outstanding common stock by amending its Amended and Restated Certificate of Incorporation within one year and within a range of not less than one-for-five and not more than one-for-twenty, if the board deems it within the Company's best interests. Pursuant to the authority granted by the Company's stockholders' approval of the Reverse Stock Split Proposal, on April 27, 2022, the Company's board of directors determined to effect the reverse stock split of the shares of the Company's common stock and approved a specific ratio of 1-for-12 and authorized the filing of a Certificate of Amendment to the Charter to effect the Reverse Stock Split. The Reverse Stock Split will not reduce the total number of shares of common stock that the Company is authorized to issue, which will remain 50,000,000 shares. The Reverse Stock Split will be effective as of the opening of trading on The Nasdaq Capital Market on May 23, 2022. About Evoke Pharma Headquartered in Solana Beach, California, Evoke Pharma, Inc. -- http://www.evokepharma.com-- is a specialty pharmaceutical company focused primarily on the development of drugs to treat GI disorders and diseases. The Company is developing Gimoti, a nasal spray formulation of metoclopramide, for the relief of symptoms associated with acute and recurrent diabetic gastroparesis in adult women. Evoke Pharma reported a net loss of $8.54 million for the year ended Dec. 31, 2021, compared to a net loss of $13.15 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $10.57 million in total assets, $7.02 million in total liabilities, and $3.56 million in total stockholders' equity. San Diego, California-based BDO USA, LLP, the Company's auditor since 2014, issued a "going concern" qualification in its report dated March 8, 2022, citing that the Company has suffered recurring losses and negative cash flows from operations since inception. These factors raise substantial doubt about the Company's ability to continue as a going concern. FOG INC: Case Summary & One Unsecured Creditor ---------------------------------------------- Debtor: FOG, Inc. 4501 MacCorkle Ave., S.W. Suite 401 Charleston, WV 25309 Case No.: 22-20073 Business Description: FOG, Inc. Chapter 11 Petition Date: May 4, 2022 Court: United States Bankruptcy Court Southern District of West Virginia Judge: Hon. B. Mckay Mignault Debtor's Counsel: Joseph W. Caldwell, Esq. CALDWELL & RIFFEE 3818 MacCorkle Ave. S.E. Suite 101 Post Office Box 4427 Charleston, WV 25364-4427 Tel: (304) 925-2100 Email: joecaldwell@frontier.com & chuckriffee@frontier.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Mouwafak Ghannam as president. The Sheriff/Treasurer of Kanawha County located at 409 Virginia St., East Charleston, WV is listed as the Debtor's only unsecured creditor on account of real estate taxes. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/LPT3RHI/FOG_Inc__wvsbke-22-20073__0001.0.pdf?mcid=tGE4TAMA FROZEN FOODS: Wins Cash Collateral Access Thru May 26 ----------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York authorized Frozen Foods Partners, LLC, d/b/a Gourmet Express, LLC, d/b/a Gourmet Express, to continue using cash collateral on an interim basis through May 26, 2022, in an aggregate amount not to exceed, at any time, $5,153,071. The Court said all other terms set forth in the previous interim orders are reaffirmed and will continue in full force and effect. The Debtor's lender will continue to be entitled to all of the same rights, liens, priorities and protections provided for under the prior Cash Collateral Orders, the parties' Credit Agreement and Loan Documents. The Court also said the terms and provisions of the Tenth Amended Interim Order will be valid and binding upon the Debtor, all creditors of the Debtor and all other parties-in-interest from and after the date of the entry of the Eighth Amended Interim Order by the Court, will continue in full force and effect, and will survive entry of any such other order, including without limitation, any order converting one or more of the Cases to any other chapter under the Bankruptcy Code, or dismissing one or more of the Cases. A further cash collateral hearing is scheduled for May 26 at 10 a.m. A copy of the order and the Debtor's budget from April 25 to May 23, 2022 is available at https://bit.ly/3KrXXis from PacerMonitor.com. The budget provided for total expenses, on weekly basis, as follows: $269,155 for the week starting April 25, 2022; $111,527 for the week starting May 2, 2022; $150,034 for the week starting May 9, 2022; $224,662 for the week starting May 16, 2022; and $231,808 for the week starting May 23, 2022. About Frozen Foods Partners, LLC Frozen Foods Partners, LLC is a Delaware limited liability company, which was established in 2015. Frozen Foods is a consumer products company engaged in the production, distribution and marketing of frozen skillet meals under multiple consumer brands. It offers a diversified portfolio of frozen products including meal kits, skillet meals, combination of proteins, sauces, pastas and vegetables, Asian and Mediterranean cuisines, as well as authentic Latin specialties. Its products offer a quality dining solution for working families and young adults. Its brands include Gourmet Dining, Rosetto, La Sabrosa, and Tru Earth, which can presently be found in many retailers, including Associated Grocers and SuperValu, as well as private label brands. Frozen Foods is a privately owned limited liability company. Genesis Merchant Partners LP and Genesis Merchant Partners II LP collectively own approximately 72% of the membership equity in Frozen Foods. Several Class A Preferred members own 28.6% of Frozen Foods. Frozen Foods sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 21-11897) on November 1, 2021. In the petition signed by Jeffrey Lichtenstein as chief executive officer, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Martin Glenn oversees the case. Adam P. Wofse, Esq., at LaMonica Herbst and Maniscalco, LLP, is the Debtor's counsel. GENOCEA BIOSCIENCES: Plans to Cut Workforce by 65% -------------------------------------------------- Genocea Biosciences, Inc. implemented a plan to reduce its workforce by approximately 65% of its current headcount with the objective of preserving capital as it explores a range of strategic alternatives to maximize shareholder value. This workforce reduction will take place primarily during the second quarter of 2022. As a result of these actions, the Company expects to incur personnel-related restructuring charges of approximately $4 million in connection with one-time employee termination costs, including severance and other benefits, which are expected to be incurred in the second quarter of 2022. The Company may also incur other charges or cash expenditures not currently contemplated due to events that may occur as a result of, or associated with, the workforce reduction or retention efforts. These estimates of the costs that the Company expects to incur, and the timing thereof, are subject to a number of assumptions and actual results may differ. In light of these developments, the Company is reviewing its clinical and research programs to determine an appropriate course of action. About Genocea Biosciences Headquartered in Cambridge, Massachusetts, Genocea -- http://www.genocea.com-- is a biopharmaceutical company developing personalized cancer immunotherapies. The Company uses its proprietary discovery platform, ATLAS, to profile CD4+ and CD8+T cell (or cellular) immune responses to tumor antigens. Genocea reported a net loss of $33.20 million for the year ended Dec. 31, 2021, compared to a net loss of $43.71 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $55.97 million in total assets, $28.89 million in total liabilities, and $27.07 million in total stockholders' equity. Boston, Massachusetts-based Ernst & Young LLP, the Company's auditor since 2009, issued a "going concern" qualification in its report dated March 18, 2022, citing that the Company has suffered recurring losses from operations, has limited financial resources, and has stated that substantial doubt exists about the Company's ability to continue as a going concern. GENOCEA BIOSCIENCES: To Explore Strategic Alternatives ------------------------------------------------------ Genocea Biosciences, Inc. has initiated a process to explore a range of strategic alternatives to maximize shareholder value and has engaged professional advisors, including an investment bank to act as a strategic advisor for this process. Strategic alternatives that will be evaluated include the sale of all or part of the Company, merger or reverse merger. Genocea stated, "As we pursue strategic alternatives, the Company has put into place a restructuring plan which includes an approximate 65% reduction in workforce in the second quarter of 2022. In light of these developments, the Company is reviewing its clinical and research programs to determine an appropriate course of action." About Genocea Biosciences Headquartered in Cambridge, Massachusetts, Genocea -- http://www.genocea.com-- is a biopharmaceutical company developing personalized cancer immunotherapies. The Company uses its proprietary discovery platform, ATLAS, to profile CD4+ and CD8+T cell (or cellular) immune responses to tumor antigens. Genocea reported a net loss of $33.20 million for the year ended Dec. 31, 2021, compared to a net loss of $43.71 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $55.97 million in total assets, $28.89 million in total liabilities, and $27.07 million in total stockholders' equity. Boston, Massachusetts-based Ernst & Young LLP, the Company's auditor since 2009, issued a "going concern" qualification in its report dated March 18, 2022, citing that the Company has suffered recurring losses from operations, has limited financial resources, and has stated that substantial doubt exists about the Company's ability to continue as a going concern. GOOD TIME HOMES: Court Approves Sale of Real Property in Clinton ---------------------------------------------------------------- Judge Maria Ellena Chavez-Ruark of the U.S. Bankruptcy Court for the District of Maryland authorized Good Time Homes, LLC, to sell the real property located at 7714 Tinkers Creek Drive, in Clinton, Maryland, provided that 1 Sharpe Opportunity Intermediate Trust is paid in full from the sales proceeds. The sale is free and clear of all liens and interests, with all such liens transferring to and attaching to the proceeds. The Debtor will make disbursements from the sale proceeds to creditor 1 Sharpe Opportunity Intermediate Trust in full satisfaction of its lien and secured interest in the Property. The Debtor will authorize the title company handling the sale to pay at closing the ordinary, necessary and reasonable costs of closing, including any real property taxes, state and county transfer and recordation taxes, water and sewer, and other utility charges, and the resulting United States Trustee fee without further order of the Court from the proceeds of sale. The Debtor will have the authority to execute all documents in connection with the sale, including, but not limited to, a trustee's deed to convey the entire Property. Except as otherwise stated in the Order all other proceeds of the sale will be held by the Debtor until further order of the Court. About Good Time Homes Good Time Homes, LLC filed a petition for Chapter 11 protection (Bankr. D. Md. Case No. 21-17349) on Nov. 21, 2021, listing as much as $500,000 in both assets and liabilities. Judge Maria Ellena Chavez-Ruark oversees the case. Michael P. Coyle, Esq., at The Coyle Law Group is the Debtor's legal counsel. GREGORY W. STEVENS: $330K Sale of Greenwich Property to Ipek Okayed ------------------------------------------------------------------- Judge Jerrold N. Poslusny, Jr., of the U.S. Bankruptcy Court for the District of New Jersey authorized Gregory W. Stevens, Sr., and Madeline M. Stevens to sell the land, building and improvements located at 422 W. Broad Street, in the Township of Greenwich, County of Gloucester and State of New Jersey, commonly known as Block 79, Lot 1.01, to Ismail Ipek for $330,000. The Debtors are authorized to sign a Deed transferring the Property along with any and all other documents required by the title company and the Buyer to convey title. At closing, Coldwell Banker will be paid its commission of 6% of the gross sale price, or $19,800. Also at closing, the remaining proceeds of sale will be used to pay any and all municipal liens against the Property and the customary costs of closing, with the balance being paid to Northeast Bank to pay its secured claim against the Property. Gregory W. Stevens, Sr. and Madeline M. Stevens sought Chapter 11 protection (Bankr. D.N.J. Case No. 21-16319) on Aug. 5, 2021. The Debtors tapped Ellen McDowell, Esq., as counsel.s GUARACHI WINE: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Guarachi Wine Partners Inc. DBA Guarachi Wine Partners FDBA T.G.I.C. Importers, Inc. 27001 Agoura Rd., Suite 285 Calabasas, CA 91301 Business Description: Guarachi Wine Partners is a wine wholesaler based in California. Chapter 11 Petition Date: May 4, 2022 Court: United States Bankruptcy Court Central District of California Case No.: 22-10545 Judge: Hon. Victoria S. Kaufman Debtor's Counsel: Ron Bender, Esq. LEVENE, NEALE, BENDER, YOO & GOLUBCHICK L.L.P. 2818 La Cienega Avenue Los Angeles, CA 90034 Tel: (310) 229-1234 Fax: (310) 229-1244 Email: rb@lnbyg.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Alejandro Guarachi as president and CEO. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/UQEEXFQ/Guarachi_Wine_Partners_Inc__cacbke-22-10545__0001.0.pdf?mcid=tGE4TAMA HAVEN CAMPUS: Hearing on Starkville Property Sale Set for May 11 ---------------------------------------------------------------- Judge Selene D. Maddox of the U.S. Bankruptcy Court for the Northern District of Mississippi will convene an expedited telephonic hearing on May 11, 2022, relating to Haven Campus Communities - Starkville, LLC's sale of the real and personal property located at 940 Highway 12 East, in Starkville, Oktibbeha County, Mississippi. Any objections or responses to the Sales Motion are due no later than May 6, 2022. The Counsel for the Debtor is directed to serve a copy of the Sale Motion and the Order on all parties required to be served under the Federal Rules of Bankruptcy Procedure by the most expeditious method(s) possible. The Counsel will also file a Certificate of Service with the Court, indicating the date and method(s) of service. Callers will follow these dial in instructions: (1) Complete the dial-in instructions at least 5 minutes prior to the time of the hearing; (2) Dial 877-402-9757, and when prompted, enter Access Code 1558104#; (3) Once you are connected to the call, identify yourself by stating your name; (4) Once your telephonic presence is acknowledged by the courtroom deputy, please mute your phone until further notice from the Court; and (5) Do not place the call on hold at any time during the call. About Haven Campus Communities-Starkville Atlanta, Ga.-based Haven Campus Communities - Starkville, LLC operates a student housing complex in Starkville at Mississippi State University known as "Haven 12." Haven Campus sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Miss. Case No. 21-00844) on May 11, 2021, In the petition signed by Stephen H. Whisenant, authorized party, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Katharine M. Samson oversees the case. Stone & Baxter, LLP and McCraney Montagnet Quin & Noble, PLLC serve as the Debtor's lead bankruptcy counsel and local counsel, respectively. Origin Bank, as lender, is represented by: Sarah Beth Wilson, Esq. Phelps Dunbar LLP 4270 I-55 North Jackson, MI 39211-6391 Telephone: 601-352-2300 Telecopier: 601-360-9777 Email: sarah.beth.wilson@phelps.com - and - Danielle Mashburn-Myrick, Esq. Phelps Dunbar LLP 101 Dauphin St., Ste 1000 Mobile, AL 36602 Telephone: 251-432-4481 Telecopier: 251-433-1820 Email:Danielle.Mashburn-Myrick@Phelps.com HAWAIIAN HOLDINGS: Incurs $122.8 Million Net Loss in First Quarter ------------------------------------------------------------------ Hawaiian Holdings Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $122.81 million on $477.21 million of total operating revenue for the three months ended March 31, 2022, compared to a net loss of $60.69 million on $182.22 million of total operating revenue for the three months ended March 31, 2021. "Strong demand for leisure travel to Hawai'i is poised to propel our domestic revenue to record levels as the effects of the pandemic are more muted now than at any point in the past two years. Based on these trends, we anticipate a resurgence of international demand as restrictive travel policies continue to loosen," said Peter Ingram, Hawaiian Airlines president and CEO. "I am extremely proud of our wonderful team who are committed to connecting people with aloha." As of March 31, 2022, the Company had $4.49 billion in total assets, $1.21 billion in total current liabilities, $1.67 billion in long-term debt, $1.19 billion in other liabilities and deferred credits, and $422.09 million in total shareholders' equity. Cash, cash equivalents and short-term investments (excluding restricted cash) totaled approximately $1.6 billion as of March 31, 2022, compared to approximately $1.7 billion as of December 31, 2021. As of March 31, 2022, the Company's current assets exceeded its current liabilities by approximately $712.0 million as compared to $902.9 million as of Dec. 31, 2021. Approximately $760.8 million of the Company's current liabilities relate to its advanced ticket sales and frequent flyer deferred revenue. "We cannot assure you that the assumptions used to estimate our liquidity requirements will be correct because we have never experienced such an unprecedented event impacting global travel as the COVID-19 pandemic and, as a consequence, our ability to predict the full impact of the COVID-19 pandemic is uncertain. In addition, the magnitude and duration of the COVID-19 pandemic remains uncertain. However, we expect to meet our liquidity needs for the next twelve months with cash and cash equivalents (excluding restricted cash), short-term investments and cash flows from operations. We expect to meet our long-term liquidity needs with cash flows from operations and financing arrangements," the Company stated in the SEC filing. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1172222/000117222222000042/ha-20220331.htm About Hawaiian Holdings Hawaiian Holdings, Inc.'s primary asset is sole ownership of all issued and outstanding shares of common stock of Hawaiian Airlines, Inc. The Company is engaged in the scheduled air transportation of passengers and cargo amongst the Hawaiian Islands (the Neighbor Island routes) and between the Hawaiian Islands and certain cities in the United States (the North America routes together with the Neighbor Island routes, the Domestic routes), and between the Hawaiian Islands and the South Pacific, Australia, New Zealand and Asia (the International routes), collectively referred to as its Scheduled Operations. Hawaiian Holdings reported a net loss of $144.77 million for the year ended Dec. 31, 2021, a net loss of $510.93 million for the year ended Dec. 31, 2020, and net income of $223.98 million for the year ended Dec. 31, 2019. As of Dec. 31, 2021, the Company had $4.63 billion in total assets, $1.11 billion in total current liabilities, $1.70 billion in long-term debt, $1.24 billion in total other liabilities and deferred credits, and $569.08 million in total shareholders' equity. I-AQUA USA: Seeks to Tap Van Horn Law Group as Bankruptcy Counsel ----------------------------------------------------------------- I-Aqua USA, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to employ Van Horn Law Group, PA to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) advising the Debtor regarding its powers and duties in the continued management of its business operations; (b) advising 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) preparing legal papers; (d) protecting the interest of the Debtor in all matters pending before the court; (e) representing the Debtor in negotiation with its creditors in the preparation of a Chapter 11 plan. 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. The Debtor paid the firm a retainer of $11,738, which includes the filing fee of $1,738. Chad Van Horn, Esq., at Van Horn 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: 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 I-Aqua USA I-Aqua USA, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-13044) on April 20, 2022, listing up to $50,000 in assets and up to $500,000 in liabilities. Judge Scott M. Grossman oversees the case. Chad Van Horn, Esq., at Van Horn Law Group, PA serves as the Debtor's legal counsel. INTERSTATE UNDERGROUND: Amends Unsecured Priority Claims Pay ------------------------------------------------------------ Interstate Underground Warehouse and Industrial Park, Inc., submitted a Second Amended Disclosure Statement describing Third Amended Plan of Reorganization dated May 2, 2022. Leslie Reeder arrived in Kansas City to inspect the Debtor's property. Sammy Jo Reeder, the sole owner, was very concerned as she had learned that payroll was not current. Further, Wayne Reeder was attempting to have Sammy Jo Reeder sign a personal guaranty for a $12,000,000 loan to consolidate all debts of the Debtor and a number of subsidiary debts. Leslie Reeder discovered the Debtor was in dire financial condition with numerous unpaid bills, all loans were in default. Further, loans of the subsidiaries were similarly in default. Wayne Reeder, who represented himself as an owner and/or manager, caused Debtor to guarantee loans such as to Citizens Bank & Trust Company (approximately $8,000,000) without Sammy Jo's knowledge or consent. Wayne Reeder created Park Reserve, LLC, a wholly owned subsidiary of the Debtor. Park Reserve, LLC purchased property near 31st and Main, Kansas City, Missouri (the old Trinity Lutheran Hospital site) in approximately 2008. Park Reserve, LLC constructed condominium units to sell to the general public. It was initially planned for 267 units and a three-year target to sell all 267 units. However, by mid 2019, when the garage was condemned by the City of Kansas City, and a large number of lawsuits were filed by condo owners and the Homeowners' Association, only 76 units had been sold (in 11 years). As a result of gross mismanagement and numerous construction defects, the Debtor and others were sued along with Park Reserve, LLC. The Debtor was forced to retain counsel to defend these cases. A huge liability to the Debtor was the result of Wayne Reeder allegedly guarantying the Park Reserve LLC loan with Citizens Bank & Trust (approximately $8,000,000). Citizens Bank & Trust filed for a receivership in the Circuit Court of Jackson County, Missouri and is attempting to sell the property for $8,000,000, which may result in a deficiency amount that the Debtor would owe as an unsecured creditor. When Leslie Reeder took over in March, 2020, she discovered many bills had not been timely paid. As an example, the electric company was owed in excess of $75,000 and service was threatened to be disconnected. If it had been disconnected, it would have effectively destroyed the entire property and created a loss of all tenants. Class Twelve includes all Allowed Unsecured Priority Claims for claims of the Internal Revenue Service, Missouri Department of Revenue, California Franchise Tax Board and City of Kansas City. Recently, 2017-2020 federal, Missouri and Kansas City tax returns (fiscal year: June 1-May 31) were finalized, signed and mailed on April 26, 2022. The tax liabilities are as follows: Internal Revenue Service: 2018-2020 income tax and interest: $486,742 Missouri Department of Revenue: 2018-2020 income tax and interest: $123,575 City of Kansas City: 2018-2020 income tax and interest: $40,468 City of Kansas City (claim filed) 2019 Business License: $111 California Franchise Tax Board (Claim filed) $3,392.72 The allowed unsecured priority claims total $654,288.72. Like in the prior iteration of the Plan, Class Thirteen includes all Allowed General Unsecured Non-Priority Claims of vendors, service providers, unsecured lenders and non-priority taxes. The group of General Unsecured Non-Priority Claims shall be paid $250,00 of their Allowed Claims (paid prorata), payable at $50,000/year for five (5) years. Class Fifteen includes the equity claim of Sammy Jo Reeder, the sole shareholder of the Debtor. She shall retain her equity ownership in the Debtor. No distributions, (except for salary), shall be made to Sammy Jo Reeder until such time as all payments to Allowed Secured and Unsecured Creditors are paid in full as provided in the Plan. The Debtor's gross sales should produce sufficient funds to create a positive cash flow. The Debtor believes that it can pay all debts that come due post-petition as well as pay the Plan payments as set forth in the Plan of Reorganization. A full-text copy of the Second Amended Disclosure Statement dated May 2, 2022, is available at https://bit.ly/3vELhAC from PacerMonitor.com at no charge. Attorneys for the Debtor: Erlene W. Krigel, Esq. KRIGEL & KRIGEL, P.C. 4520 Main Street Suite 700 Kansas City, Missouri 64111 Telephone: (816) 756-5800 Facsimile: (816) 756-1999 About Interstate Underground Warehouse Interstate Underground Warehouse and Industrial Park, Inc., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Mo. Case No. 21-40834) on July 1, 2021. In the petition signed by CEO Leslie Reeder, the Debtor disclosed up to $10 million in assets and up to $50 million in liabilities. Judge Dennis R. Dow is assigned to the case. Pamela Putnam, Esq., at Armstrong Teasdale LLP, is the Debtor's legal counsel. INTERSTATE UNDERGROUND: June 23 Plan & Disclosure Hearing Set ------------------------------------------------------------- On May 2, 2022, debtor Interstate Underground Warehouse and Industrial Park, Inc., ("IUW") filed with the U.S. Bankruptcy Court for the Western District of Missouri a Chapter 11 Plan and Disclosure Statement. Judge Dennis R. Dow conditionally approved the Disclosure Statement and ordered that: * June 23, 2022, is fixed for the hearing on final approval of the disclosure statement, (if a written objection has been timely filed), and for the hearing on confirmation of the plan. * June 13, 2022, is the deadline for filing with the Court objections to the disclosure statement or plan confirmation; and submitting to counsel for the plan proponent ballots accepting or rejecting the plan. A full-text copy of the order dated May 2, 2022, is available at https://bit.ly/3KII4Ex from PacerMonitor.com at no charge. Attorneys for the Debtor: Erlene W. Krigel, Esq. KRIGEL & KRIGEL, P.C. 4520 Main Street Suite 700 Kansas City, Missouri 64111 Telephone: (816) 756-5800 Facsimile: (816) 756-1999 About Interstate Underground Warehouse Interstate Underground Warehouse and Industrial Park, Inc., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Mo. Case No. 21 40834) on July 1, 2021. In the petition signed by CEO Leslie Reeder, the Debtor disclosed up to $10 million in assets and up to $50 million in liabilities. Judge Dennis R. Dow is assigned to the case. Pamela Putnam, Esq., at Armstrong Teasdale LLP, is the Debtor's legal counsel. INTRADO CORP: S&P Downgrades ICR to 'CCC+', Outlook Stable ---------------------------------------------------------- S&P Global Ratings lowered all ratings on Omaha, Neb.-based global technology service provider Intrado Corp. by one notch, including the issuer credit rating, to 'CCC+' from 'B-'. S&P said, "The stable outlook reflects our belief that despite expected revenue and EBITDA declines in 2022, Intrado has sufficient liquidity, including balance sheet cash to sustain its operations over at least the next 12 months as it transitions away from traditional conferencing. "We expect Intrado's leverage will remain elevated, at above 10x, with limited prospects for deleveraging over the next couple years. Despite Intrado's repayment of $450 million of debt with proceeds from the sale of its health advocate business, its S&P Global Ratings-adjusted leverage increased to 10.7x in 2021 because of lower earnings driven by accelerating declines in traditional conferencing revenue and shrinking cloud collaboration revenue. During the fourth quarter of 2021, Intrado's enterprise communication revenue (which includes traditional conferencing and telecom services) dropped 60% year-over year. While this decline is substantial, it was in line with our base-case forecast given the industry-wide shift to cheaper, more flexible, and advanced cloud-based communications platforms such as Microsoft Teams and Zoom. However, despite increased demand for these platforms spurred by an increasingly hybrid work environment, Intrado's revenue from cloud collaboration services also fell 23% during the quarter. This follows the company's decision in February 2022 to halt migrations of its traditional conferencing customers and scale back investment in UCaaS due to intense competition and elevated churn. We believe these trends are likely to continue over the next couple of years. While the company is reporting solid growth in its notified (formerly digital media) and life and safety segments, we expect the erosion of revenue from legacy audioconferencing and UCaaS will keep its adjusted leverage above 11x this year. Further, its low free operating cash flow (FOCF) of less than 5% of debt limits the company's ability to organically reduce leverage. "We believe the transfer of traditional conferencing customers to Premier Global Services limits growth opportunities in cloud collaboration. Instead of migrating its traditional conferencing customers to UCaaS offerings (including Hoot Meeting and Cisco Webex), Intrado will transition its remaining traditional conferencing and Hoot customers to PGi by the end of 2022 under a revenue share agreement, which reduces its prospects to grow the UCaaS business as new customer additions have limited. The shift in strategy reflects the intense competition in the business collaboration market, including from Microsoft Teams, and elevated customer churn. Intrado is a major reseller of Cisco's unified communications and collaborations solutions, including Webex, which has lost market share to competitors. Intrado's go-forward strategy in cloud collaboration will focus on driving growth in customer experience services through its artificial intelligence (AI)-enabled customer service platform, Mosaic. "Although cost reductions will continue to lag revenue declines over the next year, we expect modest improvement in EBITDA margins from a favorable mix shift. As of Dec. 31, 2021, Intrado had achieved $289 million of annualized expense savings under a cost transformation program initiated in 2019. The savings reflect the modernization and consolidation of technology platforms and data centers, process improvements, and lower corporate overhead. Intrado has $61 million of unrealized savings left to reach its cumulative target of $350 million by the end of 2023. That said, we expect declining revenue over the next year will outpace these incremental savings. This partly reflects the company's need to maintain its legacy conferencing infrastructure until all of its traditional conferencing and Hoot customers have been transitioned to PGi. Still, we anticipate modest EBITDA margin expansion to the mid-20% area over the next couple of years due to increased contribution from its higher-margin digital media and life and safety businesses. "Despite limited headroom under the springing first-lien leverage covenant on its revolving credit facility, we believe Intrado has sufficient liquidity. The company had 0.52x cushion under the 5.9x first-lien net leverage covenant (which springs at 35% utilization of the $315 million revolving credit facility) as of Dec. 31, 2021. Given our expectation for lower EBITDA this year, we believe access to its revolving credit facility (which the company extended the maturity on to 2026), could be capped at 35% if its first-lien net leverage exceeds the covenant over the next 12 months. Assuming access to 35% of the facility, or $110 million, the company's remaining sources of liquidity would include $237 million of balance sheet cash as of Dec. 31, 2021." Intrado could face difficulties refinancing its 2024 debt maturities unless it improves operating and financial performance. The company has $2.8 billion of debt maturing in 2024. Addressing the maturities will entail the company demonstrating improved revenue and EBITDA trends despite the intense competition in the business collaboration market. S&P said, "The stable outlook reflects our view that despite expected revenue and EBITDA declines, Intrado has sufficient liquidity, including balance sheet cash, to sustain its operations over at least the next 12 months, as it transitions away from traditional conferencing. "We could lower the rating if we believe the company will face a near-term liquidity crisis or default. This could occur if Intrado is unable to sustain growth in its life and safety and digital media segments, leading to steeper than expected EBITDA declines and FOCF remaining negative. "We could raise the rating if the company meaningfully improves its revenue and EBITDA trends, leading to higher FOCF and the ability to organically reduce leverage over time. This scenario could materialize if the company increased its revenue consistently in its life and safety and digital media segments while sustaining its margins in the mid- to high-20% area. Under such a scenario, we would expect the company's capital structure to be sustainable over the longer term." ESG credit indicators: E-2, S-2, G-3 S&P said, "Governance is a moderately negative consideration in our credit rating analysis of Intrado. Our assessment of the company's financial risk profile as highly leveraged reflects corporate decision-making that prioritizes the interests of controlling owners, in line with our view of most rated entities owned by private-equity sponsors. Our assessment also reflects their generally finite holding periods and a focus on maximizing shareholder returns." ION GEOPHYSICAL: White & Case Represents Cobra, 3 Others -------------------------------------------------------- In the Chapter 11 cases of ION Geophysical Corporation, et al., the law firm of White & Case LLP submitted a verified statement under Rule 2019 of the Federal Rules of Bankruptcy Procedure, to disclose that it is representing the Official Committee of Unsecured Creditors. On April 18, 2022, the United States Trustee for the Southern District of Texas appointed the Committee pursuant to section 1102 of title 11 of the United States Code [Docket No. 106]. On April 20, 2022, the U.S. Trustee reconstituted the Committee [Docket No. 114]. The Committee is currently comprised of the following members: (i) Cobra Acquisition Services S.A.; (ii) Wilmington Savings Fund Society, FSB; (iii) Shearwater GeoServices LTD; and (iv) Upstream Services S.A. On April 21, 2022, the Committee selected White & Case LLP to serve as its counsel in connection with the Debtors' chapter 11 cases, subject to approval by the Court. On April 26, 2022, the Committee selected AlixPartners LLP to serve as its financial advisor in connection with the Chapter 11 Cases, subject to approval by the Court. The members of the Committee hold unsecured claims against the Debtors arising from a variety of obligations, transactions, and relationships. As of April 29, 2022, members of the Committee and their disclosable economic interests are: Cobra Acquisition Services S.A. 5555 San Felipe, Suite 2100 Houston, TX 77056 * Cobra Acquisition Services S.A. holds unsecured claims in an amount not less than $10,771,173.65 arising from its position as trade creditor. Wilmington Savings Fund Society, FSB 500 Delaware Avenue Wilmington, Delaware 19801 * Wilmington Savings Fund Society, FSB, holds unsecured claims in an amount not less than $7,097,000.00 in its capacity as indenture trustee for the 9.125% notes due December 15, 2021. Shearwater GeoServices LTD 2 City Place, Beehive Ring Road Gatwick, West Sussex * Shearwater GeoServices LTD holds unsecured claims in the amount not less than $9,995,250.75 arising from its position as trade creditor. Upstream Services S.A. Pinto 4679, 4 B Floor Buenos Aires, Argentina C1429AQC * Upstream Services S.A. holds unsecured royalty claim in an amount not less than $721,933.00. The Committee reserves the right to amend or supplement this Verified Statement in accordance with the requirements set forth in Bankruptcy Rule 2019. Proposed Counsel to the Official Committee of Unsecured Creditors can be reached at: WHITE & CASE LLP Charles Koster, Esq. 609 Main Street, Suite 2900 Houston, TX 77002 Telephone: (713) 496-9700 E-mail: charles.koster@whitecase.com Brian Pfeiffer, Esq. Amanda Parra Criste, Esq. 200 South Biscayne Boulevard, Suite 4900 Miami, FL 33131 Telephone: (305) 371-2700 E-mail: brian.pfeiffer@whitecase.com aparracriste@whitecase.com - and - Jason N. Zakia, Esq. Gregory Pesce, Esq. 111 South Wacker Drive, Suite 5100 Chicago, IL 60606 Telephone: (312) 881-5400 E-mail: jzakia@whitecase.com gregory.pesce@whitecase.com A copy of the Rule 2019 filing, downloaded from PacerMonitor.com, is available at https://bit.ly/3OV6RZk and https://bit.ly/3FefqtD About ION Geophysical Corporation ION Geophysical Corporation is a global technology company that delivers data-driven decision-making offerings to offshore energy and maritime operations markets. It is based in Houston, Texas. ION Geophysical Corporation and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 22-30987) on April 12, 2022. At the time of the filing, ION Geophysical listed $10 million to $50 million in assets and $100 million to $500 million in liabilities. Judge Marvin Isgur oversees the cases. The Debtors tapped Winston & Strawn, LLP as legal counsel; FTI Consulting, Inc. as financial consultant; and Perella Weinberg Partners, LP as investment banker. Epiq Corporate Restructuring, LLC, is the Debtors' notice and claims agent. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors on April 18, 2022. J&P FLASH INC: RAS Investment Buying 3 Real Properties for $500K ---------------------------------------------------------------- J&P Flash, Inc., asks the U.S. Bankruptcy Court for the Western District of Tennessee to authorize the sale of property located at 2100 Highway 56C, Calico Rock, Arkansas; 10055 Highway 62C, Viola, Arkansas; and 232 Highway 62 E., Salem, Arkansas, outside the ordinary course of business to RAS Investment Properties, LLC for $500,000. The Debtor owns convenience store properties located at 2100 Hwy 56C, Calico Rock, AR 72519 ("Store #376"), 10055 Hwy 62 W., Viola, AR 72583 ("Store #386") and 232 Highway 62 E. Salem, AR ("Store # 371") (collectively the "Properties"). These three properties are encumbered by the pre-petition lien of First National Bank of Izard County which has filed a proof of claim in the amount of $500,000. There are subordinate liens in favor of the Internal Revenue Service and Coremark, Inc. There are aggregate unsecured claims of approximately $ 937,367.92. The Debtor presently leases Store #376 to RAS Investment Properties, LLC. The Debtor has entered into an amended Commercial Purchase and Sale Agreement with RAS Investment Properties, LLC on April 6, 2022 to sell the Properties for $500,000. The Agreement is contingent on getting this Court's approval. The proceeds from the sale will be applied to the claim of First National. The Debtor does not anticipate that there will be any funds available to pay any other creditors. The Debtor has given notice of the Motion to all parties on the Matrix, which includes all creditors, lessors, taxing authorities, and regulatory authorities. In addition, it believes that this proposed sale is not subject to the provisions of Section 7 of the Clayton Act, commonly known as the Hart-Scott-Rodino Act. Accordingly, the Debtor has not given notice to the Federal Trade Commission. The Debtor prays that, after notice and hearing, the Court enters an order approving the sale of assets pursuant to the Agreement. A copy of the Agreement is available at https://tinyurl.com/4yn7cbme from PacerMonitor.com free of charge. About J&P Flash J&P Flash, Inc., a company in West Memphis, Ariz., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tenn. Case No. 21-23968) on Dec. 1, 2021, listing up to $50,000 in assets and up to $10 million in liabilities. Dwayne Jones, vice president of J&P Flash, signed the petition. Judge Denise E. Barnett oversees the case. Glankler Brown, PLLC serves as the Debtor's legal counsel. J. HUNTER: $1.35-Mil. Sale of Hampton Property to DL Approved ------------------------------------------------------------- Judge Bruce A. Harwood of the U.S. Bankruptcy Court for the District of New Hampshire authorized J. Hunter Properties, LLC's private sale of the real property located at 419 Ocean Boulevard, in Hampton, New Hampshire, which real estate consists of land and buildings (including a motel with seven usable units and approvals for four additional units), to DL Properties, LLC and/or assigns for $1.35 million, plus all outstanding real estate taxes owed to the Town of Hampton and any closing costs. The sale is free and clear of all liens, claims, encumbrances and interests pursuant to the terms and conditions of the Purchase and Sale Agreement and except as expressly preserved by the Order. The Purchase and Sale Agreement is approved. The sale will be "as is, where is" without any representations or warranties of any kid by the Debtor. The closing will occur by April 26, 2022, time being of the essence, however, the Debtor and the Buyer may extend the deadline by seven days by agreement without further Order of the Court. No further extensions of the closing deadline will be permitted. The contingencies contained in the P&S, except Bankruptcy Court approval, have been met or waived. The Property will be sold free and clear of all liens, claims, encumbrances or interests of any kind, including, but not limited to the following, but except as expressly preserved by the Order: A. Mortgage, Security Agreement and Assignment of Leases and Rents to RFLF 1, LLC in the original amount of up to $1.535 million, dated 08/13/2019, and recorded in the Rockingham County Registry of Deeds at Book 6026, Page 1014 ("the RF Mortgage"). RFLF 1, LLC has consented to the sale of the Property to the Buyer provided that RFLF 1 receives a net payment towards its lien(s) against the Debtor in the amount of $1.35 million at the time of closing on or before the date(s) specified in the Order. B. Pre-judgment Writ of Attachment by RJS Consulting, LLC, P.O. Box 233, Atkinson, NH 03811, recorded on 01/06/2022 at the Registry at Book 6372, Page 694 in the amount of $368,105.38. C. The property will be conveyed subject to statutory tax liens. The buyer will pay all outstanding real estate taxes owed to the town of Hampton on the closing date. Unbilled taxes for the current tax year will be assumed by the Buyer and paid when billed. Any liens, claims, encumbrances or interests in the Property will attach to and affect the sales proceeds. RFLF 1, LLC will provide its wiring instructions to the closing attorney, and upon receipt of a wire transfer of the Purchase Price by RFLF 1, LLC, the counsel for RFLF 1, LLC will record a Discharge of the RF Mortgage in the Registry. The Buyer will pay the following at the time of closing without any further order of the Court: The Purchase Price to RFLF 1, LLC in exchange for a Discharge of the RF Mortgage; outstanding property taxes due to the Town of Hampton; all closing costs of sale. The 14-day stay period under Fed.R.Bankr.Pro. 6004(h) is waived for cause. About J. Hunter Properties J. Hunter Properties, LLC buys, owns and holds real estate in New Hampshire and Massachusetts, with its principal business office at 314 Lafayette Road, Suite 3, Hampton, N.H. Jessica Lapa is the Debtor's manager. J. Hunter Properties sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. N.H. Case No. 22-10025) on Jan. 21, 2022, listing as much as $10 million in both assets and liabilities. Judge Bruce A. Harwood oversees the case. Eleanor Wm. Dahar, Esq., at Victor W. Dahar Professional Association, is the Debtor's legal counsel. JANUS INTERNATIONAL: S&P Affirms 'B' ICR on Higher Earnings ----------------------------------------------------------- S&P Global Ratings affirmed its B' issuer credit rating on Temple, Ga.-based roll-up door manufacturer, distributor, and installer Janus International Group LLC as well as the 'B+' issue-level rating on the company's term loan B due in 2025. S&P said, "The positive outlook reflects our expectation that debt to EBITDA will improve to about 4.5x in the next 12 months, supported by a full year of earnings from recent acquisitions, cost-saving initiatives, and price increases. The improvement will be somewhat tempered by continued inflationary cost pressures. "We forecast that Janus will reduce leverage to about 4.5x in 2022. Janus' 2021 leverage was a little above 5x due to increased debt to fund acquisitions as well as higher input costs including its most used raw material (steel) and labor. The company completed three acquisitions in 2021 totaling $180 million, including DBCI LLC, which manufactures and installs door systems for the self-storage industry and commercial industrial market. This acquisition was funded by a $175 million add-on to its term loan B. We expect Janus to deleverage in 2022 and forecast debt to EBITDA to improve to about 4.5x, supported by high occupancy rates and capacity additions in the self-storage industry and repair and remodeling of aging doors. Janus has also implemented cost-saving initiatives and increased prices to combat inflation, adding price escalation language in its long-term contracts. We acknowledge it could take some time for these increases to flow through, especially for legacy contracts, and that inflationary pressure could persist longer than anticipated. In addition, Janus became public in 2021 and is still adjusting. Management identified some material weaknesses in its reporting and controls, including entity-level, management review, and financial reporting. The company is working to address these by hiring key personnel in accounting, compliance, tax, and information technology, and expects to resolve them in 2022. "We expect Janus to generate healthy free operating cash flow (FOCF) over the next 12 months. Janus generates positive FOCF (cash from operations minus capital spending) given low capital spending (1%-1.5% of sales) and good working capital management. In 2022, we forecast capital spending to be higher than normal at about $20 million to support cost-saving initiatives and new equipment. As a result, we anticipate the company will generate $80 million-$90 million in FOCF. We have incorporated $50 million in acquisitions annually over our forecast and expect these to be funded by cash flow. The company is no longer financial sponsor-owned, which will likely lead to a less aggressive financial policy. In previous years, most cash flow was used toward dividends, as is typical of private-equity-owned companies. Janus has also publicly identified target net leverage of 2.5x-3.5x, and we expect excess cash could also be directed toward debt reduction to escalate this effort. "Our assessment of Janus' competitive position is based on the company's small but expanding scale, niche product focus, and cyclical demand in the self-storage industry, offset by good market share and high margins. Janus has expanded over the past few years through acquisitions and organic growth, with revenues increasing close to 37% in 2021. However, the company is small compared to building materials companies we rate, with less than $1 billion in revenues (about $750 million in 2021). Janus also has limited geographic diversity, with 90% of sales in the U.S. The company has a niche but expanding product focus, although a large percentage of products are tied to the self-storage industry. It is also exposed to cyclical demand, driven by construction of self-storage facilities and repair, replacement, and renovation of older storage facilities. Partially mitigating these risks is that Janus is a dominant player in the self-storage sector, supplying 70%-75% of the doors used in these facilities. This contributes to EBITDA margins that we consider above average for the building materials sector, supported by the company's value-added services, low-cost manufacturing footprint, and increasing operating leverage. "The positive outlook reflects our expectation that debt to EBITDA will improve to about 4.5x over the next 12 months, supported by a full year of earnings from recent acquisitions, cost-saving initiatives, and price increases. The improvement will be somewhat tempered by continued inflationary cost pressure and supply chain constraints." S&P could revise the outlook on Janus to stable if leverage remains above 5x. This could occur if: -- Business conditions deteriorate such that financing for new self-storage construction becomes constrained and EBITDA falls 8%-10% from our base-case assumption. -- Although unlikely given the company's deleveraging plans, Janus pursues acquisitions higher than FOCF. S&P could raise its rating on Janus to 'B+' over the next 12 months if: -- Debt to EBITDA remains below 5x. -- EBITDA margin remains above 18%. -- Material weaknesses in reporting are addressed. ESG credit indicators: E-2, S-2, G-2 ESG factors have an overall neutral influence on S&P's credit rating analysis of Janus, which designs, manufactures, and installs steel roll-up doors and building components for self-storage as well as industrial and commercial door dealer markets. JARED ALLEN WATTS: Hearing on Freightliners Sale Cont'd to May 11 ----------------------------------------------------------------- Judge Jennifer E. Niemann of the U.S. Bankruptcy Court for the Eastern District of California continued the hearing on Jared Allen Watts and Sarah Danielle Watts' sale of their Freightliner Coronado Trucks - Contact 32001 for no less than $127,000 to May 11, 2022, at 9:30 a.m., in Department A, Courtroom 11, Fifth Floor, U.S. Courthouse, 2500 Tulare Street, in Fresno, California. Jared Allen Watts and Sarah Danielle Watts sought Chapter 11 protection (Bankr. E.D. Cal. Case No. 20-12258) on July 2, 2020. The Debtors tapped Leonard Welsh, Esq., as counsel. The Court confirmed the Debtors' First Modified Plan of Reorganization September 29, 2020 as Modified on Nov. 21, 2021. JARED ALLEN WATTS: Hearing on GMC Yukon Truck Sale Cont'd to May 11 ------------------------------------------------------------------- Judge Jennifer E. Niemann of the U.S. Bankruptcy Court for the Eastern District of California continued the hearing on Jared Allen Watts and Sarah Danielle Watts' sale of their 2015 GMC Yukon XL truck for no less than $40,000, to May 11, 2022, at 9:30 a.m., in Department A, Courtroom 11, Fifth Floor, U.S. Courthouse, 2500 Tulare Street, in Fresno, California. Jared Allen Watts and Sarah Danielle Watts sought Chapter 11 protection (Bankr. E.D. Cal. Case No. 20-12258) on July 2, 2020. The Debtors tapped Leonard Welsh, Esq., as counsel. The Court confirmed the Debtors' First Modified Plan of Reorganization September 29, 2020 as Modified on Nov. 21, 2021. JARED ALLEN WATTS: May 11 Hearing on Sale of Wilson Deck Trailers ----------------------------------------------------------------- Judge Jennifer E. Niemann of the U.S. Bankruptcy Court for the Eastern District of California continued the hearing on Jared Allen Watts and Sarah Danielle Watts' sale of their two Wilson Step Deck Trailers for no less than $25,000 each to May 11, 2022, at 9:30 a.m., in Department A, Courtroom 11, Fifth Floor, U.S. Courthouse, 2500 Tulare Street, in Fresno, California. Jared Allen Watts and Sarah Danielle Watts sought Chapter 11 protection (Bankr. E.D. Cal. Case No. 20-12258) on July 2, 2020. The Debtors tapped Leonard Welsh, Esq., as counsel. The Court confirmed the Debtors' First Modified Plan of Reorganization September 29, 2020 as Modified on Nov. 21, 2021. JEWEL SUNSET: Seeks Cash Collateral Access ------------------------------------------ Jewel Sunset Holdings, LLC asks the U.S. Bankruptcy Court for the District of Texas, Austin Division, for authority to use cash collateral and provide adequate protection. The Debtor explains it is critical to have access to cash and other business property to continue operating in the ordinary course of business and pay normal operating expenses. First National Bank of Pennsylvania is the Debtor's single largest creditor and is owed approximately $1,100,000 on its note. It holds a blanket lien on the Debtor's assets. A UCC search disclosed the several liens that could give rise to an interest in cash collateral. According to the Debtor, there are multiple parties with competing claims to cash collateral. The Debtor believes First National Bank holds the first and superior position as to each creditor. The other parties are Yadkin Bank, Kapitus Servicing Inc., Midwest Regional Bank, Midnight Advance, LLC, Financial Pacific Leasing, Inc., Internal Revenue Service, the U.S. Small Business Administration, Corporation Service Company, As Representative, and Mantis Funding LLC. The Debtor contends the immediate cause for the bankruptcy filing was due to First National Bank's attempts to repossess the Debtor's equipment that is crucial in its business operation. The Debtor's financial distress, which caused the default to First National Bank, resulted from two main events. In October 2018, heavy rains led to catastrophic flooding across Central Texas, where the Debtor's business is located. Then, in March 2020, the COVID-19 pandemic caused substantial cash flow difficulties for the Debtor. As a result, the Debtor took out multiple merchant cash advance loans, which required significant daily, weekly, or biweekly payments and exacerbated the Debtor's financial condition. As adequate protection for the Debtor's cash collateral, the Debtor will provide all creditors with an interest in cash collateral with a replacement lien upon assets obtained post-petition to the same extent, priority, and validity as their prepetition liens. A copy of the motion and the Debtor's monthly cash flow budget is available at https://bit.ly/3vtMElE from PacerMonitor.com. The Debtor projects $74,250 in total income and $40,500 in total expenses. About Jewel Sunset Holdings Jewel Sunset Holdings, LLC is a family-owned and operated company that sells, installs and services a variety of boat lifts and marine products on the Highland Lakes and surrounding areas. The company is based in Llano, Texas. Jewel Sunset Holdings sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Texas Case No. 21-10914) on Nov. 29, 2021, listing up to $500,000 in assets and up to $10 million in liabilities. Penny Steele, president of Jewel Sunset Holdings, signed the petition. Judge Tony M. Davis oversees the case. Jerome A. Brown, Esq., at The Brown Law Firm serves as the Debtor's legal counsel. JNS LLC: Files Chapter 11 Bankruptcy Protection ----------------------------------------------- JNS, LLC, filed for chapter 11 protection in the Eastern District of Arkansas. According to court filings, JNS LLC estimates between 1 and 49 unsecured creditors. The petition states that funds will be available to unsecured creditors. A tele-meeting of creditors under 11 U.S.C. Sec. 341(a) is slated for May 24, 2022 at 10:00 A.M. About JNS LLC JNS LLC -- https://www.sandysbakeryandcatering.com/ -- is a bakery and catering company. JNS, LLC, sought Chapter 11 bankruptcy protection (Bankr. E.D. Ark. Case No. 22-11064) on April 25, 2022. In the petition filed by Juan Morales, vice-president and managing member, JNS LLC listed estimated assets up to $50,000 and estimated liabilities between $100,000 and $500,000. The case is assigned to Honorable Bankruptcy Judge Phyllis M Jones. Joel Grant Hargis, of Caddell Reynolds Law Firm, is the Debtor's counsel. JOGI PACK & SHIP SERVICES: Seeks Bankruptcy Protection ------------------------------------------------------ Jogi Pack & Ship Services LLC filed for bankruptcy protection in Florida. The Petition states funds will be available to Unsecured Creditors. A telephonic meeting of creditors under 11 U.S.C. Section 341(a) is slated for May 25, 2022 at 2:00 P.M. About Jogi Pack & Ship Services Jogi Pack & Ship Services LLC is a limited liability company in Florida. Jogi Pack & Ship Services LLC sought Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 22-00809) on April 22, 2022. In the petition filed by Divyan N Patel, as managing member, Jogi Pack & Ship Services LLC listed estimated assets between $100,000 and $500,000 and estimated liabilities between $100,000 and $500,000. The case is assigned to Honorable Bankruptcy Judge Jason A. Burgess. Byron Wright, III, of Bruner Wright PA, is the Debtor's counsel. JPA NO. 111: Plan Exclusivity Extended Thru July 19 --------------------------------------------------- At the behest of JPA No. 111 Co., Ltd. and its affiliates, Honorable David S. Jones of the U.S. Bankruptcy Court for the Southern District of New York extended the period in which the Debtors may file a Chapter 11 plan through and including July 19, 2022, and if the Debtors file a Chapter 11 plan before the expiration of the Exclusive Filing Period, the Debtors' Exclusive Solicitation Period is extended through and including September 13, 2022. Throughout the Chapter 11 Cases, the Debtors have made substantial progress in the first few months of the Chapter 11 cases. The Debtors and their advisors have also spent considerable time and resources litigating and defending the Sale Process and the Chapter 11 Cases, including successfully defending a motion to dismiss the Chapter 11 Cases (which the Court denied on February 1, 2022, and was subsequently appealed), filing an adversary proceeding to enforce the automatic stay and protect the integrity of the Sale Process, defending or responding to other litigation in connection with the Sale, and defeating numerous objections to the Bidding Procedures and Sale Motion. Following a contentious marketing and sale process for substantially all of the Debtors' assets, the Court recently entered the ultimately consensual Sale Order following the Debtors' entry into the Global Settlement on March 25, 2022 — approximately three months into these Chapter 11 Cases. The Debtors are actively working with the Purchasers and the other parties involved in the Sale to close the Sale as soon as practicable. Significantly, the Debtors and their advisors ultimately negotiated the Global Settlement. Entry into the Global Settlement allowed the Debtors to obtain a consensual Sale Order. In addition, the Global Settlement resolves all of the matters, issues, and claims being litigated as of the date of entry of the Sale Order or threatened to be litigated as the Chapter 11 Cases progress. The Debtors continue to perform their other obligations as debtors-in-possession, including attending the section 341 meeting held on February 4, 2022, and filing their monthly operating reports. The first extension of Exclusive Periods will provide the Debtors with an opportunity to proceed with the Global Settlement and consummate the Sale, which will provide the foundation for the Debtors to propose and confirm a chapter 11 plan that the Debtors expect will pay holders of claims and administrative expenses in full. A copy of the Debtors' Motion to extend is available at https://bit.ly/37UklUk from PacerMonitor.com. A copy of the Court's Extension Order is available at https://bit.ly/3s4LDhO from PacerMonitor.com. About JPA No. 111 and JPA No. 49 Tokyo-based JPA No. 111 Co., Ltd., and its subsidiary JPA No. 49 Co., Ltd., filed a Chapter 11 Petition (Bankr. S.D.N.Y., Case No. 21-12075) on December 17, 2021. The Debtors are special purpose vehicles wholly owned by JP Lease Products & Services Co. Ltd., which offers financial services based on a financial scheme combining the borrowings from financial institutions and funds to manage valuable assets including aircraft, ships, containers for maritime transportation, and solar power generation equipment, which is a direct wholly-owned subsidiary of JIA. JIA, in turn, creates and sells unique financial instruments to investors that consist of small and medium enterprises in Japan through a network of financial institutions, including banks and securities companies, and tax and accounting firms. The Debtors had estimated liabilities of $100 million to $500 million. The case is assigned to Honorable David S. Jones. The Debtor's counsel is Kyle J. Ortiz, Esq., Bryan M. Kotliar, Esq., Amy M. Oden, Esq., and Amanda C. Glaubach, Esq., at Togut, Segal & Segal LLP, in New York. The petition was signed by Teiji Ishikawa, representative director. LATAM AIRLINES: Wins $1.3 Billion Intercompany Claim Dispute ------------------------------------------------------------ Jeremy Hill of Bloomberg News reports that Latam Airlines Group SA prevailed in a dispute with some of its low-ranking creditors over a $1.3 billion intercompany claim after its bankruptcy judge said the sum is a valid debt. The Chilean airline's official unsecured creditor group had asked U.S. Bankruptcy Judge James Garrity to block one unit of Latam from collecting $1.3 billion from another unit, arguing the claim is not a real debt and allowing it would lead to unfair recoveries for some creditors. Latam has said it is obligated to honor the claim. About LATAM Airlines Group LATAM Airlines Group S.A. -- http://www.latam.com/-- is a pan-Latin American airline holding company involved in the transportation of passengers and cargo and operates as one unified business enterprise. It is the largest passenger airline in South America. Before the onset of the COVID-19 pandemic, LATAM offered passenger transport services to 145 different destinations in 26 countries, including domestic flights in Argentina, Brazil, Chile, Colombia, Ecuador and Peru, and international services within Latin America as well as to Europe, the United States, the Caribbean, Oceania, Asia and Africa. LATAM and its 28 affiliates sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 20-11254) on May 25, 2020. Affiliates in Chile, Peru, Colombia, Ecuador and the United States are part of the Chapter 11 filing. The Debtors disclosed $21,087,806,000 in total assets and $17,958,629,000 in total liabilities as of Dec. 31, 2019. The Hon. James L. Garrity, Jr., is the case judge. The Debtors tapped Cleary Gottlieb Steen & Hamilton LLP as bankruptcy counsel, FTI Consulting as restructuring advisor, Lee Brock Camargo Advogados as local Brazilian litigation counsel, and Togut, Segal & Segal LLP and Claro & Cia in Chile as special counsel. The Boston Consulting Group, Inc. and The Boston Consulting Group UK LLP serve as the Debtors' strategic advisors. Prime Clerk LLC is the claims agent. The official committee of unsecured creditors formed in the case tapped Dechert LLP as its bankruptcy counsel, Klestadt Winters Jureller Southard & Stevens, LLP as conflicts counsel, UBS Securities LLC as investment banker, and Conway MacKenzie, LLC as financial advisor. Ferro Castro Neves Daltro & Gomide Advogados is the committee's Brazilian counsel. The Ad Hoc Group of LATAM Bondholders tapped White & Case LLP as counsel. Glenn Agre Bergman & Fuentes, LLP, led by managing partner Andrew Glenn and partner Shai Schmidt, has been retained as counsel to the Ad Hoc Committee of Shareholders. LINDERIAN COMPANY: Seeks to Hire BKD LLP as Accountant ------------------------------------------------------ The Linderian Company, Ltd. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to employ BKD, LLP as its accountant. The Debtor requires an accountant to prepare its annual Medicaid and Medicare cost reports. The total cost for the preparation of the reports is estimated at $10,000 to $12,000 per year. As disclosed in court filings, BKD neither holds nor represents a pre-bankruptcy claim against the Debtor and the firm is not an insider of the Debtor. The firm can be reached through: Tim Adler BKD, LLP 2800 Post Oak Blvd., Suite 3200 Houston, TX 77056 Phone: 512-346-6477 Fax: 512-346-6415 About The Linderian Company The Linderian Company, Ltd. operates a nursing care facility in Longview, Texas. Linderian Compan sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Tex. Case No. 22-60024) on Jan. 19, 2022. In the petition signed by Greg Sechrist, managing partner, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Joshua P. Searcy oversees the case. Mark A. Castillo, Esq., at Curtis Castillo, PC and BKD, LLP serve as the Debtor's legal counsel and accountant, respectively. MANN REALTY: Trustee's $205K Sale of Harrisburg Property Approved ----------------------------------------------------------------- Judge Henry W. Van Eck of the U.S. Bankruptcy Court for the Middle District of Pennsylvania authorized Markian R. Slobodian, the Trustee for the Estate of Mann Realty Associates, Inc., to sell the unimproved real property located at 1125 South 9th Street, in the City of Harrisburg, Dauphin County, Pennsylvania (Parcel No. 01-049-029-000-0000), to James P. Halkias, or his assigns for $205,000. The sale is free and clear of all liens and interests of creditors. The Trustee will distribute the proceeds of the sale of the Real Property, to the extent of available funds, as follows: a. Realtor's commission of 6% to Lee and Associates of Eastern PA pursuant to Section 326 of the Bankruptcy Code as more fully set forth in the Contract attached to the Trustee's Application to Employ Real Estate Broker; b. Trustee will be reimbursed for all costs and expenses advanced or incurred by the Trustee necessary to manage and sell the Real Property, including, but not limited to, title or lien search fees, payment of utility bills, insurance, cleaning fees, refuse removal fees, personal property removal fees, homeowner association fees, eviction fees, maintenance and repair costs, security costs, professional fees, federal and state taxes, including, specifically, capital gains and depreciation recapture income taxes, Bankruptcy Court filing fees, noticing fees, and all other out of pocket expenses; c. All closing costs including any real estate transfer taxes which are the responsibility of the Seller pursuant to the terms of the Trustee's Sale Agreement with the Buyer; d. Past due real estate taxes and present real estate taxes pro rated to the date of settlement; e. Municipal claims, including past due sewer, water, or refuse charges, if any, and any present municipal claims pro rated to the date of settlement; f. The Trustee will deposit all remaining funds into the Trustee’s bank account for the Debtor's bankruptcy estate for the benefit of unsecured creditors and administrative claims; and g. No additional distributions from sale proceeds will be made to junior lienholders or other parties except as set forth in this paragraph. The Order will be effective immediately and will not be subject to the Stay otherwise imposed by Bankruptcy Rule 6004(h). The Trustee is authorized to sign all deeds and other documents needed to transfer good title to the Real Property to the Buyer. About Mann Realty Associates Mann Realty Associates, Inc., previously filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Pa. Case No. 17-00080) on Jan. 10, 2017. The petition was a "pro se" filing, or case filed without attorney. The Debtor is an affiliate of Kimbob, Inc., which sought bankruptcy protection on March 1, 2017 (Case No. 17-00836). Mann Realty Associates again filed for Chapter 11 bankruptcy protection (Bankr. M.D. Pa. Case No. 17-01334) on March 31, 2017. In the petition signed by Robert M. Mumma, II, its president, the Debtor was estimated to have assets between $10 million and $50 million and debt between $1 million and $10 million. Judge Robert N. Opel II presides over the case. Craig A. Diehl, Esq., at the Law Offices of Craig A. Diehl, serves as the Debtor's bankruptcy counsel. MARTHA E. SCHAEFER: Sale of New Springfield Property Approved ------------------------------------------------------------- Judge Tiiara N.A. Patton of the U.S. Bankruptcy Court for the Northern District of Ohio issued an Order resolving the complaint of Plaintiff Andrew W. Suhar, Chapter 7 Trustee, with regard to the validity, priority and extent of all liens, encumbrances and other interests, as well as for authority to sell the real estate of the estate, as well as the co-owner interest, with regard to the real estate located at 13549 Woodworth Road, in New Springfield, Mahoning County, Ohio, having the parcel ID nos. 01-167-0-007.00-0, 01-167-0-007.01-0, 01-167-0-006.00-0 and 01-167-0-005.01-0. All parties in interest have responded to the complaint, and the remaining parties in interest have agreed that the sale of the Real Estate is in the best interest of all parties concerned. By unanimous agreement, the parties agree and stipulate the following with the intent that the same becomes the order of the Court: 1. The bankruptcy estate is the owner of an undivided 50% interest in the Real Estate. The probate estate of Daniel B. Schaefer is the other owner of an undivided 50% interest in the Real Estate. 2. Farmers National Bank of Canfield, at this juncture, has the first and best lien on the fee interest in the Real Estate and is owed approximately $87,777.13 of unpaid principal, plus interest in the amount of $45,408.97 as of February 23, 2021 and continuing to accrue at the rate of 18% per annum from Feb. 23, 2021, unpaid late charges, fees and any other costs and expenses recoverable under the Note, as modified, and the Open-End Mortgage pursuant to its answer filed June 3, 2021. 3. Wise Old Sage, LLC has a second priority lien position relating to its judgment lien with regard to the non-debtor's undivided 50% interest of the Real Estate, in the principal amount of approximately $45,329 with interest accruing at the annual rate of 5% from Feb. 1, 2019 pursuant to its answer filed March 22, 2021. 4. Henry I. Beachy has a third priority lien position relating to the non-debtor interest in the Real Estate having a balance owed of approximately $390,000 plus interest pursuant to its answer filed June 14, 2021. 5. The co-owner of the Real Estate with the within bankruptcy estate was Daniel B. Schaefer, which has been succeeded by his probate estate, The Estate of Daniel B. Schaefer, Case No. 2021 ES 00657, Mahoning County Probate Court. The administrator is in agreement with the sale of the Real Estate herein. 6. All parties agreed to the sale of the Real Estate by public auction with the understanding and agreement that the sale proceeds will first go to pay all expenses of sale, including auctioneer fees and expenses (auctioneer fees and expenses to be held by the Trustee pending applicable motion before the Bankruptcy Court), then to Farmers National Bank of Canfield having the lien on the fee interest; then with 50% of the balance of the sale proceeds being paid to and held by the within bankruptcy estate pending further order of the Bankruptcy Court; and with 50% of the proceeds attributable to the probate estate of Daniel B. Schaefer being applied first to the lien of Wise Old Sage, LLC until satisfied, and then to the lien of Henry I. Beachy until satisfied. The parties further agree that to the extent proceeds are insufficient to satisfy all liens, that their liens will be released in any regard as part of this agreed order. 7. The parties further agree and stipulate that all remaining matters dealing with this adversary are herein addressed. Accordingly, the adversary is concluding by the entry of the judgment order. 8. The adversary proceeding may be reopened to address any issues that arise in implementing the settlement agreement. The bankruptcy case is In re: Martha E. Schaefer, Case No. 20-41519-TNAP (Bankr. N.D. Ohio). MARVIN KELLER TRUCKING: Files for Chapter 11 Bankruptcy Protection ------------------------------------------------------------------ Clarissa Hawes of FreightWaves reports that Illinois trucking company, Marvin Keller Trucking, an Illinois-based trucking company, has filed for Chapter 11 bankruptcy protection, citing a jury award of $10 million in December 2021 after a 2019 fatal truck crash involving one of its drivers. Joseph Keller, president of Marvin Keller Trucking, headquartered in Sullivan, Illinois, filed the first of several emergency motions in the U.S. Bankruptcy Court for the Central District of Illinois on Friday, April 22, 2022, stating the bankruptcy filing is necessary to "avoid irreparable and immediate harm" to the carrier's operations. In the filing, Keller wrote that the "substantial money judgment" against the trucking company, stemming from the jury verdict is the "main event" for the family-owned trucking company, founded by his father, Marvin Keller in 1965, to file Chapter 11. "With an agreed forbearance on collection of the judgment about to expire, and the debtor [MKT] unable to pay the judgment amount, the debtor filed a voluntary petition under Chapter 11 to maximize the potential recovery to its creditors and for the benefit of the other parties in interest including its employees," according to the trucking company’s emergency motion. A hearing on Marvin Keller’s emergency motions is set for Wednesday, April 27, 2022. In a statement to FreightWaves, Keller said the verdict "far exceeds the amount of liability insurance and reserves." "The economics of this verdict are clearly lopsided and disproportional," he said. Keller said the 57-year-old family-owned trucking company "plans to reorganize, restructure, and re-emerge in solid condition." "My dad taught me early on to work hard to earn the respect of your drivers and to plan for the worst," Keller said. "This event will not defeat us and will only serve to make us stronger. Our associates and their families, vendors, and other stakeholders are loyal and firmly committed to the restructuring." What happened? Marvin Keller Trucking was hit with a nuclear verdict, defined as a jury award of $10 million or more, in December 2021, following a five-day trial involving one of its former drivers, John Walls of Beecher City, Illinois. According to the Kentucky State Police report, Walls was traveling eastbound on Interstate 64 around 11:31 p.m. on March 13, 2019, when he crossed the grassy median and collided with a pickup truck, driven by Christopher Short, 44, of Mount Sterling, Kentucky, who was headed westbound on Interstate 64 in Bath County. Both vehicles went through a guardrail and down an embankment after Walls' rig pushed Short’s vehicle, "which became airborne and rotated counterclockwise, through the guardrail and into a tree." Short was pronounced dead at the scene, leaving behind his wife, Joy, and their four children. Walls was taken to a nearby hospital and later released. Walls' attorneys claim the truck driver experienced a cough-related syncope event, which led to him temporarily losing consciousness, while Short's legal team alleged the Marvin Keller driver fell asleep at the wheel because of driver illness or fatigue. The eight-person jury in the U.S. District Court for the Eastern District of Kentucky entered a $10 million judgment in favor of Short's wife and the couple's two minor children. Jon Heck, one of the attorneys who represented the Short family in the wrongful death case, said he is aware of Marvin Keller's recent bankruptcy filing. "We didn't see eye to eye on any settlement," Heck told FreightWaves. Bankruptcy filing In its filing, the company lists its assets as up to $10 million and its liabilities as between $10 million and $50 million. The trucking company states that it has up to 99 creditors and maintains that funds will be available for distribution to unsecured creditors once it pays administrative fees. According to the Federal Motor Carrier Safety Administration's SAFER database, the trucking company has 115 power units and the same number of drivers. In court documents, Keller said the trucking firm has dropped to 91 drivers. On its website, the family-owned truckload carrier hauls time-sensitive regional freight, including food-grade commodities, consumer products and non-bulk hazardous materials. Keller states the company's "operations and profitability" have been affected “by increased fuel and other market conditions." Marvin Keller Trucking filed for bankruptcy after it was unable to negotiate a settlement agreement with the Short family, according to court documents sent to FreightWaves by its attorney, Sumner Bourne. Court filings state the company can't pay for fuel, employee wages and other operating expenses without access to its cash collateral. The company's next payday is set for Friday, April 29, 2022. Keller said that if the company is unable to pay its employees and maintain its employee benefits, "it will lose the employees to competitors and be unable to continue its operations." The company posted gross revenues of approximately $27 million in 2020 and around $28 million in 2019, according to court filings. Among the company's unsecured creditors are Joy Short and her two minor children of Mount Sterling, Kentucky, owed $10 million, which Marvin Keller disputes, as well as Big Al's Towing of Cheyenne, Wyoming, owed nearly $29,000, and Lytx Inc., a video telematics provider headquartered in San Diego, owed $14,400. About Marvin Keller Trucking Marvin Keller Trucking operates a nationwide commercial trucking operation, with its headquarters located in Sullivan, Illinois. Marvin Keller Trucking sought Chapter 11 bankruptcy protection (Bankr. C.D. Ill. Case No. 22-90165) on April 22, 2022. In the petition filed by Joseph E. Keller, as president and CEO, Marvin Keller Trucking estimated assets between $1 million and $10 million and estimated liabilities between $10 million and $50 million. The case is assigned to Honorable Bankruptcy Judge Mary P. Gorman. Sumner A. Bourne, Esq., of RAFOOL & BOURNE, P.C., is the Debtor's counsel. MARVIN KELLER: Gets Interim Cash Collateral Access Thru June 17 --------------------------------------------------------------- The U.S. Bankruptcy Court for the Central District of Illinois, Urbana Division, authorized Marvin Keller Trucking Inc. to use cash collateral on an interim basis and provide adequate protection to creditors Scott State Bank and Western Trailer Inc. that appear to hold security interests in cash collateral. The Debtor is authorized to use the cash collateral of the Secured Lenders, including but not limited to accounts receivable and deposit accounts, on an interim basis with expenditures in the approximate amounts contained in the cash collateral budget. The Debtor is further authorized to pay administrative expenses in the case from cash collateral, including but not limited to professional fees and United States Trustee quarterly fees under 28 U.S.C. section 1930(a). The Debtor is permitted to use cash collateral until the close of business on June 17, 2022. The Secured Lenders are granted interim liens on the Debtor's post-petition receivables and post-petition deposit accounts including but not limited to its Debtor In Possession account, to the extent of the diminution of value of a Secured Lender's pre-petition liens against cash collateral, as adequate protection for cash collateral use pursuant to Section 361 of the Bankruptcy Code. The Replacement Liens will have the same validity, enforceability and priority as the Secured Lenders' pre-petition liens and security interests. The Replacement Liens granted pursuant to the order will constitute valid and perfected security interests and liens with the priority provided therein upon the Replacement Collateral, without the necessity of filing or recording any financing statement or other instrument or document which may otherwise be required under the law of any jurisdiction or the taking of any other action to validate or perfect the liens of the Secured Lenders in and to the Replacement Collateral or to entitle Secured Lenders to the priorities granted therein. A final hearing on the matter is scheduled for June 16, 2022 at 11 am. A copy of the order is available at https://bit.ly/3OPWl5k from PacerMonitor.com. About Marvin Keller Trucking Inc. Marvin Keller Trucking Inc. operates a nationwide commercial trucking operation, with its headquarters located in Sullivan, Illinois. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Ill. Case No. 22-90165) on April 22, 2022. In the petition signed by Joseph E. Keller, president and chief executive officer, the Debtor disclosed up to $10 million in both assets and liabilities. Sumner A. Bourne, Esq., at Rafool & Bourne, P.C. is the Debtor's counsel. NABORS INDUSTRIES: Incurs $174.7 Million Net Loss in First Quarter ------------------------------------------------------------------ Nabors Industries Ltd. reported a net loss of $174.67 million on $568.70 million of total revenues and other income for the three months ended March 31, 2022, compared to a net loss of $128.31 million on $461.77 million of total revenues and other income for the three months ended March 31, 2021. As of March 31, 2022, the Company had $4.86 billion in total assets, $3.50 billion in total liabilities, $677.83 million in redeemable noncontrolling interest in subsidiary, and $680.73 million in total equity. Anthony G. Petrello, Nabors Chairman, CEO and president, commented, "Our first quarter financial results demonstrate the value of our technology-focused strategy. Drilling Solutions' quarterly Adjusted EBITDA marked another post-pandemic high, and we saw excellent sequential growth in the U.S. Drilling segment." "In the Lower 48, our daily drilling adjusted gross margin reflects the strong pricing environment. Our average daily revenue of $23,000 represents an increase of nearly $1,300 versus the prior quarter. Leading-edge daily rates continue to increase sharply and are now at least $5,000 higher than the first quarter's average daily revenue. Adjusted EBITDA from our Drilling Solutions segment grew sequentially, on top of the strong performance in the prior quarter. This segment's contribution to the Company's total adjusted EBITDA exceeded 15%, an all-time high." "The first quarter marked significant exercises of our innovative equity warrants. We issued the warrants last June, as part of our strategy to de-lever. As a result, the reduction in face value of debt outstanding from these exercises exceeded $130 million." "Oilfield activity in the Lower 48 market, and land drilling rig counts in particular, increased significantly during the quarter. With support from commodity prices that have risen markedly since the beginning of the year, we remain optimistic that drilling activity in the oil & gas industry will continue to increase over the balance of the year. We are also encouraged by the signals coming from certain of the key international markets, where planning and tendering for additional activity are also accelerating, setting up another potential driver of future growth." A full-text copy of the press release is available for free at: https://www.sec.gov/Archives/edgar/data/1163739/000110465922051236/tm2213640d1_ex99-1.htm About Nabors Nabors (NYSE: NBR) owns and operates land-based drilling rig fleets and provides offshore platform rigs in the United States and several international markets. Nabors also provides directional drilling services, tubular services, performance software, and innovative technologies for its own rig fleet and those of third parties. Nabors Industries reported a net loss of $543.69 million for the year ended Dec. 31, 2021, a net loss of $762.85 million on for the year ended Dec. 31, 2020, a net loss of $680.51 million for the year ended Dec. 31, 2019, a net loss of $612.73 million for the year ended Dec. 31, 2018, and a net loss of $540.63 million for the year ended Dec. 31, 2017. As of Dec. 31, 2021, the Company had $5.53 billion in total assets, $4.13 billion in total liabilities, $675.28 million in redeemable noncontrolling interest in subsidiary, and $718.94 million in total equity. * * * Also in November 2021, Fitch Ratings affirmed Nabors Industries, Ltd.'s and Nabors Industries, Inc.'s (collectively, Nabors) Issuer Default Ratings (IDRs) at 'CCC+'. NESV ICE: Further Fine-Tunes Plan Documents ------------------------------------------- NESV Ice, LLC, et al., submitted a Modified Second Amended Disclosure Statement with respect to Amended Joint Plan of Reorganization dated May 2, 2022. The Plan will be funded from the Plan Loan of approximately $12,000,000, the SP Plan Contribution of approximately $1,225,000, and the Reorganized Debtors' continued operations. ASVL has agreed to release its Liens against the Debtors and convert its Claims into Equity Interests in NESV Holding, a new holding company that will own the Reorganized Debtors' new Equity Interests issued under the Plan. The DIP Loan will also be converted to Equity Interests in NESV Holding. The Plan permits the Debtors to restructure their debts, continue operations and proceed with the further development of their planned sports village. Allowed Secured Claims and Allowed Administrative Expense Claims will be paid in full. General Unsecured Claims against Ice will receive a Pro Rata share of the: (a) the Plan Payment, a cash contribution equal to the equal to the lesser of five percent (5%) of the aggregate Allowed General Unsecured Claims against Ice, or $125,000.00, and (b) fifty percent (50%) of the net recoveries from Avoidance Actions. Absent the restructuring proposed under the Plan, the Proponents believe that the Debtors' assets will be liquidated and, with the exception of claims for real estate taxes and the holder of the first mortgage on the Debtors properties, no creditors will receive a recovery on account of their claims. The Proponents believe that the Plan presents the best alternative for a recovery for all of the Debtors' creditors. Like in the prior iteration of the Plan, each holder of an Allowed General Unsecured Claim shall receive a Pro Rata share of: (a) the Plan Payment, and (b) fifty percent (50%) of the Net Proceeds of any Avoidance Actions recovered by the Reorganized Debtors. "Plan Payment" means a cash payment, within 5 Business Days of the Effective Date, equal to the lesser of 5% of the aggregate Allowed General Unsecured Claims against Ice, or $125,000.00. All Equity Interests in the Debtors shall be cancelled on the Effective Date, and 100% of the new Equity Interests in the Reorganized Debtors shall be issued to NESV Holding. Eighty-Three percent of the Equity Interests in NESV Holding will be issued to SP and the remaining seventeen percent will be issued to ASVL. The Plan will be funded by the Plan Loan, the Plan Contribution and from the Debtors' continued operations. Upon the Effective Date, the Debtors are authorized to take all action permitted by their Organization Documents and by the law, including, without limitation, to use their Cash and other Assets for all purposes provided for in the Plan and in their operations, to borrow funds, to obtain new financing secured by their Assets (provided such financing is not secured by a Lien senior to the Liens retained by certain creditors under the Plan), and to grant liens on their unencumbered Assets. Eighty three percent of the Equity Interests in NESV Holding shall be issued to SP, or its designee, on the Effective Date. In addition to the Plan Loan, SP will make the SP Plan Contribution in the approximate amount of $1,225,000, consisting of Administrative Expense Claims of approximately $500,000 to $600,000, $125,000 for General Unsecured Creditors, and an initial working capital investment of $500,000. A full-text copy of the Modified Second Amended Disclosure Statement dated May 2, 2022, is available at https://bit.ly/3kK0h9W from PacerMonitor.com at no charge. Co-Counsel for Shubh Patel, LLC: Donald R. Lassman, Esq. LAW OFFICE OF DONALD R. LASSMAN P.O. Box 920385 Needham, MA 02492 Telephone: (781) 455-8400 Email: don@lassmanlaw.com - and - Harold B. Murphy, Esq. D. Ethan Jeffery, Esq. MURPHY& KING, PROFESSIONAL CORPORATION One Beacon Street Boston, MA 02108 Telephone: (617) 423-0400 Email: EJeffery@murphyking.com Counsel for the Debtors: Joseph M. Downes III, Esq. William S. McMahon, Esq. DOWNES MCMAHON LLP 215 Lewis Wharf Boston, MA 02110 Telephone: (617) 600-86935 Email: jdownes@dmlawllp.com Counsel for Ashcroft Sullivan Sports Village Lender, LLC: Gary M. Hogan, Esq. BAKER, BRAVERMAN & BARBADORO, P.C. 300 Crown Colony Drive, Suite 500 Quincy, MA 02169-0904 Telephone: (781) 848-9610 Email: garyh@bbb-lawfirm.com About NESV Ice, LLC NESV Ice, LLC and affiliates NESV Swim, LLC, NESV Field, LLC, NESV Hotel, LLC, NESV Tennis, LLC, NESV Land, LLC, and NESV Land East, LLC, offer fitness and sports training services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 21-11226) on August 26, 2021. The petitions were signed by Stuart Silberberg as manager. Judge Christopher J. Panos oversees the case. William McMahon, Esq., at Downes McMahon LLP, is the Debtor's counsel. NEW YORK CLASSIC MOTORS: Bankruptcy Plan Okayed With Equity Payouts ------------------------------------------------------------------- James Nani of Bloomberg Law reports that a bankrupt unit of Classic Car Club Manhattan, a club that lets members drive luxury vehicles, received approval for a Chapter 11 plan that grants some unsecured creditors equity in the reorganized company. New York Classic Motors LLC's Fourth Amended Plan, approved Monday, May 2, 2022, by Judge Martin Glenn of the U.S. Bankruptcy Court for the Southern District of New York, allows general unsecured creditors to recover at least 83% of their claims. The luxury and vintage car club will remain in business while it pays back creditors. About New York Classic Motors New York Classic Motors LLC, a classic car dealer in New York, filed for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 21-10670) on April 9, 2021. At the time of the filing, the Debtor had between $10 million and $50 million in both assets and liabilities. Judge Martin Glenn oversees the case. The Debtor is represented by Kirby Aisner & Curley, LLP. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors on April 29, 2021. Arent Fox, LLP and CBIZ Accounting, Tax and Advisory of New York, LLC, serve as the committee's legal counsel and financial advisor, respectively. NEXTPLAY TECHNOLOGIES: Stockholders Elect 10 Directors ------------------------------------------------------ At NextPlay Technologies, Inc.'s 2022 Annual Meeting of Stockholders, the stockholders: (1) elected Nithinan Boonyawattanapisut, William Kerby, Donald P. Monaco, Athid Nanthawaroon, Carmen L. Diges, Komson Kaewkham, Yoshihiro Obata, Farooq Moosa, Edward Terrence Gardner, and Todd Bonner as directors, each to hold office until the Company's next annual meeting of stockholders, or until their successors are duly elected and qualified, subject to prior death, resignation, or removal; (2) ratified the appointment of TPS Thayer, LLC as the Company's independent registered public accounting firm for the fiscal year ending Feb. 28, 2022; (3) did not approve an amendment to the exercise price provisions of those warrants issued in connection with a registered direct offering of the Company's securities pursuant to that Stock Purchase Agreement entered into by and among the Company and certain investors on Nov. 1, 2021, and specifically to remove the $1.97 floor price of the Warrants such that the exercise price of the Warrants may be reduced below the Floor Price in the event that the Company issues or enters into any agreement to issue securities for consideration less than the then current exercise price of the warrants; and (4) voted to authorize the Company's board of directors to adjourn the Annual Meeting, in the Board's discretion, to permit the Company's Board to solicit additional proxies in favor of the proposals voted on at the Annual Meeting. The Board elected not to adjourn the Annual Meeting to a later date to solicit additional proxies in favor of the proposals voted on at the Annual Meeting. 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. NICO KEATON TRUCKING: Files for Bankruptcy in Ohio -------------------------------------------------- Nico Keaton Trucking LLC filed for chapter 11 protection in the Southern District of Ohio. According to court filing, Nico Keaton Trucking estimates between 1 and 49 unsecured creditors. A meeting of creditors under 11 U.S. Sec. 341(a) is slated for June 1, 2022 at 10:00 A.M. at the office of UST. About Nico Keaton Trucking Nico Keaton Trucking LLC is a licensed freight shipping and trucking company based in Columbus, Ohio. Nico Keaton Trucking sought for Chapter 11 bankruptcy protection (Bankr. S.D. Ohio Case No. 22-51141) on April 22, 2022. In the petition filed by Everett Smith, as owner, Nico Keaton Trucking estimated assets and liabilities up to $50,000 each. The case is assigned to Honorable Bankruptcy Judge C Kathryn Preston. NMDC HOME: $285K Sale of Baltimore Property to Francois Approved ---------------------------------------------------------------- Judge Nancy V. Alquist of the U.S. Bankruptcy Court for the District of Maryland authorized NMDC Home Improvement LLC's sale of the real property located at 1212 N. Bond Street, in Baltimore, Maryland 21213, to Gabrielle Francois for $284,900, pursuant to the Contract for Sale and Purchase of the Real Property. The Debtor is authorized to execute and deliver all documents and take all actions reasonably necessary to convey the estate's equitable interest in the Real Property to the Buyer. The 14-day stay pursuant to Federal Rule of Bankruptcy Procedure 6004(h) is waived. About NMDC Home Improvement NMDC Home Improvement LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 22-10785) on Feb. 16, 2022, listing as much as $1 million in both assets and liabilities. Michael Coleman, member, signed the petition. Aryeh E. Stein, Esq., at Meridian Law, LLC serves as the Debtor's legal counsel. NMJ RESTAURANT: Seeks to Hire Transworld as Business Broker ----------------------------------------------------------- NMJ Restaurant & Marketplace, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire Doral-based brokerage firm, Transworld Business Brokers, Inc., to find a buyer for its assets. Transworld has agreed to receive a 10 percent commission on the sales price. Jesse Peraza Peraza, a senior sales associate with Transworld, disclosed in a court filing that his firm is disinterested as required by Section 327(a) and a verified statement as required under Bankruptcy Rule 2014. The firm can be reached through: Jesse Peraza Transworld Business Brokers, Inc. 8323 NW 12th St Suite 104 Doral, FL 33126 Phone: (754) 224-3125 Email: jperaza@tworld.com About NMJ Restaurant & Marketplace NMJ Restaurant & Marketplace, Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-11361) on Feb. 20, 2022, listing as much as $1 million in both assets and liabilities. Michael S. Hoffman, Esq., at Hoffman, Larin & Agnetti, P.A. and Shevlin & Atkins, Attorneys at Law serve as the Debtor's bankruptcy counsel and special counsel, respectively. NORRENBERNS FOODS: Selling All Grocery Business-Associated Assets ----------------------------------------------------------------- Norrenberns Foods, Inc., asks the U.S. Bankruptcy Court for the Southern District of Illinois to approve the sale of all or substantially all assets associated with the Grocery Business to Norrenberns Properties, LLC and Betty Ann Market, Inc. for the aggregate sum of $455,100 plus a sum equal to 70% of the retail price of the Debtor's grocery inventory at closing (not to exceed $200,000) and plus a sum equal to its outstanding liability at closing to Associated Wholesale Grocers, Inc., subject to overbid. As of the Petition Date, the Debtor operated and managed a retail grocery store in Mascoutah, Illinois. In addition, the Debtor owns and leases additional real property, commonly known as the "Smokehouse." The Motion concerns only the sale of the Grocery Business and does not concern, in any respect, disposition of the Smokehouse. In 2019, the Debtor began searching for a purchaser for the Grocery Business. In September 2021, the Debtor began negotiations with Craig Norrenberns for a purchase and sale of the Grocery Business. Mr. Norrenberns is a nephew of its principals, but had no involvement in the operation of the Grocery Business. Those negotiations culminated with execution of an Asset Purchase Agreement between the Debtor and and the Buyers. Under the terms of the Agreement, the Buyer will purchase all of the Debtor's assets associated with the Grocery Business, as more particularly described in the Agreement and its exhibits, for the aggregate sum of $455,100 plus a sum equal to 70% of the retail price of the Debtor's grocery inventory at closing (not to exceed $200,000) and plus a sum equal to the Debtor’s outstanding liability at closing to Associated Wholesale Grocers, Inc. In addition, the Debtor will assume and assign to the Buyer certain executory contracts and unexpired leases as more particularly described in the Agreement, provided, however, and for avoidance of doubt, the Buyers are not assuming and will not be party to any of the Debtor's collective bargaining or other labor agreements, and the sale of the Assets contemplated in the Motion and the Agreement is and will be free and clear of any and claims in any way related to such collective bargaining and other labor agreements. By the Motion, the Debtor seeks entry of the Sale Order, following a Sale Hearing to be scheduled by the Court, (a) approving the Agreement, (b) authorizing the Debtor to sell substantially all of the assets it used in the operations of the Grocery Business to the Buyers free and clear of any and all liens, claims, interests and encumbrances, or, alternatively, (c) in the event that the Court approves a higher and otherwise better offer from a party not affiliated with the Buyers, approving the sale of the Assets to such other party. The Agreement represents the highest and best offer for the and, given the forgoing circumstances, the Debtor's decision to consummate the proposed sale to the Buyers is justified under the facts and circumstances of the chapter 11 case and in the sound business judgment of the Debtor. The Debtor will adopt the procedures governing the Sale Hearing and the submission of any bid by parties interested in purchasing the Assets: a. At the Sale Hearing, the Debtor will seek entry of an order, inter alia, authorizing and approving the sale of the Assets and the assumption and assignment of the Assigned Contracts (i) if no other Qualifying Bid is received for the Assets, to the Buyers pursuant to the terms and conditions set forth in the Asset Purchase Agreement or (ii) if a Qualifying Bid is received by the Debtor for the Assets, to the Buyer or such other Person submitting a Qualifying Bid whom the Debtor determines submitted the Highest or Best Bid, subject to a final determination by the Bankruptcy Court at the Sale Hearing. The Debtor's determination of the Highest or Best Bid is without prejudice to the Buyers' right and the right of any other Person who submitted a Qualifying Bid to challenge such determination at the Sale Hearing. The Debtor will not contest any argument by the Buyer that it has standing to contest the Highest or Best Bid selected by the Debtor. All objections to the Sale will be filed no later than five business days prior to the Sale Hearing. b. A competing Bid will not be considered by the Debtor or the Bankruptcy Court unless such competing Bid (i) is submitted to the Debtor in writing, (ii) expressly provides that it will remain open and be irrevocable in accordance with its terms through the entry of the Sale Order, (iii) is for an amount equal to, or greater than the aggregate of the sum of the initial bid equal to the Purchase Price plus $10,000 and (iv) includes a good faith cash deposit of $50,000. c. Bid Deadline: Five business days before the Sale Hearing d. If one or more Qualifying Bids are submitted in accordance with the Bidding Procedures Order, the Debtor will conduct the Auction as set forth in the Asset Purchase Agreement. As soon as practicable prior to the Auction, the Debtor will provide to the Buyer, all Persons who submitted Qualifying Bids, and the secured lenders of each Qualifying Bid received. On the business day before the Sale Hearing at 9:00 a.m. (St. Louis time), the Debtor will conduct the Auction at the offices of Goldenberg Heller & Antognoli, P.C., 2227 South State Route 157, Edwardsville, Illinois 62025 at which time and place the Buyer and all Persons who submitted Qualifying Bids will have the right to submit further Bids in writing. Only the Buyer and any Persons who submitted a Qualifying Bid may submit Bids at the Auction. Any Bid submitted at the Auction must be higher than the immediately preceding Bid in increments of not less than $10,000 in cash. The Debtor requests that the Court authorizes the sale of the Assets free and clear of any and all liens, claims, interests, and encumbrances, with such liens, claims, interests and encumbrances to attach to the sale proceeds. The Debtor will establish at the hearing to consider the Motion that adequate business justifications exist that merit judicial approval of the proposed assumptions and assignments. Notwithstanding the foregoing, any assignment and assumption of executory contracts and unexpired leases will not be effective until the Buyers file a notice of assumption with this Court setting forth the same information set forth on the Assumption List and any Supplemental Assumption List. The Debtor requests that the Court approves payment of all of the proceeds received from the sale of the Acquire Assets into an account to be escrowed pending a determination of the extent and priority of all liens on the Assets pursuant to a motion to be filed by the Debtor. A copy of the Agreement is available at https://tinyurl.com/5n7kj2ub from PacerMonitor.com free of charge. About Norrenberns Foods, Inc. Norrenberns Foods, Inc., located at 11 Corrington Place, Mascoutah, IL 62258, sought Chapter 11 protection (Bankr. S.D. Ill. Case No. 21-30825) on Dec. 7, 2021. Judge Laura K. Grandy oversees the case. The Debtor estimated assets in the range of $500,000 to $1 million and $1 million to $10 million in debt. The Debtor tapped Steven M. Wallace, Esq., at Goldenberg Heller & Antognoli, P.C. as counsel. The petition was signed by Donald T. Norrenberns as president. NORTH AMERICAN FINC'L 15: DBRS Confirms Pfd-4 on Preferred Shares ----------------------------------------------------------------- DBRS Limited confirmed the rating of the Preferred Shares issued by North American Financial 15 Split Corp. (the Company) at Pfd-4 (high). The Company invests in a portfolio (the Portfolio) consisting primarily of common shares of 15 high-quality North American financial services companies: Bank of America Corporation; Bank of Montreal; The Bank of Nova Scotia; Canadian Imperial Bank of Commerce; CI Financial Corp.; Citigroup Inc.; The Goldman Sachs Group, Inc.; Great-West Lifeco Inc.; JPMorgan Chase & Co.; Manulife Financial Corporation; National Bank of Canada; Royal Bank of Canada; Sun Life Financial Inc.; The Toronto-Dominion Bank; and Wells Fargo & Company. In addition, up to 15% of the net asset value (NAV) of the Company may be invested in securities of issuers other than those mentioned above. These issuers include Fifth Third Bancorp, U.S. Bancorp, and Morgan Stanley as of November 30, 2021. The Portfolio is actively managed by Quadravest Capital Management Inc. A portion of the Company's Portfolio is exposed to currency risk as it includes securities denominated in U.S. dollars (USD), while the NAV of the Company is expressed in Canadian dollars. The Company has not entered into currency hedging contracts for the USD portion of the Portfolio, although the Company may use derivatives for hedging purposes. As of November 30, 2021, 52.5% of the Portfolio was invested in USD-denominated assets. The Company established an at-the-market (ATM) equity program in January 2021, which was renewed and is currently effective until August 6, 2022. The ATM equity program allows the Company to issue Preferred Shares and Class A Shares to the public from time to time at the Company's discretion, through the Toronto Stock Exchange or any other marketplace in Canada where the shares are listed. The Company also issues Preferred Shares and Class A Shares from time to time through overnight offerings. Preferred Shares and Class A Shares are issued only on a basis that an equal number of Preferred Shares and Class A Shares will be outstanding at all material times. The Company's termination date is December 1, 2024. At maturity, the holders of the Preferred Shares will be entitled to the value of the Company, up to the face amount of the Preferred Shares, in priority to the holders of the Class A Shares. Holders of the Class A Shares will receive the remaining value of the Company. The termination date can be extended for additional terms of five years at the Company's discretion, but shareholders will be provided with a special retraction right in connection with such extension. Holders of the Preferred Shares are currently entitled to a fixed cumulative monthly dividend of $0.05625 per share, yielding 6.75% annually on their issue price of $10 per share. Holders of the Class A Shares currently receive regular monthly cash distributions in the amount of $0.11335 for each share. No regular monthly distributions will be paid to the Class A Shares if the NAV per unit (a unit consists of one Preferred Share and one Class A Share) is below the $15 threshold or if any dividends on the Preferred Shares are in arrears. Current downside protection available to holders of the Preferred Shares is approximately 42%. Downside protection available to the Preferred Shares consists of the NAV of the Class A Shares. The current Preferred Share dividend coverage ratio is approximately 0.4 times. The average grind on the Portfolio is expected to be 8.3% annually for the next three years. To supplement dividend income received on the Portfolio, the Company may engage in option writing. The confirmation of the rating takes into consideration the current level of downside protection available to the Preferred Shares, the dividend coverage ratio below one time, the expected grind on the Portfolio arising from the current distributions to the Class A Shares, the exposure to foreign currency risk, and the remaining term to maturity. The main challenges are: (1) The downside protection available to holders of the Preferred Shares depends on the value of the common shares held in the Portfolio. (2) The reliance on the Portfolio manager to generate additional income through methods such as option writing. (3) The monthly cash distributions to holders of the Class A Shares, which create grind on the Portfolio. (4) The unhedged portion of the USD-denominated Portfolio that exposes the Portfolio to foreign currency risk. Notes: All figures are in Canadian dollars unless otherwise noted. NORTHLAND CORP: Selling Substantially All Assets to Goodfellow -------------------------------------------------------------- Judge Joan A. Lloyd of the U.S. Bankruptcy Court for the Western District of Kentucky authorized Northland Corp.'s bidding procedures in connection with the sale of substantially all assets to Goodfellow, Inc., subject to overbid. The salient terms of the Bidding Procedures are: a. Bid Deadline: 5:00 p.m. (ET) on April 27, 2022 b. Initial Bid: An offering of cash consideration (a) greater than or equal to $5.05 million plus the amount of the Break-Up Fee and Operating Capital to acquire the Purchased Assets, Remaining Real Property, and Excess Land; or (b) greater than or equal to $2.85 million plus the amount of the Break-Up Fee and Operating Capital, so long as the bid provides for delivery of $2.8 million in cash to Central Bank and includes an offer to convey the Remaining Real Property and Excess Land to Central Bank consistent with the terms of the LOI c. Deposit: $150,000 d. Auction: If one or more Qualified Bids are received timely, the Debtor was to conduct an auction at the office of Kaplan Johnson Abate & Bird LLP; 710 W. Main Street, 4th Floor; Louisville, Kentucky 40202, on April 28, 2022, at 11:00 a.m. e. Bid Increments: $50,000 f. Break-up Fee: $140,000 Within three business days of entry of (i) the Order and (ii) the notice of hearing to consider approval of the sale of substantially all the Debtor's assets free and clear of any interest, the Debtor will cause service of the Notice upon the Sale Notice Parties. The Clerk of the Court was to promptly enter a notice setting the Sale Hearing for 10:00 a.m. on April 29, 2022, in Courtroom #1, 5th Floor (7th St. Elevators), 601 West Broadway, Louisville, Kentucky 40202. About Northland Corporation Northland Corporation -- http://northlandcorp.com-- is in the business of drying, sorting, and grading hardwood lumber. From its headquarters in LaGrange, Ky., and lumberyards in Collinwood, Tenn., and Blainville, Quebec, the Debtor processes and sells a variety of lumber species native to central North America and imports other hardwoods to customers throughout North America and beyond. Northland Corporation filed a petition for Chapter 11 protection (Bankr. W.D. Ky. Case No. 20-31934) on July 27, 2020, listing as much as $10 million in both assets and liabilities. Orn E. Gudmundsson, Jr., chief executive officer, signed the petition. Judge Joan A. Lloyd oversees the case. Tyler R. Yeager, Esq., and Charity S. Bird, Esq., at Kaplan Johnson Abate & Bird, LLP serve as the Debtor's bankruptcy attorneys. On Sept. 15, 2020, the U.S. Trustee for Region 8 appointed an official committee of unsecured creditors in the Debtor's Chapter 11 case. The committee is represented by the law firms of McClain DeWees, PLLC and Louisville Lawyer, PLLC. OC 10753 SUBWAY: Seeks Approval to Hire AW Financial as Accountant ------------------------------------------------------------------ OC 10753 Subway LLC and its affiliates filed a supplement to its application seeking approval from the U.S. Bankruptcy Court for the District of Colorado to employ AW Financial Services, LLC. In the application, the Debtors disclosed that in addition to the flat fee of $2,640 to prepare and file the 2021 joint tax return, AW Financial will also charge a monthly fee of $1,440 ($480 each to OC 10753 Subway, OC 11097 Subway, LLC, and OC 15019 Subway, LLC) for bookkeeping, monthly reporting to the court, and payroll services provided to the Debtors. Due to a miscommunication, the monthly administrative fee inadvertently failed to include the fees associated with the payroll services. The additional charge for payroll services is $200 per month each to OC 10753 Subway, OC 11097 Subway, and OC 15019 Subway. The firm can be reached through: Ann Wang, CPA AW Financial Services, LLC 7384 S Alton Way STE 201 Centennial, CO 80112 Phone: +1 720-663-8118 Email: awang@awaccountingtax.com About OC 10753 Subway OC 10753 Subway, LLC and its affiliates filed their voluntary petitions for relief under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Colo. Lead Case No. 22-10999) on March 28, 2022. Joli A. Lofstedt serves as Subchapter V trustee. At the time of the filing, OC 10753 Subway listed as much as $500,000 in both assets and liabilities. Judge Thomas B. McNamara oversees the cases. Wadsworth Garber Warner Conrardy, PC and AW Financial Services, LLC serve as the Debtors' legal counsel and accountant, respectively. PLAMEX INVESTMENT: May Sell Plaza Mexico Shopping Center to SVAP ---------------------------------------------------------------- Judge Erithe Smith of the U.S. Bankruptcy Court for the Central District of California approved Plamex Investment, LLC's sale of real property, namely, Plamex's principal asset consisting of the real estate and improvements commonly known as the Plaza Mexico Shopping Center to SVAP III Acquisitions, LLC. The Debtor conducted the Auction on April 11, 2022. Primestor Development, LLC (including any permitted assignee thereof under the Back-Up Bidder PSA) was named as the Back-Up Bidder in accordance with the terms of the Bid Procedures Order and the Back-Up Bidder PSA. The Sale of the Property to the Successful Bidder on the terms and conditions set forth in the Successful Bidder PSA is approved. The Debtor is authorized and directed to consummate the transactions under the Successful Bidder PSA in accordance with the Order. The Debtor (and its equity holders) will not pursue or solicit any Alternative Transaction until the valid termination of the Successful Bidder PSA in accordance with it terms. The sale is free and clear of all Liens, with any and all such Liens to attach to proceeds of the Sale. Within three business days of entry of the Order, the Successful Bidder will increase its good faith deposit from 1% of the purchase price to 2% of the purchase price on the terms and conditions set forth in the Successful Bidder PSA. The Sale Order constitutes a final order within the meaning of 28 U.S.C. Section 158(a). The stays provided in Bankruptcy Rules 6004(h) and 6006(d) are waived and the Order will be effective immediately upon its entry. The filing of a copy of the Order in the Office of the Los Angeles County Registrar-Recorder/County Clerk may be relied upon by all title insurers in order to issue title insurance policies on the Real Property. Any title insurer, escrow agent, or other intermediary participating in the Bidding Procedures or the Closing of a Sale of the Property after the Petition Date is authorized to disburse all funds at the Closing of the Sale or such earlier date as may be required pursuant to the applicable settlement statement or escrow instructions provided by the parties to such Sale. In the event that the Successful Bidder fails to consummate the Sale in accordance with the Successful Bidder PSA because of a breach by the Successful Bidder or failure to perform on the part of the Successful Bidder, the Debtor will proceed without any other or further order or authorization from the Court, to consummate the sale with the Back-Up Bidder pursuant to the terms of the purchase and sale agreement with the Back-Up Bidder and the amendment thereto. As promptly as possible following the Closing of the Sale with the Successful Bidder, the 1% bidding deposit of the Back-Up Bidder will be returned to the Back-Up bidder. The Court has reviewed and considered the "Notice to the Court" for the purchase of the Property filed on April 12, 2022 by Jose Jaime Montero, as well as the oral argument presented by Montero at the hearing. The Court has concluded that Montero has not presented evidence to the Court sufficient to persuade the Court of Montero's ability to pay his proposed purchase price of $175 million or to satisfy the Court ordered requirements to be a "Qualified Bidder" as such term is defined in the Sale Motion, and for a "Permitted Alternative Transaction" as such term is defined in the Plan Support Agreement dated November 23, 2021 entered into between the Debtor and a number of other parties. The Court is therefore not recognizing or approving the bid submitted by Montero. About Plamex Investment Plamex Investment, LLC, is a privately held company whose principal assets are located at 3100 E. Imperial Highway Lynwood, Calif. Plamex Investment and its affiliate, 3100 E. Imperial Investment, LLC, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Calif. Lead Case No. 21-10958) on April 14, 2021. Donald Chae, designated officer, signed the petitions. Judge Erithe A. Smith oversees the cases. At the time of the filing, Plamex Investment disclosed assets of between $100 million and $500 million and liabilities of the same range. 3100 E. Imperial Investment had between $10 million and $50 million in both assets and liabilities. Levene, Neale, Bender, Yoo & Brill LLP serves as the Debtors' legal counsel. POST OAK TX: Wins Interim Cash Collateral Access for May -------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, authorized Post Oak TX, LLC to continue using cash collateral on an interim basis, in accordance with the budget for May 2022. RSS JPMBB20I4-C25 - TX POT, LLC asserts an interest in the Debtor's cash collateral. A further interim hearing on the Debtor's continued cash collateral access is set for May 25 at 1:30 p.m. The Prior Cash Collateral Order approved the April 2022 budget, which included a line item to escrow $100,000 for real estate taxes, but did not include a line item to pay real estate taxes. Based on the agreement of the parties announced at the hearing, the Debtor is authorized to pay the approximate amount of outstanding 2021 real estate taxes of $441,105.25, first from the amounts in the tax escrow account, and the balance from the operating account, on or before April 29, 2022. In the event the real estate taxes are not paid by that time, the May 2022 budget contains a line item authorizing the payment of the $441,105.25. A copy of the order and the Debtor's May 2022 budget is available at https://bit.ly/39sZTul from PacerMonitor.com. The Debtor projects $2,343,294 in revenue cash collections and $2,179,320 in total operating expenses. About Post Oak TX, LLC Post Oak TX, LLC is part of the traveler accommodation industry. Post Oak TX sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-18563) on August 31, 2021. E. Llywd Ecclestone, Jr., president of Hotel Resort Company, a Florida corporation, as general partner, of Hotel Resort Properties, LLLP, the Debtor's member/manager, signed the petition. The Debtor disclosed between $50 million to $100 million in both assets and liabilities. Judge Erik P. Kimball oversees the case. Andrew Zaron, Esq., at Leon Cosgrove, LLP, is the Debtor's counsel. KapilaMukamal, LLP is the Debtor's financial advisor. QUALITY MACHINE: Court Approves Sale of Assets and Real Properties ------------------------------------------------------------------ Judge William J. Fisher of the U.S. Bankruptcy Court for the District of Minnesota has authorized Quality Machine of Iowa, Inc., to sell the following properties: a. assets of the Debtor to Quality Machine of Iowa Acquisition, Inc. b. real property located in Minnesota to 5800 69th Avenue N, LLC; and c. real property located in Iowa to 1040 4th Avenue Acquisition, LLC. The Sale Hearing was held before the Court on April 20, 2022. The Acquired Assets will not include that certain personal property subject to the purchase money security interest and lien of Manufacturers Capital, a division of Commercial Credit Group Inc. as identified in the stipulation for stay relief filed on April 13, 2022, and the Court's order granting stay relief filed on April 15, 2022. For the avoidance of doubt, such assets are a Doosan Puma TT2100SYY with serial number ML0422-000041 and a Star Lathe ST-38 with serial number 0230 and they are expressly excluded from the sale. The APA and the Sale are authorized in all respects pursuant to 11 U.S.C. Sections 101, 363 and 365 and the Debtor is authorized to take such actions as are necessary to affect the transactions contemplated by the APA. The Sale is free and clear of any and all Liens and Claims, with all such Liens and Claims to attach only to the net proceeds of the Sale. Pursuant to agreement of the Debtor and Great Western, upon entry of the Order, that certain Business Manager Agreement with Businesses and Professionals dated as of Feb. 17, 2017, by and between the Debtor and Great Western Bank is terminated; and Great Western is authorized to take any and all actions necessary to effect such termination or related thereto, to the extent not already complete. The following disbursements are authorized to be made directly by the closing agent as part of the sale of the Acquired Assets to the Buyer: a. Newtek Small Business Finance, LLC - $3.6 million b. Great Western Bank - $1.015 million c. 21st Century Bank - $119,000 d. Citizens Bank N.A. - $50,000 e. KLC Financial - $12,500 f. Seller's Closing Costs - $56,067.65 The remaining funds will be held in escrow for 60 days pursuant to the terms of the APA and available for the Seller's postclosing obligations under Section 3.1.1 of the APA and indeminifications under Section 10 of the APA. Upon release from escrow, the remaining sale proceeds in the estimated amount of $93,932.35 will be carved out for the benefit of the Debtor's estate. Pursuant to 11 U.S.C. Sections 365(b), (c) and (f), the Debtor is authorized to assume and assign the Assumed Contracts to the Buyer. The Sale and the terms and conditions and transactions contemplated by the APA are deemed an exempt transfer within the meaning of 11 U.S.C. Section 1146(c), and, accordingly, will not be taxed under any law imposing a stamp or similar tax. To the extent necessary under Federal Rules of Bankruptcy Procedure 5003, 9014, 9021 and 9022, the Court expressly finds that there is no just reason for delay in the implementation of the Order and expressly directs entry of the Order. The provisions of Federal Rules of Bankruptcy Procedure 6004(g) and 6006(d) requiring a 14-day stay of the Order after its entry, are waived. The APA is not a sub rosa plan under Chapter 11 of title 11 of the United States Code for which approval has been sought without the protections that a disclosure statement would afford, and is not in violation of creditors' or equity securities holders' voting rights. About Quality Machine of Iowa, Inc. Quality Machine of Iowa, Inc. is engaged in precision production machining of metal parts. The Company has two locations: Minneapolis, Minn., and Audubon, Iowa. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Minn. Case No. 21-42169) on December 3, 2021. In the petition signed by Timothy Greene, owner and CEO, the Debtor disclosed $8,368,270 in assets and $10,343,162 in liabilities. Judge William J. Fisher oversees the case. Cameron A. Lallier, Esq., at Foley and Mansfield PLLP is the Debtor's counsel. Rod Peterson, a partner at Platinum Management LLC, serves as the Debtor's financial advisor. QUANTUM CORP: Amends Revolving Credit Agreement With PNC Bank ------------------------------------------------------------- Quantum Corporation entered into an amendment to the Amended and Restated Revolving Credit and Security Agreement, dated as of Dec. 27, 2018, among the Company, Quantum LTO Holdings, LLC, a Delaware limited liability company and a wholly-owned subsidiary of the Company, the other borrowers and guarantors from time to time party thereto, the lenders from time to time party thereto, and PNC Bank, National Association, as administrative agent for such lenders. The Revolver Amendment, among other things, amends certain terms of the Revolving Credit Agreement, including without limitation, to (a) increase the principal amount of the revolving commitments to $40,000,000, (b) replace the benchmark rate for advances under the Revolving Credit Agreement from a LIBOR-based rate to a SOFR-based rate, (c) waive compliance with the fixed charge coverage ratio financial covenant until the fiscal quarter ending March 31, 2025, (d) amend the covenant levels for the total net leverage ratio financial covenant, commencing with the fiscal quarter ending June 30, 2022, and (e) amend the minimum liquidity financial covenant to adjust the minimum liquidity level and require that daily liquidity not remain below such minimum level for more than three consecutive business days. The Revolver Amendment also adjusts the applicable margin for advances under the Revolving Credit Agreement, such that (i) advances under the Revolving Credit Agreement designated as "Domestic Rate Loans" and "Swing Loans" will have an applicable margin of (A) 1.75% for the period from the Closing Date until the date quarterly financial statements are delivered to the Revolving Agent for the fiscal quarter ending Dec. 31, 2023 and (B) thereafter, ranging from 1.25% to 1.75% based on the Company's applicable total leverage ratio and (ii) advances under the Revolving Credit Agreement designated as "Term SOFR Loans" will have an applicable margin of (A) 2.75% for the period from the Closing Date until the date quarterly financial statements are delivered to the Revolving Agent for the fiscal quarter ending Dec. 31, 2023 and (B) thereafter, ranging from 2.25% to 2.75% based on the Company's applicable total leverage ratio. Amendment to Term Loan Credit Agreement On the Closing Date, the Company entered into an amendment to the Term Loan Credit and Security Agreement, dated as of Aug. 5, 2021, among the Company, Quantum LTO, the other borrowers and guarantors from time to time party thereto, the lenders from time to time party thereto, and Blue Torch Finance LLC, as disbursing agent and collateral agent for those lenders. The Term Loan Amendment, among other things, amends certain terms of the Term Loan Credit Agreement, including without limitation, to (a) replace the benchmark rate for loans under the Term Loan Credit Agreement from a LIBOR-based rate to a SOFR-based rate, (b) amend the covenant levels for the total net leverage ratio financial covenant, commencing with the fiscal quarter ending June 30, 2022, and (c) amend the minimum liquidity financial covenant to adjust the minimum liquidity level and require that daily liquidity not remain below such minimum level for more than three consecutive business days. Closes Rights Offering On April 22, 2022, Quantum Corporation closed its previously announced rights offering. The Rights Offering was fully subscribed, and the Company issued 30,000,000 shares of the Company's common stock, $0.01 par value per share, for net proceeds of approximately $66.1 million after deducting estimated offering expenses. About Quantum Corp. Based in San Jose, California, Quantum Corp. (NYSE:QTM) -- http://www.quantum.com-- provides technology and services that stores and manages video and video-like data delivering streaming for video and rich media applications, along with low cost, high density massive-scale data protection and archive systems. The Company helps customers capture, create and share digital data and preserve and protect it for decades. For the nine months ended Dec. 31, 2021, the Company reported a net loss of $24.47 million. Quantum reported a net loss of $35.46 million for the year ended March 31, 2021, compared to a net loss of $5.21 million for the year ended March 31, 2020. As of Dec. 31, 2021, the Company had $187.64 million in total assets, $310.42 million in total liabilities, and a total stockholders' deficit of $122.78 million. QUANTUM CORP: Bryant Riley Reports 8.2% Equity Stake ---------------------------------------------------- In a Schedule 13D/A filed with the Securities and Exchange Commission, these entities reported beneficial ownership of shares of common stock of Quantum Corporation as of April 22, 2022: Shares Percent Beneficially of Reporting Person Owned Class ---------------- ----------- ------- B. Riley Financial, Inc. 6,398,132 7.1% B. Riley Securities, Inc. 2,644,554 2.9% BRF Investments, LLC 3,753,578 4.2% Bryant R. Riley 7,388,889 8.2% The percent of class is calculated based on 90,115,450 shares of common stock, par value $0.01, of Quantum Corporation outstanding, calculated from (a) 60,115,450 shares of Common Stock outstanding as of Feb. 4, 2022 as reported by the Issuer on its Form 10-Q filed with the SEC on Feb. 9, 2022 and (b) 30,000,000 shares of Common Stock issued upon the closing of a rights offering by the Issuer as reported by the Issuer on it Form 8-K filed with the SEC on April 27, 2022. Bryant R. Riley, an individual, is the co-chief executive officer and Chairman of the Board of Directors of BRF. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/709283/000121390022022392/ea158982-13da5briley_quantum.htm About Quantum Corp. Based in San Jose, California, Quantum Corp. (NYSE:QTM) -- http://www.quantum.com-- provides technology and services that stores and manages video and video-like data delivering streaming for video and rich media applications, along with low cost, high density massive-scale data protection and archive systems. The Company helps customers capture, create and share digital data and preserve and protect it for decades. For the nine months ended Dec. 31, 2021, the Company reported a net loss of $24.47 million. Quantum reported a net loss of $35.46 million for the year ended March 31, 2021, compared to a net loss of $5.21 million for the year ended March 31, 2020. As of Dec. 31, 2021, the Company had $187.64 million in total assets, $310.42 million in total liabilities, and a total stockholders' deficit of $122.78 million. RAINBOW LAND: $9.35K Sale of Lincoln County Parcel to DOT Approved ------------------------------------------------------------------ Judge Natalie M. Cox of the U.S. Bankruptcy Court for the District of Nevada authorized Rainbow Land & Cattle Co., LLC, to sell its 0.20 acres of land related to Parcel S-317-LN-019.661 and 0.60 acres of land related to Parcel S-317-LN-020.803 exempting therefrom any and all water rights appurtenant to said parcels located in Lincoln County, Nevada, to the State of Nevada, acting through its Department of Transportation, for the total purchase price of $9,350, payable in cash at close of escrow, pursuant to the terms and conditions set forth in the fully-executed Purchase Agreement, free and clear of liens. The Debtor is authorized and will pay via close of escrow H.H. Land & Cattle Co. the sum of $9,350 on account of H.H. Land & Cattle Co.'s beneficial interest in a first deed of trust in the Property. As soon as possible after close of escrow H.H. Land & Cattle Co. will execute and record such documents as are necessary to release all liens on any and all of the Debtor's property. The Property will be sold free and clear of any lien claim or interest, if any, claimed by Zions First National Bank, H.H. Land & Cattle Co., and F. Heise Land & Livestock Co., Inc., and that as soon as possible after close of escrow Zions First National Bank, H.H. Land & Cattle Co., and F. Heise Land & Livestock Co., Inc., will execute and record such documents as are necessary to release all liens on any and all of the Debtor's Property sold. The Property, as described in the Motion to Sell and Purchase Agreement, will be sold and transferred to the State free and clear of all liens and encumbrances pursuant to 11 U.S.C. Section 363(f)(2), and that said sale transaction will be in accordance with the terms and conditions of the Purchase Agreement. The 14-day stay of Federal Rule of Bankruptcy Procedure 6004(h) is waived and the Order is effective immediately upon entry. Pursuant to Fed. R. Bankr. P. 6004(f)(2), the Debtor is authorized to execute any and all documents required to consummate the subject sale according to the parties' Purchase Agreement and the terms and conditions of the Order. About Rainbow Land & Cattle Company Rainbow Land & Cattle Company, LLC, a privately held company engaged in activities related to real estate, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 19-50627) on May 30, 2019. The petition was signed by John H. Huston, its managing member. The Debtor previously sought bankruptcy protection (Bankr. D. Nev. Case No. 12-14009) on April 4, 2012. At the time of the filing, the Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. The case has been assigned to Judge Bruce T. Beesley. The Debtor tapped Holly E. Estes, Esq., at Estes Law, P.C., as legal counsel, Timothy W. Nelson as an interest rate expert, Arthur J. Hill as a feasibility expert, and B. Kent Vollmer as real estate appraiser and valuation expert. REBECCA B. BRINSKELE: Hearing on Property Sale Continued to June 24 ------------------------------------------------------------------- Judge Dennis Montali of the U.S. Bankruptcy Court for the Northern District of California continued the status conference and hearing on Rebecca Brown Brinskele's sale of the real property commonly known as 12300 Pt. Reyes Road, in Nicasio, California, previously set for April 15, 2022, at 10:30 a.m., to June 24, 2022, at 10:30 a.m. No later than June 17, 2022, the counsel for Debtor should file a status conference report. The hearing on the Debtor's Motion to Value Real Property Collateral of The United State of America, Internal Revenue Service, and to Avoid Liens previously set on April 15, 2022, at 10:30 a.m. is continued to June 24, 2022, at 10:30 a.m. The hearing on Debtor's Motion to Approve Sale of Debtor's Property Free and Clear of Liens and Encumbrances previously set on April 15, 2022, at 10:30 a.m. is continued to June 24, 2022, at 10:30 a.m. All hearings will be conducted by telephone or video conference (unless otherwise noted). Parties must review the specific calendar page (pdf) posted on the Bankruptcy Court's website for further instructions one week prior to the hearing. Rebecca Brown Brinskele sought Chapter 11 protection (Bankr. N.D. Cal. Case No. 18-30194) on Feb. 23, 2018. The Debtor tapped Ruth Elin Auerbach, Esq., at Law Offices of Ruth Elin Auerbach as counsel. RENNOVA HEALTH: Discusses Financial Results, Company Progress ------------------------------------------------------------- Rennova Health, Inc. Chief Executive Officer Seamus Lagan joined Stock Day host Everett Jolly to discuss its 2021 financial results and provide an update on the business. Jolly started off by referring to the recently filed 2021 financial statements and improvements in a number of areas. Lagan stated that the financial results for 2021 confirms the Company, "improved the stockholder deficit by approximately $21 million, reduced losses of approximately $17 million in 2020 to approximately $5 million in 2021, increased assets from approximately $12 million to $19 million, reduced liabilities by approximately $14 million across the board and means a reduced need for continuous raising of additional capital to fund existing operations." Jolly went on to ask about the software division, now known as InnovaQor, that was separated out in 2021 and whether Rennova shareholders would receive any direct benefit from this separation. Lagan confirmed that subject to whatever permissions will be required, it is intended to give Rennova shareholders a direct ownership in InnovaQor. Lagan also confirmed the current value of Rennova being an investor through ownership of convertible preferred stock in InovaQor. Jolly then asked what could be expected next and what the plans are to increase revenue. Lagan confirmed that the first step was to stabilize the existing business and the belief that this has been accomplished. He then described preliminary plans to add behavioral and mental health, including detox, residential care and outpatient services to the Company's locations. Jolly finished the interview by asking, "What is it that you want my listeners and your stockholders to take away from today's interview?" Lagan answered by saying that he believed "we are at an inflection point and that the next few years should put the Company back on a faster growth trajectory and return much better numbers than delivered in the past two to four years". To hear Seamus Lagan's entire interview, follow the link to the podcast here: https://audioboom.com/posts/8073127-rennova-health-inc-discusses-2021-financial-statements-and-company-progress-with-the-stock-day About Rennova Health Rennova Health, Inc. -- http://www.rennovahealth.com-- is a provider of health care services to rural communities. The Company owns one operating acute care hospital in Oneida, Tennessee known as Big South Fork Medical Center (classified as a critical access hospital), an acute care hospital and physician's office located in Jamestown, Tennessee that it plans to reopen and operate, and a rural clinic in Kentucky. Rennova Health reported net income of $5.61 million for the year ended Dec. 31, 2021, compared to a net loss of $18.34 million for the year ended Dec. 31, 2020. Net loss available to common stockholders for the year ended Dec. 31, 2021, was $500.87 million while the net loss available to common stockholders for the year ended Dec. 31, 2020, was $281.59 million. As of Dec. 31, 2021, the Company had $19.63 million in total assets, $46.94 million in total liabilities, and a total stockholders' deficit of $27.30 million. Salt Lake City, Utah-based Haynie & Company, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company has recognized recurring losses and negative cash flows from operations, and currently has minimal revenue producing activities. This raises substantial doubt about the Company's ability to continue as a going concern. ROBERT LEE GANT: $620K Sale of 3 Nashville Properties Approved -------------------------------------------------------------- Judge Randal S. Mashburn of the U.S. Bankruptcy Court for the Middle District of Tennessee authorized Robert Lee Gant to sell three parcels of real estate, to wit: 628 and 630 W Trinity Lane, in Nashville, Tennessee, for $220,000; 1902 3rd Avenue North, in Nashville, Tennessee, for $250,000; and 1903 Herrnosa Street, in Nashville, Tennessee, for $150,000. Conditioned on sufficient funds that the tax lien of the Internal Revenue Service, and other than specified in the Order, said sale will be free and clear of the interests of any lien holder. The liens will attach to the proceeds of the sale in accordance with the law of priority of liens. Robert Lee Gant sought Chapter 11 protection (Bankr. M.D. Tenn. Case No. 22-00050) on Jan. 11, 2022. The Debtor tapped Steven L. Lefkovitz, Esq., at Lefkovitz & Lefkovitz as counsel. SALEM HARBOR: Auction of Substantially All Assets Set for June 14 ----------------------------------------------------------------- Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware authorized the bidding procedures proposed by Salem Harbor Power Development LP, formerly known as Footprint Power Salem Harbor Development LP (DevCo), and its debtor-affiliates, in connection with the sale of all or substantially all of their Assets The following dates and deadlines are approved, subject to the right of the Debtors to modify the following dates, provided that notice is given in accordance with the terms of the Order: a. June 3, 2022, at 5:00 p.m. (ET) - Stalking Horse Motion Deadline b. June 10, 2022, at 5:00 p.m. (ET) - Bid Deadline c. June 13, 2022, at 5:00 p.m. (ET) - Deadline by which the Debtors will determine which Bids are Qualified Bids and notify each Potential Bidder in writing whether such Potential Bidder is a Qualified Bidder d. June 13, 2022, at 5:00 p.m. (ET) - Deadline by which the Debtors will provide each Qualified Bidder a schedule setting forth the Baseline Bid e. June 14, 2022, at 10:00 a.m. (ET) - Auction (if necessary), which will be held at Paul, Weiss, Rifkind, Wharton & Garrison LLP, 1285 Avenue of the Americas, New York, New York 10019 or via remote video f. June 24, 2022, at 4:00 p.m. (ET) - Transaction Election Deadline g. July 6, 2022, at 4:00 p.m. (ET) - Assigned Contract Objection Deadlin h. July 13, 2022, at 10:30 a.m. (ET) - Confirmation Hearing, which will be held before the Honorable Judge Mary F. Walrath, United States Bankruptcy Court for the District of Delaware, 824 N. Market Street, Wilmington, Delaware 19801 or via remote video For the avoidance of doubt, the deadline to object to consummation of any Sale Transaction pursuant to the Plan will be the deadline to object to confirmation of the Plan as set forth in the Court's order approving the Debtors' disclosure statement for the Plan and the related solicitation process and materials. The Debtors are authorized to solicit bids and conduct the Auction, if necessary, on the terms set forth in the Bidding Procedures. Any party desiring to bid for all or substantially all of the Assets will comply with the Bidding Procedures and the Order. The Debtors are authorized to take any and all actions necessary to implement the Bidding Procedures. If the Auction is cancelled or any deadline is modified, then the Debtors will file a notice with the Court of such election within two business days of the determination of such election by the Debtors, after consultation with the Consultation Parties. Pursuant to the Bidding Procedures, the Debtors are authorized, but not directed, to select one or more bidders to act as the Stalking Horse Bidder and enter into a Stalking Horse Agreement with such Stalking Horse Bidder. In the event the Debtors select a Stalking Horse Bidder, as soon as reasonably practicable following the selection of a Stalking Horse Bidder, and by no later than 5:00 p.m. (ET) on June 3, 2022, the Debtors will file a motion to be heard on shortened notice seeking approval of such Stalking Horse Bidder, entry into the Stalking Horse Agreement, and provision of the Bid Protections with the Court and serve such motion on (i) all persons known or reasonably believed to have expressed interest in acquiring the Assets since March 7, 2022, (ii) all non-Debtor parties to any executory contracts and/or unexpired leases proposed to be assumed and assigned pursuant to the Stalking Horse Agreement, and (iii) all parties that have requested notice in these chapter 11 cases as of the date of such motion and the Court will hear such motion on an expedited basis and, in any case, by no later than June 9, 2022. The Debtors will provide at least three business days' notice of any hearing on such motion and are hereby authorized to serve such motion and any applicable related pleadings on shortened notice, with objections due at 4:00 p.m. (ET) on the day prior to such hearing. Any Qualified Bidder who has a valid and perfected lien on any assets of the Debtors' estates will have the right to credit bid all or a portion of such Secured Creditor's claims within the meaning of section 363(k) of the Bankruptcy Code. The form of Sale Notice is approved. No later than three business days after entry of the Bidding Procedures Order, the Debtors will serve the Sale Notice on the Sale Notice Parties. Within seven business days of the Mailing Date, the Debtors will publish the Sale Notice, with any modifications necessary for ease of publication, once in in the national edition of one of the following newspapers to provide notice to any other potential interested parties: The Wall Street Journal, The New York Times, or USA Today. The Debtors will also post the Sale Notice, the Order, and the Bidding Procedures on the case website maintained by the Debtors' claims and noticing agent. The form of Cure Notice is approved. At least 10 days in advance of the Assigned Contract Objection Deadline, the Debtors will file with the Court and serve the Cure Notice on all Contract Counterparties. The Assigned Contract Objection Deadline is July 6, 2022 at 4:00 p.m. (ET). The Debtors are authorized to take all actions necessary to effectuate the relief granted pursuant to the Order. The terms and conditions of the Order will be immediately effective and enforceable upon its entry. A copy of the Bidding Procedures is available at https://tinyurl.com/2p96zsvh from PacerMonitor.com free of charge. About Footprint Power Salem Harbor Development LP Salem Harbor Power Development LP, f/k/a Footprint Power Salem Harbor Development LP (DevCo), owns and operates a 674 MW natural gas-fired combined-cycle electric power plant located in Salem, Massachusetts. The Facility, located along Salem Harbor, is a more efficient and environmentally responsible replacement of a previous coal-fired power plant located at the same site. Salem Harbor Power Development LP, f/k/a Footprint Power Salem Harbor Development LP (DevCo), and its debtor-affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 22-10239) on March 23, 2022. In the petition signed by John R. Castellano, chief restructuring officer, Devco disclosed up to $1 billion in both assets and liabilities. DevCo is the only Debtor with business operations. Other than DevCo, each Debtor's assets consist solely of its membership or partnership interests, as applicable, in its subsidiaries. Paul, Weiss, Rifkind, Wharton and Garrison LLP and Young Conaway Stargatt and Taylor, LLP represent the Debtor as counsel, Alixpartners as financial advisor, Prime Clerk LLC as claims, noticing, solicitation and administrative agent, Houlihan Lokey Capital, Inc. as investment banker. MUFG Union Bank, N.A., as agent to the prepetition lenders, retained Mayer Brown LLP, as primary counsel; Potter Anderson & Corroon LLP, as Delaware counsel; Goodwin Procter LLP, as Massachusetts counsel; and PJT Partners LP, as financial advisor. SANGHA HOSPITALITY: Pinchus Buying Macon Property for $14.75-Mil. ----------------------------------------------------------------- Sangha Hospitality, LLC, asks the U.S. Bankruptcy Court for the Middle District of Georgia to approve its sale of the property located at 108 First Street, in Macon, Georgia 31201, as described in more detail in the Purchase and Sale Contract, to Pinchus Perlmutter for $14.75 million, free and clear of liens, claims and interests, with such liens, claims and interests attaching to the proceeds of sale. Respondent United Georgia Loans, LLC (610 Spring Street, NW, Suite C-2, Atlanta, Georgia 30308) holds a first priority security interest in the Property securing United Georgia's claim in the approx. amount of $1.6 million. Respondent NuFirst Investment, LLC (4515 S. Ocean Blvd, Highland Beach, Florida 33487) holds a second priority security interest in the Property securing NuFirst Investments' claim in the approx. amount of $1.6 million. Respondent HDDA, LLC (Sean A. Gordon, Thompson Hine, LLP, Two Alliance Center, Suite 1600, 3560 Lenox Road, Atlanta, Georgia 30326) holds a third priority security interest in the Property securing HDDA's claim in the approx. amount of $4.6 million. Respondent Macon-Bibb County Tax Commissioner ("MBCTC") (Blake E. Lisenby, Lisenby & Associates, 777 Walnut Street, Macon, Georgia 31201) is the holder of tax liens against the Property for outstanding property taxes. MBCTC holds a claim against the Property for outstanding property and ad valorem taxes in the approx. amount of $67,463.70. Respondent Macon Water Authority ("MWA") (790 Second Street, Macon, Georgia 31201) holds a judgment lien against the Property for water service in the approx. amount of $21,259.79. Respondent Starr Electric Contractors, LLC (539 Bartlett Street, Macon, Georgia 31204) holds a claim against the Debtor and may hold lien rights against the Property. Respondent Park Hospitality, LLC (701 Carlson Parkway, Hopkins, MN 55305) may hold a claim against the Debtor in the approx. amount of $389,211, however, the judgment has not been domesticated in Georgia. Respondent Central Georgia Services, LLC (1077 Parkway Drive, Suite A, Macon, Georgia 31220) holds a claim against the Debtor in the approx. amount of $6,436.80 for plumbing services. The Motion is a Contested Matter under F.R.B.P. 9014. On March 30, 2022, the Debtor entered into the Purchase and Sale Agreement with the Purchase for the purchase and sale of the Property. The Sale Contract provides that Debtor will sell the Property to the Purchaser for purchase price of $14.75 million. The closing date is tentatively set for May 30, 2022. The Sale Contract provides for an earnest money deposit in the amount of $100,000, which has been deposited and is held in the trust account of Sutton Land Title Agency, pending a 30-day due diligence period. The Sale Contract also provides for a second deposit of $1 million on April 27, 2022, conditioned on entry of an order approving the sale by the Court. The remaining balance of the Purchase Price will be deposited into escrow with Sutton Land Title Agency at closing. Sutton Land Title Agency will disburse the proceeds of the sale in accordance with an Order of the Court approving the ﬁnal closing statement. Any remaining net proceeds due to the Debtor will be disbursed to the Debtor and deposited in the Debtor's DIP Account pending resolution of any remaining allowed claims no paid at closing. The Purchase Price exceeds the total amount of all claims in the Bankruptcy Case. As such, the sale proceeds will fund payment in full of all allowed secured and unsecured claims in the Bankruptcy Case. The Debtor intends to file, on April 27, 2022, a motion for entry of an order establishing a claims bar date and/or file a Chapter 11 Plan setting forth a claims bar date to provide for resolution of any disputed claims before closing. The Debtor moves for the entry of an Order: (a) authorizing the Debtor to sell the Property in accordance with the Sale Contract, and authorizing and approving the sale, free and clear of liens, claims, and interests, with such liens, claims, and interests, ifany, to attach to the proceeds of such sale; and (b) authorizing the Escrow Agent to disburse proceeds of the sale at closing as follows: i. payment of all outstanding property and ad valorem taxes assessed against the Property through the closing date; ii. payment to holders of allowed secured claims against the Debtor secured by an interest in the Property; iii. payment of all usual, customary, and reasonable costs associated with the sale or as agreed in the Sale Contract, including attorney fees; iv. payment of the reasonable costs of the Debtor in arranging for the sale of the Property; V. payment of all allowed undisputed claims as of the closing date; vi. payment of any outstanding fees due the US. Trustee; vii. payment of the remaining net sale proceeds to the Debtor for deposit into the DIP Account to be disbursed in accordance with the Debtor's Chapter 11 Plan or order of the Court to pay any remaining allowed claims in full; and (c) granting other relief as set forth. The Debtor expressly reserves the right to modify the relief requested in the Motion prior to or at any hearing that may be held concerning the Motion. It reserves the right to pursue any available cause of action or counterclaim against the Respondents and reserves the right to object to any claim filed or scheduled on behalf of Respondents in the Bankruptcy Case. Finally, the Debtor believes that time is of the essence in closing the transaction by the contemplated Closing Date. Therefore, it requests that the Court waives the 14-day stay of any order approving this Motion pursuant to F.R.B.P. 6004(h). About Sangha Hospitality Sangha Hospitality LLC is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). Sangha Hospitality sought Chapter 11 bankruptcy protection (Bankr. M.D. Ga. Case No. 22-50094) on Jan. 27, 2022, listing up to $50 million in assets and up to $10 million in liabilities. Judge James P. Smith oversees the case. Christopher W. Terry, Esq., at Boyer Terry LLC, is the Debtor's legal counsel. SCHERTZ AERIAL: Seeks Approval to Hire Insight CPAs as Accountant ----------------------------------------------------------------- Schertz Aerial Service, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of Illinois to employ Insight CPAs & Financial LLC as its accountant. The firm's services include: a) preparation of Debtor's tax returns; b) evaluation of the advisability of making certain bankruptcy elections under the Internal Revenue Code; c) forensic accounting services related to employee theft; and d) performance of other accounting and tax services normally provided by accounting and tax professionals to debtors in a bankruptcy case. The firm's hourly rates range from $75 to $200. As disclosed in court filings, Insight is a disinterested person within the meaning of Section 101(14) of the Bankruptcy Code The firm can be reached through: Nicole Allen Insight CPAs & Financial, LLC 2712 McGraw Drive Bloomington, IL 61704 Phone: +1 309-663-1353 Email: Nicole.allen@icpaf.com About Schertz Aerial Service Schertz Aerial Service, Inc., a company in Hudson, Ill., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. C.D. Ill. Case No. 22-70128) on March 16, 2022, listing $10,001,710 in assets and $5,706,926 in liabilities. Steven M. Wallace serves as Subchapter V trustee. Judge Mary P. Gorman oversees the case. The Debtor tapped Carmody Macdonald, P.C. as bankruptcy counsel and Insight CPAs & Financial, LLC as accountant. SCHULDNER LLC: Trustee Selling Duluth Property for $100K Cash ------------------------------------------------------------- Steven B. Nosek, in his capacity as the Subchapter V Trustee of Schuldner, LLC, filed with the U.S. Bankruptcy Court for the District of Minnesota his amended request for approval of his sale of the Debtor's property located at 708 E 6th Street, in the City of Duluth, County of St. Louis, State of Minnesota, Zip Code 55805, to Jacob La Jeunesse and Anne Kendall for $100,000 cash. The Property is legally described as: That part of E 1/2 of E 1/2 of NW 1/4 of SE 1/4 Commencing at the Intersection Point between SLY line of 6th St and Ely line of 7th Ave E Go Ely along said Sly line of 6th St 55 Ft to point of beginning thence go Sly at right angles 35 Ft thence Ely at right angles 45 Ft thence Nly at right angles to intersection with Sly line of 6th St thence Wly along said Sly line of 6th St 45 Ft to point of beginning, Section 22, Township 50, Range 14, St. Louis County, Minnesota, the property is reported to be Abstract, PID: 010-2710-06390. Lot is 35X45. The Amended Motion is being filed and served because an Amendment to the Purchase Agreement has been executed by the Seller and the Buyers changing the Purchase Price of the property from $105,000 to $100,000. The Purchase Agreement indicated the sale was subject to an inspection. The inspection revealed the need for substantial repairs needing to be completed to the property. Therefore, the reduction in the Purchase Price. The Trustee, on behalf of the Debtor, respectfully requests that the Court enters an order approving the sale of the property. About Schuldner LLC Schuldner LLC is a privately held company engaged in activities related to real estate. It owns 15 single-family rental homes in Duluth, Minn., with a total appraised value of $1.8 million. Schuldner filed for Chapter 11 protection (Bankr. D. Minn. Case No. 18-43739) on Nov. 30, 2018. In the petition signed by Carl L. Green, president, the Debtor disclosed $1,806,000 in assets and $1,035,000 in debt. The Hon. Katherine A. Constantine is the case judge. The Debtor hired Joseph W. Dicker, P.A., as counsel. SCHULDNER LLC: Trustee Sells Duluth Property to Jeunesse & Kendall ------------------------------------------------------------------ Steven B. Nosek, in his capacity as the Subchapter V Trustee of Schuldner, LLC, filed with the U.S. Bankruptcy Court for the District of Minnesota his second amended request for approval of his sale of the Debtor's property located at 708 E 6th Street, in the City of Duluth, County of St. Louis, State of Minnesota, Zip Code 55805, to Jacob La Jeunesse and Anne Kendall for $100,000 cash. The Property is legally described as: That part of E 1/2 of E 1/2 of NW 1/4 of SE 1/4 Commencing at the Intersection Point between SLY line of 6th St and Ely line of 7th Ave E Go Ely along said Sly line of 6th St 55 Ft to point of beginning thence go Sly at right angles 35 Ft thence Ely at right angles 45 Ft thence Nly at right angles to intersection with Sly line of 6th St thence Wly along said Sly line of 6th St 45 Ft to point of beginning, Section 22, Township 50, Range 14, St. Louis County, Minnesota, the property is reported to be Abstract, PID: 010-2710-06390. Lot is 35X45. PID 010-2710-06390 The Trustee reincorporates and realleges all information from his previously filed Motion and Amended Motion. He has received the Title Commitment from the closing company for the property to be sold. In his review of the Title Commitment, he noticed the legal description was inaccurately described in the Motion filed on March 18, 2022. The Second Amended Motion is being filed to correct the legal description. The Trustee, on behalf of the Debtor, has entered into a Purchase Agreement for the sale of the property. The property is reported to be Torrens, with a Torrens Certificate No. is 341592.0. The Trustee, on behalf of the Debtor, respectfully requests that the Court enters an order approving the sale of the property. About Schuldner LLC Schuldner LLC is a privately held company engaged in activities related to real estate. It owns 15 single-family rental homes in Duluth, Minn., with a total appraised value of $1.8 million. Schuldner filed for Chapter 11 protection (Bankr. D. Minn. Case No. 18-43739) on Nov. 30, 2018. In the petition signed by Carl L. Green, president, the Debtor disclosed $1,806,000 in assets and $1,035,000 in debt. The Hon. Katherine A. Constantine is the case judge. The Debtor hired Joseph W. Dicker, P.A., as counsel. SCHULDNER LLC: Trustee's $120K Sale of Duluth Property Approved --------------------------------------------------------------- Judge Katherine A. Constantine of the U.S. Bankruptcy Court for the District of Minnesota authorized Steven B. Nosek, in his capacity as the Subchapter V Trustee of Schuldner, LLC, to sell the property located at 510 North 11th Avenue East, in Duluth, Minnesota 55805, to R45 Holdings, LLC, for the sum of $120,000 cash. The proceeds of the sale, subsequent to the deduction for closing costs and expenses, will be distributed by the Debtor to Wilmington Trust, National Association, as Trustee, for the Benefit of the Holders of B2R Mortgage Trust 2016-1 Mortgage Pass–Through Certificates. The sale is free and clear of the liens, claims, encumbrances and interests, with all such liens, claims, encumbrances and interests will attach to the proceeds of the sale. The Trustee, on behalf of the Debtor, is authorized and empowered to take such steps, expend such sums of money and do such other things as may be necessary to implement and effect the terms of the Order. About Schuldner LLC Schuldner LLC is a privately held company engaged in activities related to real estate. It owns 15 single-family rental homes in Duluth, Minn., with a total appraised value of $1.8 million. Schuldner filed for Chapter 11 protection (Bankr. D. Minn. Case No. 18-43739) on Nov. 30, 2018. In the petition signed by Carl L. Green, president, the Debtor disclosed $1,806,000 in assets and $1,035,000 in debt. The Hon. Katherine A. Constantine is the case judge. The Debtor hired Joseph W. Dicker, P.A., as counsel. SIMPLY FIT: Wins Cash Collateral Access Thru May 31 --------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, authorized Simply Fit, LLC to use cash collateral consistent with the terms of the Order Granting Debtor's Motion to Use Cash Collateral dated September 17, 2021; and the Order Granting Emergency Motion of Authority to Use Cash Collateral dated March 7, 2022. The Debtor may use cash collateral on an interim basis through confirmation of an Amended Plan of Reorganization for Small Business Under Chapter 11. A hearing to consider approval of the Plan is scheduled for May 31 at 1:30 p.m. As previously reported by the Troubled Company Reporter, the Debtor was permitted to use cash collateral to pay (a) amounts expressly authorized by the Court, including payments to the U.S. Trustee for quarterly fees; (b) the current and necessary expenses set forth in the budget plus an amount not to exceed 10% for each line item; and (c) addition al amounts as may be expressly approved in writing by United Community Bank. The Court said each creditor with a security interest in cash collateral will have a perfected post-petition lien against cash collateral to the same extent and with the same validity and priority as the prepetition lien, without the need to file or execute any document as may otherwise be required under applicable non bankruptcy law. A copy of the order is available at https://bit.ly/39A5j6P from PacerMonitor.com. About Simply Fit, LLC Simply Fit, LLC owns and operates an Anytime Fitness franchise gym in Largo, Florida. Simply Fit provides its members with 24-hour access to its state-of-the-art fitness facilities and more than 4,700 additional locations worldwide, as well as optional fitness consultants, team workouts, and personal training. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. Md. Fla. Case No. 21-04636) on September 8, 2021. In the petition signed by Tyrone Joy, authorized member, the Debtor disclosed up to $100,000 in assets and up to $1 million in liabilities. Judge Catherine Peek McEwen oversees the case. Amy Denton Harris, Esq., at Stichter, Riedel, Blain & Postler, P.A. is the Debtor's counsel. SOO HOTELS: Hearing on Trustee's Business Property Sale Adjourned ----------------------------------------------------------------- Judge Maria L. Oxholm of the U.S. Bankruptcy Court for the Eastern District of Michigan adjourned to April 21, 2022, at 10:00 a.m. the hearing on (i) the proposed sale outside the ordinary course of business by Kimberly Ross Clayson, the Subchapter V trustee appointed in Soo Hotels Inc.'s Chapter 11 case, of the Debtor's equipment, inventory, and other personal property set forth in the proposed Asset Purchase Agreement to an entity to be formed by the Debtor's Shareholder, Dominic Shammami, for $300,000, plus assumed liabilities, subject to competing bids; and (ii) Shareholder Salwan Atto's Motion to Dismiss Case, in order to allow the parties further opportunity to negotiate and resolve objections to the Sale Motion and resolve the Motion to Dismiss. The matter came before the Court on the stipulation between the Trustee and the Parties, by their counsel. The hearing on the Motion was scheduled for April 14, 2022. About Soo Hotels Soo Hotels, Inc. filed a Chapter 11 petition (Bankr. E.D. Mich. Case No. 21-45708) on July 7, 2021, listing as much as $1 million in both assets and liabilities. Dominic Shammami, principal, signed the petition. Judge Maria L. Oxholm oversees the case. Robert Bassel serves as the Debtor's legal counsel. SOO HOTELS: Trustee's $300K Sale of Property to Shammami Denied --------------------------------------------------------------- Judge Maria L. Oxholm of the U.S. Bankruptcy Court for the Eastern District of Michigan denied the proposed sale outside the ordinary course of business by Kimberly Ross Clayson, the Subchapter V trustee appointed in Soo Hotels Inc.'s Chapter 11 case, of the Debtor's equipment, inventory, and other personal property set forth in the proposed Asset Purchase Agreement to an entity to be formed by the Debtor's Shareholder, Dominic Shammami, for $300,000, plus assumed liabilities, free and clear of all liens, claims, interests, and encumbrances, subject to competing bids. The Moving Party will serve a notice of the Order on the parties not receiving electronic notice and file a proof of service. About Soo Hotels Soo Hotels, Inc. filed a Chapter 11 petition (Bankr. E.D. Mich. Case No. 21-45708) on July 7, 2021, listing as much as $1 million in both assets and liabilities. Dominic Shammami, principal, signed the petition. Judge Maria L. Oxholm oversees the case. Robert Bassel serves as the Debtor's legal counsel. SS&S SPECIALTIES: Taps Stichter Riedel Blain & Postler as Counsel ----------------------------------------------------------------- SS&S Specialties, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Florida to employ Stichter, Riedel, Blain & Postler, PA as legal counsel. The firm will render these services: (a) advise the Debtor regarding its powers and duties in the continued operation of its business and management of its property; (b) prepare legal papers; (c) appear before this court and the U.S. Trustee to represent and protect the interests of the Debtor; (d) assist with and participate in negotiations with creditors and other parties-in-interest in formulating a plan of reorganization, drafting such a plan, and taking necessary legal steps to confirm such a plan; (e) represent the Debtor in all adversary proceedings, contested matters, and matters involving administration of this case; (f) represent the Debtor in negotiations with potential financing sources, and preparing contracts, security instruments, and other documents necessary to obtain financing; and (g) perform all other legal services that may be necessary for the proper preservation and administration of this Chapter 11 case. The firm received a retainer of $11,738 from Scott Jeff Group, LLC, a non-debtor entity. Edward Peterson, Esq., an attorney at Stichter Riedel Blain & Postler, 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: Edward J. Peterson, Esq. Stichter Riedel Blain & Postler, PA 110 East Madison Street, Suite 200 Tampa, FL 33602 Telephone: (813) 229-0144 Email: epeterson@srbp.com About SS&S Specialties SS&S Specialties, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Fla. Case No. 21-50124) on Dec. 16, 2021, listing as much as $1 million in both assets and liabilities. Jerrett Matthew McConnell serves as Subchapter V trustee. Judge Karen K. Specie oversees the case. Edward J. Peterson, Esq., at Stichter Riedel Blain & Postler, PA is the Debtor's legal counsel. STATERA BIOPHARMA: Accepts Resignation of Chief Legal Officer ------------------------------------------------------------- Statera Biopharma, Inc. accepted the resignation of Cozette M. McAvoy, chief legal officer, effective as of April 30, 2022. Statera Biopharma said Ms. McAvoy's decision was not a result of any disagreement with the company or its Board of Directors or any matter relating to the company's operations, policies or practices. Following her resignation, Ms. McAvoy will become an advisor to the Board of Directors of the company. About Statera Statera Biopharma, Inc. (formerly known as Cytocom, Inc. and Cleveland Biolabs) is a clinical-stage biopharmaceutical company developing novel immunotherapies targeting autoimmune, neutropenia/anemia, emerging viruses and cancers based on a proprietary platform designed to rebalance the body's immune system and restore homeostasis. The Company reported a net loss of $2.44 million for the year ended Dec. 31, 2020, a net loss of $2.69 million for the year ended Dec. 31, 2019, a net loss of $3.71 million for the year ended Dec. 31, 2018, and a net loss of $9.84 million for the year ended Dec. 31, 2017. As of Sept. 30, 2021, the Company had $98.04 million in total assets, $23.84 million in total liabilities, and $74.19 million in total stockholders' equity. TALEN ENERGY: Fitch Puts 'CCC' IDR on Rating Watch Negative ----------------------------------------------------------- Fitch Ratings has placed the 'CCC' Long-Term Issuer Default Rating (IDR) of Talen Energy Supply, LLC (Talen) on Rating Watch Negative (RWN). Fitch has also placed the ratings of the senior secured debt (B/RR1) and the senior unsecured notes (CCC/RR4), including the outstanding $100 million Pennsylvania Economic Development Financing Authority Series A bonds, on RWN. The rating action results from likely increased collateral needs at Talen due to continued ascension in natural gas and power prices YTD, which could have negative implications for Talen's near-term liquidity. Fitch will likely resolve the Rating Watch after the company files its YE financial results and provides an update on its liquidity situation. KEY RATING DRIVERS Jump in Commodity prices: Natural gas and power prices have continued to climb in 2022. Natural gas prices have risen sharply in recent weeks following Russia's invasion of Ukraine. Henry Hub spot prices hit a peak of $7.48/MMBtu on April 18, 2022 before moderating somewhat and are up approximately 99% since the beginning of the year. Spot power prices in PJM and ERCOT have increased 151% and 56% respectively, YTD. Higher spot and forward power prices are positive for Talen's EBITDA and FCF generation, however, these tend to drive up collateral needs depending upon the hedged profile of the company. Fitch is concerned that the increase in natural gas and power prices may be further exacerbating the near-term liquidity situation at Talen. Liquidity Constrained: Fitch estimates 2021 YE liquidity at Talen to be approximately $583 million comprised of $393 million in unrestricted cash and $190 million available under two unsecured LC facilities. This reflects paydown of $238 million of borrowings under the Talen revolving credit facility (RCF), $114 million bonds maturity in December and $60 million posting of financial assurance. Fitch believes the liquidity has been likely reduced since December given the rising commodity environment and increased collateral needs. Liquidity was expected to be further strengthened as commodity exchange margin deposits of $302 million (as of Nov. 26, 2021) were expected to be returned by the second quarter of 2022, thereby, increasing the availability under the Commodity Accordion RCF. Commodity According RCF Closed in December 21: Talen closed on the new $848 million first-lien financing, Talen Commodity Accordion RCF, on Dec. 14, 2021. Talen's wholly owned subsidiaries, Talen Energy Marketing and Susquehanna Nuclear, were the lead borrowers. Obligations under the Commodity Accordion RCF are guaranteed by Talen and its restricted subsidiaries and secured by a first priority lien and security interest in substantially all of the assets of Talen and the restricted subsidiaries. The Commodity Accordion RCF is pari passu with Talen's first lien indebtedness, which includes the Talen RCF, Talen senior secured term loan, Talen senior secured notes, Talen ISDAs (hedge obligations secured by first lien collateral), and Talen Inventory repurchase obligations. The new facility had strengthened Talen's liquidity, which was adversely impacted by higher cash collateral postings through late summer and fall of 2021 driven by a sharp increase in power and natural gas prices. Liquidity had decreased to $343 million as of Nov. 26, 2021. Borrowings Constraints Under the RCF: Borrowings under the Commodity Accordion RCF are subject to mandatory pre-payments, which include return of cash collateral and excess cash flow sweeps. The borrowings are subject to a maximum of four draws (including the initial draw). In addition, the draws on or after Jan. 1, 2023 are subject to a senior secured net leverage ratio of 2.75x. Under the amended Talen RCF, aggregate commitments have been reduced to $459 million. There is a prohibition on direct bank borrowings as well as on future LC issuances. Covenants Tightened: The covenants under the Commodity Accordion RCF and those under the amended Talen RCF are significantly tighter than before and reduce the capacity for Talen to make certain investments and restricted payments, incur debt and dispose of assets, including the Susquehanna nuclear plant. This leaves Talen with diminished flexibility to undertake liability management actions. Untenable Capital Structure: Fitch expects Talen's recourse debt to EBITDA to be above 10.0x at YE 2021. The strength in forward power prices is bolstering Talen's 2022 - 2023 outlook. Based on Fitch's financial forecasts from 3Q21, Fitch expected Talen's recourse debt to EBITDA to be mid-6.0x over the next two years. The recent increase in power prices, if sustained, could drive material increase to Fitch's EBITDA forecasts. A constructive outcome for future PJM capacity market auctions and continued strength in power prices are key for long-term stability of EBITDA at Talen and improvement in credit metrics. Fitch continues to believe if leverage is not reduced, either through realization of higher margins or by additional equity infusion, Talen could face further distress when Commodity Accordion RCF draws beginning in 1Q23 require satisfaction of leverage covenant, with possible outcomes including a distressed debt exchange of the unsecured debt. Recovery Analysis: Fitch rates the senior secured first lien debt 'B'/'RR1', indicating outstanding recovery, and the senior unsecured guaranteed debt 'CCC'/'RR4', indicating average recovery. The individual security ratings at Talen 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 non-guarantor 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 PJM, ERCOT and the Northeast. 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 Talen's generation portfolio yields approximately $140/kW for PJM coal, $1,000/kW for Susquehanna nuclear (an increase from prior $600/kW) and an average of $500/kW for the natural gas generation assets (an increase from the prior $400/kW). No Contribution from New Investments: In 2021, management had outlined its strategic transformation and recapitalization strategy, which comprises moving Talen away from coal towards renewable and digital infrastructure assets and attracting third-party equity and joint-venture partners to fund future growth. Fitch has not assumed any benefit to accrue to Talen from these growth investments in the form of distributions and/or equity. DERIVATION SUMMARY Talen is unfavorably positioned compared to Vistra Energy Corp. (Vistra, BB+/Negative) and Calpine Corp. (B+/Stable) with respect to size, asset composition and geographic exposure. Vistra is the largest independent power producer in the country with approximately 39GW of generation capacity compared to Calpine's 26GW and Talen's 13GW. Talen lacks geographical diversity, but Fitch considers PJM as a constructive market for power generators given the capacity auction construct. Vistra benefits from its ownership of large and well entrenched retail electricity businesses in contrast to Calpine, whose retail business is much smaller. Talen has a modest retail business focused on C&I customers. Calpine's younger and predominant natural gas fired fleet bears less operational and environmental risk as compared to nuclear and coal generation assets owned by Vistra and Talen. In addition, Calpine's EBITDA is more resilient to changes in natural gas prices and heat rates as compared to its peers. Talen's forecasted leverage is the highest among its peers, which positions its rating lower than its peers. Fitch forecasts Talen's debt to EBITDA leverage ratio, excluding non-recourse subsidiaries, to be mid-6.0x over 2022-2023, which is weaker than Calpine's 5.0x and significantly weaker than Vistra's 3.5x. KEY ASSUMPTIONS Fitch's Key Assumptions Within Its Rating Case for the Issuer Include: -- Power prices in PJM and ERCOT at a discount to current forward prices; -- Hedges per management's last available disclosures; -- 2022/2023 PJM capacity auction results as announced and weaker results for the 2023/2024 auction; -- Maintenance capex averaging $180 million annually; -- 2022-2023 maturities paid using cash on hand and FCF. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Sufficient liquidity to meet near-term collateral requirements and constraints to liquidity removed from 2023 onwards; -- Recourse debt to adjusted EBITDA is below 7.0x on a sustainable basis. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Worsening in available liquidity; -- Negative FCF generation on a sustained basis; -- Liability management activities that diminish the recovery for the unsecured note holders; -- Incremental secured leverage and/or deterioration in NPV of the generation portfolio. LIQUIDITY AND DEBT STRUCTURE Uncertain Liquidity Outlook: As of Nov. 26, 2021, Talen had approximately $343 million of liquidity available, including $140 million of unrestricted cash, no availability under the $690 million RCF and $190 million availability under two unsecured LC facilities that provide for issuance of LCs of up to $100 million each. Pursuant to amendments to the Talen RCF (last amendment on Dec. 14, 2021), the maximum commitment under the Talen RCF was reduced to $459 million. The amendments prohibit direct bank borrowings from the RCF and restrict future LC issuances such that any cancellation or termination of existing LCs will lead to permanent reduction in the facility amount. The available revolver capacity is subject to 4.25x senior secured net leverage ratio covenant at each quarter end. Talen has obtained a waiver of the covenant through the first quarter of 2022. The RCF matures in March 2024. The two unsecured LC facilities expire in June 2023 and December 2023. The $848 million Commodity Accordion RCF matures in September 2024. The borrowings are subject to mandatory pre-payments, which include return of cash collateral and excess cash flow sweeps. The available revolver capacity is also subject to 4.25x senior secured net leverage ratio covenant. The borrowings are subject to a maximum of four draws (including the initial draw). In addition, the draws on or after Jan. 1, 2023 are subject to a senior secured net leverage ratio of 2.75x. TES has modest debt maturities over 2022-2023. The nearest significant debt maturity consists of $543 million of senior unsecured notes due 2025. ISSUER PROFILE Talen, a subsidiary of Talen Energy Corporation, is an independent power producer that owns approximately 13,000MW of generation capacity and is owned by the private equity firm, Riverstone Holdings, LLC. 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. SUMMARY OF FINANCIAL ADJUSTMENTS Fitch includes only recourse debt in its leverage calculation and includes distribution from Lower Mt. Bethel - Martins Creek non-recourse subsidiary in its adjusted EBITDA calculation. DEBT RATING RECOVERY PRIOR ---- ------ -------- ----- Talen Energy Supply, LLC LT IDR CCC Rating Watch On CCC senior unsecured LT CCC Rating Watch On RR4 CC senior secured LT B Rating Watch On RR1 B TAVERN ON LAGRANGE: Hearing Today on Continued Cash Collateral Use ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division, authorized Tavern on Lagrange Corp. to use cash collateral on an interim basis through May 5, 2022. The Debtor is permitted to use cash collateral to pay its employees, except that no payments may be made to any insider, or any relative of any insider, or to Gregory Perkins, or to Tiffany Perkins. No person may be paid more than the statutory priority amount in section 507(a)(4) of the Bankruptcy Code. The Debtor may use cash collateral for food and beverage inventory expenditures necessary for the Debtor's business. As adequate protection for the use of cash collateral, Fox Capital Group and Swift Financial LLC are granted replacement liens attaching to their collateral, but only to the extent of the prepetition liens and only to the extent of the priority existing on the petition date. The Debtor agrees the creditors' security interests extend to cash the Debtor generates post-petition. A further hearing on the matter is scheduled for May 5 at 10 a.m. A copy of the order is available at https://bit.ly/3KutsbD from PacerMonitor.com. About Tavern on Lagrange Corp. Tavern on Lagrange Corp. is a privately held company that operates an upscale bistro at 5403 South La Grange Road, Countryside, IL 60525. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 22-04773) on April 26, 2022. In the petition signed by Estevein G. Perkins, as manager and designated corporate representative, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Benjamin A. Goldgar oversees the case. J. Kevin Benjamin, Esq., at Benjamin Legal Services is the Debtor's counsel. TIPPITT'S TRUX: Files for Bankruptcy Protection ----------------------------------------------- Tippitt's Trux Transportation, LLC, filed for chapter 11 protection in the Eastern District of Arkansas (Case No. 22-11013). According to court filing, Tippit's Trux estimates between 1 and 49 unsecured creditors. About Tippitt's Trux Transportation Tippit's Trux Transportation LLC is a Jacksonville, Arizona-based carrier company. Tippitt's Trux Transportation sought Chapter 11 bankruptcy protection (Bankr. E.D. Ark. Case No. 22-11013) on April 20, 2022. In the petition filed by Randy Tippitt, as member, Tippitt's Trux Transportation estimated assets between $50,000 and $100,000 and estimated liabilities between $50,000 and $100,000. Gregg A. Knutson, of Knutson Law Firm, is the Debtor's counsel. TIRED TEXAN: Gets Approval to Hire Auction Mill as Auctioneer ------------------------------------------------------------- Tired Texan BBQ, LLC received approval from the U.S. Bankruptcy Court for the District of Nebraska to employ Auction Mill as its auctioneer. Auction Mill will render these services: (a) auction the items; (b) prepare the description of the property in its catalogs; (c) advertise the auction; (d) seek the views of any expert; and (e) divide or combine the property into several lots as may be deemed appropriate for sale. Auction Mill will receive a commission of 15 percent of the sale's proceeds. Tom Millie, a member of Auction Mill, 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: Tom Millie Auction Mill 1528 N. Saddle Creek Road Omaha, NE 68104 Telephone: (402) 885-4916 Email: tom@theauctionmill.com About Tired Texan BBQ Tired Texan BBQ, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Neb. Case No. 20-81197) on Sept. 29, 2020, disclosing up to $100,000 in total assets and up to $500,000 in total liabilities. Judge Brian S. Kruse oversees the case. Patrick Patino, Esq., at Patino Law Office LLC and Verdant, a Vista, Neb.-based accounting firm, serve as the Debtor's legal counsel and accountant, respectively. TONARCH 1: Wins Cash Collateral Access Thru May 10 -------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, authorized Tonarch 1, LLC to use cash collateral on an interim basis in accordance with the budget and provide adequate protection. As previously reported by the Troubled Company Reporter, the Debtor requires the use of cash collateral in which Provident Funding and Ami Kimoto Liu assert an interest, to pay reasonable expenses for the real property located at 2249 Duane Street, Los Angeles, California 90039, including the mortgage, maintenance and upkeep of the Property, landscaping of the Property, the water and electricity for the Property, and other expenses. Provident Funding holds a first deed of trust against the Property with a scheduled claim of $972,896. Ami Kimoto Liu holds a second deed of trust against the Property with a scheduled claim of $1,019,575. The Los Angeles County Treasurer and Tax Collector has a $5,600 scheduled claim against the Property for the 2022 property taxes. These secured claims total to $1,998,071. The Debtor is current with its first lender, Provident Funding, and believes it can come to a resolution with Ami Kimoto Liu. The Debtor believes it can generate the income necessary to support a feasible reorganization plan. The final cash collateral hearing on the matter is scheduled for May 10, 2022 at 10 p.m. A copy of the order is available at https://bit.ly/39ulaUt from PacerMonitor.com. About Tonarch 1, LLC Tonarch 1, LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-11117) on March 1, 2022. In the petition signed by Anne Kihagi, manager, the Debtor disclosed up to $10 million in assets and liabilities. Judge Barry Russell oversees the case. Paul E. Manasian, Esq., at Law Office of Paul Manasian is the Debtor's counsel. TONY GRECO: $37K Sale of 2017 Audi A8 L30T Vehicle to VROOM Okayed ------------------------------------------------------------------ Judge Cecelia G. Morris of the U.S. Bankruptcy Court for the Southern District of New York authorized Tony Greco and Jeanne M. Greco to sell Tony Greco's right, title, and interest in and to his vehicle known as a 2017 Audi A8 L30T, VIN WAU44AFDXHN016143, to VROOM for $37,065. The bankruptcy case is In re: Tony Greco and Jeanne M. Greco, Case No. 21-35522 (CGM) (Bankr. S.D.N.Y.). TOWN & COUNTRY: $9.165MM Sale of Portage Asset to Peerless OK'd --------------------------------------------------------------- Judge Jacqueline P. Cox of the U.S. Bankruptcy Court for the Northern District of Illinois authorized N. Neville Reid, the Chapter 11 trustee for Town & Country Partners LLC, to sell the real estate located in Portage, Indiana, commonly known as Town & Country Apartments to Peerless Development, LLC, for $9.165 million, free and clear of all liens, claims, encumbrances and interests. The sale is free and clear of all liens, claims, encumbrances, and other interests. In the event the Sale to the Buyer fails to close, the Trustee is authorized (but not directed) to enter into an agreement substantially similar to the PSA with another bidder. In the event of a closing of any such sale to another bidder, such bidder will be deemed the "Buyer" for all purposes in the Order. The Court approves the transfer of all of the Debtor's, the Estate's and the Trustee's right, title and interest in and to the Property, to the Buyer on the terms set forth in the PSA, free and clear of all Claims. All Claims will attach 301e to the proceeds of the Sale. The Sale Proceeds will be subject to the compensation of the brokerage fee payable to 33 Realty at 3% of the purchase price for the Property. At the closing of the Sale, the Trustee is authorized and directed to pay the brokerage fee. The Trustee is further authorized to pay the following amounts, at closing, from the sale proceeds, subject to the express terms of the Cash Collateral Order: (a) all necessary and appropriate closing costs incurred and payable on account of or relating to the sale of the Property; (b) all outstanding real estate taxes constituting a lien against the Property accrued or accruing through the date of the closing; (c) all outstanding Postpetition Advances owed to the Lender, including interest thereon, made by the Lender to the Trustee through the date of closing, as authorized and required by the Cash Collateral Order; (d) the full amount of the Trustee's statutory commission fee under Section 326 of the Bankruptcy Code, pursuant to paragraph 22 of the Cash Collaterai Order, to be held by the Trustee pending approv3a1 of the statutory commission fee by further order of the Court; (e) the amount necessary to fund any remaining amount of the Carve-out under the Cash Collateral Order, and any amount of the Unsecureds Carve-Out under the Cash Collateral Order; and (f) the balance of the sale proceeds to be paid to the Lender in partial satisfaction of the Lender's allowed POC. All time periods set forth in the Order will be calculated in accordance with Federal Ruie of Bankruptcy Procedure 9006(a). The Order will be effective immediately upon its entry. The i4-day delay periods set forth in Federal Rules of Bankruptcy Procedure 6004(h) and 6006(d) are deemed waived. About Town & Country Partners LLC Orland Park, Ill.-based Town & Country Partners, LLC filed a petition for Chapter 11 protection (Bankr. N.D. Ill. Case No. 21-08430) on July 14, 2021, listing up to $50 million in assets and up to $10 million in liabilities. Judge Jacqueline P. Cox oversees the case. Benjamin Legal Services, PLC, led by Kevin Benjamin, Esq., is the Debtor's legal counsel. Polsinelli PC serves as counsel for Toorak Capital Partners, LLC, the pre-bankruptcy lender. N. Neville Reid is the Chapter 11 trustee appointed in the Debtor's case. Fox Swibel Levin & Carroll, LLP and Kutchins Robbins & Diamond, Ltd. are the trustee's legal counsel and tax accountant, respectively. TRACEY STEVENS BUCK-WALSH: $180K Sale of Bandon Land Interest OK'd ------------------------------------------------------------------ Judge Charles Novack of the U.S. Bankruptcy Court for the Northern District of California authorized Tracey Stevens Buck-Walsh's private sale of the estate's 1/5th interest in real property described as a vacant land at 967 Rogers Place, in Bandon, Oregon, to Charles R. Klemer and Dulce C. Havill for $180,000. A hearing on the Motion was held on April 21, 2022 at 11:00 a.m. Payment of customary costs of escrow, title, commissions and pro-rations of property taxes from the proceeds of sale of the Property are approved. The net proceeds from the sale of bankruptcy estate’s 1/5th interest in the Property will be remitted to the Debtor. The Debtor is authorized to execute such documents as may be required to transfer title to the Property to the Buyers. The stay of the Order pursuant to Fed. R. Bank. Proc. 6004(h) is waived. The Order is effective immediately to allow the sale of the Property to be completed immediately upon its entry. Tracey Stevens Buck-Walsh sought Chapter 11 protection (Bankr. N.D. Cal. Case No. 22-10054) on Feb. 8, 2022. The Debtor tapped Michael Malter, Esq., as counsel. TRANQUILITY GROUP: $450K Sale of 12 Ridgedale Lots to L&J Approved ------------------------------------------------------------------ Judge Cynthia A. Norton of the U.S. Bankruptcy Court for the Western District of Missouri authorized Tranquility Group, LLC, and its affiliates to sell their 12 lots located in Ridgedale, Taney County, Missouri, to L&J Log Cabins, LLC, for $450,000. The sale is free and clear of interest. The moving party is to serve the Order on parties not receiving electronic notice but entitled to notice pursuant to Fed. R. Bankr. P. 2002, Local Rule 2002-1 and other applicable law. About Tranquility Group Tranquility Group, LLC is a Ridgedale, Mo.-based company that owns a vacation destination offering tree houses, log cabins, and bungalows. Tranquility Group filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Mo. Case No. 21-60120) on Feb. 26, 2021. Michael R. Hyams, chief operating officer and partner, signed the petition. At the time of the filing, the Debtor had between $1 million and $10 million in both assets and liabilities. Judge Cynthia A. Norton oversees the case. The Debtor tapped Berman, DeLeve, Kuchan & Chapman, LLC as bankruptcy counsel; G & H Tax & Accounting as accountant; and Judson Poppen, Esq., a practicing attorney in Springfield, Mo., as special counsel. TRI-WIRE ENGINEERING: Seeks Cash Collateral Access Thru July 2 -------------------------------------------------------------- Tri-Wire Engineering Solutions, Inc. asks the U.S. Bankruptcy Court for the District of Massachusetts, Eastern Division, for authority to continue using the cash collateral of JPMorgan Chase Bank, N.A., in accordance with an Updated Budget. The Updated Budget sets forth the Debtor's projected expenses of continuing its orderly wind down and formulating, filing, and pursuing confirmation of a Chapter 11 plan. The Updated Budget covers ongoing wind down and estate administration expenses, including taxes, compensation to professionals, quarterly fees payable to the Office of the United States Trustee, and other costs of administering the Debtor's business and financial affairs and the Chapter 11 case during the period covered by the Updated Budget. The Existing Budget authorizes the Debtor's use of cash collateral through July 2, 2022. The Debtor submits the proposed use of cash collateral is in the ordinary course of the Debtor's post-Sale business operations and duties as debtor-in-possession, and thus is permitted pursuant to Section 363(c) of the Bankruptcy Code. The Debtor submits that, in any event, the proposed use of JPM's cash collateral, with JPM's consent, to fund the Debtor's wind down and concomitant formulation, filing, and pursuit of confirmation of a Chapter 11 plan, is an eminently reasonable use of cash collateral that should be approved by the Court. JPM consents to the Debtor's use of cash collateral pursuant to the Updated Budget. A copy of the motion and the Debtor's wind-down budget is available at https://bit.ly/3LP3T6R from PacerMonitor.com. About Tri-Wire Engineering Solutions, Inc. Tri-Wire Engineering Solutions, Inc. -- https://www.triwire.net/ -- provides installation, construction, maintenance and other technical support services to cable and telecommunications companies throughout North America. Tri-Wire Engineering was formed in 1999 and is headquartered in Tewksbury, Mass. Tri-Wire sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Mass. Case No. 21-11322 on September 13, 2021. In the petition filed by Ruben V. Klein, president, the Debtor disclosed up to $10 million in assets and up to $50 million in liabilities. Casner & Edwards, LLP is the Debtor's counsel. Getzler Henrich & Associates LLC is the financial advisor and turnaround consultant. SSG Advisors, LLC serves as investment banker. TRIUMPH GROUP: Appoints Neal Keating as Director ------------------------------------------------ Neal J. Keating was named to the Board of Directors of Triumph Group, Inc. as an independent member. Mr. Keating served as chief executive officer and chairman of the Board of Kaman Corporation, an aerospace and defense company, for 13 years. While at Kaman, he led the company's portfolio reshaping, overseeing a significant increase in revenues. He was previously chief operating officer at Hughes Supply, an industrial distribution business, until it was acquired by Home Depot in 2006, and chief executive officer of GKN Aerospace, a global aerospace supplier, and a Board member for GKN plc, its parent company. He also served as Board member for Agusta Westland, a helicopter design and manufacturing company. Earlier in his career, Mr. Keating spent more than two decades at Rockwell Collins, an aerospace company, holding roles of increasing responsibility, including EVP and chief operating officer, Commercial Systems. Mr. Keating is an experienced board member, and currently serves on the boards of Hubbell Inc., a publicly traded company, and Embry-Riddle Aeronautical University. He received a degree in electrical engineering from the University of Illinois and an MBA from the University of Chicago. There are no related person transactions between the Company or any of its subsidiaries and Mr. Keating. Mr. Keating will receive the cash compensation paid to the Company's non-employee directors, pro-rated for fiscal 2023. About Triumph Headquartered in Berwyn, Pennsylvania, Triumph Group, Inc. -- http://www.triumphgroup.com-- designs, engineers, manufactures, repairs and overhauls a broad portfolio of aerospace and defense systems, components and structures. The company serves the global aviation industry, including original equipment manufacturers and the full spectrum of military and commercial aircraft operators. For the nine months ended Dec. 31, 2021, the Company reported a net loss of $32.18 million. Triumph Group reported a net loss of $450.91 million for the year ended March 31, 2021, a net loss of $29.43 million for the year ended March 31, 2020, and a net loss of $327.14 million for the year ended March 31, 2019. * * * As reported by the TCR on Aug. 18, 2021, Moody's Investors Service upgraded its ratings for Triumph Group, Inc., including the company's corporate family rating to Caa2 from Caa3 and Probability of Default Rating to Caa2-PD from Caa3-PD. The upgrades reflect Moody's expectations for stronger operating performance that will result in a gradual improvement in credit metrics through 2023. In June 2020, S&P Global Ratings lowered its issuer credit rating on Triumph Group Inc. to 'CCC+' from 'B-'. TROIKA MEDIA: Increases Authorized Capital Stock to 825M Shares --------------------------------------------------------------- On April 21, 2022 (as amended on April 25, 2022), Troika Media Group Inc. filed a Certificate of Amendment to its Articles of Incorporation to reflect an increase in the number of authorized shares of all classes of stock which the Corporation shall have the authority to issue from 315,000,000 shares to 825,000,000 shares, such shares being designated as follows: (i) 800,000,000 shares of common stock, par value of $.001 per share of the Corporation; and (ii) 25,000,000 shares of preferred stock, par value $0.01 per share. The Amendment was approved by the holders of 57% percent of its shares of Common Stock. About Troika Troika Media Group (fka M2 nGage Group, Inc.) -- www.thetmgrp.com -- is an end-to-end brand solutions company that creates both near-term and long-term value for global brands in entertainment, sports and consumer products. Applying emerging technology, data science, and world-class creative, TMG helps brands deepen engagement with audiences and fans throughout the consumer journey and builds brand equity. Clients include Apple, Hulu, Riot Games, Belvedere Vodka, Unilever, UFC, Peloton, CNN, HBO, ESPN, Wynn Resorts and Casinos, Tiffany & Co., IMAX, Netflix, Sony and Coca-Cola. For the six months ended Dec. 31, 2021, the Company reported a net loss attributable to common stockholders of $6.25 million. Troika Media reported a net loss of $16 million for the year ended June 30, 2021, followed by a net loss of $14.45 million for the year ended June 30, 2020. As of Sept. 30, 2021, the Company had $42.05 million in total assets, $24.44 million in total liabilities, and $17.61 million in total stockholders' equity. UNIVAR SOLUTIONS: Fitch Alters Outlook on 'BB+' IDR to Positive --------------------------------------------------------------- Fitch Ratings has affirmed Univar Solutions, Inc.'s (NYSE: UNVR) Long-Term Issuer Default Rating at 'BB+'. In addition, Fitch has affirmed the company's ABL facilities at 'BBB-'/'RR1', the senior secured term loans at 'BBB-'/'RR2', and the senior unsecured notes at 'BB+'/'RR4'. The Rating Outlook is revised to Positive from Stable. The ratings reflect Univar's leading market position in chemicals and ingredients distribution, flexible and scalable operating model, resilient and improving profit margins and considerable FCF generation in all operating environments. Univar Solutions has continued to demonstrate strong performance and resilient FCF through business cycles, generating FCF of around $150 million in 2021 and trending toward $400 million through the forecast. The Positive Outlook reflects Fitch's expectations for total debt/operating EBITDA to be below 3.0x throughout the forecast horizon. Fitch also believes Univar is well positioned to improve its profitability over the medium term, supported by recent market share gains and increased value-added service penetration. KEY RATING DRIVERS Strong Positioning Through Market Tailwinds: Univar effectively navigated the period of elevated transportation and logistics costs stemming from global supply chain constraints seen in 2021, with revenues and Operating EBITDA recovering by 15.4% and 11%, yoy respectively, 110 new account authorizations and meaningful market share gains. The company owning its own transportation fleet provided a unique advantage over competitors in meeting the needs of customers and producers, who are increasingly focusing on security of supply. This, along with increased value-added service penetration, an optimized digital marketing and e-commerce platform, and a difficult-to-replicate global supplier network provide further competitive advantages for Univar going forward. While Fitch expects a period of normalization in chemicals pricing over the medium term, Univar is still positioned to generate solid earnings over the period, averaging around $850 million in annual Operating EBITDA through 2024. Resilient and Improving Margins: The company has successfully sought to improve EBITDA margins in recent years by pruning or divesting some of its lower margin or noncore products, investing in logistic productivity needs and revamping its U.S. salesforce and building out its solutions centers in order to understand and solve customer needs with more complex solutions. The 2019 Nexeo acquisition also strengthened Univar's product portfolio and provided the opportunity for additional product capture from existing customers in its more resilient, higher margin, higher growth markets, including adhesives and sealants, food ingredients, personal care and pharmaceutical ingredients. The company targets a 9% EBITDA margin by 2024. Of note, Univar reports that its Ingredients & Specialty business is approximately 40% of gross profit, and 50%+ of reported EBITDA. The company aims to focus on growing this business going forward through further market share gains and new partnerships, which should support stronger margins going forward. Fitch forecasts Univar to expand Operating EBITDA margins to around 8.7% by 2025. Solid Leverage Profile: Fitch expects Univar Solutions to reach its targeted net debt-to-EBITDA ratio of 2.0x to 2.5x by YE 2022. The full repayment of the Canadian ABL term loan and a leverage-improving term loan refinancing drove approximately $400 million in debt repayment in 2021, and improved gross leverage to 3.1x from 4.0x in 2020. Fitch projects that the company will achieve total debt to EBITDA of below 3.0x by YE 2022, supported by continued EBITDA margin expansion coupled with regular amortization payments. Shifting Capital Deployment: Fitch expects capital deployment to primarily focus on share repurchases and bolt-on acquisitions over the medium term, which is maintainable given expectations for the company to regularly generate strong, positive FCF driven by modest capital requirements, consistent and improving profit margins and efficient working capital management. The company's newly-authorized share repurchase program allows for us to $500 million in repurchases through 2026. Fitch projects that the company will generate around $400 million of FCF annually through the forecast period, providing the company with substantial financial flexibility to pursue its strategic priorities. Fragmented Market Provides Opportunity: The global chemical distribution market is highly fragmented, with an estimated market size of roughly $200 billion and the top two distributors accounting for about 10% of the market. Benefiting from size, scale and diversification, Univar Solutions is better able to navigate logistical challenges and counterparty risk than smaller competitors. The company maintains the largest chemicals and ingredients sales force in North America, the broadest product offering and an increasingly efficient supply chain network, allowing Univar Solutions to continue to grow by leveraging its footprint to cover more products, customers and regions. DERIVATION SUMMARY Univar Solutions is the second largest global chemical distributor behind Brenntag and is the largest North American chemical distributor in a fragmented industry. Fitch compares Univar Solutions with chemical distributors Brenntag and Blue Tree Holdings (BB-/Stable), IT distributor Arrow Electronics, Inc. (BBB-/Stable) and metals distributor Reliance Steel and Aluminum Co. (BBB+/Stable). Each of these distributors benefits from significant size, scale and diversification compared with peers within their markets. Fitch believes the fragmented nature of, and potential for, continued outsourcing within chemicals distribution provides Univar Solutions a unique opportunity to increase market share and capture potential market expansion. Supported by an unmatched value-added service offering, Univar generates stronger EBITDA margins than Blue Tree and Arrow Electronics. Fitch views cashflow risk within the distribution industry as relatively low compared with chemicals producers given the limited commodity price risk, diversification of customers and end markets, low annual capex requirements of 1%-2% annually and working capital benefits amid the current down cycle. While technology and metals distribution market risks differ, the overall operating performances and cashflow resiliency are similar, with FCF margins for these distribution peers averaging in the low- to mid-single digits over the past five years. KEY ASSUMPTIONS Fitch's Key Assumptions Within Its Rating Case for the Issuer: -- Moderate revenue growth in 2022-2023 driven by normalized chemicals pricing and lower global demand from recent highs, followed by growth exceeding GDP thereafter; -- EBITDA margins increase yoy due to increased value-added service penetration, cost cutting efforts, supply chain digitization and acquisition synergies; -- Capex at roughly 1.5% of revenue annually; -- FCF primarily allocated toward acquisitions and share repurchases. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Gross debt reduction leading to total debt to EBITDA sustained below 3.0x; -- Improved financial flexibility evidenced by a less encumbered capital structure; -- Continued EBITDA margin improvement towards 9%, suggesting successful organic and inorganic investments that further enhance the operational profile and reduce cashflow risk through increased differentiated offerings. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Total debt to EBITDA sustained above 3.5x; -- A sustained reduction in EBITDA margins below historical levels of 6%-7% leading to weaker FCF generation and financial flexibility; -- An inability to effectively integrate acquisitions or realize expected operational and cost synergies; -- Capital allocation prioritization toward additional acquisitions or shareholder returns over gross debt reduction that suggests a deviation in financial policy. LIQUIDITY AND DEBT STRUCTURE Sufficient Liquidity: As of Dec. 31, 2021, Univar Solutions had approximately $252 million of cash and cash equivalents on its balance sheet and approximately $770 million of availability under the combined ABL facilities, after approximately $142 million in outstanding LOCs and $298 million in borrowings. Fitch expects Univar Solutions to maintain sufficient liquidity given the forecast FCF profile. ISSUER PROFILE Univar Solutions, Inc. (Univar) is a global chemical and ingredients distribution company and provider of value-added services, working with leading suppliers worldwide. It is headquartered in Downers Grove, Illinois and maintains the number one market position in North America and the number two position in Europe. Debt/Entity Rating Recovery Prior ----------- ------ -------- ----- Univar Solutions, Inc. LT IDR BB+ Affirmed BB+ senior unsecured LT BB+ Affirmed RR4 BB+ senior secured LT BBB- Affirmed RR1 BBB- senior secured LT BBB- Affirmed RR2 BBB- VIRGINIA IGLESIAS: Wins Solicitation Extension Until Oct. 28 ------------------------------------------------------------ At the behest of Virginia Iglesias, Chief Judge Laurel M. Isicoff of the U.S. Bankruptcy Court for the Southern District of Florida, Miami Division extended the Debtor's exclusive period to solicit acceptances of Plan through and including October 28, 2022. The Debtor's operation of the businesses was affected by the pandemic that shut down the cruise industry. Also, the Debtor's case was impacted by collection efforts by creditor Suttongate. An Examiner has been appointed to investigate certain questions, a concomitant stay is in place that prevents the Debtor from working on any issues related to the Disclosure Statement, Plan, or confirmation; and the Debtor’s case has several adversary actions pending. The Debtor has commenced an adversary action against Suttongate that includes an objection to its claim's priority and the amount and requested subordination. The Debtor has made progress toward reorganization by filing a Plan and retaining a valuation expert to assist in the preparation of a liquidation analysis and is paying the post-petition obligations as they come due. Unresolved contingencies exist because the Debtor must resolve the validity of certain claims, thus, the extension will enable the Debtor to focus on completing her marketing efforts and development of the Plan without interference by competing plans. A copy of the Debtor's Motion to extend is available at https://bit.ly/3KwKhme from PacerMonitor.com. A copy of the Court's Extension Order is available at https://bit.ly/3F2Nl8t from PacerMonitor.com. About Virginia Iglesias Virginia Iglesias' operation of businesses is in the Caribbean travel and tourism industry. Virginia Iglesias filed a voluntary petition under Chapter 11 (Lead Case No. 21-17607) on August 2, 2021. Chief Judge Laurel M. Isicoff oversees the case. No trustee has been appointed in the Debtor’s case, and no official committee has been appointed. VIZIV TECHNOLOGIES: Proposes Auction of Substantially All Assets ---------------------------------------------------------------- Debtor Viziv Technologies, LLC, asks the U.S. Bankruptcy Court for the Northern District of Texas to approve its auction sale of substantially all assets, including its wholly-owned non-debtor subsidiaries, free and clear of liens, claims, and encumbrances and other interests. Competing plans were filed in the case by 3:10 Capital AV, LLC and related parties and by KBST Investments, LLC. The plan of the 3:10 Parties was confirmed by an order entered on Jan. 12, 2022 with the condition that the plan had to have an effective date of Feb. 10, 2022. The Court entered subsequent orders amending the Confirmation Order to extend the effective date of the plan of the 3:10 Parties to March 10, 2022. The 3:10 Parties were not able to complete the steps necessary to consummate the confirmed plan, and by its own terms the Confirmation Order has been revoked. As a result of the failure to consummate the 3:10 plan, the Debtor is now in a position where the possibility of going forward on the 3:10 plan is uncertain. Further, the other plan proponent, KBST, is not currently in a position to move forward on its plan (because of the outcome of the voting on the plans) and has not made any offers to modify its proposal. Accordingly, the Debtor believes a sale of substantially all of the assets under Section 363 of the Bankruptcy Code is the appropriate path forward. The Motion proposes such a sale. The Debtor intends to sell all of its assets (except for the Excluded Assets), including its equity interest in its direct subsidiaries: Viziv Properties, LLC ("Properties"), Viziv Labs, LLC ("Labs"), CPG Technologies, LLC, Viziv Management, LLC, Viziv Management Holdings, Inc., and Texzon Communications, LLC (collectively, the "Subsidiaries"). The assets of CPG include the Debtor's indirect interests in its domestic and foreign subsidiaries. The Assets do not include (a) cash; (b) insurance for damage and loss not related to the Purchased Assets; and (c) any causes of action under Chapter 5 of the Bankruptcy Code. The Debtor will make available to any Bidder the information gathered in anticipation of the plan process by Stout Capital in the form of a due diligence file transfer site. Stout Capital will create a file transfer portal for any Bidder who requests it and agrees to the Debtor's form of non-disclosure agreement. The Debtor will also respond to other reasonable due diligence requests made by a Bidder. However, the Debtor will not consider any Bid that is subject to additional due diligence and would delay the sale of the Assets. A hearing on the Motion is set for May 9, 2022 at 9:30 a.m. The Bid Deadline is April 29, 2022 at 5:00 p.m. Prior to the Bid Deadline, each Bidder will agree that the sale of the Assets will be accomplished under the terms of the Asset Purchase Agreement or submit to the Debtor's counsel proposed redline changes to the APA as part of the Bid submission. If the Debtor receives only one bid that meets the Bid Requirements, the Debtor will move forward with that Bid if the Debtor deems the bid acceptable. If the Debtor receives more than one Bid, then the Debtor will schedule an auction not less than five days before the Sale Hearing. The Debtor and Purchaser will close the Sale Transaction no later than five days following the entry of the Sale Order, which closing may be delayed by the mutual agreement of the Debtor and Purchaser. If the Purchaser fails to close the Sale Transaction within that time period (with no material delay caused by the Debtor), the Debtor may terminate its obligation to close the Sales Transaction with the Purchaser and may close the Sales Transaction with the Backup Bidder. All proceeds from the sale will be held by the Debtor and not disbursed except upon further orders of the Court. The Debtor seeks to sell substantially all of its assets; however, any bid that contemplates the purchase of its books and records must include provisions allowing the Debtor reasonable access to such books and records to administer their bankruptcy cases and reasonable cooperation to enable the Debtor to propose and carry out a liquidating plan. The Debtor may retain copies of all or a portion of the books and records. The Debtor requests that any Sale Order provide for a waiver of the automatic 14-day stay imposed by Bankruptcy Rule 6004(h). The Debtor proposes that objections, if any, to the Proposed Sale, will be filed with the Court and served on the appropriate parties, so as to be actually received no later than three days before the Sale Hearing. The Business of the Debtor includes certain executory contracts between the Debtor and third parties that would be useful to the Purchaser that acquires the Assets under the Sale Transaction described above. These contracts consist primarily of contracts with service providers and leases for equipment and the locations of remote monitoring stations. Once the Purchaser is identified, the Purchaser and the Debtor will finalize the list of those contacts that the Purchaser desires for the Debtor to assume and assign. Once the Assigned Contracts are identified, the Debtor will file a motion to assume and assign the Assigned Contracts to the Purchaser. A copy of the Exhibits is available at https://tinyurl.com/5xrzs8zj from PacerMonitor.com free of charge. About Viziv Technologies Viziv Technologies, LLC is an electronics company in Italy, Texas, which specializes in the field of electromagnetic surface waves. On Oct. 7, 2020, creditors Surface Energy Partners LP, Kendol C. Everroad and Jamison Partners, LP, filed an involuntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 20-32554) against Viziv Technologies. The creditors are represented by Kenneth Stohner Jr., Esq., at Jackson Walker, LLP. Judge Stacey G. Jernigan, who oversees the case, entered an order for relief on Oct. 12. Cavazos Hendricks Poirot, PC, is the Debtor's bankruptcy counsel. The Debtor tapped Allred & Wilcox, PLLC, The Beckham Group and King & Fisher Law Group, PLLC as special counsel; Stout Risius Ross, LLC as investment banker; RSM US LLP as auditor; and Johnson McNamara, LLC as accountant. 3:10 Capital WPF VII LLC, a post-petition lender, filed a Chapter 11 plan of reorganization for the Debtor on Sept. 3, 2021. KBST Investments, LLC filed its proposed Chapter 11 plan of liquidation for the Debtor on Sept. 6. VOLUNTEER ENERGY: Seeks Private Sale of Customer Contracts to NRG ----------------------------------------------------------------- Volunteer Energy Services, Inc., asks the U.S. Bankruptcy Court for the Southern District of Ohio to approve the private sale of its customer contracts to NRG Retail LLC or its designee(s), free and clear of all liens, claims, encumbrances, obligations, liabilities, contractual commitments or interests of any kind or nature whatsoever as contemplated by their Asset Purchase Agreement. The purchase price for the Assigned Contracts and the assumption of the Assumed Liabilities will be equal to the sum of the Account Values for each Customer account corresponding to an Assigned Contract for which there is an Assignment Date. As of the Petition Date, the Debtor serves gas customers in eleven utility regions throughout Ohio, Michigan, Kentucky, and Pennsylvania, and power customers in three utility regions throughout Ohio. As of the Petition Date, the Debtor had approximately 212,000 customers that consume approximately 25 billion cubic feet of annualized gas and approximately 500,000 megawatt hours of annualized power. Aside from prepetition receivables, the Debtor’s only likely realizable asset is its customer contracts, a portion of which the Debtor will assume and assign to the Purchaser. In January 2022, the Debtor retained GlassRatner Advisory & Capital Group, LLC, doing business as B. Riley Advisory Services, as its financial advisor to advise on strategic options. In February 2022, the Debtor terminated the Broker, and with the assistance of B. Riley, resurrected its marketing efforts for a potential asset sale, which was expected to be conducted in connection with the Chapter 11 Case. The Debtor, however, faced significant time constraints that created notable obstacles in its marketing process. Accordingly, the Debtor was forced to conduct strategic marketing efforts without alarming its current electricity and natural gas suppliers (the "Wholesale Energy Suppliers"), which may have resulted in suppliers refusing to provide energy necessary to continue the Debtor’s business given that they are not contractually obligated to do so. Following these efforts, the Debtor received two indicative, non-binding offers for the purchase of certain customer contracts. It, however, did not have sufficient liquidity to pursue a lengthy sale process and, was forced to commence the Chapter 11 Case in the midst of defaults to its Wholesale Energy Suppliers. The Debtor's initial goal in this Chapter 11 Case was narrowly focused on expediting the Default Transition to stop the unnecessary imposition of significant penalties against it in order to allow the Debtor to conduct an orderly wind-down for the benefit of all stakeholders. To that end, on March 28, 2022, the Debtor filed an expedited motion to cause the Default Transition. In addition to filing the Transition Motion, the Debtor sent letters to each of the Debtor's local distribution companies ("LDCs") expressing the need to expeditiously complete the Default Transition in light of the potential fines, penalties, or costs. Although the Debtor's primary focus in the Chapter 11 Case was facilitating an accelerated Default Transition, the Debtor did not shut the door on a potential sale. To accomplish this feat, the Debtor needed to engage with the limited pool of buyers that could consummate an expedited sale. The Purchaser, which made the highest and best offer for the Customer Contracts prepetition, was one such buy. Accordingly, the LDCs have indicated a willingness to cooperate with the Debtor in accomplishing a sale transaction. However, they have no obligation to do so and given their need for Court authorization of the Sale, any delay in seeking approval of the Sale could jeopardize the LDCs willingness to accommodate the Debtor. Certain of the LDCs have informed the Debtor that they will not prevent Customers from being enrolled with Alternative Suppliers, including through a mass enrollment to standard choice offer (SCO) providers or providers of last resort. If such enrollments occur, the process is irreversible. For these reasons, an expedited sale is critical to the Debtor maximizing value for the benefit of stakeholders. The pertinent terms of the Sale are summarized in the following table: a. Parties: Seller - Volunteer Energy Services, Inc. Purchaser - NRG Retail LLC b. Purchase Price Purchase Price: The purchase price for the Assigned Contracts and the assumption of the Assumed Liabilities will be equal to the sum of the Account Values for each Customer account corresponding to an Assigned Contract for which there is an Assignment Date, provided that, in no event will the Purchase Price be less than $250,000, plus the Assumed Liabilities. c. Good Faith Deposit: $400,000 d. Excluded Assets: All assets except for the Purchased Assets. e. Private Sale/No Competitive Bidding: The Sale is a private sale. No auction is contemplated. f. Sale Free and Clear: The Purchased Assets are being sold free and clear of any mortgage, lien, encumbrance, pledge, charge, security interest, warrant, claim, equitable interest, option, restriction, conditional sale or other title retention device or arrangement, except for Permitted Liens. The assumption and assignment procedures will, among other things, govern the process of providing notice to Customers that such contracts will be assumed and assigned to the Purchaser and of the cure amounts the Debtor believes are necessary for the Debtor to properly assume and assign such contracts. The Assumed Contract Objection Deadline is 10 days after service of the Assumption and Assignment Notice. By the Motion, the Debtor seeks entry of an order, authorizing and approving (i) the Sale of the Customer Contracts to the Purchaser free and clear of all liens, claims, encumbrances, obligations, liabilities, contractual commitments or interests of any kind or nature whatsoever as contemplated by the APA, (ii) authorizing the assumption and assignment of the Customer Contracts, (iii) waiving the 14-day stay with respect to the Sale Order imposed under Bankruptcy Rules 6004(h) and 6006(d), and (iv) granting related relief. About Volunteer Energy Services Volunteer Energy Services, Inc., an electric power provider based in Pickerington, Ohio, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ohio Case No. 22-50804) on March 25, 2022. In the petition signed by David Warner, chief financial officer, the Debtor disclosed up to $100 million in both assets and liabilities. Judge C. Kathryn Preston oversees the case. McDermott Will & Emery, LLP and Isaac Wiles and Burkholder, LLC serve as the Debtor's lead bankruptcy counsel and local counsel, respectively. GlassRatner Advisory & Capital Group, LLC, doing business as B. Riley Advisory Services, is the Debtor's financial advisor. WAYNE BARTON: Torah Academy Buying Boca Raton Property for $6.5MM ----------------------------------------------------------------- Wayne Barton Study Center, Inc., filed with the U.S. Bankruptcy Court for the Southern District of Florida an amended request for approval of proposed sale of the real property located at 269 NE 14th St., Boca Raton, Florida to Torah Academy of Boca Raton Inc., and its permitted assigns for $6.5 million, subject to overbid. In the event that the Torah Academy Sale fails to close, then the Debtor respectfully requests approval of the sale process through which the Debtor may expose its Property to competitive bids, establish bidding procedures, and set various deadlines in order to accomplish the Sale. As set forth in the Motion, the Debtor seeks the following proposed deadlines in order to effectuate the proposed sale in the event that the Torah Academy Sale fails to close: a. Deadline to Submit Qualifying Bid Packet: May 20, 2022 b. Deadline to Tender Deposit2: May 20, 2022 c. Deadline to Approve Qualified Bidders: May 24, 2022 d. Proposed Date for Auction and Hearing to Approve Sale: May 25, 2022 e. Proposed Closing of Sale: On or before June 16, 2022 A qualified bid will be in an amount equal to or greater than $50,000 more than the Stalking Horse Bid, accompanied by a deposit in the amount of $350,000. The Stalking Horse Bidder will be contractually obligated to be a purchaser at the price to be determined by the parties and will be entitled to a break-up fee in the amount of $25,000 in the event that the Stalking Horse Bidder is out-bid at the Auction. Each competing bid must be in increments of at least $50,000 greater than the immediately preceding competing bid and each competing bid must be payable in Cash. The Assets will be transferred on an "as is, where is" basis. The Debtor has owned the Property in which it operates since 1999. It constructed the Property after buying the raw land on which it sits, with construction completing in 2000. The Property has 25,000 sq. ft. of space, composed primarily of classrooms, of which there are eight, as well as an indoor gymnasium. The property is located on the northwest quadrant of Glades Road and Federal Highway. The Debtor anticipates that the Sale will provide sufficient funds for allowed creditors to be paid in full, resulting in a 100% plan, plus have enough funds left over to continue operating its business in another location. Without the sale of the Property, the Debtor has insufficient cash flow to service restructured debt. The Debtor intends to sell the Property to the Torah Academy pursuant to the executed Asset Purchase Agreement. In the event that the Torah Academy Sale fails to close, then the Debtor intends to sell the Property pursuant to a contract to be entered into between the Debtor and the Successful Bidder. As to secured claims, the Debtor has the following indebtedness: a. Benworth Capital Partners, LLC, as servicer for Mira Holdings, LLC et al. in the approximate amount of $2,996,657.974. b. Gelt Financial, LLC in the estimated amount of $252,000. c. Palm Beach County Tax Collector in the amount of $4,285.13. The Debtor proposes a sale of the Property through auction, subject to higher and better offers, and free and clear of all liens, claims and encumbrances pursuant to Section 363(f) of the Bankruptcy Code with any liens, claims, or encumbrances attaching to the proceeds of the Sale, and subject to restrictions, easements, and limitations of record. The Debtor will file and serve upon all interested parties entitled to receive notice, including the Qualified Bidders, fully executed copies of the Qualified Bids to be considered at the Auction no later than 5:00 p.m. (ET) no later than one day prior to the Auction. This requirement is waived in the event that there are no Qualified Bids. The Debtor will notify all Qualified Bidders, no later than 5:00 p.m. (ET) three days before the Auction, that they may participate in the Auction. As the Sale is being conducted pursuant to a plan, no documentary stamp taxes are owed, per section 1146(a) of the Bankruptcy Code. In addition, given the Debtor's and the Bidders' interest in proceeding expeditiously, the Debtor requests that the Court waives the 14-day stay of the effectiveness of the Sale Approval Order consistent with Rule 6004(h) of the Federal Rules of Bankruptcy Procedure. A copy of the APA is available at https://tinyurl.com/3jkte9sm from PacerMonitor.com free of charge. About Wayne Barton Wayne Barton Study Center, Inc., is a tax-exempt entity in Boca, Fla., which was established to enhance the health, welfare, and education of children in need in its community. Wayne Barton Study Center filed a petition for Chapter 11 protection (Bankr. S.D. Fla. Case No. 22-10384) on Jan. 18, 2022, listing up to $10 million in assets and liabilities. Wayne Barton, president, signed the petition. Judge Mindy A. Mora oversees the case. The Debtor tapped Wernick Law, PLLC, as legal counsel. WC MANHATTAN PLACE: Trustee Taps Kelly Hart & Pitre as Counsel -------------------------------------------------------------- Dwayne Murray, the Chapter 11 trustee for WC Manhattan Place Property, LLC, received approval from the U.S. Bankruptcy Court for the Western District of Texas to employ Kelly Hart & Pitre as his legal counsel. The firm's services include: a. advising the trustee with respect to the continued operation and management of the Debtor's business and property; b. investigating the nature and validity of claims and liens asserted against the property of the Debtor, and representing the trustee in pending litigation concerning claims and liens against the estate and property of the estate; c. assisting the trustee in obtaining an accounting professional to analyze the accounting work done by the Office of the U.S. Trustee and to perform all necessary accounting functions; d. preparing legal documents and reviewing all financial reports to be filed; e. advising the trustee concerning, and preparing responses to, legal documents which may be filed by other parties; f. appearing in court; g. representing the trustee in connection with obtaining post-petition financing, if necessary; h. taking such action as may be necessary to collect income and assets in accordance with applicable law, and to recover property of the Debtor's estate; i. assisting the trustee in connection with any potential property dispositions; j. advising the trustee concerning executory contract and unexpired lease assumption, assignment or rejection, lease restructuring and characterizations of the Debtor's estate's property interests; k. assisting the trustee in reviewing, estimating, and resolving claims asserted against the Debtor's estate; l. assisting the trustee with respect to any referrals as may be appropriate upon investigations done within the trustee's duties; m. commencing, continuing and conducting litigation to assert rights held by the Debtor's estate, protect assets of the Debtor's estate or otherwise further the goal of completing a successful reorganization of the estate; n. providing corporate transaction services with respect to transitioning from the Debtor's control of various affiliated entities to the trustee, modifying entity charter documents and, as necessary, operating agreements or by-laws; o. preparing and pursuing confirmation of a plan of reorganization and approval of a disclosure statement as appropriate; and p. performing all other legal services for the trustee. The firm will be paid at hourly rates ranging from $600 to $675 and will be reimbursed for out-of-pocket expenses. Louis Phillips, Esq., a partner at Kelly Hart & Pitre, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Louis M. Phillips, Esq. Kelly Hart & Pitre One American Place 301 Main Street, Suite 1600 Baton Rouge, LA 70801-1916 Tel: (225) 381-9643 Fax: (225) 336-9763 Email: louis.phillips@kellyhart.com About WC Manhattan Place Property WC Manhattan Place Property, LLC, a company in Austin, Texas, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Texas Case No. 22-10047) on Jan. 25, 2022, listing as much as $50 million in both assets and liabilities. Natin Paul, authorized signatory, signed the petition. Judge Tony M. Davis oversees the case. The Debtor tapped Ron Satija, Esq., at Hayward, PLLC as legal counsel and Friedman Real Estate Management LA, LLC as interim property manager. Dwayne M. Murray, the Chapter 11 trustee appointed in the Debtor's case, is represented by Louis M. Phillips, Esq., at Kelly Hart & Pitre. WIN BIG DEVELOPMENT: MTT Buying Phoenix Properties for $1.95-Mil. ----------------------------------------------------------------- Win Big Development, LLC, asks the U.S. Bankruptcy Court for the District of Arizona to approve its short sale of the real property located at 1205 and 1215 E. Devonshire Avenue, in Phoenix, Arizona, a total of 12 lots and common area, free and clear of liens, and with the distribution of the sales proceeds, to MTT Construction, LLC for $1.95 million, subject to higher and better offers. The Debtor is a real property developer. It, at the time of filing its Petition for relief, held title to 13 lots on which it had been in the process of constructing single family residences. One parcel, 3806 N. 14th Place, Phoenix, was previously sold through this proceeding. The remaining lots are the subject of the Motion and known as 1206 E. Devonshire Place, Lots 1-4, and 1215 E. Devonshire Place, Lots 5-12. As a result of the effects of the COVID-19 outbreak, the Debtor's efforts to complete and sell residences was adversely affected. This caused it to default under the terms of its loans with the its primary source of funding, America's Specialty Finance Co. ("ASFC"), holder of the first position deed of trust against 1205 E. Devonshire, Lots 1-4, and second position deed of trust on Lots 5 and 8-12, and which then began foreclosure proceedings. ASFC had scheduled the Trustee's Sales of all of the parcels against which it had deeds of trust. The Debtor filed the Chapter 11 proceeding on June 24, 2020, to stay the Trustee's Sales. The terms of the Debtor's loan with ASFC called for the release of proceeds at various stages of the construction process. Not all of the ASFC's loans were fully distributed for construction purposes. Rather, this secured lender withheld amounts upon the Debtor's default. It had been Debtor's goal to find a new lender to pay off ASFC's loans, and finance the completion of construction of the residences. The Debtor now, through the Motion, seeks to sell its remaining real property holdings. The Debtor may also, as an alternative, brings a Motion to Approve new financing which would provide, in pertinent part, for the payment of senior secured liens and a portion ofjunior secured liens. The subject of the Motion is the 12 lots and common area which are commonly known as 1205 E. Devonshire, Lots 1-4, and 1215 E. Devonshire, Lots 5-12 ("the Devonshire Project"). Partially built houses were present on the lots at the time of filing the Debtor's Petition. In August 2020, they were damaged by fire. Lots 1-4 were destroyed. Available insurance proceeds reimbursed the City ofPhoenix for the cost to remove the destroyed structures and clean up the lots. The insurance carrier, Zurich, also issued payment in the amount of $415,460 as a result of the fire damage. Payment was primarily made for the damage to Lots 1-4. Payment was issued jointly to Debtor and the senior secured lender on Lots 1-4, America's Specialty. The funds, by Stipulation of the parties, are currently held in a separate DIP account to be disbursed only upon court order. The total insurance proceeds held is $419,795, and includes $4,335 for a prior and separate damage event related to Lots 1-4. The sale terms are contingent, in part, on the distribution of the insurance proceeds in a manner agreed upon by Debtor and ASFC. The Debtor has entered into a Commercial Real Estate Purchase Contract for the sale of the Devonshire project. The buyer is MTT Construction, LLC, a Washington limited liability company, or assign. The purchase price is $1.95 million. Escrow is to close 50 days after Court approval. The Buyer's managing member is MTT Holdings, Inc., a Washington corporation. America's Specialty holds a note secured by a first position deed of trust with original balance of $1,360,000 against Lots 1-4. It recently submitted a payoff demand of approximately $2.1 million. This same loan is secured by junior position deeds of trust against Lots 5 and 8-12. The contemplated sale is a short sale. The amount due under the secured liens exceeds the purchase price, and exceeds the value of the parcels in their present condition. The Debtor will not receive any proceeds of sale. Debtor is expected to receive a portion of the insurance proceeds to be able to pay administrative expenses, including U.S. Trustee's quarterly fees and attorney fees and costs. The sale of the Devonshire Project is a typical transaction of the Debtor's, although unique in the sense construction on the Lots being sold is incomplete and, as to several lots, destroyed by fire. The sale, if approved, will allow the pay down of the Debtor's obligations to the secured creditors and lienholders. The entities known or believed to hold an interest in the property are the Debtor herein, Win Big Development, LLC, and its lienholders, America's Specialty Finance Co., Devoir Oblige Capital Group, LLC, REFCO, Evelyn Howe Trust, Larry Howe Trust, Arnold Friedman, and Judgment lienholder, Logos. The Debtor therefore seeks Court approval of the sale. Upon Court approval, the Devonshire Project will be sold free and clear of liens, claims, and encumbrances. Secured creditors' liens will attach to the extent of the amounts due to them for the release oftheir respective deeds of trust with the distribution to the lienholders to be addressed by the Court after closing. If the sale of the Devonshire Project is approved by the Court as requested, the transaction is scheduled to close 50 days from Court approval, or as otherwise agreed upon by the Debtor and the Buyer. The Debtor suggests any party desiring to bid provide the counsel for the Debtor with a $5,000 cashier's check, or cash, on the date of the sale and bid increases in increments of at least $2,000. The Debtor asks any objections be filed no later than five days before the hearing. Commissions will be paid from the sale's proceeds to the seller's agent, Marcus and Millichap and the Buyer's agent, 50 States Realty, of 3% each, or $58,500 each. In addition, other closing costs, including unpaid property tax, totaling $19,500, 1% of the sales price, are estimated. There is no current appraisal of the property. A motion for stay relief was filed by America's Specialty and is pending. The Debtor requests a waiver of the 14-day stay pursuant to Rule 6004(h) to allow the order approving the relief requested to take effect immediately so as to allow the sale to take place as soon as possible and to accommodate the senior secured lenders who are compromising their claims. A copy of the Agreement is available at https://tinyurl.com/2p899rcp from PacerMonitor.com free of charge. About Win Big Development Win Big Development, LLC, a company based in Scottsdale, Ariz., filed a Chapter 11 petition (Bankr. D. Ariz. Case No. 20-07495) on June 24, 2020. In the petition signed by James Guajardo, manager, the Debtor was estimated to have $1 million to $10 million in both assets and liabilities. Judge Daniel P. Collins oversees the case. Richard W. Hundley, Esq., at The Kozub Law Group, PLC, serves as Debtor's bankruptcy counsel. WOUAFF WOUAFF: Seek to Hire Reissman Law as Bankruptcy Counsel -------------------------------------------------------------- Wouaff Wouaff, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire The Reissman Law Group, P.A. to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) providing the Debtor with legal advice regarding its powers and duties in the continued operation of its business and management of its property; (b) preparing legal papers and appearing at hearings; and (c) performing all other necessary legal services for the Debtor. The firm's hourly rates are as follows: Marshall G. Reissman, Esq. $350 per hour Gabriel K. Silveria, Esq. $250 per hour Paralegal $160 per hour The retainer fee is $10,000. Marshall Reissman, Esq., the firm's attorney who will be providing the services, disclosed in a court filing that he is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Marshall G. Reissman, Esq. The Reissman Law Group, P.A. 1700 66th Street North, Suite 405 St. Petersburg, FL 33710 Tel: 727-322-1999 Email: marshall@reissmanlaw.com About Wouaff Wouaff Wouaff Wouaff, LLC filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-01595) on April 21, 2022, listing up to $50,000 in assets and up to $500,000 in liabilities. Ruediger Mueller serves as Subchapter V trustee. Judge Michael G. Williamson oversees the case. Marshall G Reissman, Esq., at The Reissman Law Group represents the Debtor as legal counsel. XPRESS GRAIN: $25M Sale of Substantially All Assets to UMB Approved ------------------------------------------------------------------- Judge Selene D. Maddox of the U.S. Bankruptcy Court for the Northern District of Mississippi authorized Express Grain Terminals, LLC's bidding procedures in connection with the sale of substantially all asset to UMB Bank, N.A., for $25 million, free and clear of all Encumbrances and Liens, other than Permitted Exceptions. The Joint Objection filed by the Collective Farm Groups and the Joinder thereto filed by the Production Lenders was resolved by the entry of an Agreed Order. The Debtors and UMB have complied with the Bid Procedures Order, as supplemented by the Credit Bid Procedures Order, and Buyer is a Successful Bidder for the Purchased Assets on the terms and conditions set forth in the UMB Credit Bid. The UMB Credit Bid, all exhibits and schedules thereto, and all of the terms and conditions thereof are approved. Pursuant to the Credit Bid Procedures Order, UMB may assign its purchase rights to another party as long as such assignment is disclosed to the Debtors and the Court prior to closing and such assignment does not violate 11 U.S.C. Section 363(n). The sale, and/or transfer, of property containing personally identifiable information will be consistent with those procedures currently in place by the Debtor regarding the transfer of personally identifiable information in accordance with 11 U.S.C. Section 363(b)(1)(A). Any cash proceeds from the sale of the Purchased Assets will be placed in a segregated, United States Trustee authorized DIP bank account, and such proceeds will not be disbursed until further order of the Court. Any new DIP bank account will be subject to the United States Trustee's Chapter 11 Operating Guidelines and Reporting Requirements. Within seven days after the sale of the Purchased Assets closes, pursuant to Fed. R. Bankr. P. 6004(f)(1), the Debtor will file on the Court docket a Report of Sale with a copy of the settlement statement. The Cash Component of the UMB Credit Bid is approved. If the actual amount of Cash Component changes, then so will the credit component of the UMB Credit Bid in a corresponding amount. At Closing, the Buyer is directed to pay the Cash Component of the Purchase Price and any other consideration then due under the UMB Credit Bid to the Debtor. UMB, within 21 days of the entry of the Order, will file revised proofs of claim reflecting the credit bid. The Closing Date of the sale transaction contemplated by the Order was extended through and including April 14, 2022. The Scale and the Contract as defined in the response of CompuWeigh Corp. to the Motion to Sell are excluded from the sale. All matters pertaining to the Scale and the Contract will be addressed by subsequent motions and orders of the Court, and the respective rights, claims and defenses of the parties in connection therewith are hereby reserved. Notwithstanding the provisions of Bankruptcy Rules 6004(h) and 6006(d), there is no stay pursuant to Bankruptcy Rule 6004(h) or 6006(d) and this Order will be effective and enforceable immediately upon entry. It is a final judgment as contemplated by the applicable Bankruptcy Rules. A copy of the Agreement is available at https://tinyurl.com/2nmxjw3k from PacerMonitor.com free of charge. About Express Grain Terminals Greenwood, Mississippi-based Express Grain Terminals, LLC, produces soy products such as oil and biodiesel. Express Grains Terminals and its affiliates, Express Biodiesel, LLC and Express Processing, LLC, sought Chapter 11 protection (Bankr. N.D. Miss. Lead Case No. 21-11832) on Sept. 29, 2021. At the time of the filing, Express Grains Terminals listed up to $50 million in assets and up to $100 million in liabilities. Judge Selene D. Maddox oversees the cases. The Law Offices of Craig M. Geno, PLLC, is the Debtors' legal counsel. UMB Bank, N.A., the Debtors' lender, is represented by Spencer Fane LLP. [*] Bankruptcy Judge Isgur Steps Down From Texas Two-Judge Panel ---------------------------------------------------------------- James Nani of Bloomberg Law reports that U.S. Bankruptcy Judge Marvin Isgur will step down from the Southern District of Texas' two-judge panel that has drawn some of the largest Chapter 11 cases in the country. Since 2016, complex Chapter 11 cases in the U.S. Bankruptcy Court for the Southern District of Texas have been assigned randomly to the panel made up of Isgur and David Jones, chief judge of the court. The bankruptcy courts in the Texas Southern District, New York's Southern District and Delaware receive a large portion of the large, complex Chapter 11 petitions in the country. U.S. Bankruptcy Judge Christopher Lopez will replace Judge Isguar. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Book Galore and More Bankr. N.D. Ga. Case No. 22-53163 Chapter 11 Petition filed April 25, 2022 Case Opened In re James Brian Latta and Diane Eileen Latta Bankr. D. Ariz. Case No. 22-02577 Chapter 11 Petition filed April 26, 2022 represented by: Kasey C. Nye, Esq. WATERFALL ECONOMIDIS CALDWELL ET AL Email: knye@waterfallattorneys.com In re Laura Louise Gottlieb Bankr. C.D. Cal. Case No. 22-10313 Chapter 11 Petition filed April 26, 2022 represented by: Sarah Cowan, Esq. In re Skyline Holding 365 LLC Bankr. D.N.J. Case No. 22-13386 Chapter 11 Petition filed April 26, 2022 See https://www.pacermonitor.com/view/WRU7GRI/Skyline_Holding_365_LLC__njbke-22-13386__0001.0.pdf?mcid=tGE4TAMA represented by: Evan Pickus, Esq. PICKUS & LANDSBERG E-mail: evan@pickuslaw.com In re NBRFM Corp d/b/a Jeff Burton Bankr. E.D.N.Y. Case No. 22-70849 Chapter 11 Petition filed April 26, 2022 See https://www.pacermonitor.com/view/P3C4ITI/NBRFM_Corp_dba_Jeff_Burton__nyebke-22-70849__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Freddie Joe Hankins Bankr. D. Ore. Case No. 22-30659 Chapter 11 Petition filed April 26, 2022 represented by: Theodore J. Piteo, Esq. MICHAEL D. O'BRIEN & ASSOCIATES In re Jerome David Mitchell Bankr. M.D. Fla. Case No. 22-01514 Chapter 11 Petition filed April 27, 2022 In re Edward D. Hirsch MD, P.A. Bankr. S.D. Fla. Case No. 22-13283 Chapter 11 Petition filed April 27, 2022 See https://www.pacermonitor.com/view/ZX4NVBA/Edward_D_Hirsch_MD_PA__flsbke-22-13283__0001.0.pdf?mcid=tGE4TAMA represented by: Alan R. Crane, Esq. FURRCOHEN P.A. E-mail: acrane@furrcohen.com In re Gary DeCicco Bankr. D. Mass. Case No. 22-10558 Chapter 11 Petition filed April 27, 2022 represented by: Jay Satin, Esq. In re Throop Ventures LLC Bankr. E.D.N.Y. Case No. 22-40884 Chapter 11 Petition filed April 27, 2022 See https://www.pacermonitor.com/view/TVADJUQ/Throop_Ventures_LLC__nyebke-22-40884__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re 127 Depot LLC Bankr. E.D.N.Y. Case No. 22-70889 Chapter 11 Petition filed April 27, 2022 See https://www.pacermonitor.com/view/OXFFIKI/127_Depot_LLC__nyebke-22-70889__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Fulton Ventures LLC Bankr. E.D.N.Y. Case No. 22-40886 Chapter 11 Petition filed April 27, 2022 See https://www.pacermonitor.com/view/QAZL6XY/Fulton_Ventures_LLC__nyebke-22-40886__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re TDAA Corp Bankr. S.D.N.Y. Case No. 22-35277 Chapter 11 Petition filed April 27, 2022 See https://www.pacermonitor.com/view/EY6DIMI/TDAA_CORP__nysbke-22-35277__0001.0.pdf?mcid=tGE4TAMA represented by: Michelle L. Trier, Esq. GENOVA, MALIN & TRIER, LLP In re Oliver Development Corporation Bankr. W.D. Pa. Case No. 22-20803 Chapter 11 Petition filed April 27, 2022 See https://www.pacermonitor.com/view/BDLKESA/Oliver_Development_Corporation__pawbke-22-20803__0001.0.pdf?mcid=tGE4TAMA represented by: Sy O. Lampl, Esq. ROBERT O LAMPL LAW OFFICE Email: slampl@lampllaw.com In re Christopher Braden Rombokas Bankr. M.D. Ala. Case No. 22-80366 Chapter 11 Petition filed April 28, 2022 represented by: Harry Long, Esq. In re William Leo Creedon Bankr. C.D. Cal. Case No. 22-12411 Chapter 11 Petition filed April 28, 2022 represented by: Monserrat Morales, Esq. In re K.C. Lee 206 Realty, LLC Bankr. D.N.J. Case No. 22-13479 Chapter 11 Petition filed April 28, 2022 See https://www.pacermonitor.com/view/J3AZXWQ/KC_Lee_206_Realty_LLC__njbke-22-13479__0001.0.pdf?mcid=tGE4TAMA represented by: David L. Stevens, Esq. SCURA, WIGFIELD, HEYER, STEVENS & CAMMAROTA, LLP E-mail: ecfbkfilings@scuramealey.com In re K.C. Lee 222 Realty, LLC Bankr. D.N.J. Case No. 22-13480 Chapter 11 Petition filed April 28, 2022 See https://www.pacermonitor.com/view/OH65PWY/KC_Lee_222_Realty_LLC__njbke-22-13480__0001.0.pdf?mcid=tGE4TAMA represented by: David L. Stevens, Esq. SCURA, WIGFIELD, HEYER, STEVENS & CAMMAROTA, LLP E-mail: ecfbkfilings@scuramealey.com In re Kyung Ye Lee Bankr. D.N.J. Case No. 22-13482 Chapter 11 Petition filed April 28, 2022 represented by: David Stevens, Esq. In re John Hazzard Camenzind, Jr. Bankr. E.D. Mo. Case No. 22-41267 Chapter 11 Petition filed April 28, 2022 represented by: Spencer Desai, Esq. In re Alfred Robert Wilkinson and Danica Oparnica Bankr. D. Ariz. Case No. 22-02701 Chapter 11 Petition filed April 29, 2022 represented by: Michael Jones, Esq. ALLEN BARNES & JONES, PLC In re Douglas M. King Bankr. M.D. Fla. Case No. 22-01760 Chapter 11 Petition filed April 29, 2022 represented by: Aaron Wernick, Esq. In re CGS RE Acquisition Bankr. S.D.N.Y. Case No. 22-22223 Chapter 11 Petition filed April 29, 2022 See https://www.pacermonitor.com/view/LR6LGYY/CGS_RE_Acquisition__nysbke-22-22223__0001.0.pdf?mcid=tGE4TAMA Filed Pro Se In re Texas Armoring Corporation Bankr. W.D. Tex. Case No. 22-50436 Chapter 11 Petition filed April 29, 2022 See https://www.pacermonitor.com/view/A5RB3BA/TEXAS_ARMORING_CORPORATION__txwbke-22-50436__0001.0.pdf?mcid=tGE4TAMA represented by: James S. Wilkins, Esq. JAMES S. WILKINS, P.C. E-mail: jwilkins@stic.net In re Jacob Januszewski Bankr. M.D. Fla. Case No. 22-01586 Chapter 11 Petition filed April 30, 2022 represented by: Clive Morgan, Esq. In re A & R Transmission Corp. Bankr. E.D.N.Y. Case No. 22-40919 Chapter 11 Petition filed April 30, 2022 See https://www.pacermonitor.com/view/NN57GZQ/A__R__Transmission_Corp_DBA_Discount__nyebke-22-40919__0001.0.pdf?mcid=tGE4TAMA represented by: Karamvir Dahiya, Esq. DAHIYA LAW OFFICES, LLC E-mail: karam@bankruptcypundit.com In re Bukacek Fitness, Inc. Bankr. D. Neb. Case No. 22-80333 Chapter 11 Petition filed May 1, 2022 See https://www.pacermonitor.com/view/4KE55LQ/Bukacek_Fitness_Inc__nebke-22-80333__0001.0.pdf?mcid=tGE4TAMA represented by: Patrick R. Turner, Esq. TURNER LEGAL GROUP, LLC E-mail: pturner@turnerlegalomaha.com In re Shane Tracy Enterprises, Inc. Bankr. W.D. Pa. Case No. 22-20853 Chapter 11 Petition filed May 1, 2022 See https://www.pacermonitor.com/view/BDMAWZY/Shane_Tracy_Enterprises_Inc__pawbke-22-20853__0001.0.pdf?mcid=tGE4TAMA represented by: Rodney D. Shepherd, Esq. LAW OFFICES OF RODNEY SHEPHERD E-mail: rodsheph@cs.com In re All Starrz Restaurant & Lounge, LLC Bankr. M.D. Fla. Case No. 22-00875 Chapter 11 Petition filed May 2, 2022 See https://www.pacermonitor.com/view/YC2RANI/All_Starrz_Restaurant__Lounge__flmbke-22-00875__0001.0.pdf?mcid=tGE4TAMA represented by: Rehan N. Khawaja, Esq. BANKRUPTCY LAW OFFICES OF REHAN N. KHAWAJA E-mail: khawaja@fla-bankruptcy.com In re KOD Global LTD LLC Bankr. N.D. Ga. Case No. 22-20385 Chapter 11 Petition filed May 2, 2022 See https://www.pacermonitor.com/view/ODVDDWI/KOD_Global_LTD_LLC__ganbke-22-20385__0001.0.pdf?mcid=tGE4TAMA represented by: William A. Rountree, Esq. ROUNTREE, LEITMAN & KLEIN, LLC E-mail: swenger@rlklawfirm.com In re Demetria M. Brown Bankr. N.D. Ill. Case No. 22-05068 Chapter 11 Petition filed May 2, 2022 represented by: David Lloyd, Esq. DAVID P. LLOYD, LTD. E-mail: courtdocs@davidlloydlaw.com In re Maria Evelina Cruz Bankr. N.D. Ill. Case No. 22-05044 Chapter 11 Petition filed May 2, 2022 represented by: Ben Schneider, Esq. In re Gleason's Gymnastic School, Inc. Bankr. D. Minn. Case No. 22-30690 Chapter 11 Petition filed May 2, 2022 See https://www.pacermonitor.com/view/L5325EI/Gleasons_Gymnastic_School_Inc__mnbke-22-30690__0001.0.pdf?mcid=tGE4TAMA represented by: Thomas H. Olive, Esq. THOMAS H. OLIVE LAW, P.A. In re Harmony Holding Group LLC Bankr. E.D.N.Y. Case No. 22-40926 Chapter 11 Petition filed May 2, 2022 See https://www.pacermonitor.com/view/27ZYDEA/Harmony_Holding_Group_LLC__nyebke-22-40926__0001.0.pdf?mcid=tGE4TAMA represented by: Randall K. Malon, Esq. MANNERS & MALONE, PLLC E-mail: randy@mannersmalone.com In re Michael Latrent Harris Bankr. S.D. Tex. Case No. 22-31211 Chapter 11 Petition filed May 2, 2022 represented by: Reese Baker, Esq. In re RDS Construction, LLC Bankr. S.D. Tex. Case No. 22-31179 Chapter 11 Petition filed May 2, 2022 See https://www.pacermonitor.com/view/4G26LJY/RDS_Construction_LLC__txsbke-22-31179__0001.0.pdf?mcid=tGE4TAMA represented by: Michael L. Hardwick, Esq. MICHAEL HARDWICK LAW, PLLC E-mail: michael@michaelhardwicklaw.com In re Double M Ranch & Farms, LLC Bankr. W.D. Tex. Case No. 22-50462 Chapter 11 Petition filed May 2, 2022 See https://www.pacermonitor.com/view/6AFHMTA/Double_M_Ranch__Farms_LLC__txwbke-22-50462__0001.0.pdf?mcid=tGE4TAMA represented by: William R. Davis, Jr., Esq. LANGLEY & BANACK, INC. E-mail: wrdavis@langleybanack.com ********* 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. 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