/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/220517.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, May 17, 2022, Vol. 26, No. 136 Headlines 14860 WATSON: Seeks to Hire Langley & Banack as Legal Counsel 60 SALEM TURNPIKE: U.S. Trustee Seeks Case Dismissal 6th AND SAN JACINTO: Trustee Taps Munsch Hardt as Legal Counsel 6TH AND SAN JACINTO: Unsecured Claims Unimpaired in Plan A & R TRANSMISSION: Seeks Bankruptcy Protection A.G. DILLARD: June 16 Hearing on Disclosure Statement ADVANZEON SOLUTIONS: Louisiana Plaintiffs Say Disclosure Inadequate AGILON ENERGY: Fine-Tunes Plan Ahead of May 27 Hearing ALEXANDRIA HOSPITALITY: Enters Tentative Agreement with Belton ALL STARRZ RESTAURANT: Seeks Chapter 11 Bankruptcy Protection ANDREWS REAL ESTATE: Returns to Chapter 11 Bankruptcy APA CORP: Fitch Hikes LongTerm IDR From BB+, Outlook Stable ASPEN CHAPEL: Seeks to Hire Allen Vellone as Legal Counsel ATKORE INC: Fitch Raises Issuer Default Rating to 'BB+' ATLANTICO BAKERY: Koyzina Kafe in Chapter 11, Awaits Funding BAUSCH HEALTH: Moody's Cuts Rating on Senior Secured Notes to Ba3 BBC GROUP NV: Files for Chapter 11 Bankruptcy BLINK CHARGING: Incurs $15.1 Million Net Loss in First Quarter BOWLERO CORP: S&P Upgrades ICR to 'B' on Good Revenue BRICK HOUSE: Disclosures Hearing Deferred Amid Vesna Dispute BUKACEK FITNESS: SPENGA Franchisee Files for Chapter 11 CANO HEALTH: Incurs $85K Net Loss in First Quarter CARVANA CO: Incurs $506 Million Net Loss in First Quarter CLEANSPARK INC: Incurs $171K Net Loss in Second Quarter COLLEGE CABLE: In Chapter 11 After DirecTV Scraps Deal COMPASS POWER: S&P Rates $710MM Secured Credit Facilities 'BB-' CORPORATION SERVICE: Fitch Assigns First Time 'BB-' LongTerm IDR CPE FEEDS: Seeks to Hire McGowan & McGowan as Bankruptcy Counsel CREW ENERGY: S&P Upgrades ICR to 'B' on Projected Debt Reduction CUSTOM TRUCK: Incurs $3.3 Million Net Loss in First Quarter DALEX DEVELOPMENT: Amends Plan to Include Subordinated Leff Claim DILIGENT SPECIALIZED: Ends Up in Chapter 11 Bankruptcy DOMUS BWW: Seeks Approval to Hire Karalis PC as Bankruptcy Counsel DOUBLE M RANCH: Seeks Bankruptcy Protection in Texas ECTOR COUNTY ENERGY: Has $5MM DIP Loan from Indirect Parent EMERALD HOLLOW: Voluntary Chapter 11 Case Summary ESSA PHARMA: Incurs $10.9 Million Net Loss in Second Quarter EVOKE PHARMA: Incurs $2.2 Million Net Loss in First Quarter FGI ACQUISITION: Moody's Ups CFR to Caa1 & Alters Outlook to Stable FINANCIAL INVESTMENTS: Files for Chapter 11 Bankruptcy Protection FLORIDA FOOD: S&P Affirms 'B-' Rating on First-Lien Term Loan FORD MOTOR: Fitch Alters Outlook on 'BB+' IDR to Positive GENERATOR TECHNOLOGIES: Files for Chapter 11 Bankruptcy Protection GLEASON'S GYMNASTIC SCHOOL: Hits Chapter 11 Bankruptcy GOOD TIME HOMES: Seeks Approval to Hire Johnson Law as Counsel HANOVER SWISS AVENUE: Files for Bankruptcy Protection in Texas HEALTHMYNE INC: Case Summary & 18 Unsecured Creditors HOLLYWOOD FOR CHILDREN: Hires Christie Manson as Sales Agent HONX INC: U.S. Trustee Appoints Creditors' Committee INSPIREMD INC: Incurs $4.5 Million Net Loss in First Quarter ION GEOPHYSICAL: Unsecureds to Get Less Than 1% of Claims in Plan JAGUAR HEALTH: Reports $18 Million Net Loss for First Quarter JAKKS PACIFIC: Incurs $3.9 Million Net Loss in First Quarter JAZZ ACQUISITION: S&P Upgrades ICR to 'B-', Outlook Stable K.C. LEE 222 REALTY: Files for Bankruptcy Protection KOD GLOBAL: Files for Chapter 11 Bankruptcy Protection KOSMOS ENERGY: Posts $1.4 Million Net Income in First Quarter LD HOLDINGS: S&P Lowers Issuer Credit Rating to 'B', Outlook Neg. LIVEWELL ASSISTED: Unsecureds Will Get 10% of Claims in 36 Months LOOT CRATE: Two Unsecured Creditors Resign From Committee MARVIN KELLER: U.S. Trustee Appoints Creditors' Committee MINESEN COMPANY: Unsecureds Will Get 100% with Interest in Plan MODERN RENTAL HOMES: Files for Chapter 11; Creditor Seeks Dismissal MYOMO INC: Incurs $2.8 Million Net Loss in First Quarter NATIONAL CINEMEDIA: Incurs $25.2 Million Net Loss in First Quarter NEW BROUGHTON: Seeks to Hire Blanchard Law as Legal Counsel NEW ERA INVESTMENT: Case Summary & Four Unsecured Creditors NEW MOUNTAIN: Seeks Approval to Hire Avrum J. Rosen as Attorney NORTHWEST BIOTHERAPEUTICS: Incurs $14.2M Net Loss in First Quarter OBLONG INC: Incurs $4.5 Million Net Loss in First Quarter OCULAR THERAPEUTIX: Incurs $12.5 Million Net Loss in First Quarter PAR 5 PROPERTY: Unsecureds to Get Nothing in Subchapter V Plan PARETEUM CORP: Case Summary & 30 Largest Unsecured Creditors PIAGGIO AMERICA: Executes Purchase Agreement w/ Southwest Aviation PROVENIR LLC: Case Summary & 11 Unsecured Creditors RDS CONSTRUCTION: Seeks Bankruptcy Protection in Texas ROBERT E. SPRINGER: Unsecureds to Split $205K over 5 Years SAVANNAH CAPITAL: Seeks to Hire Blanchard Law as Legal Counsel SONEV CONSTRUCTION: Wins Cash Collateral Access, $2MM DIP Loan STEREOTAXIS INC: Incurs $4.1 Million Net Loss in First Quarter TEXAS ARMORING: Files for Chapter 11 Bankruptcy TIGER OAK: Unsecured Creditors Claims Pay Details Amended TOPP'S MECHANICAL: Seeks to Hire Robert W. Aitken as Accountant UNIFIED SECURITY: Unsecureds Will Get 1% of Claims in 5 Years VBI VACCINES: Incurs $21.3 Million Net Loss in First Quarter VOYAGEUR IMAGING: Case Summary & 13 Unsecured Creditors VYCOR MEDICAL: Reports $75K Net Loss for First Quarter WC 3RD AND TRINITY: Trustee Taps Graves Dougherty as Legal Counsel WC 511 BARTON: Trustee Taps Munsch Hardt as Bankruptcy Counsel WC MANHATTAN: U.S. Trustee Unable to Appoint Committee WILMA & FRIEDA'S: Unsecureds Will Get 2% of Claims over 5 Years YELLOW CORP: Incurs $27.5 Million Net Loss in First Quarter YIELD10 BIOSCIENCE: Incurs $3.3 Million Net Loss in First Quarter [^] Large Companies with Insolvent Balance Sheet ********* 14860 WATSON: Seeks to Hire Langley & Banack as Legal Counsel ------------------------------------------------------------- 14860 Watson Road Real Estate Company, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to hire Langley & Banack, Inc. as its legal counsel. The firm will advise the Debtor regarding its duties and powers in its Chapter 11 case, and handle all matters which come before the court in the Debtor's case. The hourly rates of Langley & Banack's attorneys are as follows: David S. Gragg, Esq. $400 per hour William R. Davis, Jr., Esq. $400 per hour The firm received from the Debtor a retainer fee of $10,862, plus the filing fee of $1,738. William Davis, Jr., Esq., a partner at Langley & Banack, disclosed in court filings 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: David S. Gragg, Esq. William R. Davis, Jr., Esq. Langley & Banack, Inc. 745 E. Mulberry, Suite 700 San Antonio, TX 78212 Telephone: (210) 736-6600 Facsimile: (210) 735-6889 Email: wrdavis@langleybanack.com About 14860 Watson Road Real Estate Company, LLC 14860 Watson Road Real Estate Company, LLC sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Tex. Case No. 22-50474) on May 3, 2022, listing up to $50,000 in both assets and liabilities. Judge Craig A Gargotta presides over the case. William R. Davis, Jr., Esq. at Langley & Banack, Inc. represents the Debtor as counsel. 60 SALEM TURNPIKE: U.S. Trustee Seeks Case Dismissal ---------------------------------------------------- Single Asset Real Estate 60 Salem Turnpike LLC filed for chapter 11 protection in the District of Massachusetts on April 28, 2022. According to court filings, 60 Salem Turnpike estimates between 1 and 49 unsecured creditors. The petition states that funds will not be available to unsecured creditors. The United States Trustee on May 6, 2022, filed an expedited motion for an order dismissing the chapter 11 case of 60 Salem Turnpike. The U.S. Trustee said that the Debtor has failed to provide evidence of appropriate insurance covering the assets of this estate, which Debtor's counsel of record has characterized as "vacant land in the middle of a wetland." The United States Trustee seeks an expedited hearing on this motion because of the potential for immediate and incalculable administrative claims against the Debtor's estate and harm to the public due to the apparent lack of adequate insurance coverage. A hearing on the U.S. Trustee's motion was held May 12, 2022. The hearing on the motion has been continued to June 7, 202, at 10:00 a.m. A telephonic meeting of creditors under 11 U.S.C. Sec. 341(a) is slated for May 25, 2022 at 1:00 P.M. About 60 Salem Turnpike 60 Salem Turnpike LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). 60 Salem Turnpike sought Chapter 11 bankruptcy protection (Bankr. D. Mass. Case No. 22-10582) on April 28, 2022. In the petition filed by Gary DeCicco, as managing partner, 60 Salem Turnpike estimated assets between $1 million and $10 million and liabilities between $500,000 and $1 million. The case is assigned to Honorable Bankruptcy Judge Janet E. Bostwick. Jay Paul Satin is the Debtor's counsel. Mr. DeCicco also filed an individual voluntary chapter 11 petition on April 28, 2022 (Case No. 22-10558). 6th AND SAN JACINTO: Trustee Taps Munsch Hardt as Legal Counsel --------------------------------------------------------------- Randolph Osherow, Chapter 11 trustee for 6th and San Jacinto, LLC, seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to hire Munsch Hardt Kopf and Harr, P.C. as his general bankruptcy counsel. The firm's services include: a. investigating, evaluating, pursuing, and liquidating assets of the Debtor's Estate; b. evaluating and resolving claims asserted against the Estate; c. assisting in maximizing the value of the Estate's assets; d. formulating, investigating, and pursuing potential causes of action, including but not limited to avoidable transfers owned by the Estate, if and to the extent warranted in the Trustee's determination; e. negotiating with creditors and parties in interest; and f. assisting in completing and resolving all remaining aspects of administration of the Bankruptcy Case. Munsch Hardt's rates for attorney time on this matter range from $280 - $700/hour. Munsch Hardt is a "disinterested person" as defined by section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Jay H. Ong, Esq. Thanhan Nguyen, Esq. MUNSCH HARDT KOPF & HARR, P.C. 1717 West 6th Street, Suite 250 Austin, TX 78703 Tel: (512) 391-6100 Fax: (512) 391-6149 Email: jong@munsch.com anguyen@munsch.com About 6th and San Jacinto 6th and San Jacinto, LLC, a company in Austin, Texas, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Texas Case No. 21-10942) on Dec. 7, 2021, listing as much as $10 million in both assets and liabilities. Judge Tony M. Davis oversees the case. Mark H. Ralston, Esq., at Fishman Jackson Ronquillo, PLLC is the Debtor's legal counsel. 6TH AND SAN JACINTO: Unsecured Claims Unimpaired in Plan -------------------------------------------------------- 6th and San Jacinto, LLC, submitted an Amended Chapter 11 Plan and a corresponding Amended Disclosure Statement. The real property owned by Debtor as of the Petition Date consists of one single parcel of property totaling approximately 0.1205 acres on the south-east corner of East 6th Street and San Jacinto. The Property is located in the middle of one of Texas's most iconic nightlife scenes and is suitable for any number of commercial enterprises. Based upon its location and the Debtor's in-depth knowledge of the Central Texas real estate market, Debtor believes the value of the property to be $9,500,000. Under the Plan, Debtor will continue to manage and operate the Property and has acquired funding sufficient to complete the Plan by retiring the existing note and paying any outstanding debts owed to other creditors, be they administrative, priority, statutory, secured, or unsecured. In short, Debtor proposes to pay all creditors in full on the Effective Date of the Plan. Under the Plan, Class 3 Allowed Unsecured Claims total $33,563.85. The allowed Class 3 Claims will be paid in full as follows- the balance of the allowed claim will be paid in full, with interest, from a capital contribution made by the Equity Interest Holder on or by (i) the Effective Date, (ii) 14 days after such Claim becomes an Allowed Claim, or (iii) if the Unsecured Claim is for a refund of a security deposit, in the ordinary course of business as provided under the applicable lease. Class 3 is unimpaired. The source of funds is the same source as the Trustee approved in In re WC Met Center, LLC in connection with the purchase of the Debtor's assets to an affiliate of the Debtor for over $52 million, a sale that was approved by the Bankruptcy Court, which was successfully closed and funded the same day as the entry of the Court's order. Counsel for the 6th & San Jacinto, LLC: Ron Satija, Esq. Todd Headden, Esq. HAYWARD PLLC 901 MoPac Expressway South, Building 1, Suite 300 Austin, TX 78746 Tel: (737) 881-7100 E-mail: rsatija@haywardfirm.com theadden@haywardfirm.com A copy of the Disclosure Statement dated April 30, 2022, is available at https://bit.ly/3vNrUFs from PacerMonitor.com. About 6th and San Jacinto 6th and San Jacinto, LLC, a company in Austin, Texas, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Texas Case No. 21-10942) on Dec. 7, 2021, listing as much as $10 million in both assets and liabilities. Judge Tony M. Davis oversees the case. Mark H. Ralston, Esq., at Fishman Jackson Ronquillo, PLLC is the Debtor's legal counsel. A & R TRANSMISSION: Seeks Bankruptcy Protection ----------------------------------------------- On April 30, 2022. A & R Transmission Corp., d/b/a Discount Transmission, filed for Chapter 11 protection in the Eastern District of New York. According to court filings, A & R Transmission 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 June 13, 2022, at 10:00 a.m. A & R Transmission has filed a motion for relief pursuant to 11 U.S.C Sec. 105 and 362 for holding Chase Bank and August D. Tela and 144 Hillside LLC in contempt of the Court for violation of automatic stay. A hearing on the motion is slated for May 31, 2022. The Debtor has its business bank account in a branch of Chase bank. August D. Tella is a New York attorney representing the creditor 144 Hillside LLC, a former landlord of the Debtor. 144 Hillside is the landlord, a judgment creditor of the Debtor who has repossessed the business premise of the Debtor and also has levied on the bank account of the Debtor The Debtor says its principal, Mr. Krishendat Khelwan, went to the bank several times to have his company account unfrozen. The Debtor is asking the Bankruptcy Court to hold the respondents for contempt of court for violating 11 U.S.C. Sec. 362. About A & R Transmission Corp. A & R Transmission Corp., doing business as Discount Transmission, is an auto repair shop in Richmond Hill, New York. A & R Transmission sought Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 22-40919) on April 30, 2022. In the petition filed by Krishendat Khelawan, as president, A & R Transmission estimated assets up to $50,000 and liabilities up to $50,000. The case is assigned to Honorable Bankruptcy Judge Nancy Hershey Lord. Karamvir Dahiya, of Dahiya Law Offices LLC, is the Debtor's counsel. A.G. DILLARD: June 16 Hearing on Disclosure Statement ----------------------------------------------------- Judge Rebecca B. Connelly will convene a hearing to consider the approval of the Disclosure Statement of A.G. Dillard, Inc., on June 16, 2022, at 11:00 a.m. before the Honorable Rebecca B. Connelly via ZOOM. June 9, 2022 is fixed as the last date for filing and serving written objections to the Disclosure Statement. As previously set, May 20, 2022, is fixed as the last date for the filing of proof of claims, pursuant to Rule 3003(c)(3). About A.G. Dillard, Inc. A.G. Dillard, Inc. is an excavating contractor in Troy, Virginia. It provides a wide variety of site construction services, including site remodeling, clearing and demolition, pond repair/conversion, excavating and grading, site concrete, and paving. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Va. Case No. 22-60115) on February 9, 2022. In the petition signed by Alan G. Dillard, III, president, the Debtor disclosed up to $50 million in both assets and liabilities. Robert S. Westermann, Esq. at Hirschler Fleischer, PC is the Debtor's counsel. Blue Ridge Bank, as lender, is represented by Michael D. Mueller, Esq. at Williams Mullen. ADVANZEON SOLUTIONS: Louisiana Plaintiffs Say Disclosure Inadequate ------------------------------------------------------------------- Oceans Healthcare, L.L.C., et al., identified as the Louisiana Plaintiffs, filed a limited objection to the Disclosure Statement for Advanzeon Solutions, Inc. on the grounds that it (i) provides insufficient information as to the net operating loss ("NOL") and (ii) lacks supporting exhibits. According to the Louisiana Plaintiffs, nowhere in the Disclosure Statement, or the Plan for that matter, does the Debtor address the ramifications or treatment to the NOL which it scheduled at $44,166,385 (or, approximately 99% of its scheduled assets). This is problematic for two reasons. First, creditors and interested parties cannot accurately assess the treatment of estate assets. Second, this may be indicia of an absolute priority issue. The Louisiana Plaintiffs point out that page 23 of 41 of the Disclosure Statement contains a section "Means of Implementation of the Plan". It states that the Plan will be funded "principally by (i) existing Cash on hand on the Effective Date, (ii) revenues generated by continued operations by the Debtor through PVMS following the Effective Date." Coupled with the immediately succeeding provision which states all assets of the estate shall vest in the reorganized debtor, it would appear that the Debtor is not attempting to monetize the NOL for its creditors' benefit. The Louisiana Plaintiffs further point out that the SEC Objection attaches draft financial projections (the "Projections") and liquidation analysis (the "Analysis") as Exhibits A1 and A2, respectively, which were apparently provided to them by the Debtor. First, as a threshold matter and further stated in the next section, these appear to be only drafts and were not officially filed by the Debtor in support of the Disclosure Statement or Plan. Second, the Analysis states the NOL has an undetermined value in a chapter 11 and zero $0.00 value in a chapter 7. As a note it states that the "Plan contemplates the availability of those and other tax attributes as included in the Net Cash Flow to be distributed under the Plan." However, when turning to the Projections there is no mention of the NOL, as an income or expense, and therefore the issue persists. The Louisiana Plaintiffs assert that Exhibit A to the Disclosure Statement purports to be the pro forma projections. However, it simply states "[TO BE FILED PRIOR TO DISCLOSURE STATEMENT HEARING]". To date no pro forma has been filed before the objection deadline. Louisiana Plaintiffs complain that Exhibit B to the Disclosure Statement purports to be the liquidation analysis. However, it too simply states "[TO BE FILED PRIOR TO DISCLOSURE STATEMENT HEARING]". T o date no liquidation analysis has been filed before the objection deadline. Cousel for the Louisiana Plaintiffs: David S. Jennis, Esq. Daniel E. Etlinger, Esq. JENNIS MORSE ETLINGER 606 E. Madison Street Tampa, FL 33602 Tel: (813) 229-2800 E-mail: djennis@jennislaw.com detlinger@jennislaw.com ecf@jennislaw.com - and - Roy Maughan, Jr., Esq. MAUGHAN LAW FIRM, LLC 634 Connells Park Lane Baton Rouge, LA 70806 Tel: (225) 926-8555 E-mail: rmaughanjr@maughanlaw.com Michael Davis, Esq. HYMEL DAVIS & PETERSEN, LLC 10602 Coursey Boulevard Baton Rouge, LA 70816 Tel: (225) 298-8118 E-mail: mdavis@hymeldavis.com About Advanzeon Solutions Based in Tampa, Fla., Advanzeon Solutions, Inc., provides behavioral health, substance abuse and pharmacy management services, as well as sleep apnea programs, for employers, Taft Hartley health and welfare Funds, and managed care companies throughout the United States. Advanzeon Solutions sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 20-06764) on Sept. 7, 2020, listing up to $1 million in assets and up to $10 million in liabilities. Clark A. Marcus, chief executive officer, signed the petition. Stichter, Riedel, Blain & Postler, P.A., is the Debtor's legal counsel. On Dec. 3, 2021, the Debtor filed its Chapter 11 plan of reorganization and disclosure statement detailing the plan. AGILON ENERGY: Fine-Tunes Plan Ahead of May 27 Hearing ------------------------------------------------------ Agilon Energy Holdings II, LLC, et al., submitted a Second Amended Combined Disclosure Statement and Joint Chapter 11 Plan dated May 9, 2022. On April 28, 2022, the Bankruptcy Court entered the Fifth Stipulation and Agreed Bridge Order (I) Extending Debtors' Authorized Use of Cash Collateral Pursuant to 11 U.S.C. § 363, and (II) Granting Related Relief (the "Fifth Stipulation"), authorizing the Debtors to continue to use Cash Collateral through and including May 8, 2022. Class 5 consists of General Unsecured Claims. Such Holder shall receive, in full and final satisfaction, settlement, release and discharge of, and in exchange for, such Allowed General Unsecured Claim, a pro rata Distribution from the proceeds of the Retained Claims and Causes of Action, if any, as soon as reasonably practical on or after the later of (a) the Effective Date, and (b) the date such General Unsecured Claim becomes an Allowed Claim. For the avoidance of doubt, the Holder of a Prepetition Senior Secured Deficiency Claim shall share in such pro rata Distribution of the proceeds of the Retained Claims and Causes of Action, if any. Creditors will recover 0% to 1% of their claims. Class 5 General Unsecured Claims are impaired under the Plan. On the Effective Date, all Interests in each of the Debtors shall be deemed cancelled and of no further force or effect. Holders of Interests shall neither retain nor receive any property under the Plan on account of such Interests. Class 6 Interests are impaired, and the Holders thereof are deemed to reject the Plan and thus are not entitled to vote on the Plan. The Plan will be funded by the Cash Collateral of the Prepetition Senior Secured Parties in accordance with the Wind-down Budget and by the contribution to the Estates by the Prepetition Senior Secured Parties of the Retained Claims and Causes of Action otherwise subject to their Adequate Protection Claims and liens. On April 26, 2022, the Bankruptcy Court entered the order conditionally approving the Disclosure Statement (the "Disclosure Statement Order"). A hearing to consider the final approval of the Disclosure Statement and confirmation of the Plan has been set for May 27, 2022, at 11:00 a.m., in Courtroom 404, United States Courthouse, 515 Rusk Street, Houston, Texas (the "Confirmation Hearing"). A hearing to consider the final approval of the Disclosure Statement and confirmation of the Plan has been set for May 27, 2022, at 11:00 a.m., in Courtroom 404, United States Courthouse, 515 Rusk Street, Houston, Texas (the "Confirmation Hearing"). A full-text copy of the Second Amended Combined Disclosure Statement and Plan dated May 9, 2022, is available at https://bit.ly/3LeFtlR from Stretto, the claims agent. Attorneys for the Agilon Energy Holdings II LLC, et al.: Elizabeth M. Guffy, Esq. Simon R. Mayer, Esq. LOCKE LORD LLP 600 Travis St., Suite 2800 Houston, TX 77002 Telephone: (713) 226-1200 Facsimile: (713) 223-3717 Email: eguffy@lockelord.com simon.mayer@lockelord.com About Agilon Energy Holdings II Texas-based power producer Agilon Energy Holdings II, LLC and its affiliates, Victoria Port Power LLC and Victoria City Power LLC, sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 21-32156) on June 27, 2021. At the time of the filing, Agilon had between $100 million and $500 million in both assets and liabilities. Judge Marvin Isgur oversees the cases. The Debtors tapped Locke Lord, LLP as legal counsel, Grant Thornton, LLP as financial advisor and Hugh Smith Advisors, LLC as restructuring advisor. Hugh Smith of Hugh Smith Advisors serves as the Debtors' chief restructuring officer. Stretto is the claims and noticing agent. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors in the Debtors' Chapter 11 cases on July 30, 2021. Pachulski Stang Ziehl & Jones, LLP serves as the committee's legal counsel and Conway MacKenzie, LLC, its financial advisor. ALEXANDRIA HOSPITALITY: Enters Tentative Agreement with Belton -------------------------------------------------------------- Alexandria Hospitality Partners, L.L.C., submitted an Amended Disclosure Statement describing Chapter 11 Plan dated May 10, 2022. W J Belton Company ("Belton") has indicated it is willing to purchase 100% of all issued, outstanding and/or treasury members' ownership interest of AHP. It will, if the plan is confirmed, fund the amount required to pay the claims the amounts described in the Plan. It believes this can be accomplished in a short period of time, being 120 days, more or less, after the Effective Date. After the filing of this case, the Members of AHP have pursued the appeal of the Judgment granted in favor of Byline Bank in the Byline Bank state court lawsuit. The Third Circuit Court of Appeal has ordered briefs to be filed on the issue of the applicability of the automatic stay to the appeal by the debtor. AHP and Belton entered into a tentative agreement for purchase of 100% of all issued, outstanding and/or treasury shares, and member ownership interest of AHP. Belton initiated a telephone conference with Byline Chicago Counsel to inform of Byline appraised valuation and Belton readiness to purchase. Byline informed Belton that Byline's valuation was acceptable [being $565,000.00], but its plan was to pursue each guarantor for the balance of AHP's obligation to Byline. Belton advised Byline that was unacceptable. The loan is guaranteed by The United States Department of Agriculture. In light of the unwillingness of Byline to acknowledge or disclose the January 2022 appraisal, despite the filing of a Motion for Production for the same, its secured claim is presumed to be less than the amount set forth in Byline appraised value from Murphy Appraisal Services dated January 5, 2021, in the amount of $565,000.00. Class 2 consists of the claim of Ascentium Capital [Claim No. 2], which is undisputed. This claim will be paid as secured in the amount set forth in its Proof of Claim, being $83,500.00, together with interest at the rate of 4%, beginning 30 days after the Effective Date, in 12 monthly installments, if not paid sooner. The unsecured portion of its claim, being $23,482.75, will be paid beginning 30 days after payment of the secured claim in monthly installments, without interest over 36 months, if not paid sooner. Class 4 consists of the City of Alexandria, Louisiana – this claim is set forth in Claim No. 1, in the amount of $4,309.00, for pre petition utility services. This claim is disputed and will be paid after final determination as to the amount owed, but no sooner than 30 days after the Effective Date. Class 5 consists of the secured claim of Byline Bank which is disputed. This claim was filed as secured in the sum and of $565,000.00. The amount of the secured claim is fixed at $565,000.00, based upon the last appraisal provided to Debtor. That amount [$565,000.00] will be paid within 120 days after the Effective Date. Byline will retain its claims against the guarantors. Class 6 consists of the unsecured claim of Byline Bank which will be paid, if at all, after a final judgment resolving the Reconventional Demand and the Byline Lawsuit, as follows: No amount will be paid to the extent the claim includes default interest. The amount recovered in the Byline Lawsuit Reconventional Demand will be setoff against this claim and any remainder will be cancelled. Class 7 consists of W J Belton Company, LLC, secured by Lien and Privilege Affidavit for $5,658,399 dated June 16, 2021, filed and recorded June 21, 2021, in Mortgage Book 3305, Page 595, of the records of Rapides Parish, Louisiana, under Instrument No. 1694591. This will be resolved by transfer of ownership of the debtor to it. The Plan will be funded by contributions to capital in the form of cash and cash equivalent by W.J. Belton Co., LLC and/or its principal(s), in exchange for controlling interest in the Debtor. The debtor will be re-organized to allow for the change in control. A full-text copy of the Amended Disclosure Statement dated May 10, 2022, is available at https://bit.ly/3lcncLr from PacerMonitor.com at no charge. Attorneys for the Debtor: THOMAS R. WILLSON 1330 JACKSON STREET ALEXANDRIA, LOUISIANA 71301 Tel: (318) 442-8658 Fax: (318) 442-9637 E-mail: rocky@rockywillsonlaw.com About Alexandria Hospitality Alexandria Hospitality Partners, L.L.C., was formed in 2013 to purchase the hotel located at 2211 North MacArthur Drive, Alexandria, Louisiana. Alexandria Hospitality Partners filed a Chapter 11 petition (Bankr. W.D. La. Case No. 21-80242) on June 23, 2021. In the petition signed by Martin W. Johnson, managing member, the Debtor estimated up to $50,000 in assets and $10 million to $50 million in liabilities. The Hon. Stephen D. Wheelis is the case judge. THOMAS R. WILLSON, led by Thomas R. Willson, is the Debtor's counsel. ALL STARRZ RESTAURANT: Seeks Chapter 11 Bankruptcy Protection ------------------------------------------------------------- All Starrz Restaurant & Lounge LLC filed for chapter 11 protection. The Debtor is in the business of operating a restaurant and lounge from a leased commercial property located at 1111 Cesery Boulevard, in Jacksonville, Florida. During 2020, because of the Covid-19 pandemic, All Starrz Restaurant & Lounge was closed for a period of three months and upon reopening, it could only serve as a take-out facility. The Debtor is now operating at full scales, however, in order to minimize its expenses, it has reduce its workforce from 11 to five. The Debtor says Chapter 11 will assist the Debtor to payoff its debts in a structured manner. According to court filings, All Starrz 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 June 8, 2022 at 2:00 p.m. About All Starrz Restaurant & Lounge All Starrz Restaurant & Lounge LLC is a Jacksonville, Florida-based restaurant. All Starrz Restaurant & Lounge sought Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 22-00875) on May 2, 2022. In the petition filed by Sameer L. Plummer, as manager, All Starrz Restaurant estimated assets up to $50,000 and estimated liabilities between $100,000 and $500,000. Rehan N Khawaja, of Law Offices of Rehan N. Khawaja, is the Debtor's counsel. ANDREWS REAL ESTATE: Returns to Chapter 11 Bankruptcy ----------------------------------------------------- Andrews Real Estate Investments, LLC, recently filed for chapter 11 protection in Chicago. According to court filings, Andrews Real Estate Investments estimates between 1 and 49 unsecured creditors. The petition states that funds will be available to unsecured creditors. About Andrews Real Estate Investments Andrews Real Estate Investments LLC is the fee simple owner of six real estate properties valued at $2 million. Andrews Real Estate Investments previously sought Chapter 11 bankruptcy (Bankr. N.D. Ill. Case No. 14-12337) on April 2, 2014. On April 28, 2022, Andrews Real Estate Investments again filed for bankruptcy protection under Chapter 11, SubChapter V of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 22-04861) on April 28, 2022. In the petition filed by Thomas Andrews, as managing member, Andrews Real Estate Investments LLC listed total assets amounting to $2,000,031 and total liabilities of $115,182. The case is assigned to Honorable Bankruptcy Judge Deborah L. Thorne. Ben L Schneider, of Schneider & Stone, is the Debtor's counsel. APA CORP: Fitch Hikes LongTerm IDR From BB+, Outlook Stable ----------------------------------------------------------- Fitch Ratings has upgraded the Long-Term Issuer Default Rating (IDRs) of APA Corporation and Apache Corporation to 'BBB-' from 'BB+' with Stable Outlooks, and upgraded Apache Corporation's unsecured debt ratings to 'BBB-'/'RR4' from 'BB+'/'RR4'. Fitch also assigned a 'BBB-'/'RR4' to APA Corp's proposed senior unsecured USD1.8 billion and GBP1.5 billion revolvers. The main driver of the upgrade is the company's accelerated debt repayment. Apache's ratings reflect the company's liquids-weighting; above average unit economics; exposure to higher Brent pricing and production sharing contracts (PSCs), which have valuable counter-cyclical features; light near-term maturity wall; and recent debt repayments. Rating concerns center on reductions in Apache's asset base after several years of restructuring; LOCs associated with decommissioning; and the need to spend on Suriname appraisal and development over the next few years, albeit at lower levels due joint venture impacts. Fitch withdrew the instrument ratings for Apache Corporation's 2024 unsecured credit facility as the instrument was cancelled with the launch of the new revolvers. KEY RATING DRIVERS Accelerated Debt Repayment: Apache has accelerated debt repayment, funded with rising FCF and proceeds from recently closed asset sales. Since the completion of its $1.7 billion debt tender in 2021, Apache completed an incremental $1.08 billion notes tender, and called its $213 million in 3.25% 2022 notes. A portion of notes redeemed in 2022 were put on Apache's revolver, which had a balance of $680 million as of April 29, 2022. As calculated by Fitch and assuming revolver balances along with $123 million in callable 2023 notes are paid off over the next few quarters, Fitch expects Apache's debt at YE 2022 will fall to $4.9 billion, versus $8.2 billion at YE 2020. New APA Corp Revolvers: Following the company's reorganization, which included the creation of new holding company APA Corporation, Apache Corporation's legacy $4.0 billion senior unsecured revolver was replaced with a new $1.8 billion and GBP1.5 billion senior unsecured revolver, both of which are due in 2027. Indenture language is largely similar to the legacy revolver, and the revolvers are guaranteed by Apache Corporation, a condition which will remain in effect until Apache Corporation level debt falls below $1.0 billion. Asset Sales Completed: In March, Apache completed the sale of a non-core Permian Delaware minerals package for $805 million. Associated properties were non-operated and had production of around 7kboepd. In March, following the expiry of a lock up period, Apache also sold 4 million common shares in pure-play Permian midstream operator Kinetik for $224 million. Asset sale proceeds were used to fund debt repayment, and also partly earmarked for stock repurchases. Fitch expects Apache to continue to monetize its remaining stake in Kinetik over time, as allowed by lock-up restrictions. Egypt Modernization to Boost Production: The modernization of the PSC for Apache's Egypt concessions, which took effect April 1 of last year, will accelerate Apache's cost recovery by merging multiple concessions into a single simplified PSC, fast-tracking $900 million in previously stranded costs over a five-year period, and raising profit sharing to 30%, versus previously tiered 20%-30% rates. Enhanced terms are also expected to catalyze higher near-term volume growth in Apache's portfolio, by raising the rig count in Egypt from 12 to 15 in 2022, and gross oil production around 14%. Cash margins in Egypt are above average within Apache's portfolio, driven by Brent-linked oil pricing, a lower cost rig environment, and cheaper vertical wells. Increased Shareholder Returns: In 4Q21, Apache announced a revised capital allocation framework, which split the allocation of future FCF between debt reduction and shareholder distributions to 40/60. In 4Q21, APA Corp repurchased $847 million in common shares. A portion of the 2021 buybacks was temporarily funded with the revolver prior to receipt of proceeds from the minerals and Kinetik sales. Altus Combination Simplifies Reporting: In February, Apache's subsidiary Altus closed on its combination with BCP Raptor to create Kinetik, the largest pure play midstream company in the Delaware Basin, with gas processing capacity of over 2BCF/d and interests in four contracted Permian export pipelines. The transaction converted Apache's 79% stake in Altus into an indirect minority stake in Kinetik in 1Q22. The merger resulted in the deconsolidation of $1.3 billion in Altus' debt and preferreds from Apache's balance sheet. LOCs Reduce Liquidity: Apache is required to issue a material amount of LOCs to support North Sea decommissioning (GBP865 million as of YE 2021). Of this, GBP748 million (around $1.0 billion) was posted against the company's $4.0 billion unsecured revolver and reduced its capacity by a like amount. While Fitch anticipates these LOCs are unlikely to be converted to debt, they represent a structural reduction in Apache's revolver availability of around 24% against legacy revolver capacity, all else equal. On a go-forward basis, LOCs will be posted against a separate GBP1.5 billion LOC facility at APA Corp. Suriname Progress: Apache's partnership with Total to develop Suriname has eased concerns about spending on a large project. Total is the operator of Block 58 and will carry 87.5% of the first $10 billion in gross spending, 75% of the next $5 billion and 62.5% above that, along with other payments and royalties. Around $200 million is earmarked for exploration and appraisal in Suriname in Apache's 2022 budget. While Suriname is expected to make a more material contribution to Apache over the medium term, first oil is not expected at least until 2025 according to the operator, and drilling remains in the appraisal phase for now, which limits its near-term credit impact. Fieldwood Bankruptcy: Fieldwood Energy's most recent bankruptcy has created additional asset retirement liabilities for Apache under Gulf of Mexico chain of title liability obligations. While Apache had taken measures to protect itself from decomissioning costs associated with the offshore assets it sold to Fieldwood in 2013, these assets (LOCs, surety bonds, and trust accounts) were deemed insufficient to pay the full costs, resulting in a net environmental liabilities of $460 million on Apache's balance sheet at YE 2021 (ARO of $1.2 billion partly offset by financial asset of $740 million). Actual remediation costs are unknown, but unlikely to be incurred by Apache for some time given the FCF from legacy Fieldwood production and trust assets would need to be depleted before company contributions kick in. DERIVATION SUMMARY Apache's position is mixed compared with other peers in the independent exploration and production (E&P) space. In terms of size, the company shrank over the last few years due to restructurings and asset sales (2021: 388.1kboepd), but is still larger than diversified peers, such as Marathon Oil Corporation (347.3kboepd), Hess Corporation (314.5kboepd) and Continental Resources Inc. (329.6kboepd). Looking forward, near term growth prospects have improved following the passage of modernization of Apache's PSC in Egypt, which should incentivize higher production in that country in 2022 and 2023. Apache has a relatively high percentage of liquids and black oil mix, as well as exposure to international Brent-linked pricing, which helps netbacks. As calculated by Fitch, in 2021, Apache's cash netbacks ($27.9/boe) were above diversified peers Ovintiv ($21.1/boe), Marathon Oil ($27.1/boe), and OXY ($26.9/boe), but below Permian pure plays such as Pioneer ($41.0/boe) and Diamondback ($37.4/boe). Overall portfolio diversification declined somewhat with asset sales, but still compares well with E&P peers, and includes international (Egypt and the North Sea), an anchor position in the Permian and highly prospective Suriname. The company has made significant progress lowering parent level debt through recent bond tenders and exercise of make wholes. Liquidity is adequate, but has been structurally reduced due to the impact of LOC postings. No parent/subsidiary, Country Ceiling or operating environment considerations constrain the rating. KEY ASSUMPTIONS -- Base Case WTI oil price of $95/barrel in 2022, $76/barrel in 2023, $57/barrel in 2024, and $50/barrel in 2025; -- Henry Hub natural gas prices of $4.25/mcf in 2022, $3.25/mcf in 2023, $2.75/mcf in 2024, and $2.50/mcf in 2025; -- Consolidated capex of $1.73 billion in 2022, $1.93 billion in 2023, $1.88 billion in 2024 and $1.83 billion in 2025; -- Total debt declines to approximately $4.9 billion by YE 2022; -- Following initial debt repayment, FCF largely dedicated to share buybacks and dividend growth; -- All-in production of 398kboepd in 2022, rising to 444kboepd by 2025, with growth driven largely by Egypt. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Material incremental debt reduction beyond outstanding revolver balances; -- Increased size and scale of the core asset base; -- Sustained debt/EBITDA leverage below 2.0x. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Sustained debt/EBITDA leverage approaching 3.0x; -- Failure to maintain conservative financial policy; -- Material reduction in size or scale or operational issue in a key basin. LIQUIDITY AND DEBT STRUCTURE Liquidity Adequate: Apache's liquidity was adequate at YE 2021. Cash and equivalents were $302 million, $132 million of which was related to Altus. There were $542 million in drawings against the company's $4.0 billion 2024 unsecured revolver, as well as GBP748 million in LOCs, and another $20 million in other LOCs drawn against the facility, for total availability of approximately 61% on the revolver. The LOCs primarily support the company's environmental abandonment obligations for its North Sea properties and are a significant ongoing use of liquidity. Apache Corporation's legacy revolver was replaced with two new facilities in 2Q22, a $1.8 billion revolver and GBP1.5 billion senior unsecured LOC facility, both of due in 2027. The new revolvers are guaranteed by Apache Corporation subject to debt outstanding at Apache Corporation falling below $1.0 billion at which time the guarantee would be released. Apache's maturity wall is modest following recent tendering activity and notes redemption. Covenant restrictions across Apache's debt instruments are light and include a 60% total debt-to-capitalization maximum, and limitations on liens (secured debt capped at 15% of Apache's consolidated net tangible assets). Other restrictions include limitations on mergers, asset sales, transactions with affiliates and guarantees. Events of default include non-payment on more than $150 million in debt obligations on the part of the borrower or its restricted subsidiaries, and a change in control, defined as the acquisition of an ownership stake of more than one-third of the company's common stock by a person or persons. The debt-to-capitalization calculation excludes non-cash write downs and impairments. ISSUER PROFILE APA Corporation is a mid-sized, diversified E&P with core operations in the U.S. (Permian), and International (Egypt, UK North Sea, as well as Suriname). As of YE 2021, all-in production was 388.1kboepd, of which 64% was liquids, and 36% natural gas. 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. ASPEN CHAPEL: Seeks to Hire Allen Vellone as Legal Counsel ---------------------------------------------------------- The Aspen Chapel seeks approval from the U.S. Bankruptcy Court for the District of Colorado to hire Allen Vellone Wolf Helfrich & Factor P.C. as its counsel. The firm will handle all matters concerning the administration of the estate including preparation of the bankruptcy statements and schedules, a plan of reorganization and disclosure statement, as well as all contested and litigation matters that arise in this case. The firm will be paid at these hourly rates: Jeffrey A. Weinman $550 Michael T. Gilbert $495 Lance J. Henry $295 Paralegal (Senior) $250 Paralegal (Junior) $150 Allen Vellone does not hold or represent any interest adverse to and is a "disinterested person" as that term is defined in 11 U.S.C. Sec. 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Jeffrey A. Weinman, Esq. ALLEN VELLONE WOLF HELFRICH & FACTOR, P.C. 1600 Stout Street, 1900 Denver, CO 80202 Tel: 303-534-4499 Email: jweinman@allen-vellone.com About The Aspen Chapel The Aspen Chapel is a Colorado non-profit religious organization. Aspen Chapel filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 22-11531) on May 3, 2022. The petition was signed by Virginia C. Newton, chair of the Board of trustees. At the time of filing, the Debtor estimated $1 million to $10 million in assets and $100,000 to $500,000 in liabilities. Judge Michael E. Romero presides over the case. Jeffrey A. Weinman, Esq. at ALLEN VELLONE WOLF HELFRICH & FACTOR, P.C.serves as the Debtor's counsel. ATKORE INC: Fitch Raises Issuer Default Rating to 'BB+' ------------------------------------------------------- Fitch Ratings has upgraded the Issuer Default Ratings (IDR) of Atkore Inc. and Atkore International Inc. to 'BB+' from 'BB'. The Rating Outlook is Stable. Fitch has also upgraded Atkore Inc.'s $400 million Senior Unsecured Notes to 'BB+'/'RR4' from 'BB'/'RR4' and Atkore International's $400 million secured term loan B to 'BBB-'/RR2 from 'BB+'/RR2, and affirmed Atkore International's $325 million ABL revolver at 'BBB-'/'RR1'. The upgrade reflects Atkore's strong operating performance and Fitch's expectation that debt/EBITDA can be maintained below 2.0x through the cycle. KEY RATING DRIVERS Extended Upcycle: For the past 1-2 years, Atkore has benefitted from strong demand and supply constraints in PVC electrical conduit, leading to a surge in prices and EBITDA margins in FY2021 that has continued into FY2022. Fitch expects market conditions and earnings will normalize in the coming few years, but that EBITDA will stabilize significantly higher than the low-$300 million level seen in FY19-20. Strong cash flow generation will allow Atkore to continue to improve its balance sheet and make strategic acquisitions to grow its business. Strong FCF, Low Leverage: Atkore has consistently generated positive FCF, but this has improved further with the strong recent performance. In FY21, the company generated FCF of almost $500 million, or 17% of revenues, and Fitch projects an increase to $700 million in FY22. As a result of the improvement in EBITDA and strong FCF, gross leverage (total debt/EBTIDA) fell to below 1.0x at end-FY21. Fitch expects leverage to rise in the coming few years as earnings normalize, but to remain below 2.0x, the level at which the agency would consider negative rating action. Fitch expects FCF to be deployed for bolt-on M&A and share repurchases. Leading Market Positions: Atkore's leading market position is supported by a broad offering within its categories, high product quality and timely deliveries. This helps Atkore compete in a market characterized by low technology and commoditized products, primarily conduit tubing and framing for electrical work. Competition is meaningful given the relatively substitutable nature of the company's products and a wide range of national and smaller regional competitors. To solidify its market leadership, Atkore has also been using its FCF for M&A in recent years. Cyclical Market, Commodity Exposure: Atkore's end markets are somewhat cyclical, with the U.S. non-residential new construction accounting for 30%-40% of revenues. This is balanced against some structural growth drivers, as Atkore's products are used in electrification of buildings and growth in digital infrastructure. Profitability is also exposed to the price fluctuations of commodities such as PVC resin, copper and steel; however, the company has shown the ability to quickly pass through higher input costs in its prices. In periods of high input material inflation, the company may experience a time lag to recoup pricing. DERIVATION SUMMARY Atkore is a diversified manufacturer of electrical and tubular products serving mainly the non-residential construction market in the U.S. Atkore's competition ranges from small, regional manufacturers to large global industrial companies and electrical equipment manufacturers. Other Fitch-rated electrical product companies such as Eaton Corporation plc (BBB+/Stable), nVent Electric plc (BBB/Stable) and Hubbell Inc. (A-/Stable) maintain more diversified portfolios with products possessing a higher degree of technology. Atkore's rating is affected by its significant exposure to the cyclical non-residential construction market, although this is partially offset by its somewhat diverse exposure to various subsectors in the industry. KEY ASSUMPTIONS -- Revenue Grows by 25% yoy in FY22 then declines by 8% in FY23 and 5% in FY24; -- EBITDA normalizes to $704 million by FY24 from $1.2 billion in FY22; -- Capex of 3% of revenues. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- A consistent financial policy that leads to debt/EBITDA sustained below 2.0x; -- Evidence that the recent strength is driven by sustainable competitive advantages and not just favorable market conditions. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Debt/EBITDA sustained above 2.5x; -- A sustained decline in sales and/or market share; -- Inability to pass through higher input costs. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Non-Financial Corporate issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. LIQUIDITY AND DEBT STRUCTURE Ample Liquidity: As of March 25, 2022, Atkore had total liquidity of $705 million, which includes cash and cash equivalents of $390 million and $315 million in availability under its ABL revolver. The company does not have any debt maturities until 2026. Capital Structure: As of March 25, 2021, Atkore had $759 million in debt outstanding. This consists of a $400 million, 4.25% senior unsecured bond due June 2031, and $371 million under its senior secured term loan facility due May 2028. The company did not have any borrowings outstanding on its $325 million ABL revolver, which has $315.5 million of availability. ISSUER PROFILE Atkore Inc. (NYSE: ATKR) is a manufacturer of electrical products primarily for the non-residential, renovation, construction and industrial markets. DEBT RATING RECOVERY PRIOR ---- ------ -------- ----- Atkore International, Inc. LT IDR BB+ Upgrade BB senior secured LT BBB- Affirmed RR1 BBB- senior secured LT BBB- Upgrade RR2 BB+ Atkore Inc. LT IDR BB+ Upgrade BB senior unsecured LT BB+ Upgrade RR4 BB ATLANTICO BAKERY: Koyzina Kafe in Chapter 11, Awaits Funding ------------------------------------------------------------ Atlantico Bakery Corp., d/b/a Koyzina Kafe, filed for chapter 11 protection in the Southern District of New York. Prior to the pandemic, when the 60 story Chase office building across the street from its restaurant was fully occupied, Atlantico was servicing 1,100 customers per day. The Covid-19 pandemic caused a crushing blow on its restaurant business in downtown Manhattan. After Governor of the State of New York's shutdown order in March 2020, Koyzina Kafe stayed shut for several months. It tried to do takeout but there was no one ordering from Koyzina Kafe since it is located downtown near Wall Street, and very few workers, its main clientele for years, were coming to the downtown office buildings. The downtown area is now seeing the gradual return of more workers to their office buildings and Covid 19 infection rates appear now to be under control in New York City. Koyzina Kafe is planning to resume operations shortly at this location with a new style, menu and ambiance of a Greek dinner restaurant experience. The existing style is a simple lunch cafe. Koyzina Kafe is working on securing an agreement with an investment group to loan Atlantico $1,500,000 (with the approval of this Court and the US Trustee) for capital improvements to the restaurant and ongoing fair market value use and occupancy payments to our landlord. In 2021 Atlantico Bakery applied for an outright grant from the United States Small Business Administration in the amount of $748,225 from the Federal Restaurant Revitalization Fund (the "Fund"). Atlantico's application was held in abeyance since the Fund ran out of money in 2021. Atlantico is awaiting passage of the final $48 Billion funding bill in the United States Senate to replenish the Fund. Reports are that the bill has bipartisan support in the Senate. The US House of Representatives has already passed the funding bill earlier in April of 2022. Atlantico will have priority in disbursement of the Fund since it already applied. In addition, Atlantico has also been in protracted litigation for the last three years with its landlord. The Civil Court of the City of New York, Manhattan, issued a decision in April 2022 awarding all past due rent to the Landlord and use and occupancy not based upon a hearing and denied various legitimate affirmative defenses raised by Atlantico. Atlantico's experienced landlord tenant attorneys have just filed a Notice of Appeal from the Civil Court's Order and Decision with the Appellate Term of the Supreme Court of the State of New York, County of New York, First Department. Atlantico intends to perfect the appeal shortly and is confident that the Civil Court ruling will be reversed. A Warrant of Eviction has been issued and served. The first day that the Warrant can be executed upon by the New York City Marshall is May 4, 2022. Thus, the Debtor requires the protection of Chapter 11, inter alia, to reorganize its business in an orderly manner and form a plan of reorganization to repay its unsecured creditor. According to court filings, Atlantico Bakery estimates between 1 and 49 unsecured creditors. The petition states funds will be available to unsecured creditors. A teleconference meeting of creditors under 11 U.S.C. Sec. 341(a) is slated for June 6, 2022 at 11:00 a.m. at the Office of UST. About Atlantico Bakery Corp. Atlantico Bakery Corp. d/b/a Koyzina Kafe -- http://www.koyzinakafe.com/-- runs a cafe/restaurant located in the lobby of the building located at 62 William Street, New York, NY 10005. Atlantico Bakery previously sought Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 19-10742) on March 10, 2019. Atlantico Bakery Corp. again filed for chapter 11 protection (Bankr. S.D.N.Y. Case No. 22-10553) on May 1, 2022. In the petition filed by Telly Liberatos, as president, Atlantico Bakery reported total assets amounting to $257,444 and total liabilities of $2,091,980. Daniel R. Wotman, of Wotman Law PLLC, is the Debtor's counsel. BAUSCH HEALTH: Moody's Cuts Rating on Senior Secured Notes to Ba3 ----------------------------------------------------------------- Moody's Investors Service downgraded certain senior secured ratings of Bausch Health Companies Inc. ("Bausch Health") to Ba3 (LGD2) from Ba2 (LGD2). There are no changes to Bausch Health's other existing ratings including the B2 Corporate Family Rating, the B2-PD Probability of Default rating, the Ba3 ratings on certain secured credit facilities and secured notes, the B3 senior unsecured rating and the SGL-1 Speculative Grade Liquidity Rating. The outlook remains negative. There is also no change to the Ba2 rating on the senior secured credit facilities of Bausch + Lomb Corporation, or the positive outlook for this entity. The downgrade is consistent with Moody's prior rating actions on January 18, 2022 and January 27, 2022 in which Moody's assigned Ba3 ratings to Bausch Health's new senior secured credit facilities and senior secured notes, and stated that existing secured notes would be downgraded to Ba3 from Ba2 at the conclusion of the refinancing. Following the IPO of Bausch + Lomb Corporation, the refinancing transactions have been completed. The Ba3 rating on the Bausch Health's senior secured debt is lower than the prior rating of Ba2 because of weaker protection stemming from an increase in senior secured leverage as well as the release of guarantees and liens from Bausch + Lomb Corporation. In addition, there is now secured debt at Bausch + Lomb Corporation, which has a senior claim on the assets of Bausch + Lomb Corporation. Downgrades: Issuer: Bausch Health Companies Inc. Senior Secured Notes, Downgraded to Ba3 (LGD2) from Ba2 (LGD2) RATINGS RATIONALE Bausch Health's B2 Corporate Family Rating reflects its high financial leverage with pro forma consolidated gross debt/EBITDA of about 7x as of March 31, 2022 using Moody's calculations and reflecting recent transactions. The credit profile is also constrained by the pending spin-off of Bausch + Lomb. This transaction will increase business risks of the remaining company due to reduced scale and diversity and high leverage initially, with targeted net debt/EBITDA of 6.5x to 6.7x, and faces execution risks in attaining this target. The company also faces various outstanding legal investigations and an unresolved patent challenge on Xifaxan. These risks are tempered by good progress in an ongoing turnaround and a consistent focus on deleveraging, which Moody's expect will continue after the spin-off. The credit profile is supported by good free cash flow, owing to high margins, modest capex and an efficient tax structure. ESG considerations are material to Bausch Health's credit profile, reflected in the Credit Impact Score of CIS-4, Highly Negative. The company has highly negative exposures to social risks, reflected in the S-4 score. These exposures include a variety of unresolved legal issues, notwithstanding significant progress to date at resolving such matters. Other social risks include exposure to regulatory and legislative efforts aimed at reducing drug pricing. Bausch Health's product and geographic diversification help mitigate some of that exposure, as well as business lines outside of branded pharmaceuticals. Bausch Health also faces highly negative governance exposures, reflected in the G-4 score. Despite a consistent debt reduction strategy, gross debt/EBITDA has remained persistently high, creating financial strategy and risk management exposures. In addition, the company faces execution risk in completing the Bausch + Lomb spinoff as well as subsequently operating the remaining Bausch Pharma business, highlighting management credibility and track record risks. The outlook for Bausch Health is negative, reflecting execution risks associated with completing the Bausch + Lomb spin-off and the negative credit impact on the remaining Bausch Pharma business. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Factors that could lead to a downgrade include operating setbacks, large litigation-related cash outflows, or an adverse outcome in the unresolved Xifaxan patent challenge. Quantitatively, on a total company basis, gross debt/EBITDA sustained above 7.0x could lead to a downgrade. After the pending eyecare spinoff, gross debt/EBITDA sustained above 5.5 times could lead to a downgrade. Factors that could lead to an upgrade include consistent earnings growth, successful pipeline execution of new rifaximin formulations, and significant resolution of outstanding legal matters including the Xifaxan patent challenge. On a total company basis, gross debt/EBITDA sustained below 6.0x could support an upgrade. After the pending eyecare spinoff, gross debt/EBITDA sustained below 4.0 times could support an upgrade. Bausch Health Companies Inc. is a global company that develops, manufactures and markets a range of pharmaceutical, medical device and over-the-counter products. These are primarily in the therapeutic areas of eye health, gastroenterology and dermatology. Revenues for the 12 months ended March 31, 2022 totaled approximately $8.3 billion. The principal methodology used in these ratings was Pharmaceuticals published in November 2021. BBC GROUP NV: Files for Chapter 11 Bankruptcy --------------------------------------------- BBC GROUP NV LLC, d/b/a BOK BOK MEDITERRANEAN, filed for chapter 11 protection in the District of Nevada, without stating a reason. According to court documents, BBC Group NV estimates between 1 and 49 unsecured creditors. The petition states that funds will be available to unsecured creditors. The Debtor has filed a motion for a two-week extension of the deadline to file its schedules and statements to May 25, 2022. About BBC Group NV LLC BBC Group NV LLC -- https://www.eatbocboc.com/ -- doing business as Bok Bok Mediterranean, is a restaurant that offers choice of a refreshing beverage and fries to create a combo. BBC GROUP NV LLC sought bankruptcy protection under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 22-11538) on April 30, 2022. In the petition filed by Jacob Tchamanian, as managing member, BBC Group estimated assets between $100,000 and $500,000 and estimated liabilities between $1 million and $10 million. The case has been assigned to Honorable Bankruptcy Jude Mike K. Nakagawa. SETH D BALLSTAEDT, of BALLSTAEDT LAW FIRM, LLC, d/b/a FAIR FEE LEGAL SERVICES, is the Debtor's counsel. BLINK CHARGING: Incurs $15.1 Million Net Loss in First Quarter -------------------------------------------------------------- Blink Charging Co. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $15.14 million on $9.80 million of total revenues for the three months ended March 31, 2022, compared to a net loss of $7.37 million on $2.23 million of total revenues for the three months ended March 31, 2021. As of March 31, 2022, the Company had $221.27 million in total assets, $21.18 million in total liabilities, and $200.09 million in total stockholders' equity. "We have not yet achieved profitability and expect to continue to incur cash outflows from operations. It is expected that our operating expenses will continue to increase and, as a result, we will eventually need to generate significant product revenues to achieve profitability. Historically, we have been able to raise funds to support our business operations, although there can be no assurance that we will be successful in raising significant additional funds in the future. We expect that our cash on hand will fund our operations for at least 12 months after from the issuance date of the financial statements included in this quarterly report," Blink Charging said. "Since inception, our operations have primarily been funded through proceeds received in equity and debt financings. We believe we have access to capital resources and continue to evaluate additional financing opportunities. There is no assurance that we will be able to obtain funds on commercially acceptable terms, if at all. There is also no assurance that the amount of funds we might raise will enable us to complete our development initiatives or attain profitable operations. Our operating needs include the planned costs to operate our business, including amounts required to fund working capital and capital expenditures. Our future capital requirements and the adequacy of our available funds will depend on many factors, including our ability to successfully commercialize our products and services, competing technological and market developments, and the need to enter into collaborations with other companies or acquire other companies or technologies to enhance or complement our product and service offerings," the Company said. Management Commentary "In the first quarter of 2022, Blink again achieved record revenues with exponential year-over-year growth of almost 340% driven by increased product sales and service revenues," commented Michael D. Farkas, chairman and chief executive officer of Blink Charging. "We're building off a solid platform created by record 2021 results and expect continued momentum in 2022 as partners and customers recognize Blink as a leading provider of EV charging technology and services both domestically and internationally." Mr. Farkas continued, "Our strong growth in the quarter stems primarily from our unique business model centered around providing flexible and fully integrated charging solutions to customers. As an owner-operator of many of our chargers, we're intimately involved in every step of the installation process and can facilitate upgrades and other maintenance as needed to provide the best technology for the location while also benefiting from anticipated increased charging utilization. We have recently expanded our product offerings to include next-generation charging technology across the entire EV ecosystem including home, fleet, multifamily, retail, and federal highway infrastructure, enhancing our position as a technology innovator at the forefront of the EV charging industry." Mr. Farkas added, "A key part of Blink's strategy continues to be making acquisitions and establishing multi-year partnerships that increase charger deployments and our market reach. Following the close of the first quarter, we announced our acquisition of Electric Blue Ltd. ("EB Charging"), a leading provider of integrated EV charging and sustainable energy solutions in the United Kingdom. This is an exciting acquisition for Blink as it both expands our European presence into the United Kingdom and adds over 1,150 chargers, installed or committed to delivery, to the Blink Charging footprint. With the acquisition of EB Charging, we are now present in 19 countries including the U.S., Belgium, the UK, Greece, and nine countries in Latin America. Additionally, we continue to see success with state and federal government programs that promote the adoption of a reliable and convenient EV infrastructure. In March, we were awarded grant funds towards the deployment of chargers across Massachusetts in conjunction with the Massachusetts Electric Vehicle Incentive Program, and we are currently deploying charging ports throughout Virginia in partnership with Virginia Clean Cities. We also received a grant for our European Subsidiary Blue Corner to further develop its energy management services. Our chargers are seeing excellent traction in the marketplace, and we remain ready to capitalize on this growing demand for our innovative portfolio of EV charging solutions." Mr. Farkas concluded, "Blink is increasingly well positioned to capitalize on industry growth as we move through the balance of the year, and we're excited about the opportunities we're seeing both in the United States and abroad as individuals, municipalities, and government entities prepare for the broader transition to EV use." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001429764/000149315222012684/form10-q.htm About Blink Charging Based in Miami Beach, Florida, Blink Charging Co. (OTC: CCGID) f/k/a Car Charging Group Inc. -- http://www.CarCharging.com-- is an owner and operator of electric vehicle (EV) charging equipment and has deployed over 30,000 charging ports across 13 countries, many of which are networked EV charging stations, enabling EV drivers to easily charge at any of the Company's charging locations worldwide. Blink's principal line of products and services include its Blink EV charging network, EV charging equipment, and EV charging services. Blink Charging reported a net loss of $55.12 million for the year ended Dec. 31, 2021, a net loss of $17.85 million for the year ended Dec. 31, 2020, a net loss of $9.65 million for the year ended Dec. 31, 2019, and a net loss of $3.42 million for the year ended Dec. 31, 2018. As of Dec. 31, 2021, the Company had $231.91 million in total assets, $18.08 million in total liabilities, and $213.83 million in total stockholders' equity. BOWLERO CORP: S&P Upgrades ICR to 'B' on Good Revenue ----------------------------------------------------- S&P Global Ratings raised its issuer credit rating and its first-lien debt rating on Bowlero Corp. one notch to 'B' from 'B-'. S&P said, "The 'B' rating reflects our expectation that Bowlero will continue to experience stable demand trends in fiscal 2023, keep leverage well under our 7.5x downgrade threshold at about 6x, and generate modest positive free cash flow despite high levels of growth capital expenditures in fiscal 2023. The company reported fiscal third-quarter 2022 (ending March) same-store sales increased 12.2% compared to fiscal third-quarter 2019, and total systemwide revenue was up 25.8%. The company cited good bowling demand from walk-in retail customers and small events and stated that corporate event demand has yet to recover, which may present some additional upside over the next few quarters as workers continue to return to the office. Despite our economists' U.S. macro growth forecast in 2022, we assess the risk of recession in the next 12 months at about 30%, with greater risk in 2023, as successive Federal Reserve rate hikes take effect and present an increasing risk to discretionary consumer spending. Even though bowling is a close-to-home value-oriented entertainment option for most consumers, a possible recession could test our base assumptions for revenue and EBITDA in fiscal 2023. "Our updated base-case forecast incorporates an expectation that the company will generate more than double the revenue in fiscal 2022 than in fiscal 2021, and up about 25%-30% compared to fiscal 2019 because revenue is already well above pre-pandemic levels fiscal year-to-date, and the company has acquired and developed a significant number of properties over the last several years. Additionally, as a result of cost-savings initiatives including new self-service offerings, and operating leverage from the company's increased scale, we believe Bowlero can offset higher labor costs and generate S&P Global Ratings-adjusted EBITDA margin significantly higher than pre-pandemic levels. However, as availability of out-of-home entertainment options increases as the COVID-19 pandemic continues to recede, we believe the company would be challenged to sustain recent operating efficiencies, unless it cuts costs further. Under our current base-case forecast, we expect Bowlero could maintain lease- and preferred share-adjusted leverage in the low-6x area in fiscal 2022 and in the high-5x to low-6x area in fiscal 2023 in the absence of any large leveraging acquisitions, and that it will generate modest positive free operating cash flow in fiscal 2022 and 2023 despite aggressive spending on new center development and conversions. Our lease and preferred share adjustments are very large compared to Bowlero's funded debt balances and add more than 2x of adjusted leverage in our base case through fiscal 2023. "While Bowlero is no longer controlled by a financial sponsor following its special purpose acquisition company (SPAC) merger, we believe its authorized share buybacks and acquisition and growth capital expenditure (capex) spending could drive leverage higher than our base case. Bowlero's board has authorized $200 million of share buybacks over the next two years, and the company has stated publicly a willingness to finance all acquisitions and growth capital expenditure initiatives that pass its hurdle rate. If the company's spending priorities exceed our base-case forecast for cash flow generation, they could result in lower cash balances, or incremental borrowing that could increase leverage. Bowlero faces competition from alternative out-of-home entertainment options while the bowling industry also faces secular challenges. An owner and operator of bowling centers, Bowlero provides entertainment options as well as food and beverage (F&B) services to the general public, corporate customers, and bowling leagues. Bowlero faces significant competition from alternative out-of-home entertainment options, among other substitutes for consumers' discretionary leisure and entertainment spending. An economic downturn or further capacity restrictions following a rise in COVID-19 cases could amplify this risk if customers limit spending on discretionary leisure activities. Furthermore, we expect league revenue will continue to face headwinds over the next few years because of declining participation." The decrease in league play places greater reliance on impulse-driven open bowling as well as F&B spending, which are more volatile and expose Bowlero to increased competition from other forms of entertainment. However, management has indicated that open bowling participation delivers a higher profit margin on average than league play. The geographic diversity of the portfolio also tempers these risks. S&P sid, "The stable outlook reflects our belief that the company could maintain adequate cushion compared to our 7.5x downgrade threshold even in the case of a moderate demand pullback, and a modest level of leveraging acquisitions. In addition, we expect the company will generate modest positive free cash flow in fiscal 2023. "We could lower our rating if we believed the company could sustain lease- and preferred share-adjusted leverage above 7.5x, generate negative free operating cash flow, or have difficulty addressing the maturity of its first-lien term loan and revolver due in 2024." This could occur if: -- The company experienced a meaningful pullback in demand; or Bowlero pursued aggressive debt-funded shareholder returns or acquisitions. While unlikely in the near term, S&P could raise its rating on Bowlero if it believed the company could sustain leverage below 5x even accounting for the possibility of debt-funded acquisitions and shareholder returns. This could occur if: -- The company began using its cash flow to prepay debt, including its revolving credit facility and S&P did not believe it was likely to increase leverage further. ESG credit indicators: To E-2, S-3, G-2; from E-2, S-3, G-3 S&P said, "Social factors are a moderately negative consideration in our credit rating analysis of Bowlero, which faced alley closures and capacity limitations during the pandemic. Following the removal of restrictions and the abatement of safety concerns, consumers eagerly re-entered some out-of-home entertainment spaces, including bowling establishments, and the company's revenue in fiscal 2022 has recovered above fiscal 2019 levels. This was an extreme disruption unlikely to recur at the same magnitude, but safety and health scares are an ongoing risk. Governance factors are no longer a moderately negative consideration following the successful completion of the company's SPAC merger, as its former financial sponsor Atairos no longer has voting or board control. Because of this we are changing our governance ESG score to G-2 from G-3." BRICK HOUSE: Disclosures Hearing Deferred Amid Vesna Dispute ------------------------------------------------------------ Judge Kevin R. Anderson has entered an order granting the Ex Parte Motion filed by Vesna Capital, LLC to continue the hearing on the Adequacy of Brick House Properties, LLC's Disclosure Statement related to its Plan of Reorganization. The hearing is continued without a date. The sale of property pursuant to the Real Estate Purchase Agreement dated August 3, 2016 (the "REPC") between the Debtor and Vesna closed on January 25, 2022. What made Vesna a party in this chapter 11 case was the Debtor's request to reject the REPC, an important financial contract to both Vesna and the Debtor. "There is no prejudice to the Debtor in a continuance of the hearing on the adequacy of the Disclosure Statement pending the filing of claims by Vesna unless the prejudice is not in gaining an unfair advantage in litigation. It is premature to consider the adequacy of the Disclosure Statement and, even more to consider confirmation of the Plan without consideration of claims issues related to Vesna and all parties will be obligated to incur legal fees and other expenses which can and should be avoided addressing disclosure statement and confirmation issues prematurely. As Vesna has stressed in prior proceedings in this case and as the Court understands, this is a two-party dispute. If Vesna holds a large administrative expense claim that the Debtor cannot pay on the effective date of the Plan or if Vesna holds an allowed unsecured claim in excess of about $5,000 and if Vesna chooses not to vote for the Plan, the only impaired unsecured class is the one that Vesna's claim is in and the Plan may not be," Vesna said in court filings. Attorneys for the Vesna Capital, LLC: Kenneth L. Cannon II, Esq. Penrod W. Keith, Esq. DENTONS DURHAM JONES PINEGAR P.C. 111 South Main Street, Suite 2400 P.O. Box 4050 Salt Lake City, UT 84110-4050 Telephone: (801) 415-3000 Facsimile: (801) 415-3500 Email: Kenneth.Cannon@dentons.com Penrod.Keith@dentons.com A full-text copy of the Disclosure Statement dated April 28, 2022, is available at https://bit.ly/3OVsYPs from PacerMonitor.com at no charge. About Brick House Properties Brick House Properties, LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Utah Case No. 20-26250) on Oct. 21, 2020, estimating under $1 million in both assets and liabilities. Brick House Properties owns two parcels of real property in Riverton, Utah. It leases portions of the property to four related persons and entities: (i) Our Journey School LLC (the "Pre-Elementary School"); (ii) Our Journey, Inc. (the "Elementary School"); (iii) Hidden Valais Ranch LLC (the "Farm"); and (iv) Emily and Josh Aune. Emily Aune is the sole member of the Debtor and is also the sole member and owner of the Farm. She is a 90% owner in the Pre-Elementary School. The Elementary School is a 501(3)(c) non-profit and is managed by a board of which Emily and Josh are members. Judge Kevin Anderson oversees the case. The Debtor is represented by Cohne Kinghorn, P.C. as counsel. BUKACEK FITNESS: SPENGA Franchisee Files for Chapter 11 ------------------------------------------------------- Bukacek Fitness Inc. filed for chapter 11 protection in the District of Nebraska. Spirit of Texas Bank n/k/a Simmons First National Corp., an Arkansas based banking corporation, is the Debtor's primary lender. The bulk of the funds acquired from Simmons were used to acquire and build out Debtor's location at the Shoppes of Legacy, 16920 Wright Plaza, Ste. 126, Omaha, NE 68130. As with millions of businesses throughout the United States in the past three years, the COVID-19 epidemic has taken its toll on Debtor's operations. This is particularly true given Debtor's business first opened almost contemporaneously with the nation and worldwide pandemic related lock downs, restriction, and other mandates, which took a tole on gym businesses nationwide. Indeed, on major fitness organization, the National Health & Fitness Alliance (NHFA), reported that at one point 22% of U.S. health clubs and studios have closed permanently since the COVID-19 pandemic began, and the U.S. fitness industry has lost $29.2 billion in revenue. Yet, Debtor has remained. However, Debtor's current financial condition coupled with a multiyear crippling pandemic, is no longer sustainable. In an effort to maintain operations and reduce debt, Debtor, after having weighed a number of alternatives, made the decision to file a Chapter 11 case. According to court filings, Bukacek Fitness estimates between 50 and 99 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 rescheduled from May 23 to May 24, 2022 at 01:30 P.M. About Bukacek Fitness Inc. Bukacek Fitness Inc. owns and operates, as a franchisee, a SPENGA gym, a portmanteau for Spin + Strength + Yoga. Spenga is a boutique group class-based gym that combines multiple disciplines in every work out including spinning bikes, weight training, and yoga led by highly trained instructors. Bukacek Fitness Inc. sought bankruptcy protection under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Neb. Case No. 22-80333) on May 1, 2022. In the petition filed by Blake Bukacek, Bukacek Fitness estimated assets between 100,000 and $500,000 and estimated liabilities between $500,000 and $1 million. Patrick Raymond Turner, of Turner Legal Group, LLC, is the Debtor's counsel. CANO HEALTH: Incurs $85K Net Loss in First Quarter -------------------------------------------------- Cano Health, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $85,000 on $704.34 million of total revenue for the three months ended March 31, 2022, compared to a net loss of $16.11 million on $274.60 million of total revenue for the three months ended March 31, 2021. As of March 31, 2022, the Company had $2.17 billion in total assets, $1.33 billion in total liabilities, and $837.78 million in total stockholders' equity. Cano Health stated "We believe that our cash, cash equivalents and restricted cash along with our revolving line of credit will be sufficient to fund our operating and capital needs for at least the next 12 months. Our assessment of the period of time through which our financial resources will be adequate to support our operations is a forward-looking statement and involves risks and uncertainties. Our actual results could vary because of, and our future capital requirements will depend on, many factors, including our growth rate, medical expenses, and the timing and extent of our expansion into new markets. We may in the future enter into arrangements to acquire or invest in complementary businesses, services and technologies, including intellectual property rights. We have based this estimate on assumptions that may prove to be wrong, and we could use our available capital resources sooner than we currently expect. In the event that additional capital is required from outside sources, we may not be able to raise it on terms acceptable to us or at all. If we are unable to raise additional capital when desired, or if we cannot expand our operations or otherwise capitalize on our business opportunities because we lack sufficient capital, our business, results of operations, and financial condition would be adversely affected." As of May 6, 2022, the Company had approximately 208 million shares of Class A common stock and 277 million shares of Class B common stock issued and outstanding. Total share count for the purposes of calculating market capitalization was approximately 484 million. "Cano Health's first quarter results reflect the continued growth of our operations and strength of our business model," said Dr. Marlow Hernandez, chairman and chief executive officer of Cano Health. "Fueled by a significant increase in Medicare members, we have more than doubled our total membership over the past year, firmly establishing us as one of the nation's largest value-based primary care providers. To meet the growing demand for our services, we continue to add capacity in key markets and build scale and density. While rapidly expanding our business, our population health platform, combined with our differentiated growth strategy, is driving sustainable and profitable growth." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1800682/000180068222000018/cano-20220331.htm About Cano Health Cano Health (NYSE: CANO) -- canohealth.com -- is a high-touch, technology-powered healthcare company delivering personalized, value-based primary care to more than 250,000 members. With its headquarters in Miami, Florida, Cano Health is transforming healthcare by delivering primary care that measurably improves the health, wellness, and quality of life of its patients and the communities it serves. Cano Health reported a net loss of $116.74 million in 2021, a net loss of $71.06 million in 2020, and a net loss of $19.78 million in 2019. As of Dec. 31, 2021, the Company had $2.14 billion in total assets, $1.34 billion in total liabilities, and $798.57 million in total stockholders' equity. CARVANA CO: Incurs $506 Million Net Loss in First Quarter --------------------------------------------------------- Carvana Co. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $506 million on $3.50 billion of net sales and operating revenues for the three months ended March 31, 2022, compared to a net loss of $82 million on $2.25 billion of net sales and operating revenues for the three months ended March 31, 2021. As of March 31, 2022, the Company had $7.59 billion in total assets, $7.53 billion in total liabilities, and $52 million in total stockholders' equity. Carvana stated "Since inception, the Company has incurred losses, and expects to incur additional losses in the future as it continues to build inspection and reconditioning centers ("IRCs") and vending machines, serve more of the U.S. population, and enhance technology and software. Since March 31, 2022, the Company has completed an equity offering of 15.6 million shares of Class A Common Stock for net proceeds of $1.2 billion and issued a total of $3.275 billion in aggregate principal amount of 10.25% senior unsecured notes due 2030 (the "2030 Notes"). The Company intends to use the net proceeds from the Class A common stock offering for general corporate purposes and to pay any costs, fees and expenses incurred by it in connection with the offering. The Company used the net proceeds from the issuance and sale of the 2030 Notes (a) to finance the $2.2 billion acquisition of the U.S. physical auction business of ADESA, Inc. ("ADESA") and other ancillary transactions to occur in connection therewith, and to pay related fees and expenses in connection therewith and (b) for working capital, capital expenditures and other general corporate purposes. In March 2022, the Company's forward flow partner committed to purchase a total of $5.0 billion of the Company's finance receivables through March 2023, and such facility had approximately $4.5 billion of unused capacity as of March 31, 2022. In addition, the Company has a $3.0 billion floor plan facility effective through September 22, 2022 and $2.0 billion thereafter through March 31, 2023. Management believes that current working capital, results of operations, and existing financing arrangements are sufficient to fund operations for at least one year from the financial statement issuance date." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001690820/000169082022000166/cvna-20220331.htm About Carvana Founded in 2012 and based in Tempe, Arizona, Carvana Co. -- http://www.carvana.com-- is an e-commerce platform for buying and selling used cars. The Company is transforming the used car buying and selling experience by giving consumers what they want -- a wide selection, great value and quality, transparent pricing, and a simple, no pressure transaction. 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. CLEANSPARK INC: Incurs $171K Net Loss in Second Quarter ------------------------------------------------------- Cleanspark, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $170,735 on $41.64 million of total net revenues for the three months ended March 31, 2022, compared to net income of $7.40 million on $8.12 million of total net revenues for the three months ended March 31, 2021. For the six months ended March 31, 2022, the Company reported net income of $14.32 million on $82.88 million of total net revenues compared to net income of $232,510 on $10.38 million of total net revenues for the same period during the prior year. As of March 31, 2022, the Company had $424.80 million in total assets, $23.88 million in total liabilities, and $400.92 million in total stockholders' equity. "The theme for this quarter has been operational and financial execution," said Zach Bradford, chief executive officer. "While the whole industry faced macro headwinds, primarily driven by a lower average bitcoin price, we continued to execute on our infrastructure-first strategy. We have line-of-sight on 600MW of power, driven in large part by the recent agreement we signed with Lancium at the end of the quarter. We continue to make strides in our commitment to ESG principles, most notably by working on attracting and retaining a diverse and highly qualified workforce. As for our capital strategy, our growth capex was funded 100% from the conversion of bitcoin. We have not utilized the shelf offering since November and we continue to right size our capital structure through means of non-dilutive capital." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/827876/000095017022009052/clsk-20220331.htm About CleanSpark Headquartered in Bountiful, Utah, CleanSpark, Inc. -- www.cleanspark.com -- is a sustainable bitcoin mining and energy technology company that is solving modern energy challenges. CleanSpark reported a net loss of $21.81 million for the year ended Sept. 30, 2021, a net loss of $23.35 million for the year ended Sept. 30, 2020, and a net loss of $26.12 million for the year ended Sept. 30, 2019. As of Dec. 31, 2021, the Company had $418.14 million in total assets, $24.07 million in total liabilities, and $394.08 million in total stockholders' equity. COLLEGE CABLE: In Chapter 11 After DirecTV Scraps Deal ------------------------------------------------------ College Cable Services Inc. filed for chapter 11 protection in the Eastern District of Kentucky. Throughout the majority of the Debtor's business, beginning in 1991, the Debtor contracted with DirecTV Inc. to provide the satellite television signal in connection with the Debtor's services. On Feb. 22, 2022, DirecTV terminated its agreement to provide the required signal in connection with the Debtor’s services. As a result of DirecTV's termination, the Debtor is unable to fulfill its obligations under certain customer contracts. In particular, and among other concerns, the Debtor is unable to provide the Turnkey Services because DirecTV is demanding payment directly from customers in exchange for its signal. Without a contract with DirecTV or some other signal provider, the Debtor cannot provide the Turnkey Services to its customers. The Debtor has contacted and is actively communicating with its customers concerning those issues. Presently, the Debtor is instructing its customers to bifurcate its payment (i.e., pay DirecTV for the signal and pay a pro-rated amount to the Debtor). In the event a customer continues to pay the Debtor the full amount for Turnkey Services, the Debtor will issue the customer a credit for amounts that, but for DirecTV's termination, would go toward payment of the media signal. These measures temporarily mitigate the disruption of the Debtor's business, but do not provide a long-term solution. For example, many of the Debtor's customers require a comprehensive/turnkey payment structure, which the Debtor is unable to provide unless it is able to reach an agreement with DirecTV or replace it with another signal provider. The Debtor intends to utilize the subchapter V, chapter 11 process to reorganize its business. The automatic stay will provide the Debtor with time to explore all its options with respect to its customer contracts, including by negotiating with potential signal providers and/or renegotiating contract terms with customers. The Debtor may also seek to restructure its debt with the prepetition lender. According to court filings, College Cable Services estimates between 1 and 49 unsecured creditors. The petition states that funds will be available to unsecured creditors. A teleconference meeting of creditors under 11 U.S.C. Sec. 341(a) is slated for May 27, 2022 at 10:00 A.M. About College Cable Services Inc. College Cable Services Inc. -- https://collegecable.com/ -- is an industry leader, offering cable television and other telecommunication services to colleges, universities and other institutions across the country. It provides a wide variety of fully managed services including site design,installation, satellite delivered programming, RF and IPTV services. College Cable Services sought bankruptcy protection under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. E.D. Ky. Case No. 22-50401) on May 1, 2022. In the petition filed by Louis J. Santoro, as secretary/treasurer, College Cable estimated assets between $1 million and $10 million and estimated liabilities between $1 million and $10 million. The case is assigned to Honorable Bankruptcy Judge Gregory R. Schaaf. Ellen Arvin Kennedy, Esq., DINSMORE & SHOHL LLP, is the Debtor's counsel. COMPASS POWER: S&P Rates $710MM Secured Credit Facilities 'BB-' --------------------------------------------------------------- S&P Global Ratings assigned its final 'BB-' issue-level rating to Compass Power Generation LLC's (Compass) $710 million of senior secured credit facilities that consist of a $650 million term loan B (due 2029) and a $60 million revolving credit facility (due 2027). The project used the net proceeds from the issuance to refinance the existing term loan and pay related transaction fees. S&P now expects lower refinancing risk, given the inclusion of a target debt balance in the capital structure. Compass Power Generation LLC owns three combined-cycle gas-fired power plants totaling approximately 1,323 MW. The largest asset, the 921 MW Marcus Hook Energy Center in the Eastern Mid-Atlantic Area Council (EMAAC) zone of the Pennsylvania-New Jersey-Maryland (PJM) interconnection, began operating in 2004. Two smaller assets, the 215 MW Milford plant and the 187 MW Dighton plant, serve the Southeast New England (SENE) zone of the Independent System Operator New England (ISO-NE) and began operating in 1993 and 1999, respectively. Milford was upgraded in May 2019 with installations of a combustion turbine (CT) wet compression and a duct burner as well as upgrades to the nitrogen oxide (NOx)/carbon monoxide (CO) catalyst and steam turbine low- and high-pressure sections. This increased the facility's output by 53 MW and reduced the summer heat rate to 8,350 Btu/kWh. The project is now exposed to lower refinancing risk given the presence of a target debt balance in the final TLB structure. S&P said, "Given the introduction of a target debt balance in the capital structure, our expectations for excess cash sweeps have improved. Under our base case, we expect DSCRs to remain robust over the next few years. We expect Compass to sweep cash in line with the target debt balance with about $245 million outstanding at maturity in 2029, leading to a minimum DSCR of 1.81x in the post refinance period. While the target debt balance (TDB) as per the new structure is higher compared to the original transaction, the increase in expected TDB doesn't significantly affect our view of the project's refinancing risk given the recent improvement in commodity and power prices." S&P said, "Our rating also reflects the strength of Compass' long-term bilateral contracts that provide a considerable amount of fixed-capacity payments. The project has locked in $430 million in capacity revenues through June 2030, and we expect these amounts to cover almost all of the project's annual operating expenses, maintenance capex, and mandatory debt service. Additionally, we expect Compass to generate around $80 million-$90 million in average annual energy margins through TLB maturity, assuming the project benefits from higher spark spreads given the current gas price environment. We expect energy margins to decline over time as the assets age and commodity prices revert from current highs." S&P now assume the project sweeps the greater of: -- 75% of excess cash flow and -- The amount needed to pay down to the target debt balance in each quarter. S&P said, "We view the project's lenders' secondary claim to its primary asset, Marcus Hook as a transaction structure weakness. In the event of a default, Compass' term loan B lenders would have a priority claim to the assets of Milford and Dighton, but a secondary claim to the assets of Marcus Hook, the largest and most valuable asset in the portfolio. We consider this to be a transaction structure weakness and adjust the preliminary rating downward by one notch. "The stable outlook reflects our view that debt service coverage ratios (DSCRs) will remain robust over the next 12 months, driven by locked-in capacity prices and our expectation that Marcus Hook will be able to capture sparks spreads of $12/MWh-$14/MWh through 2023. We expect a minimum DSCR of 1.81x in 2030. We forecast around $245 million outstanding on the term loan B at maturity in 2029. "We could lower the rating if the project was unable to maintain DSCRs above 1.50x in each period of our forecast." This could stem from: -- Weaker realized spark spreads, especially at Marcus Hook or lower than expected capacity prices for the uncleared periods; -- Unplanned outages that materially affect generation; or -- Gas plants become economically disadvantaged and capacity factors fall substantially. While unlikely at this time, S&P could raise the rating if the project swept a material amount of cash within the next few years such that its forecasted DSCR exceeds 2x in all years. Such an increase would likely require a pronounced improvement in power and capacity pricing and TLB repayment that significantly exceeds its base case expectations. CORPORATION SERVICE: Fitch Assigns First Time 'BB-' LongTerm IDR ---------------------------------------------------------------- Fitch Ratings assigns a first-time 'BB' Long-Term Issuer Default Rating (IDR) to Corporation Service Company (CSC) and WMB Holdings, Inc. (WBM). The Rating Outlook is Stable. Fitch also assigned an issue-level rating of 'BBB-'/'RR1' to CSC's expected $2.35 billion senior secured term loan. WMB is a holding company for CSC, one of the U.S. market leaders for specialized administration services for companies and capital market participants. CSC provides various business services solutions for areas including: business formation (legal & administration services), digital brand management (largest corporate domain registrar globally), corporate taxes (tax software provider for companies) and capital markets administration. The pending Intertrust N.V. acquisition will further scale the company's operations and provide it much more meaningful exposure to financial markets offerings as well as the European market. Fitch's ratings for the company reflect its strong and stable positioning in the business services arena, strong EBITDA margins historically, high mix of recurring revenue, and solid FCF dynamics. Offsetting some of these attributes is financial leverage that will be elevated in the coming years relative to historic levels and M&A integration risk related to the pending Intertrust acquisition. KEY RATING DRIVERS Solid Market Presence: Fitch believes CSC has a meaningful market presence in the areas in which it competes for corporate business services, particularly in the U.S. where it is based. Its 180,000+ corporate customer base includes 90% of the Fortune 500. Its tax software is used by more than 55% of the Fortune 500. It also has meaningful presence among law firms and financial market participants, although Fitch views its capital markets presence as relatively small prior to the Intertrust acquisition. Solid Profitability: CSC executed well over the past decade and has consistently operated with relatively high EBITDA margins that Fitch calculates in the mid- to high-30% range (high-40% on net revenue). Fitch views its consistent profitability historically as a function of the niche nature of its services combined with strong U.S. market presence, particularly in certain areas including registered agent and uniform commercial code (UCCs) services. CSC is also a market leader in digital brand services and corporate tax software used by U.S. corporations, which also supports profitability. Margins were relatively stable historically but the lower-margin Intertrust business (low-30% EBITDA) will reduce the overall margin profile. Intertrust Acquisition: The pending $2.9 billion enterprise value acquisition of Intertrust N.V. will bolster CSC's scale in the capital markets industry and grow its international presence, but also brings material execution risk. CSC currently generates less than 10% of its revenue from financial markets services but this will materially scale to one-third of its mix on a pro forma combined basis. It will also meaningfully increase its international presence, given CSC currently has minimal exposure outside of the U.S. The deal brings integration and execution risk, however, as it is the largest deal CSC has completed historically, will materially increase the company's financial leverage, and Intertrust experienced margin challenges in recent quarters. Fitch believes the deal could close in 2H22. Increased Leverage Post Intertrust: CSC could see its gross debt/EBITDA increase up to mid-5.0x upon closing of the Intertrust deal, or well above its historic leverage in the 0.5x-2.5x range. The company is expected to have several billion USD of term loan debt, or significantly higher than its current debt outstanding. Fitch views this elevated leverage as a key risk factor that weighs against the rating. This amount of leverage is manageable at the rating category given the stable nature of its business and solid profitability. Further, management has targeted reducing leverage back to historic levels of 2.0x-2.5x within a few years following the closing. Nonetheless, the deviation from historical financial policy increases credit risk in 2022-2024. High Mix of Recurring Revenues: Fitch views CSC's high mix of recurring revenue as a positive rating factor. The company does not have multi-year contracts in place unlike other business services companies rated by Fitch. However, the niche nature of the services it provides combined with its strong U.S. market position has led to high retention historically. Approximately 70% of CSC's revenue is recurring and this could increase further upon its Intertrust purchase. Consistent FCF Generation: CSC benefits from a fairly stable and predictable business that generated meaningful FCF historically, even post dividends. While FCF margins in the low-teens percentage range in recent years are below those of other business services issuers rated by Fitch, they are still reasonably strong and are also reflective of significant dividend payouts that comprised 40%-50% of OCF from 2017-2021. These dividends are largely paid out as shareholders are taxed individually due to the company's S Corporation status. FCF margins will be pressured some by materially higher interest expense in the next few years, but Fitch believes could still exceed 10% of revenue. DERIVATION SUMMARY CSC has a strong U.S. market presence in certain of its key product offerings, particularly corporate registrant and UCC search/filing services as well as corporate tax software solutions. Fitch reviews the issuer versus other business service companies and considers a range of qualitative and financial factors in deriving the rating. Relative to Fitch-rated industry peers, CSC is well positioned in terms of its market presence, diversity of offerings, and stability of its business. However, lower margins versus certain business services peers, high leverage following the Intertrust acquisition and M&A risk weigh against the rating in the near term. CSC has a reasonably high mix of recurring revenue but does not benefit from long-term contracts unlike certain other business services providers. The company has much lower EBITDA scale than certain Fitch-rated business services peers including S&P Global Inc. (A-/Stable), Moody's Corporation (BBB+/Stable) and Verisk Analytics, Inc. (BBB+/Stable). Its scale is comparable to FactSet Research Systems Inc. (BBB/Stable), but CSC will have materially higher gross debt/EBITDA following its 2022 Intertrust acquisition and Fitch believes CSC has less of a competitive moat. Its margin profile positions the issuer strongly and potentially at a higher rating category over time as leverage returns to historic levels. KEY ASSUMPTIONS -- Revenue grows in the mid-single digit percentage range organically. Fitch estimates the $2.9 billion Intertrust acquisition closes near YE 2022 with incremental contribution starting in 2023; -- EBITDA margins remain relatively stable for CSC with Intertrust showing modest improvement from cost synergies; -- FCF remains reasonably strong but reduced due to materially higher leverage following the 2H22 Intertrust deal; -- Capital allocation priorities largely include M&A (Intertrust at YE 2022), debt reduction, and modest dividend growth. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Fitch defined gross leverage, or total debt with equity credit to operating EBITDA, sustained below 4.0x; -- Greater than expected debt reduction following the pending Intertrust acquisition; -- Fitch-defined EBITDA approaching $750 million or higher. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Gross leverage is not expected to be sustained below 4.5x within 18 months of the Intertrust acquisition; -- Material issues with Intertrust acquisition that leads to margin degradation, prolonged debt reduction plans and/or cash flow challenges; -- (CFO - capex) to total debt with equity credit sustained below 5%; -- Shift to a more aggressive financial policy including debt- financed M&A and/or greater shareholder capital returns. BEST/WORST CASE RATING SCENARIO International scale credit ratings of Non-Financial Corporate issuers have a best-case rating upgrade scenario (defined as the 99th percentile of rating transitions, measured in a positive direction) of three notches over a three-year rating horizon; and a worst-case rating downgrade scenario (defined as the 99th percentile of rating transitions, measured in a negative direction) of four notches over three years. The complete span of best- and worst-case scenario credit ratings for all rating categories ranges from 'AAA' to 'D'. Best- and worst-case scenario credit ratings are based on historical performance. LIQUIDITY AND DEBT STRUCTURE Liquidity: CSC has a reasonable amount of liquidity, supported by: (i) $155 million of cash on its balance sheet at YE 2021, (ii) a new $250 million revolver put in place with the Intertrust financing, and (iii) positive post-dividend FCF generation that was more than $100 million per year from 2018-2021. FCF is supported by the company's highly recurring revenue base, limited capital intensity, and low working capital needs. Debt Profile: The company has a fairly simple capital structure following its upcoming Intertrust acquisition, including an expected $250 million senior secured revolver (five-year term) and two senior secured term loans. This new term loan debt will be used to finance the pending $2.9 billion Intertrust acquisition in 2H22. ISSUER PROFILE WMB is a holding company for CSC, one of the U.S. market leaders for specialized administration services for companies and capital market participants. CSC was founded in 1899, had 3,000 employees as of YE 2021 and is headquartered in Wilmington DE. It is an operating subsidiary of WMB, a privately held, family-owned DE-based holdings company. ESG CONSIDERATIONS WMB Holdings, Inc. has an ESG Relevance Score of '4' for Governance Structure due to its private, concentrated ownership, which has an impact on the credit profile, and is relevant to the rating[s] in conjunction with other factors. Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. DEBT RATING ---- ------ Corporation Service Company LT IDR BB New Rating senior secured LT BBB- New Rating RR1 WMB Holdings, Inc. LT IDR BB New Rating CPE FEEDS: Seeks to Hire McGowan & McGowan as Bankruptcy Counsel ---------------------------------------------------------------- CPE Feeds, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire the McGowan & McGowan, PC to serve as legal counsel in its Chapter 11 case. Ryan C. Gentry, the firm's attorney who will be providing the services, will be paid at an hourly rate of $250. Mr. Gentry 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: Ryan C. Gentry, Esq. McGowan & McGowan, PC 119 South 6th Street Brownfield, TX 79316 Tel: (806) 637-7585 Email: Ryan@McGownPC.com About CPE Feeds CPE Feeds, Inc. is a privately held company in the animal food manufacturing business. The company is based in Brownfield, Texas. CPE Feeds filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Texas Case No. 22-50022) on March 1, 2022, listing as much as $10 million in both assets and liabilities. Scott M. Seidel serves as Subchapter V trustee. Judge Robert L. Jones oversees the case. Ryan C. Gentry, Esq., at McGowan and McGowan, PC is the Debtor's legal counsel. CREW ENERGY: S&P Upgrades ICR to 'B' on Projected Debt Reduction ---------------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Calgary, Alta.-based oil and gas exploration and production (E&P) company Crew Energy Inc. to 'B' from 'B-'. At the same time, S&P raised its issue-level rating on the company's C$300 million of senior unsecured notes to 'B+' from 'B'. The '2' recovery rating is unchanged. The stable outlook reflects S&P's expectation that Crew will generate sufficient cash flows to fully fund anticipated spending, with positive free operating cash flow allocated to repaying amounts drawn under its credit facility, and refinance its 2024 debt maturity before it becomes a current obligation. S&P said, "We forecast improving credit measures over the next two years, supported by our increased oil and gas price assumptions. Natural gas prices have remained on an upward trajectory since early 2021. While the Russia-Ukraine conflict has spiked prices, we believe global supply and demand fundamentals have strengthened. In our view, a robust liquefied natural gas export market and reduced associated gas production in the U.S. should support higher near-term prices. "Following the latest revision to our oil and gas price assumptions, we forecast meaningfully higher cash flows and improved credit measures over the next two years. Specifically, we project Crew will generate materially improved cash flows in 2022 and 2023, with adjusted FFO estimated to average C$250 million and adjusted FFO to debt to average well above 60% over this period. The improvement in credit measures is also supported by our expectation for higher production (20% growth in 2022 relative to 2021 levels) and our assumption that the company will use excess cash to repay drawings under the credit facility. Although we note the inherent volatility in oil and gas prices, the company has hedged about 45% of its 2022 gas production at an average price of C$3.36 per thousand cubic feet, which should limit near-term downside risk in a weak commodity price environment. "The upgrade also reflects our expectation for free cash flow generation and projected debt reduction, which should enable Crew to sustain the improved financial risk profile over a commodity cycle. Following completion of the major drilling program in 2021 (capital investment of close to C$180 million), capital spending is expected to moderate in 2022 (about C$95 million), focusing on completing the seven wells in the condensate-rich area in West Septimus, and drilling and completing five wells in Groundbirch. Based on our projections, we expect the company will generate positive free cash flows of about C$175 million in 2022. We do not expect Crew to initiate dividends over our forecast period and expect share buyback activity will be modest, similar to recent periods. Accordingly, we assume free cash flows will be largely used toward repaying amounts outstanding under the credit facility, but could also provide optionality to increase capital spending if strength in natural gas prices persists. The recently upsized C$185 million credit facility was 45% drawn at March 31, 2022, and we expect it will be undrawn by year-end. We also assume the C$300 million notes due March 2024 will be refinanced in the near term, given the favorable industry outlook, although coupon rates are likely to be higher in the current inflationary environment. "In our view, the improved liquidity position and stronger credit measures, combined with hedges in place, provide sufficient cushion for the company to maintain the stronger financial risk profile and rating even if near-term hydrocarbon prices weaken. For instance, all else equal, under our long-term assumptions of Henry Hub prices at US$2.75 per million British thermal unit (mmBtu), AECO at US$2.25 per mmBtu, and West Texas Intermediate (WTI) prices of US$50 per barrel, adjusted FFO to debt would fall to about 45%, but remain well above our downside threshold. Underpinning this is our expectation that management will limit spending to maintenance levels such that absolute debt is unlikely to increase. "We believe the company's scale of production limits further upside to the business risk assessment and rating. Our assessment of Crew's business risk reflects the company's relatively small scale of operations, high exposure to natural gas (80% of production), and low proved developed (PD) reserves ratio (40% of proved reserves). While we expect production to average 32,000 barrels of oil equivalent (boe) per day in 2022, a 10,000 boe per day increase from 2020 levels, the company's scale remains materially smaller than that of higher-rated peers such as Paramount Resources Ltd. (100,000 boe per day of production projected in 2023). "Partially mitigating this are the company's operations in the Montney, a well-established play in North America. The company also has some degree of market diversification, servicing different hubs, including Chicago and AECO. While exposure to AECO is higher in 2022 (about 60%) primarily because of the hedges put in place largely during 2020, we believe exposure to U.S. hubs is likely to increase in 2023 and beyond. Crew has also continued to focus on cost reduction by improving well efficiencies and we expect unit cash costs to decline by 25% in 2022 from 2020 levels, even after factoring in inflationary pressures, benefiting from increasing economies of scale, as production expands and helps capitalize on existing infrastructure. Crew's natural gas processing facilities can currently accommodate about 40,000 boe per day of production. However, the profitability profile for gas-focused producers remains weaker than for producers with a crude oil-focused product mix. Based on our five-year profitability assessment, we expect Crew's profitability, which we measure using the company's unhedged unit EBIT, will remain in the bottom quartile of our rated E&P peer group. "The stable outlook reflects our view that the company will generate strong credit measures in the next two years supported by favorable natural gas prices and increased production. Specifically, we project the company will generate an adjusted FFO-to-debt ratio averaging more than 60% over the next two years. The outlook also reflects our expectation that Crew will use excess cash to reduce borrowings under the credit facility. Our upgrade and stable outlook also assume refinancing of the upcoming March 2024 notes maturity by March 2023 such that the company's liquidity profile beyond the next 12 months would not be jeopardized. "We could lower the rating over the next 12 months if the company's FFO-to-debt ratio dropped to below 30%, with limited prospects of improvement or liquidity weakened. We could envision this scenario if the company was unable to successfully refinance its 2024 notes or commodity prices fell sharply and management failed to correspondingly reduce capital spending, resulting in material negative free cash flow generation. "Although unlikely over the next 12 months, we could raise our ratings on Crew if it is able to improve its PD reserves ratio and expand its operational scale to closely align with those of higher-rated peers. In our view, this would help mitigate the impact of unanticipated commodity price volatility on cash flow generation. In this scenario, we would also expect the company to maintain an FFO-to-debt ratio comfortably above 45% and have the credit facility substantially undrawn, ensuring ample liquidity cushion." ESG credit indicators: E-4, S-2, G-2 S&P said, "Environmental factors are a negative consideration in our credit rating analysis of Crew. Although Crew is mostly exposed to natural gas production, risks from accelerating energy transition, declining profitability, adoption of renewable energy sources, and environmental risks inherent in hydrocarbon production are reflected in our rating. The company is investing in technologies to reduce emissions and targets reducing its scope 1 greenhouse gas emissions intensity by 20% by 2025 relative to its 2019 baseline. While we expect operating and full-cycle costs associated with meeting environmental standards to increase, we do not expect them to have a rating impact." CUSTOM TRUCK: Incurs $3.3 Million Net Loss in First Quarter ----------------------------------------------------------- Custom Truck One Source, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $3.27 million on $366.48 million of total revenue for the three months ended March 31, 2022, compared to a net loss of $27.91 million on $78.30 million of total revenue for the three months ended March 31, 2021. As of March 31, 2022, the Company had $2.75 billion in total assets, $490.91 million in total current liabilities, $1.40 billion in total long-term liabilities, and $858.51 million in total stockholders' equity. "I am proud of the efforts of our entire team, who delivered very strong first quarter results despite the continued headwinds stemming from supply chain constraints and inflation," said Fred Ross, chief executive officer of CTOS. "Our first quarter results provide a solid foundation for us to build upon over the balance of the year. As we move into the second year post the transaction, we have largely shifted our efforts away from the integration and toward the optimization of our operations to fully realize the benefits of our scale and our one-stop-shop business model. Custom Truck's commitment to our customers remains unmatched and we are steadfastly focused on meeting continued robust customer demand across all three of our business segments." The Company had cash and cash equivalents of $23.8 million as of March 31, 2022, and debt outstanding net of cash and cash equivalents, including finance leases, was $1,344.0 million as of March 31, 2022. The Company's pro forma net leverage ratio, which is net debt divided by pro forma Adjusted EBITDA, was 3.93 as of March 31, 2022. The Company's pro forma net leverage ratio, adjusted for $9.8 million of charges taken during the second quarter of fiscal year 2021 primarily related to increased reserves of leasing receivables and inventories, was 3.82 as of March 31, 2022. Availability under the senior secured credit facility was $330.9 million as of March 31, 2022. For the three months ended March 31, 2022, the Company added $45.9 million to its rental fleet. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1709682/000170968222000064/ctos-20220331.htm About Custom Truck Custom Truck One Source, Inc. (formerly known as Nesco Holdings, Inc.) is a provider of specialty equipment, parts, tools, accessories and services to the electric utility transmission and distribution, telecommunications and rail markets in North America. CTOS offers its specialized equipment to a diverse customer base for the maintenance, repair, upgrade and installation of critical infrastructure assets, including electric lines, telecommunications networks and rail systems. The Company's coast-to-coast rental fleet of more than 9,600 units includes aerial devices, boom trucks, cranes, digger derricks, pressure drills, stringing gear, hi-rail equipment, repair parts, tools and accessories. For more information, please visit investors.customtruck.com. Custom Truck reported a net loss of $181.50 million for the year ended Dec. 31, 2021, a net loss of $21.28 million for the year ended Dec. 31, 2020, a net loss of $27.05 million for the year ended Dec. 31, 2019, a net loss of $15.53 million for the year ended Dec. 31, 2018, and a net loss of $27.10 million for the year ended Dec. 31, 2017. As of Dec. 31, 2021, the Company had $2.68 billion in total assets, $440.58 million in total current liabilities, $1.38 billion in total long-term liabilities, and $858.51 million in total stockholders' equity. DALEX DEVELOPMENT: Amends Plan to Include Subordinated Leff Claim ----------------------------------------------------------------- Dalex Development Inc., submitted a First Modified Disclosure Statement with respect to Chapter 11 Plan dated May 10, 2022. Mr. Risis individually owns certain real property commonly referred to as 23 Linden Avenue, West Orange, New Jersey (the "West Orange Property") in a tenancy by the entirety with his wife. Mr. Risis and his wife plan to sell the West Orange Property. The proceeds from the sale of the West Orange Property, after satisfaction of liens, necessary closing expenses, and specified treatment of Class 1, 2 3 Claims and administrative fees as set forth in the Plan, shall be paid to Spencer Savings Bank towards repayment of the Debtor's indebtedness. In no event shall the proceeds from the sale of the West Orange Property be used for completion of construction on the Plaza unless the Secured Lender explicitly agrees in writing. The Debtor requires an infusion of approximately $350,000 (the "Funding Amount") to fully complete construction of the Plaza so that 100% of the space is rentable and the Plaza achieves its highest and best use. The Debtor shall obtain a loan for the Funding Amount to fund the completion of construction on the Plaza. Upon the Effective Date, Mr. Risis, the Debtor's principal, shall relinquish all control of the Debtor, including but not limited to managing the completion of construction on the yPlaza, until all payments to creditors contemplated in the Plan have been made and all creditors are paid in full. A construction manager shall be appointed to manage construction on the Plaza, to its completion and to manage the day to day operations on the Plaza. Rent payments on tenants to the Plaza shall be made directly to the construction manager on normal business terms while managing the Debtor's business operations and the construction manager shall distribute the payments to creditors pursuant to the terms of the Plan. Upon completion of construction on the Plaza, the rental income generated from the Plaza projects to increase from approx. $6,000 per month to approx. $20,000 per month (the "Estimated Rental Income"). The Estimated Rental Income was determined by reference to letters of intent signed by interested parties (listed on Exhibit B hereto) as well as the commercial fair market value of the spaces. The Estimated Rental Income evidences the appreciation in value of the Plaza from the completion of construction and the ability of the Debtor to fund the payments set forth in the Plan. Within 60 months of the Effective Date, the Debtor shall refinance the Plaza to pay off the remaining claims owed by the Debtor under the Plan. Upon the completion of construction on the Plaza, the Debtor shall engage in best efforts to refinance the Plaza to pay off the remaining claims owed by the Debtor under the Plan. The Class One Claim Holder is the State of New Jersey Division of Taxation in connection with State taxes owed by the Debtor in the amount of $750. The Class One Claim Holder holds a priority claim pursuant to 11 U.S.C. Sec. 507(a)(8). The Debtor will leave unaltered the Class One Claim Holder's contractual, legal, and equitable rights with respect to its claim. The Class One Claim Holder shall be paid in full on the Effective Date at the closing for the sale of the West Orange Property. The Class Two Claim Holder is the Internal Revenue Service in connection with taxes owed to the Federal Government in the amount of $2,460. The Class Two Claim Holder holds a priority claim pursuant to 11 U.S.C. Sec. 507(a)(8). The Debtor will leave unaltered the Class Two Claim Holder's contractual, legal, and equitable rights with respect to its claim. The Class Two Claim Holder shall be paid in full on the Effective Date at the closing for the sale of the West Orange Property. Class Four consists of the Claim held by Mariner's Bank in connection with its Foreclosure Judgment held against the Plaza. Mr. Risis individually owns certain real property commonly referred to as 23 Linden Avenue, West Orange, New Jersey (the "West Orange Property") in a tenancy by the entirety with his wife. Mr. Risis and his wife plan to sell the West Orange Property. The proceeds from the sale of the West Orange Property, after satisfaction of liens, necessary closing expenses, and specified treatment of Class 1, 2, 3 Claims and administrative fees as set forth in the Plan, shall be paid to Spencer Savings Bank towards repayment of the Debtor's indebtedness. Upon the completion of construction and the lease up of the project, anticipated Oct. 1, 2022, the Class Four Claim Holder shall be paid $10,000 a month for 60 months, or $600,000, including principal and interest calculated at 44.5% of the principal amount of the foreclosure judgment. Class 5 consists of Allowed General Unsecured Claims. Total amount of claims is still being determined in light of the fact that certain Claims are disputed and certain Claims have an unliquidated amount, but currently the total claim pool of Class Five Claim Holders pursuant to the scheduled and filed claims amounts to $619,407. The Debtor estimates that the unsecured claim pool of Class Five Claim Holders to be approximately an aggregate amount of $250,000. The Debtor has resolved the Objection to the Disclosure Statement filed by Matthew Leff ("Mr. Leff") by granting him an allowed unsecured claim of $200,000, which is included in the claim pool. Commencing on the first of the month three months following the Effective Date of the Plan, the Debtor shall contribute $1,500 per month towards repayment of Allowed Class Five Claims from rental income generated from the Plaza for a total of 60 months, or until the general unsecured claims class is paid in full, without interest, whichever comes first. Class 6 consists of the Subordinated Leff Claim. As part of the resolution to Mr. Leff's Objection to the Disclosure Statement, Mr. Leff shall be granted a contingent subordinated claim in the amount of $380,000 (the "Subordinated Amount"). In the event that Mr. Leff recovers the Subordinated Amount from other sources, then the Class Six Claim will be disallowed. The Class Six Claim Holder shall not receive any distribution until Class Five Claims have been paid in full. Upon payment in full of Class Five Claims, the Class Six Claim Holder shall be paid in accordance with the manner set forth for Class Five Claim Holders and there shall be no distribution to equity prior to the Class Six Claim Holder being paid in full. The Plan does not contemplate a change in ownership, and Mr. Risis shall retain his sole ownership of the Debtor. However, Mr. Risis shall relinquish any and all control of the Debtor until all payments to creditors contemplated in the Plan are made and such creditors have been paid in full. A full-text copy of the First Modified Disclosure Statement dated May 10, 2022, is available at https://bit.ly/3MiTu3q from PacerMonitor.com at no charge. Counsel to the Debtor: PORZIO, BROMBERG & NEWMAN, P.C. 100 Southgate Parkway P.O. Box 1997 Morristown, New Jersey 07962 Tel: (973) 538-4006 Fax: (973) 538-5146 Warren J. Martin, Jr., Esq. Christopher P. Mazza, Esq. David E. Sklar, Esq. E-mail: wjmartin@pbnlaw.com cpmazza@pbnlaw.com desklar@pbnlaw.com About Dalex Development Dalex Development, Inc., a company in Wayne, N.J., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 21-17577) on Sept. 28, 2021, listing up to $50,000 in assets and up to $10 million in liabilities. Judge John K. Sherwood oversees the case. Porzio, Bromberg & Newman, P.C., is the Debtor's legal counsel. DILIGENT SPECIALIZED: Ends Up in Chapter 11 Bankruptcy ------------------------------------------------------ Diligent Specialized LLC filed for chapter 11 protection in the Eastern District of Texas. According to court filings, Deligent Specialized 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 June 15, 2022 at 10:00 A.M. About Diligent Specialized Diligent Specialized LLC is Texas-based cargo transport company. Diligent Specialized LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 22-60191) on May 2, 2022. In the petition signed by Morris Treat, member and owner, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Joshua P. Searcy oversees the case. Brandon Tittle, Esq., at Tittle Law Group, PLLC is the Debtor's counsel. DOMUS BWW: Seeks Approval to Hire Karalis PC as Bankruptcy Counsel ------------------------------------------------------------------ Domus BWW Funding, LLC and 1801 Admin, LLC seek approval from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to hire Karalis PC as their bankruptcy counsel. The firm will render these services: a. advise the Debtors of their rights, powers, and duties as debtors-in-possession in continuing to operate and manage their assets; b. advise the Debtors concerning, and assisting in the negotiation and documentation of the use of cash collateral and/or debtor-in-possession financing, debt restructuring and related transactions; c. review the nature and validity of agreements relating to the Debtors' businesses and advise the Debtors in connection therewith; d. review the nature and validity ofliens, if any, asserted against the Debtors and advise as to the enforceability ofsuch liens; e. advise the Debtors concerning the actions they might take to collect and recover property for the benefit oftheir estates; f . prepare on the Debtors' behalf all necessary and appropriate applications, motions, pleadings, orders, notices, petitions, schedules, and other documents, and review all financial and other reports to be filed in the Debtors' Chapter 11 cases; g. advise the Debtors concerning, and preparing responses to, applications, motions, pleadings, notices and other papers which may be filed in the Debtors' Chapter 11 cases; h. counsel the Debtors in connection with formulation, negotiation and promulgation of a plan of reorganization and related documents; and i. perform all other legal services for and on behalf of the Debtors, which may be necessary or appropriate in the administration of their Chapter 11 cases. The firm will be paid at these hourly rates: Shareholders $550 Associates $275 - 455 Paralegals $140 On May 2, 2022, the firm received the sum of $128,476. Karalis does not hold nor represent any interest adverse to the Debtors or their creditors, and is a disinterested person within the meaning of Sec. 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Aris J. Karalis, Esq. Karalis PC 1900 Spruce St #6605 Philadelphia, PA 19103 Phone: 215-546-4500 Email: akaralis@karalislaw.com About Domus BWW Funding, LLC Domus BWW Funding, LLC and 1801 Admin, LLC filed their voluntary petitions for relief pursuant to Chapter 11 of Title 11 of the United States Code (Bankr. E.D. Penn. Cases No. 22-11162 & 22-11163, respectively) on May 3, 2022, listing $100,001 to $500,000 in assets and $50,000 in liabilities. Judge Eric L Frank presides over the cases. Aris J. Karlis, Esq. at Karalis PC represents the Debtors as counsel. DOUBLE M RANCH: Seeks Bankruptcy Protection in Texas ---------------------------------------------------- Double M Ranch & Farms LLC filed for chapter 11 protection in the Western District of Texas. 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 June 3, 2022 at 10:00 a.m. About Double M Ranch & Farms LLC Double M Ranch & Farms LLC is a Texas-based family owned and operated cattle ranch and agricultural farm. Double M Ranch & Farms sought Chapter 11 bankruptcy protection (Bankr. W.D. Tex. Case No. 22-50462) on May 2, 2022. In the petition filed by Michael L. Hayes, as managing member, Double M Ranch & Farms estimated assets up to $50,000 and estimated liabilities between $50,000 and $100,000. The case is assigned to Honorable Chief Bankruptcy Judge Craig A Gargotta. William R. Davis, Jr, of Langley & Banack, Inc., is the Debtor's counsel. ECTOR COUNTY ENERGY: Has $5MM DIP Loan from Indirect Parent ----------------------------------------------------------- Ector County Energy Center LLC asks the U.S. Bankruptcy Court for the District of Delaware for authority to, among other things, use cash collateral and obtain post-petition financing. Ector County Energy Center tells the Court the use of cash collateral alone will not enable ECEC to get to a projected July 31, 2022 closing of a sale of substantially all of its assets. In part because current fuel prices have increased projected natural gas vendor demands for cash deposits or letters of credit as pre-transaction security, the Debtor projects a need for $5 million in liquidity in excess of projected cash collateral in order to maintain ordinary course operations through July 2022. To meet its cash needs, the Debtor has negotiated a $5 million post-petition financing facility to be provided by the Debtor's indirect parent, Invenergy Thermal Operating I LLC. ECEC recounts the February 2021 winter storm in Texas, referred to as Winter Storm Uri, set in motion a series of events that had a broad impact on the energy production industry in the Electric Reliability Council of Texas (ERCOT) market. Those adverse events have generated a number of chapter 11 cases by ERCOT-industry participants, including Brazos Electric Power Cooperative, Entrust Energy, Inc., Griddy Energy, LLC, Just Energy Group, Inc., Liberty Power Holdings, LLC, and others. Other energy producing companies impacted by the storm opted to address challenges arising from the storm by engaging in asset disposition transactions. Those transactions revealed a seemingly strong M&A market for ERCOT power generation assets, indicating that investors have an interest in acquiring generation assets. ECEC was among the ERCOT industry participants negatively impacted by Winter Storm Uri. The Debtor maintained ordinary course peaker operations since entry into the ERCOT market in 2015 with one notable exception, during the storm. At the time of the storm, ECEC was party to a heat rate call option which provided for the HRCO counterparty, Direct Energy Business Marketing, LLC, to pay a monthly premium to ECEC for the right to call on ECEC to produce energy and various quantities of ancillary services. For several days during Winter Storm Uri, ECEC was unable to procure natural gas needed to power its turbines when production systems that fed into the gas pipelines froze, effectively preventing the Debtor from dispatching power at a time of extreme demand. Those unprecedented factors resulted in ECEC being unable to deliver power or ancillary services when called for by Direct Energy, ultimately leading to the purported termination of the HRCO in May, 2021, when Direct Energy disputed ECEC's assertion of a force majeure event. That termination led to Direct Energy commencing litigation in the New York Supreme Court asserting a claim for damages in excess of $400 million, of which $393 million was alleged to be owed for the month of February 2021. Additional litigation arising from the impact of Winter Storm Uri was brought against ECEC and other utilities and market participants. ECEC has been named as a defendant in approximately 113 personal injury and/or property damage tort claims currently pending in the Texas state court system. As adequate protection, the Debtor proposes to grant the Prepetition Secured Lenders adequate protection liens. As additional adequate protection, the DIP Credit Agreement and Final DIP Order provide that, upon occurrence of a DIP event of default, ITOI's interest in the DIP Facility will be automatically assigned to the Term Lenders (or, with the consent of the Requisite Consenting Lenders, to the Agent for the benefit of the Term Lenders) without requiring any further actions by the Agent, the Term Lenders or the Court. These events constitute an "Event of Default" under the DIP Agreement: a. The claims of the Prepetition Term Lenders are allowed in Chapter 11 Case in an amount less than the Prepetition Term Lender Prepayment Claim; b. The Debtor proposes or supports a plan of liquidation or reorganization under which Term Lenders would receive less than the value of the First Priority Base Distribution in cash on the effective date of such plan; c. A chapter 11 trustee is appointed in the Chapter 11 Case; d. The Chapter 11 Case is converted to a case pursuant to chapter 7 of the Bankruptcy Code; e. The Chapter 11 Case is dismissed; f. An examiner is appointed in the Chapter 11 Case; g. The Debtor will incur debt that is senior to or pari passu with the DIP Obligations, as to either or both payment or lien priority (other than with respect to the protections granted to a stalking-horse bidder in connection with the Sale Transaction, the Cash Collateral Orders, as provided in the Final DIP Order, or as otherwise agreed to by the Requisite Consenting Lenders, in writing, which writing may be delivered via email by counsel); h. The Debtor will fail to pay any principal or interest the loans when and as the same will become due and payable, whether at the due date thereof or at a date fixed for prepayment thereof or otherwise; i. The Debtor will fail to pay any other amount payable under the Agreement, when and as the same will become due and payable, and such failure will continue unremedied for a period of three Business Days; j. Failure to observe, perform or comply with any covenant, condition, or agreement contained in the Agreement, any other Loan Document to which it is a party, the Final DIP Order, or the Cash Collateral Orders, and such failure will continue unremedied for a period of 30 days after the date on which written notice thereof is delivered by the DIP Lender to the Debtor; k. At any time, the Collateral Documents shall cease, for any reason, to be in full force and effect, or the Debtor will so assert in writing, or any material Lien created by the Collateral Documents will cease to be enforceable and of the same effect and priority purported to be created thereby (except, in each case, as permitted under the Loan Documents); l. A Change of Control will occur; or m. Either of the following will occur: 1. the Bankruptcy Court will enter an order avoiding or requiring disgorgement by the DIP Lender of any amounts received in respect of the Obligations; or 2. entry of an order by the Bankruptcy Court authorizing or directing payment of any claim or claims under Section 506(c) of the Bankruptcy Code against any holder of the Obligations. The Loan requires the Borrower to diligently pursue the following: (a) Plan Milestones: (i) within 60 days of the Petition Date, file a plan of reorganization and disclosure statement consistent with the PSA; (ii) within 90 days of the Petition Date, amend the Disclosure Statement if necessary; (iii) within 120 days of the Petition Date, obtain approval of the Disclosure Statement from the Bankruptcy Court; (iv) within 160 days of the Petition Date, commence the hearing before the Bankruptcy Court to confirm the Plan, subject to a 60-day extension in the event of a default by the winning bidder and pursuit of a closing with a back-up bidder; (v) within 175 days of the Petition Date, obtain an order from the Bankruptcy Court confirming the Plan, subject to a 60-day extension in the event of a default by the winning bidder and pursuit of a closing with a back-up bidder; (vi) within 190 days of the Petition Date, cause the Plan to become effective, subject to a 60-day extension in the event of a default by the winning bidder and pursuit of a closing with a back-up bidder; provided that notwithstanding the foregoing or anything to the contrary in the Loan Agreement or any other DIP Loan Document, the DIP Lender may in its reasonable discretion extend any deadline set forth in this clause (a); and (b) Sale Milestones: (i) within 70 days of the Petition Date, obtain qualifying bids for the Sale Transaction pursuant to bidding procedures for the Sale Transaction consistent with the PSA; (ii) within 75 days of the Petition Date, conduct an auction with respect to the Sale Transaction pursuant to the Bidding Procedures; (iii) within 80 days of the Petition Date, obtain the entry of an order by the Bankruptcy Court approving the Sale Transaction; and (iv) within 155 days of the Petition Date, close the Sale Transaction, subject to a 60-day extension in the event of a default by the winning bidder and pursuit of a closing with a back-up bidder; provided that notwithstanding the foregoing or anything to the contrary in the Loan Agreement or any other DIP Loan Document, the DIP Lender may in its reasonable discretion extend any deadline set forth in this clause (b). A copy of the order is available at https://bit.ly/3P9jccx from PacerMonitor.com. About Ector County Energy Center Ector County Energy Center, LLC owns and operates a 330 MW natural gas-fired power generating facility located in Ector County, Texas. Ector County Energy Center sought Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 22-10320) on April 11, 2022. In the petition signed by CRO John D. Baumgartner, the Debtor estimated assets between $50 million and $100 million and estimated liabilities between $500 million and $1 billion. Judge John T. Dorsey oversees the case. The Debtor tapped Holland & Knight, LLP as lead bankruptcy counsel; Polsinelli, PC as local counsel; Locke Lord, LLP and Crowell & Moring, LLP as special counsels; Perella Weinberg Partners, LP and Tudor, Pickering, Holt & Co. as investment bankers; and Grant Thornton, LLP as restructuring advisor. John Baumgartner, managing director at Grant Thornton, serves as the Debtor's chief restructuring officer. Donlin Recano & Company Inc. is the claims agent. EMERALD HOLLOW: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Emerald Hollow Mine, LLC 610 Berkshire Drive Statesville, NC 28677 Business Description: Emerald Hollow Mine operates an Emerald Mine that is open to the public for prospecting. Chapter 11 Petition Date: May 16, 2022 Court: United States Bankruptcy Court Western District of North Carolina Case No.: 22-50116 Judge: Hon. Laura T. Beyer Debtor's Counsel: John C. Woodman, Esq. ESSEX RICHARDS, P.A. 1701 South Boulevard Charlotte, NC 28203 Tel: 704-377-4300 Fax: 704-372-1357 E-mail: jwoodman@essexrichards.com Estimated Assets: $100,000 to $500,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Jason Martin, member manager. The Debtor failed to include in the petition a list of its 20 largest unsecured creditors. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/HZVCLOA/Emerald_Hollow_Mine_LLC__ncwbke-22-50116__0001.0.pdf?mcid=tGE4TAMA ESSA PHARMA: Incurs $10.9 Million Net Loss in Second Quarter ------------------------------------------------------------ ESSA Pharma Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $10.85 million for the three months ended March 31, 2022, compared to a net loss of $12.97 million for the three months ended March 31, 2021. For the six months ended March 31, 2022, the Company reported a net loss of $19.95 million compared to a net loss of $19.49 million for the same period during the prior year. As of March 31, 2022, the Company had $182.61 million in total assets, $3.89 million in total liabilities, and $178.71 million in total shareholders' equity. As of March 31, 2022, the Company has working capital of $178,353,354 (Sept. 30, 2021 - $193,668,414). Operational activities during the three months ended March 31, 2022 were financed mainly by proceeds from the financings completed in July 2020 and February 2021. At March 31, 2022, the Company had available cash reserves and short-term investments of $181,018,439 (Sept. 30, 2021 - $194,927,183) to settle current liabilities of $3,748,803 (Sept. 30, 2021 - $3,929,663). At March 31, 2022, the Company believed that it had sufficient capital to satisfy its obligations as they became due and execute its planned expenditures for more than twelve months. The Company stated, "ESSA's future cash requirements may vary materially from those now expected due to a number of factors, including the costs associated with future preclinical work and to take advantage of strategic opportunities, such as partnering collaborations or mergers and acquisitions activities. In the future, it may be necessary to raise additional funds. These funds may come from sources such as entering into strategic collaboration arrangements, the issuance of shares from treasury, or alternative sources of financing. However, there can be no assurance that ESSA will successfully raise funds to continue its operational activities." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001633932/000155837022007960/tmb-20220331x10q.htm About Essa Vancouver, BC-based Essa Pharma, Inc. -- www.essapharma.com -- is a clinical stage pharmaceutical company, focused on developing novel and proprietary therapies for the treatment of prostate cancer in patients whose disease is progressing despite treatment with current standard of care therapies, including second-generation anti-androgen drugs such as abiraterone, enzalutamide, apalutamide, and darolutamide. ESSA Pharma reported a loss and comprehensive loss of $36.81 million for the year ended Sept. 30, 2021, a loss and comprehensive loss of $23.45 million for the year ended Sept. 30, 2020, and a net loss and comprehensive loss of $12.75 million for the year ended Sept. 30, 2019. As of Dec. 31, 2021, the Company had $191.49 million in total assets, $3.95 million in total liabilities, and $187.54 million in shareholders' equity. EVOKE PHARMA: Incurs $2.2 Million Net Loss in First Quarter ----------------------------------------------------------- Evoke Pharma, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $2.17 million on $418,380 of net product sales for the three months ended March 31, 2022, compared to a net loss of $2.61 million on $90,421 of net product sales for the three months ended March 31, 2021. As of March 31, 2022, the Company had $9.03 million in total assets, $7.09 million in total liabilities, and $1.93 million in total stockholders' equity. For the first quarter of 2022, selling, general and administrative expenses were approximately $2.4 million compared with $2.3 million for the first quarter of 2021. The Company expects that selling, general and administrative expenses may increase in the future as it continues to progress with the commercialization of GIMOTI and the Company reimburses Eversana from the net profits attained from the sales of GIMOTI. Total operating expenses for the first quarter of 2022 were approximately $2.5 million compared with $2.7 million for the same period of 2021. As of March 31, 2022, cash and cash equivalents were approximately $7.7 million. The Company also received net proceeds of approximately $7.1 million from sales under its ATM program after March 31, 2022. The Company believes, based on its current operating plan, that our existing cash and cash equivalents, as well as future cash flows from net product sales of GIMOTI, will be sufficient to fund its operations into the second quarter of 2023. "We are encouraged by the incremental improvement in net GIMOTI sales and prescriptions and continue to receive positive feedback from patients and physicians. Working closely with our strategic commercial partner, Eversana, we continue to implement and execute strategies as we seek continued improvement in the quarters ahead," said David A. Gonyer, R.Ph., president and CEO of Evoke Pharma. "We have achieved four consecutive quarters of increased revenue with an additional 16% this quarter, to $418,000. In addition, the number of GIMOTI prescribers increased by approximately 41%, to 538 cumulative new healthcare providers (HCPs) through March 31, 2022. Finally, prescriptions received into our specialty pharmacies increased by 22% in the first quarter. More patients than ever - as well as their healthcare providers - are experiencing the benefits of GIMOTI's novel nasal solution for diabetic gastroparesis." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001403708/000156459022019277/evok-10q_20220331.htm 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. FGI ACQUISITION: Moody's Ups CFR to Caa1 & Alters Outlook to Stable ------------------------------------------------------------------- Moody's Investors Service upgraded the Corporate Family Rating and Probability of Default Rating of FGI Acquisition Corp. (also known as "Flexitallic" or the company) to Caa1 and Caa2-PD from Caa2 and Caa3-PD, respectively. Concurrently, Moody's upgraded the first lien term loan to Caa1 from Caa2. The outlook was revised to stable from negative. The rating upgrades reflect Moody's expectation that the company will sustain improved operating performance, generate breakeven free cash flow and at least maintain current financial leverage. The company will continue to recover from weak results due to the pandemic in 2020. In addition, Flexitallic has effectively diversified its revenue and reduced its reliance on the oil & gas sector, which also supports the rating upgrade. Moody's took the following rating actions: Upgrades: Issuer: FGI Acquisition Corp. Corporate Family Rating, Upgraded to Caa1 from Caa2 Probability of Default Rating, Upgraded to Caa2-PD from Caa3-PD Gtd. Senior Secured Bank Credit Facility, Upgraded to Caa1 (LGD3) from Caa2 (LGD3) Outlook Actions: Issuer: FGI Acquisition Corp. Outlook, Changed to Stable From Negative RATINGS RATIONALE Flexitallic's Caa1 CFR reflects the company's high leverage, small revenue base and revenue reliance on a limited number of products. The company generated less than $200 million of total revenue in 2021. The company produces gaskets, or static seals, including its proprietary Change and Thermiculite products, used in a variety of processing plants. Financial leverage will remain high, with debt/EBITDA remaining around 7.5x in 2022. Moody's expects the company to maintain an aggressive financial policy given private equity ownership. Though adequate, the ratings are also constrained by the company's liquidity. Moody's expects breakeven free cash flow over the next year. The company has cash of about $13 million and $5 million remaining capacity on its revolving credit facility. The ratings are supported by the company's strong niche market position, its significant presence in the more stable, aftermarket or Maintenance Repair and Operations (MRO) business, its sizeable market share in semi-metallic gaskets, and its global manufacturing footprint. Operating performance improved over the last year with a return to solid EBITDA margins of around 20% and over 10% growth in sales versus 2020. The stable outlook reflects Moody's expectation that Flexitallic will generate breakeven free cash flow and liquidity will remain adequate. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if leverage is sustained below 6.0x, the company can generate sustained positive free cash flow, and liquidity improves. The ratings could be downgraded if the company's revenue and earnings decline from current levels, or if liquidity weakens. Headquartered in Houston, Texas, Flexitallic manufacturers gaskets and other static sealing solutions for industrial applications. The company operates plants spread across the US, the UK, China, Canada and Thailand and serves diverse end markets including oil & gas, chemicals, construction and other industrial sectors. The company is owned by private equity sponsor Bridgepoint. Revenue for 2021 was $153 million. The principal methodology used in these ratings was Manufacturing published in September 2021. FINANCIAL INVESTMENTS: Files for Chapter 11 Bankruptcy Protection ----------------------------------------------------------------- Financial Investments and Real Estate LLC filed for chapter 11 protection in the Eastern District of Pennsylvania. According to court filings, Financial Investments 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 June 16, 2022 at 10:00 a.m. About Financial Investments and Real Estate Financial Investments and Real Estate LLC is a Pennsylvania-based real estate and financial investments company. Financial Investments and Real Estate sought Chapter 11 bankruptcy protection (Bankr. E.D. Pa. Case No. 22-11150) on May 3, 2022. In the petition filed by Kathryn Anderson, as managing member, Financial Investments estimated assets between $100,000 and $500,000 and liabilities between $100,000 and $500,000. The case is assigned to Honorable Bankruptcy Chief Judge Magdeline D. Coleman. MICHAEL A. CATALDO, of Gellert, Scali, Busenkell & Brown LLC, is the Debtor's counsel. FLORIDA FOOD: S&P Affirms 'B-' Rating on First-Lien Term Loan ------------------------------------------------------------- S&P Global Ratings affirmed its 'B-' issue-level rating on Florida Food Products LLC's $444 million first-lien term loan due October 2028 following the company's proposed $30.5 million add-on. The '3' recovery rating remains unchanged. The '3' recovery rating indicates our expectation for meaningful (50%-70%; rounded estimate: 60%). Florida Food Products intends to use the net proceeds from the add-on to pay down $30 million of the $50 million of outstanding borrowings under its revolving credit facility, which it borrowed to partially fund its acquisition of T-Bev Inc. All of S&P's ratings on FFP Holdings Group Inc., including its 'B-' issuer credit rating, are unchanged. S&P said, "Our ratings on FFP reflect its financial-sponsor ownership, aggressive financial policy, and high leverage pro forma for the transaction. Our ratings also reflect its small scale and scope, supplier concentration risk, raw material cost volatility, and limited geographic diversity. We view FFP's recent acquisitions of Comax and T-Bev as positive for its credit quality because both companies have complementary portfolios and will help diversify its end-market customer base." ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors -- The company's debt capital structure following the proposed term loan add-on will include a $50 million revolver due 2026 (not rated), a $444 million first-lien term loan due 2028 (including the proposed $30.5 million add-on), and a $126 million second-lien term loan due 2029. -- Florida Food Products LLC is the borrower of the senior secured first-lien credit facilities (the revolver and first-lien term loan rank pari passu) and second-lien term loan, which are guaranteed jointly and severally by FFP Holdings Group Inc. and each of the borrower's existing and newly acquired or created wholly owned domestic subsidiaries. The first-lien credit facilities are secured by a first-priority interest on substantially all of the assets of the company and the guarantors. -- The second-lien term loan is secured by a second-priority interest on substantially all of the assets of the company and the guarantors. S&P said, "FFP is headquartered in Eustis, Fla. and substantially all of its assets are located in the U.S. In the event of an insolvency proceeding, we anticipate that the company would file for bankruptcy protection under the auspices of the U.S. federal bankruptcy court system and would not involve foreign jurisdictions. We believe FFP's creditors would receive the maximum recovery in a payment default scenario if the company is reorganized rather than liquidated. This is because of its leading market position in the niche clean label cure industry, its long-standing customer relationships, and its research and development capabilities. Therefore, in evaluating the recovery prospects for its debtholders, we assume the company continues as a going concern and arrive at our emergence enterprise value by applying a multiple to our assumed emergence EBITDA. Simulated default assumptions -- Our simulated default scenario contemplates a default occurring in 2024 due to intense competition, the loss of key customers, or deteriorating product quality. These factors lead to significant EBITDA and cash flow deterioration, eventually causing a payment default. -- Debt service: $50.2 million (default year interest plus amortization) -- Minimum capital expenditure: $3.3 million -- Default EBITDA proxy: $53.5 million -- Cyclicality adjustment: None -- Preliminary emergence EBITDA: $53.5 million -- Operational adjustment: $13.4 million (25%) -- Emergence EBITDA: $66.9 million S&P said, "We estimate a $334.4 million gross emergence enterprise value, which incorporates a 5x multiple of our assumed emergence EBITDA. This multiple is slightly lower than the multiples we use for other U.S.-based branded non-durable issuers due to the company's narrow business and product focus, supplier concentration risk, and limited geographic presence." Simplified waterfall -- Emergence EBITDA: $66.9 million -- Multiple: 5x -- Gross recovery value: $334.4 million -- Net recovery value for waterfall after administrative expenses (5%): $317.7 million -- Obligor/nonobligor value split: 100%/0% -- Estimated priority claims: $0 million -- Collateral value for secured debt: $317.7 million -- Estimated first-lien debt claims: $493.9 million --Recovery expectations: 50%-70% (rounded estimate: 60%) -- Collateral value available for second-lien debt claims: $0 million -- Estimated second-lien debt claims: $132.6 million --Recovery expectations: 0%-10% (rounded estimate: 0%) FORD MOTOR: Fitch Alters Outlook on 'BB+' IDR to Positive --------------------------------------------------------- Fitch Ratings has affirmed the Long-Term Issuer Default Ratings (IDRs) of Ford Motor Company (Ford), Ford Motor Credit Company LLC (Ford Credit) and Ford Credit's subsidiaries at 'BB+'. Fitch has also affirmed the senior unsecured debt ratings of Ford at 'BB+'/'RR4' and Ford Credit at 'BB+'. Fitch has assigned a Shareholder Support Rating (SSR) of 'bb+' to Ford Credit and its subsidiaries, in line with Fitch's updated "Non-Bank Financial Institutions Rating Criteria" dated Jan. 31, 2022. The Rating Outlooks for Ford and Ford Credit have been revised to Positive from Stable. The revision of Ford's Rating Outlook to Positive reflects expected improvements in the company's profitability and core FCF that are likely lead to margins and credit protection metrics that are in line with its positive rating sensitivities over the intermediate term. Although supply chain and inflationary pressures are likely to continue for much of 2022, Fitch expects Ford's profitability to improve as it benefits from ongoing redesign activities, as well as execution on its Ford+ plan. Fitch expects FCF to be supported by positive working capital under more normalized operating conditions, although distributions from Ford Credit will likely be lower. DEBT RATING PRIOR ---- ------ ----- FCE Bank Plc LT IDR BB+ Affirmed BB+ ST IDR B Affirmed B Shareholder Support bb+ New Rating senior unsecured LT BB+ Affirmed BB+ senior unsecured ST B Affirmed B short-term deposits ST B Affirmed B Ford Motor Credit Co. of Puerto Rico, Inc. ST IDR B Affirmed B Shareholder Support bb+ New Rating Ford Credit de Mexico, S.A. de C.V., Sociedad Financiera de Objeto Multiple, Entidad Regulada LT IDR BB+ Affirmed BB+ Shareholder Support bb+ New Rating Ford Motor Company LT IDR BB+ Affirmed BB+ senior unsecured LT BB+ Affirmed RR4 BB+ Ford Motor Credit Company LLC LT IDR BB+ Affirmed BB+ ST IDR B Affirmed B Shareholder Support bb+ New Rating senior unsecured LT BB+ Affirmed BB+ senior unsecured ST B Affirmed B Ford Holdings LLC LT IDR BB+ Affirmed BB+ Shareholder Support bb+ New Rating senior unsecured LT BB+ Affirmed BB+ Ford Credit Canada Company LT IDR BB+ Affirmed BB+ ST IDR B Affirmed B Shareholder Support bb+ New Rating senior unsecured LT BB+ Affirmed BB+ senior unsecured ST B Affirmed B Ford Capital B.V. LT IDR BB+ Affirmed BB+ Shareholder Support bb+ New Rating KEY RATING DRIVERS Rating Concerns: Near-term rating concerns include ongoing production difficulties stemming from supply-chain related challenges and the coronavirus pandemic, elevated commodity and logistics costs, rising interest rates, and the impact of inflation on consumer confidence. Other concerns include tightening emissions regulations in various global regions, as well as substantial investments that the company is making in both electrification and vehicle autonomy. All of these factors will weigh on profitability and FCF generation over the next several years. Despite these headwinds, vehicle demand remains strong, and it has outpaced supply in the major global regions for the past two years. Fitch expects Ford will continue to experience a strong pricing environment, which will help to mitigate some of the inflationary pressure on the company's margins. That said, Fitch expects the combination of inflation and technology-related investment spending to result in some margin dilution over the next several years, although overall profitability is likely to improve relative to the period leading up to the pandemic. Corporate Reorganization: In March 2022, Ford announced that it would reorganize its automotive business into three separate units, Ford Blue (Blue) and Ford Model e (Model e), as well as the existing Ford Pro business focused on commercial customers. Notably, Blue will comprise the company's traditional internal combustion engine (ICE) business and will be focused largely on cost reduction and profit maximization. Model e will focus on the electric vehicle (EV) business, as well vehicle connectivity and software. Ford will treat the two units as separate business segments for financial reporting purposes, which will bring enhanced transparency to the profitability of the ICE business and the investments it is making in emerging technologies. Ford's decision to focus on a reorganization, rather than a spin-off, is a credit positive. A spin-off could leave Ford's legacy business with little long-term value as the auto industry rapidly moves toward electrification. Keeping the two units within the same company will allow Ford to use the cash generated from Blue's ICE business to fund Model e's technology investments. There are also likely to be operational synergies in keeping the two businesses together, without the incremental costs that would be incurred in operating as two separate companies. Improving FCF: Fitch expects Ford's automotive FCF (based on Fitch's methodology) to remain under pressure over the next couple of years as the company continues to work through its global redesign, with a relatively modest cash outflow expected in 2022 as the company spends $1.0 billion-$1.5 billion on redesign work. However, excluding the redesign initiatives, Fitch expects the company's FCF to be solidly positive over the next several years with a more benign market backdrop, although the pandemic and ongoing supply-chain challenges remain near-term concerns. Increasing EV investments will also weigh on FCF over the next several years. Fitch expects Ford's automotive FCF margins, according to Fitch's calculations and excluding the redesign initiatives, to run near 2.0% over the intermediate term. Actual automotive FCF (based on Fitch's methodology) in 2021 was $3.1 billion when excluding $1.9 billion in cash costs associated with the redesign, equivalent to a 2.5% FCF margin. However, automotive FCF in 2021 was supported by $7.5 billion in Ford Credit distributions, which was more than double the typical level of recent years. Fitch expects those distributions to run at more normalized levels over the next few years. Low Automotive Leverage: Fitch expects Ford's automotive EBITDA gross leverage (according to Fitch's calculations) to remain low and generally in-line with pre-pandemic levels over the next several years. Leverage declined significantly in 2021 due to a combination of debt reduction and higher EBITDA. In 2021, Ford reduced automotive debt by $3.9 billion, leaving it with about $20 billion of automotive debt outstanding at YE 2021. The EBITDA increase was partially due to the increased distributions from Ford Credit. (Fitch adds affiliate dividends to EBITDA in its calculation of leverage.) Looking ahead, Fitch expects EBITDA gross leverage to rise slightly, toward the upper-1x range by YE 2022, largely due to lower Ford Credit dividends, as Fitch expects debt to decline a bit and EBITDA excluding Ford Credit dividends to rise on higher production levels. Over the longer term. Fitch expects leverage to decline back toward the low-1x range, largely due to higher levels of EBITDA. FORD CREDIT IDRs AND SENIOR DEBT: The affirmation of Ford Credit's ratings and the revision of the Outlook to Positive from Stable are driven by the affirmation and Ford's Outlook revision. Ford Credit's ratings and Outlook are linked to those of Ford, as Fitch considers Ford Credit a core subsidiary of Ford. This view is supported by the high percentage of Ford vehicle sales financed by Ford Credit and the strong operational and financial linkages between the two companies. Ford Credit also has a support agreement with Ford, which requires Ford to make capital contributions to Ford Credit if its leverage ratio (defined as debt to equity) is higher than 12.5x. Ford Credit's ratings also reflect its consistent operating performance, peer superior asset quality historically and adequate liquidity. Ford Credit's 'BB+' SSR is aligned with Ford's IDR and indicates the minimum level to which Ford Credit's IDR could fall if Fitch does not change its view on potential support from Ford. A 'BB+' SSR indicates a moderate probability of external support. Ford Credit's asset quality performance was strong in 2021 as delinquencies and charge-off rates improved materially yoy. The portfolio continued to benefit from unprecedented government support programs to consumers, higher used vehicle prices, resulting in elevated gains on lease terminations, and higher recoveries on defaulted loans. Ford Credit's net charge-off rate on its worldwide portfolio declined to 0.07% in 2021, down from 0.27% in 2020. Fitch expects delinquencies and credit losses to trend higher in the near term as deferral programs granted to customers have expired and the macro backdrop has become more challenging. Ford Credit's pre-tax earnings increased 81% in 2021 primarily due to a decrease in loan loss provision expense based on lower reserve needs given the economic recovery coming out of the pandemic and lower credit losses. Additionally, the company's interest expense declined during 2021 as a result of lower debt balances and a lower cost of funding. Fitch believes that the strong profitability experienced in 2021 is not sustainable and that earnings will normalize as credit metrics return to historical levels. While used vehicle prices should remain a strength in the near-term, the more challenging macro backdrop is expected to be a headwind for consumers. Fitch believes Ford Credit had sufficient liquidity at YE 2021 to address total debt maturities over the next 12 months of approximately $46.5 billion (both secured and unsecured debt). Available liquidity of $32 billion at Dec. 31, 2021, which included cash and available capacity on credit facilities, is further augmented by cash flow collections on underlying loans and lease receivables and expectations for continued market issuance. Ford Credit's funding diversification has steadily improved in recent years, in Fitch's view, with a greater mix of unsecured debt. Unsecured debt as a percentage of total debt increased to 61% at YE 2021, up from 59% at YE 2020. Fitch views Ford Credit's utilization of unsecured funding favorably as it provides enhanced flexibility in times of stress, as a larger pool of unencumbered assets could be pledged to secured facilities to generate liquidity. While Ford Credit's leverage, as measured by debt to tangible equity, of 9.5x at YE 2021, was higher than other captives and stand-alone finance & leasing companies, Fitch believes it is mitigated by the higher quality loan/lease portfolio, which has shown superior credit performance. Ford Credit's unsecured debt ratings are equalized with the Long-Term IDR and reflect the proportion of unsecured debt in the capital structure and the expectation for average recovery prospects under a stress scenario. The affirmation of Ford Credit's Short-Term IDR at 'B' reflects the rating linkage between the Short-Term IDR and the Long-Term IDR. Ford Credit's commercial paper (CP) rating remains equalized with the company's Short-Term IDR. DERIVATION SUMMARY Ford's business profile is similar to other large global volume auto manufacturers. From an automotive revenue perspective, it is larger than General Motors Company (GM) but smaller than Stellantis N.V. (Stellantis). Compared with GM, Ford's operations are more globally diversified, with significant operations in most major auto markets. However, from a brand perspective, Ford is less diversified than Volkswagen AG (VW), Stellantis or GM, focusing primarily on its global Ford brand and, to a much lesser extent, its Lincoln luxury brand, which is only available in North America and China. However, the company sells a wide range of vehicles under the Ford brand globally, ranging from small economy passenger cars to heavy trucks in certain markets. Ford has a particularly strong market share in the highly profitable North American pickup and European light commercial vehicle segments. For the past several years, Ford's credit profile has been weaker than that of many of its global mass-market peers in the 'BBB' category, such as GM, Stellantis and VW. Ford's EBIT and FCF margins have been lower and gross leverage has been a little higher than these other global auto manufacturers. Partially offsetting the credit profile effect of lower FCF and higher leverage, Ford has one of the global auto industry's strongest liquidity positions, providing it with significant financial flexibility. KEY ASSUMPTIONS Fitch's Key Assumptions Within Its Rating Case for the Issuer: -- Global industry light vehicle production rises by 5% in 2022, including an 8% increase in U.S., with continued effects from the global supply chain challenges. Beyond 2022, global industry production rises back toward pre-pandemic levels. -- Capex runs near 4%-5% of revenue over the next several years, with capex in 2022 running at the higher end of the range. -- Working capital is a source of cash in 2022 on increased wholesale volumes and a more normalized production environment in the latter half of the year. Working capital continues to be a source of cash in later years on higher production levels. -- The post-dividend FCF margin excluding redesign cash expenses runs at about 1% in 2022, then increases toward 2% in later years. -- The company maintains automotive cash above $20 billion over the forecast horizon, with total liquidity, including credit facility capacity, above $30 billion. -- Ford Credit continues to distribute dividends to Ford, although at a lower level than seen in 2021, and this is included in Fitch's FCF calculations. RATING SENSITIVITIES Factors that could, individually or collectively, lead to a positive rating action/upgrade: -- Fitch does not expect Ford's ratings to be considered for an upgrade until the global auto production environment has stabilized; -- Sustained North American automotive EBIT margin of 6.0%; -- Sustained global automotive EBIT margin near 3.0%; -- Sustained FCF margin near 1.5%, excluding restructuring costs; -- Sustained EBITDA leverage (total debt/operating EBITDA) below 2.0x. Factors that could, individually or collectively, lead to a negative rating action/downgrade: -- An extended decline in automotive cash below $15 billion; -- Sustained breakeven global automotive EBIT margin; -- Sustained negative FCF, excluding restructuring costs; -- Sustained EBITDA leverage above 3.0x. FORD CREDIT Factors that could, individually or collectively, lead to positive rating action/upgrade are largely dependent on Ford's ratings and Outlook, given the rating linkage. Ford Credit's ratings are expected to move in tandem with its parent, although any change in Fitch's view on whether Ford Credit remains core to its parent, based on an assessment of its size, ownership, and strategic alignment with Ford, could change this rating linkage. Fitch does not envision a scenario where Ford Credit would be rated higher than the parent. Factors that could, individually or collectively, lead to negative rating action/downgrade are largely dependent on Ford's ratings and Outlook, given the rating linkage. However, a material increase in leverage, an inability to access funding for an extended period, consistent and sustained operating losses, significant deterioration in the credit quality of the underlying loan and lease portfolio, and/or material impairment of the liquidity profile could become constraining factors on the parent and subsidiary ratings. The unsecured debt rating is primarily sensitive to changes in the Long-Term IDR and is expected to move in tandem. However, a material increase in the proportion of secured funding could result in the unsecured debt rating being notched down from the IDR. The Short-Term IDR is primarily sensitive to changes in the Long-Term IDR and, by extension, to Fitch's view of institutional support, and also Fitch's view of the funding and liquidity profiles of Ford Credit and Ford. The CP rating is sensitive to changes in Ford Credit's Short-Term IDR and, therefore, would be expected to move in tandem. The SSR is primarily sensitive to changes in Ford Credit's IDR, and secondarily, to changes in Fitch's assessment of the probability of support being extended to Ford Credit from Ford. LIQUIDITY AND DEBT STRUCTURE Strong Liquidity Position: Ford had about $29 billion in automotive cash and marketable securities as of March 31, 2022 (excluding Fitch's adjustments for not readily available cash). Marketable securities included $5.1 billion of stock in Rivian Automotive, Inc. In addition to its cash and marketable securities, as of March 31, 2022, Ford also had nearly full availability on its $13.5 billion primary revolver (after accounting for $25 million in LOCs) and full availability on its $2.0 billion supplemental revolver. Ford also had a total of about $450 million available on various local credit facilities around the world. About $3.4 billion of the primary revolver commitments mature in 2024 and $10.1 billion matures in 2026. The supplemental revolver matures in 2024. As part of its captive finance adjustment, Fitch's Non-Bank Financial Institutions team has calculated an allowable debt-to-equity ratio of 4.0x for Ford Credit. This is lower than the actual ratio of 9.5x, as calculated by Fitch at YE 2021. As a result of its analysis, Fitch has assumed that Ford makes a theoretical $13.6 billion equity injection into Ford Credit, funded with balance sheet cash, to bring Ford Credit's debt-to-equity ratio down to 4.0x. Fitch has included the adjustment in its calculation of Ford's not readily available cash. The resulting adjustment reduces Fitch's calculation of Ford's readily available automotive cash, but the company's metrics remain supportive of its 'BB+' IDR and Positive Outlook. In addition to the captive-finance adjustment, according to its criteria, Fitch has treated an additional $3.2 billion of Ford's automotive cash as "not readily available" for purposes of calculating net metrics. This is based on Fitch's estimate of the amount of cash needed to cover typical seasonality in Ford's automotive business. However, even after excluding the amounts noted above from its liquidity calculations, Fitch views Ford's automotive liquidity position as strong. Debt Structure: As of March 31, 2022, Ford's automotive debt structure consisted primarily of about $16 billion of senior unsecured notes, $1.5 billion of delayed draw term loan borrowings and $806 million of remaining borrowings outstanding under the U.S. Department of Energy's Advanced Technology Vehicles Manufacturing incentive program, along with various other long- and short-term borrowings. ISSUER PROFILE Ford is a global automotive manufacturer that builds and sells light vehicles primarily under the Ford and Lincoln brands, as well as Ford-brand commercial vehicles. Ford also offers financial services to dealers and customers through Ford Motor Credit Company LLC. ESG CONSIDERATIONS Ford previously had an ESG Relevance Score of '4' for Management Strategy due to the complexity and costs of the company's global redesign strategy, which had a negative impact on the credit profile, and was relevant to the ratings in conjunction with other factors. Given the positive financial results seen from the global redesign strategy over the past several years and the company's ability to manage the costs of the program, Fitch has revised the ESG Relevance Score for Management Strategy to '3' from '4'. 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. GENERATOR TECHNOLOGIES: Files for Chapter 11 Bankruptcy Protection ------------------------------------------------------------------ Generator Technologies LLC filed for chapter 11 protection in the Southern District of Mississippi. According to court filings, Generator Technologies 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. is slated for June 1, 2022 at 10:00 a.m. About Generator Technologies Generator Technologies sells, installs and services power generators for use by consumers in their homes and businesses. Its main supplier of generators is Generac Power Systems. Generator Technologies LLC filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Miss. Case No. 22-00833) on April 29, 2022. In the petition filed by Les Battles, as manager, Generator Technologies estimated assets between $1 million and $10 million and estimated liabilities of $1 million and $10 million. The case is assigned to Honorable Bankruptcy Judge Jamie A. Wilson. Craig M. Geno, Esq., of LAW OFFICES OF CRAIG M. GENO, PLLC, is the Debtor's counsel. GLEASON'S GYMNASTIC SCHOOL: Hits Chapter 11 Bankruptcy ------------------------------------------------------ Gleason's Gymnastic School Inc. filed for chapter 11 protection in the District of Minnesota. According to court documents, Gleason's Gymnastic School estimates between The petition states funds will be available to Unsecured Creditors. About Gleason's Gymnastic School Gleason's Gymnastic School Inc. is an Eagan, Minnesotta-based gymnastics school. Gleason's Gymnastic School Inc. sought bankruptcy protection under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Minn. Case No. 22-30690) on May 2, 2022. In the petition filed by Lawrence R. Gleason, as president, Gleason's Gymnastic estimated assets between $500,000 and $1 million and estimated liabilities between $500,000 and $1 million. The case is assigned to Honorable Bankruptcy Judge Kathleen H Sanberg. Thomas H Olive, of Thomas H. Olive Law, P.A., is the Debtor's counsel. GOOD TIME HOMES: Seeks Approval to Hire Johnson Law as Counsel -------------------------------------------------------------- Good Time Homes, LLC seeks approval from the U.S. Bankruptcy Court for the District of Maryland to hire William C. Johnson, Jr., Esq. and The Johnson Law Group, LLC, as its counsel. The firm will render these services: (a) provide general advice and counsel concerning compliance with the requirements of Chapter 11; (b) prepare any necessary amendments to the debtor's schedules, statement of financial affairs, and related documents as appropriate; (c) represent the debtor in possession in all contested matters; (d) represent as appropriate in any related matters in other Courts; (e) advice and counsel concerning the structure of a plan and any required amendments thereto; (f) advice concerning the feasibility of confirmation of a plan and representation in connection with the confirmation process; (g) liaise, consult, and where appropriate, negotiate with creditors and other parties in interest; (h) review relevant financial information; (i) review claims with a view to determining which claims are allowable and in what amounts; (j) prosecute claims objections, as appropriate; (k) represent at the section 341 meeting of creditors and at any hearings or status conferences in court; and (l) represent the Debtor as may be necessary and appropriate to the case. Mr. Johnson, attorney with Johnson Law, will charge $450 per hour for his services. The firm received an initial retainer in the amount of $2,500. Mr. Johnson assured the court that his firm does not hold or represent any interest that is adverse to the estate, and is a disinterested person within the meaning of 11 U.S.C. 101(14). The firm can be reached through: William C. Johnson, Jr., Esq. The Johnson Law Group, LLC 6305 Ivy Lane, Suite 630 Greenbelt, MD 20770 Phone: (301) 477-3450 Fax (301) 477-4813 Email: William@JohnsonLG.Law 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. HANOVER SWISS AVENUE: Files for Bankruptcy Protection in Texas -------------------------------------------------------------- Single Asset Real Estate First Hanover Swiss Avenue Historic Townhomes LLC filed for chapter 11 protection in the Northern District of Texas. According to court filings, Hanover Swiss Avenue Historic Townhomes 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 June 1, 2022 at 2:00 p.m. About Hanover Swiss Avenue Historic Townhomes Hanover Swiss Avenue Historic Townhomes LLC is a Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)). Hanover Swiss Avenue Historic Townhomes sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 22-30814) on May 3, 2022. In the petition filed by Phillip E. Snoddy, as manager, Hanover Swiss Avenue estimated assets between $1 million and $10 million and estimated liabilities between $500,000 and $1 million. The case is assigned to Honorable Bankruptcy Judge Stacey G. Jernigan. Joyce W. Lindaue, of Joyce W. Lindauer Attorney PLLC, is the Debtor's counsel. HEALTHMYNE INC: Case Summary & 18 Unsecured Creditors ----------------------------------------------------- Debtor: HealthMyne, Inc. 918 Deming Way, 3rd FL Madison, WI 53717 Business Description: HealthMyne, Inc. is a provider of end-to-end radionomic data management and analysis. HealthMyne was founded in 2013 and is headquartered in Madison, Wisconsin. Chapter 11 Petition Date: May 15, 2022 Court: United States Bankruptcy Court Western District of Wisconsin Case No.: 22-10780 Judge: Hon. Catherine J. Furay Debtor's Counsel: Justin M. Mertz, Esq. MICHAEL BEST & FRIEDRICH LLP 790 N. Water Street, Suite 2500 Milwaukee, WI 53202 Tel: 414-225-4972 E-mail: jmmertz@michaelbest.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Rose Higgins, authorized person. A copy of the Debtor's list of 18 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/IYWY75Y/HealthMyne_Inc__wiwbke-22-10780__0018.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/5WKVSDA/HealthMyne_Inc__wiwbke-22-10780__0001.0.pdf?mcid=tGE4TAMA HOLLYWOOD FOR CHILDREN: Hires Christie Manson as Sales Agent ------------------------------------------------------------ Hollywood for Children, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Christie Manson & Woods Limited to act as its sales agent. The firm will sell the subset of personal property of the estate pursuant to a private sale. Christie's will be entitled to retain as its commission, exclusive of any taxes, a capped maximum amount of 20 percent of the sale price for the Private Sale Property. Christie is a "disinterested person" as that person is defined under the Bankruptcy Code, and does not hold or represent any interest adverse to the Debtor's estate, according to court filings. The firm can be reached through: Adrian Hume-Sayer Christie Manson & Woods Limited 8 King Street St James's, London SW1Y 6QT420 About Hollywood for Children Inc. Hollywood for Children, Inc., a New York non-profit charitable organization, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 20-18801) on Sept. 28, 2020. Paul G. Alberghetti, secretary and treasurer, signed the petition. At the time of the filing, Debtor had total assets of $31,719 and total liabilities of $1,423,923. Judge Robert N. Kwan oversees the case. SulmeyerKupetz, A Professional Corporation, is Debtor's legal counsel. HONX INC: U.S. Trustee Appoints Creditors' Committee ---------------------------------------------------- The U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Chapter 11 case of HONX, Inc. The committee members are: 1. Jeanne David Counsel: Daniel H. Charest Burns Charest LLP 900 Jackson St., Suite 500 Dallas, TX 75202 Phone: (469) 904-4550 Fax: (469) 444-5002 Email: dcharest@burnscharest.com 2. Annette Beneville, on behalf of the Estate of Bruce Torgerson Counsel: Daniel Wasserberg, Esq. Meirowitz & Wasserberg, LLP 2925 Richmond Avenue, Suite 1275 Houston, TX 77098 Phone: (212) 897-1988 Fax: (646) 432-6887 Email: dw@mwinjurylaw.com aleksandra@mwinjurylaw.com 3. Dillon Inglis Counsel: Daniel H. Charest Burns Charest LLP 900 Jackson St., Suite 500 Dallas, TX 75202 Phone: (469) 904-4550 Fax: (469) 444-5002 Email: dcharest@burnscharest.com 4. James McNamara Counsel: Daniel H. Charest Burns Charest LLP 900 Jackson St., Suite 500 Dallas, TX 75202 Phone: (469) 904-4550 Fax: (469) 444-5002 Email: dcharest@burnscharest.com 5. Glaston Quashie, as Personal Representative of Arnold Anthony Counsel: Daniel H. Charest Burns Charest LLP 900 Jackson St., Suite 500 Dallas, TX 75202 Phone: (469) 904-4550 Fax: (469) 444-5002 Email: dcharest@burnscharest.com 6. Hollis Prime Counsel: Daniel H. Charest Burns Charest LLP 900 Jackson St., Suite 500 Dallas, TX 75202 Phone: (469) 904-4550 Fax: (469) 444-5002 Email: dcharest@burnscharest.com 7. Lyne James Counsel: Daniel H. Charest Burns Charest LLP 900 Jackson St., Suite 500 Dallas, TX 75202 Phone: (469) 904-4550 Fax: (469) 444-5002 Email: dcharest@burnscharest.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 Honx Inc. HONX Inc. is a subsidiary of Hess Corporation, a publicly-traded global energy company. HONX is the corporate successor of Hess Oil Virgin Islands Corporation, which owned and operated an oil refinery in St. Croix, U.S. Virgin Islands from the beginning of its construction in 1965 until a non-operating entity with minimal assets consisting primarily of a 50% ownership in a joint venture from 1998 to 2016, and post-2016 it has continued its corporate existence solely to manage its alleged asbestos liabilities related to the Refinery. Honx Inc. sought Chapter 11 bankruptcy protection (Bankr. S.D. Texas Case No. 22-90035) on April 28, 2022. The case is assigned to Judge Marvin Isgur. In the petition filed by Todd R. Snyder, as chief administrative officer, Honx Inc. estimated assets between $10 million and $50 million and estimated liabilities between $500 million and $1 billion. The Debtor tapped Kirkland & Ellis and Jackson Walker LLP as bankruptcy counsels; Piper Sandler Companies/TRS Advisors, LLC as financial advisor; and Bates White, LLC as asbestos consultant. Stretto, Inc. is the claims, noticing and solicitation agent. INSPIREMD INC: Incurs $4.5 Million Net Loss in First Quarter ------------------------------------------------------------ InspireMD, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $4.48 million on $1.18 million of revenues for the three months ended March 31, 2022, compared to a net loss of $3.24 million on $1.01 million of revenues for the three months ended March 31, 2021. As of March 31, 2022, the Company had $35.17 million in total assets, $5.47 million in total liabilities, and $29.70 million in total equity. As of March 31, 2022, the Company has the ability to fund its planned operations for at least the next 12 months from issuance date of the financial statement. However, the Company expects to continue incurring losses and negative cash flows from operations until its products (primarily CGuard EPS) reach commercial profitability. Therefore, in order to fund its operations until such time that the Company can generate substantial revenues, it may need to raise additional funds. Management Commentary Marvin Slosman, CEO of InspireMD, commented: "The first quarter marked important progress, as we continued to execute our commercial strategies, increase our market share, and grow revenue across most of our served markets in particular in Europe. The CGuard, with the unique MicroNet mesh for sustained cerebral protection, continues to demonstrate steady physician adoption by improving the endovascular standard of care for the prevention of stroke caused by carotid artery disease. Our focus on superior stent performance translates directly to best patient outcomes serving all vascular specialties. As we expand our delivery systems around CGuard, we expect to continue to grow our market share and drive conversion of surgeries to stenting. Our pipeline of innovative delivery solutions such as CGuard Prime and SwitchGuard are anticipated to launch early 2023, to facilitate greater utilization of our devices as first line solution for carotid artery disease management." "Ongoing enrollment in the C-Guardians IDE pivotal study in the United States has now expanded to include European participation, which we believe will continue to accelerate enrollment with experienced CGuard investigators," Mr. Slosman said. "We remain committed to our core mission to establish a new standard of care for addressing carotid artery disease and stroke prevention, delivering best patient outcomes both short and long term through stent performance, which delivers unmatched clinical results to this ever-expanding endovascular focused market. We believe our CGuard EPS stent with MicroNet mesh combined with the broadest range of new delivery options, will establish a new standard of care," Mr. Slosman added. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001433607/000149315222012567/form10-q.htm About InspireMD Headquartered in Tel Aviv, Israel, InspireMD -- http://www.inspiremd.com-- is a medical device company focusing on the development and commercialization of its proprietary MicroNet stent platform technology for the treatment of complex vascular and coronary disease. A stent is an expandable "scaffold-like" device, usually constructed of a metallic material, that is inserted into an artery to expand the inside passage and improve blood flow. Its MicroNet, a micron mesh sleeve, is wrapped over a stent to provide embolic protection in stenting procedures. InspireMD reported a net loss of $14.92 million for the year ended Dec. 31, 2021, a net loss of $10.54 million for the year ended Dec. 31, 2020, a net loss of $10.04 million for the year ended Dec. 31, 2019, and a net loss of $7.24 million for the year ended Dec. 31, 2018. As of Dec. 31, 2021, the Company had $39.71 million in total assets, $6.18 million in total liabilities, and $33.53 million in total equity. ION GEOPHYSICAL: Unsecureds to Get Less Than 1% of Claims in Plan ----------------------------------------------------------------- ION Geophysical Corporation and its Affiliated Debtors filed with the U.S. Bankruptcy Court for the Southern District of Texas a Disclosure Statement for Joint Chapter 11 Plan dated May 10, 2022. The Debtors' chapter 11 cases have been consolidated for procedural purposes only and are being jointly administered pursuant to Bankruptcy Rule 1015(b). Under the terms of the Restructuring Support Agreement, which are embodied in the Plan, the Supporting Creditors have agreed to (a) provide the Debtors with a $2.5 million debtor-in-possession financing facility (the "DIP Facility") and continued access to cash collateral, (b) to the extent the prepetition claims under the Revolving Credit Facility are not paid in full in cash, convert their remaining claims into an exit facility, and (c) convert their claims under the Second Lien Notes into 99.75% of the equity of the reorganized company, subject to dilution on account of the management incentive plan, in each case as set forth in that certain Restructuring Support Agreement, dated as of April 12, 2022 (the "Restructuring Support Agreement") and the chapter 11 plan of reorganization. The Plan includes a sale toggle feature allowing for potential sales to third parties supported by the lenders. ION Geophysical and its subsidiaries (collectively, "ION") have three primary business lines: seismic data assets (also known as the EPTS business segment), software, and devices. Accordingly, one or more of the business lines could be sold pursuant to the sale process with any remaining assets reorganized pursuant to the Plan. In the event all assets are sold pursuant to the sale process, the Debtors would not move forward with the plan of reorganization as it would no longer be necessary. This process will allow the Debtors to market test the transaction contemplated by the Restructuring Support Agreement and Plan and run a comprehensive marketing process to ensure the Debtors obtain the highest or otherwise best offer, or combination of offers, for the Debtors' assets. On April 12, 2022, the Debtors and the RCF Lenders (the "Supporting RCF Lenders") and certain Second Lien Noteholders (the "Supporting Second Lien Noteholders" and together with the Supporting RCF Lenders, the "Supporting Creditors") reached an agreement on the terms of a restructuring and entered into the Restructuring Support Agreement. As of the Petition Date, Supporting Creditors holding 100% of the RCF Claims and approximately 80.4% of the Second Lien Notes Claims have signed the Restructuring Support Agreement. More specifically, the Restructuring Support Agreement and Plan contemplate the following: * certain Supporting Creditors have committed to provide the Debtors with the DIP Facility and the use of cash collateral; * each holder of an RCF Claim shall receive (a) payment in cash in full, (b) to the extent not paid in full in cash, its pro rata share of an exit facility, or (c) reinstatement or modification of its RCF Claim as agreed to by the Debtors and the lenders; * each holder of a Second Lien Notes Secured Claim shall receive (a) its pro rata share of 99.75% of the equity of the reorganized debtors, subject to dilution on account of the management incentive plan; * each holder of a general unsecured claim shall receive its pro rata share of the GUC Recovery Pool; * the initial GUC Recovery Pool shall be $125,000 (the "Initial GUC Recovery Pool"); provided that (i) if the aggregate fees and expenses of the advisors to any official committee of unsecured creditors appointed in the chapter 11 cases (the "Committee") incurred during the chapter 11 cases (the "Incurred Committee Professional Fees") is less than the aggregate fees and expenses for the advisors to the Committee set forth in the Initial DIP Budget (the "Committee Professional Fee Allocation"), then the Initial GUC Recovery Pool shall be increased by the difference between the Committee Professional Fee Allocation and the Incurred Committee Professional Fees and (ii) if the Incurred Committee Professional Fees is greater than the Committee Professional Fee Allocation, then the Initial GUC Recovery Pool shall be reduced by the difference between the Incurred Committee Professional Fees and the Committee Professional Fee Allocation (in each case, the results of the foregoing calculations shall be referred to as the "GUC Recovery Pool"); provided, further that the GUC Recovery Pool shall never be less than $0; and * all prepetition preferred stock issued by ION Geophysical shall be cancelled, released, and extinguished. Class 5 consists of General Unsecured Claims. Except to the extent that a Holder of an Allowed General Unsecured Claim agrees to less favorable treatment, on the Effective Date, or as soon as reasonably practicable thereafter, in full and final satisfaction, compromise, settlement, release, and discharge of and in exchange for each Allowed General Unsecured Claim, each Holder thereof shall receive its Pro Rata share of the GUC Recovery Pool. This Class will receive a distribution of less than 1% of their allowed claims. The Debtors and the Reorganized Debtors shall fund distributions under the Plan with: (1) Cash on hand, including any Sale Proceeds, (2) the New Common Stock, and (3) the proceeds from the Exit Facility, if any. The Confirmation Hearing has been scheduled for July 6, 2022 at 9:30 a.m. in Courtroom 404 of the United States Court for the Southern District of Texas, located at 515 Rusk Street, Houston, Texas 77002. In addition, the Bankruptcy Court has set the deadline to object to confirmation of the Plan as June 27, 2022 at 5:00 p.m. Proposed Counsel for the Debtors: Katherine A. Preston, Esq. WINSTON & STRAWN LLP 800 Capitol Street, Suite 2400 Houston, Texas 77002 Telephone: (713) 651-2600 Facsimile: (713) 651-2700 Email: kpreston@winston.com - and - Timothy W. Walsh, Esq. 200 Park Avenue New York, New York 10166 Telephone: (212) 294-6700 Facsimile: (212) 294-4700 E-mail: twwalsh@winston.com - and - Daniel J. McGuire, Esq. Laura Krucks, Esq. 35 W Wacker Drive Chicago, IL 60601 Telephone: (312) 558-5600 Facsimile: (312) 558-5700 Email: dmcguire@winston.com lkrucks@winston.com About ION Geophysical Corp. Headquartered in Houston, Texas, ION (NYSE: IO) -- http://www.iongeo.com/-- is an innovative, asset light global technology company that delivers powerful data-driven decision-making offerings to offshore energy, ports and defense industries. The Company is entering a fourth industrial revolution where technology is fundamentally changing how decisions are made. The Company provides its services and products through two business segments -- E&P Technology & Services and Operations Optimization. Ion Geophysical Corp. and its affiliates sought Chapter 11 bankruptcy protection (Bankr. S.D. Tex. Lead Case No. 22-30987) on April 12, 2022. In the petition filed by Mike Morrison, as authorized signatory, Ion Geophysical estimated assets between $10 million and $50 million and estimated liabilities between $100 million and $500 million. The cases are assigned to Honorable Judge Bankruptcy Judge Christopher M. Lopez. WINSTON & STRAWN LLP, is the Debtor's counsel. FTI CONSULTING, INC., is the financial consultant and PERELLA WEINBERG PARTNERS LP is the investment banker. EPIQ CORPORATE RESTRUCTURING, LLC is the claims agent. JAGUAR HEALTH: Reports $18 Million Net Loss for First Quarter ------------------------------------------------------------- Jaguar Health, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss and comprehensive loss of $18.16 million on $2.63 million of product revenue for the three months ended March 31, 2022, compared to a net loss and comprehensive loss of $12.01 million on $1.24 million of product revenue for the three months ended March 31, 2021. As of March 31, 2022, the Company had $52.91 million in total assets, $44.80 million in total liabilities, and $8.11 million in total stockholders' equity. The Company, since its inception, has incurred recurring operating losses and negative cash flows from operations and has an accumulated deficit of $237.5 million as of March 31, 2022. The Company expects to incur substantial losses and negative cash flows in future periods. Further, the Company's future operations, including the operations of substantially owned Italian subsidiary, Napo EU S.p.A., which include the satisfaction of current obligations, are dependent on the success of the Company's ongoing development and commercialization efforts, as well as securing additional financing and generating positive cash flows from operations. There is no assurance that the Company will have adequate cash balances to maintain its operations. Jaguar said, "Although the Company plans to refinance its operations and cash flow needs through equity and/or debt financing, collaboration arrangements with either entities, license royalty agreements, as well as revenue from future product sales, the Company does not believe its current cash balances are sufficient to funds its operating plan through one year from the issuance of these unaudited condensed consolidated financial statements. The Company has an immediate need to raise cash. There can be no assurance that additional funding will be available to the Company on acceptable terms, or on a timely basis, if at all, or that the Company will generate sufficient cash from operations to adequately fund operating needs. If the Company is unable to obtain an adequate level of financing needed for the long-term development and commercialization of our products, the Company will need to curtail planned activities and reduce costs. Doing so will likely have an adverse effect on our ability to execute our business plan; accordingly, there is substantial doubt about the ability of the Company to continue in existence as a going concern." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001585608/000155837022007961/jagx-20220331x10q.htm About Jaguar Health Jaguar Health, Inc. -- http://www.jaguar.health-- is a commercial stage pharmaceuticals company focused on developing novel, sustainably derived gastrointestinal products on a global basis. The Company's wholly owned subsidiary, Napo Pharmaceuticals, Inc., focuses on developing and commercializing proprietary human gastrointestinal pharmaceuticals for the global marketplace from plants used traditionally in rainforest areas. Its Mytesi (crofelemer) product is approved by the U.S. FDA for the symptomatic relief of noninfectious diarrhea in adults with HIV/AIDS on antiretroviral therapy. Jaguar Health reported a net loss and comprehensive loss of $52.60 for the year ended Dec. 31, 2021, a net loss and comprehensive loss of $33.81 million for the year ended Dec. 31, 2020, a net loss and comprehensive loss of $38.54 million for the year ended Dec. 31, 2019, and a net loss of $32.15 million for the year ended Dec. 31, 2018. As of Dec. 31, 2021, the Company had $53.27 million in total assets, $41.41 million in total liabilities, and $11.85 million in total stockholders' equity. JAKKS PACIFIC: Incurs $3.9 Million Net Loss in First Quarter ------------------------------------------------------------ JAKKS Pacific, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $3.91 million on $120.88 million of net sales for the three months ended March 31, 2022, compared to a net loss of $24.05 million on $83.84 million of net sales for the three months ended March 31, 2021. As of March 31, 2022, the Company had $315.77 million in total assets, $259.14 million in total liabilities, $3.42 million in preferred stock, and $53.21 million in total stockholders' equity. As of March 31, 2022, the Company had working capital (inclusive of cash, cash equivalents and restricted cash) of $109.1 million, compared to $114.5 million as of Dec. 31, 2021, representing a decrease in working capital of $5.4 million during the three-month period ended March 31, 2022. Operating activities used net cash of $2.7 million during the three months ended March 31, 2022, as compared to using net cash of $7.0 million in the prior year period. The decrease in net cash used in operating activities year-over-year is primarily due to a lower net loss, partially offset by lower non-cash charges related to valuation adjustments for its convertible senior notes and preferred stock derivative liability. Other than open purchase orders issued in the normal course of business related to shipped product, the Company has no obligations to purchase inventory from its manufacturers. Investing activities used net cash of $1.8 million and $1.5 million for the three months ended March 31, 2022 and 2021, respectively, and consisted primarily of cash paid for the purchase of molds and tooling used in the manufacture of our products. Financing activities used net cash of $0.9 million and $0.2 million for the three months ended March 31, 2022 and 2021, respectively. The cash used in financing activities during the three months ended March 31, 2022, primarily consists of the repayment of the Company's 2021 BSP Term Loan of $0.2 million, and the repurchase of common stock for employee tax withholding of $0.6 million. The cash used in financing activities during the three months ended March 31, 2021 consists of the repurchase of common stock for employee tax withholding. As of March 31, 2022, the Company has $98.3 million of outstanding indebtedness under its first-lien secured term loan and the Company has no outstanding indebtedness under its senior secured revolving credit facility, aside from utilizing $17.2 million in letters of credit. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1009829/000118518522000591/jakkspacif20220331_10q.htm About Jakks Pacific JAKKS Pacific, Inc. -- www.jakks.com -- is a designer, manufacturer and marketer of toys and consumer products sold throughout the world, with its headquarters in Santa Monica, California. JAKKS Pacific's popular proprietary brands include Fly Wheels, Kitten Catfe, Perfectly Cute, ReDo Skateboard Co, X-Power, Disguise, Moose Mountain, Maui, Kids Only!; a wide range of entertainment-inspired products featuring premier licensed properties; and C'est Moi, a new generation of clean beauty. Jakks Pacific reported a net loss of $5.89 million for the year ended Dec. 31, 2021, a net loss of $14.14 million for the year ended Dec. 31, 2020, a net loss of $55.38 million for the year ended Dec. 31, 2019, compared to a net loss of $42.42 million for the year ended Dec. 31, 2018. As of Dec. 31, 2021, the Company had $357.05 million in total assets, $296.07 million in total liabilities, $3.07 million in preferred stock accrued dividends, and $57.90 million in total stockholders' equity. JAZZ ACQUISITION: S&P Upgrades ICR to 'B-', Outlook Stable ---------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Jazz Acquisition Inc. to 'B-' from 'CCC+'. The outlook is stable. S&P also raised the issue-level ratings on the first-lien and second-lien debt to 'B-' and 'CCC', respectively, from 'CCC+' and 'CCC-', respectively. The recovery ratings on the debt are unchanged. The stable outlook reflects improved credit ratios because margins have stabilized and remain positive. S&P expects Jazz's credit ratios to continue to improve. As commercial airlines are experiencing higher travel volume coming out of the pandemic, demand for parts is increasing both directly from airlines and from maintenance, repair, and overhaul (MRO) providers. The company's backlog has grown significantly over the past six months, which is a good sign for future organic revenue growth. Continued robust defense spending should also provide growth opportunities for a smaller, but growing portion of the business. In addition to higher revenue, S&P expects EBITDA margin improvement as Jazz continues to use cost-reduction strategies implemented during the pandemic. With higher revenue and EBITDA margins of 19%-21%, S&P expects debt to EBITDA to decline to 7x-7.4x in 2022 from 7.5x in 2021 and continue to improve thereafter. Solid cash flows provide Jazz with good near-term liquidity. While the company's limited capital spending needs have always benefitted liquidity, the pandemic and subsequent supply chain issues plus inflation have created some challenges. Jazz has been stocking up on inventory to get ahead of potential delivery delays and avoid delaying revenue. The investment in working capital could result in continuing cash outflows. However, the company should be able to pass a lot of the additional inflation-related costs onto customers, offsetting the impact. S&P expects free cash flow to remain positive throughout our forecast. Potential acquisitions could lead to further EBITDA growth and more debt. Jazz would be interested in acquisitions if they were a good strategic fit, including parts manufacturer approval (PMA), MRO, and both commercial and defense distribution businesses in the aerospace industry that would provide synergies. While these kinds of strategic acquisitions could be valuable, there is also the risk of adding significant debt to the balance sheet if the purchase price is sizable. S&P said, "The stable outlook reflects our expectation that credit ratios will gradually improve over the next several years, but uncertainties related to the commercial aerospace recovery and the company's financial policy remain. We expect debt to EBITDA of 7x-7.4x and free operating cash flow (FOCF) to debt of 1%-4% in 2022 with further improvement thereafter. "We could raise our ratings on Jazz if debt to EBITDA declined comfortably below 7x and FOCF to debt reached 5%, and we expected both to remain there, including likely acquisitions." This could occur if: -- The commercial aerospace market rebounded more quickly than expected; -- Cost reductions implemented during the pandemic were used long term; -- The company were able to manage working capital effectively to drive free cash flow; and -- The sponsor avoids aggressive financial policy decisions such as dividends or large debt-financed acquisitions. S&P could lower its ratings on Jazz if free cash flow were negative, straining liquidity, or if the company's capital structure were no longer sustainable over the long term. This could occur if: -- Sales volumes declined as uncertainty surrounding the pandemic continued to impact commercial air travel; -- Supply chain disruptions persisted longer than expected and cash flows turned negative as a result; or -- The company pursued large debt-financed acquisitions. ESG credit indicators: E-2 S-3 G-3 S&P said, "Social factors are a moderately negative consideration in our credit rating analysis of Jazz Acquisition Inc. Due to airlines grounding much of their fleets and delaying maintenance, Jazz saw a significant decline in demand and revenue declining up to 50%, affecting earnings and cash flow and weakening credit metrics. Credit ratios and liquidity will likely take until 2023 or 2024 to recover to prepandemic levels, but as domestic air travel has begun to rebound in the U.S., sales have increased significantly. Governance factors are also 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 the controlling owners. This also reflects the generally finite holding periods and a focus on maximizing shareholder returns." K.C. LEE 222 REALTY: Files for Bankruptcy Protection ---------------------------------------------------- Single Asset Real Estate K.C. Lee 222 Realty LLC returned to Chapter 11 bankruptcy in New Jersey. According to court filings, K.C. Lee 222 Realty 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 June 1, 2022 at 9:00 a.m. About K.C. Lee 222 Realty LLC K.C. Lee 222 Realty LLC is a Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)) K.C. Lee 222 Realty LLC previously sought Chapter 11 bankruptcy protection (Bankr. D.N.J. Case No. 20-10370) on Jan. 9, 2020. K.C. Lee 222 Realty again sought Chapter 11 bankruptcy protection (Bankr. D.N.J. Case No. 22-13480) on April 28, 2022. In the petition filed by Kyung Ye Lee, as member, K.C. Lee 222 Realty estimated assets and liabilities up to $50,000 each. The case is assigned to Honorable Bankruptcy Judge Stacey L Meisel. David L. Stevens, of Scura, Wigfield, Heyer & Stevens, is the Debtor's counsel. KOD GLOBAL: Files for Chapter 11 Bankruptcy Protection ------------------------------------------------------ Single Asset Real Estate KOD Global LTD LLC filed for chapter 11 protection in the Northern District of Georgia. SkyBeam Capital LLC, as servicer for SkyBeam Capital REIT, LLC, immediately filed a motion for relief from stay. According to SkyBeam, the Debtor has defaulted in making payments on a $489,000 loan secured by the Debtor's real property at 4790 Ashwell Lane, Suwanee, Georgia. According to SkyBeam, the Debtor's Chapter 11 case was filed [pro se] in a bad faith attempt to stop a pending foreclosure. According to court filings, KOD Global Ltd. 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 June 1, 2022 at 02:00 P.M. About KOD Global KOD Global LTD LLC is a Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)) and Railroad (as defined in 11 U.S.C. Sec. 101(44)). KOD Global sought Chapter 11 bankruptcy protection (Bankr. N.D. Ga. Case No. 22-20385) on May 2, 2022. In the petition filed by Shauna A. Johnson, as sole member, KOD Global estimated assets between $500,000 and $1 million and estimated liabilities between $100,000 and $500,000. William A. Rountree, of Rountree Leitman & Klein LLC, is the Debtor's counsel. KOSMOS ENERGY: Posts $1.4 Million Net Income in First Quarter ------------------------------------------------------------- Kosmos Energy Ltd. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing net income of $1.40 million on $659.07 million of total revenues and other income for the three months ended March 31, 2022, compared to a net loss of $90.77 million on $176.57 million of total revenues and other income for the three months ended March 31, 2021. As of March 31, 2022, the Company had $5.02 billion in total assets, $933.11 million in total current liabilities, $3.55 billion in total long-term liabilities, and $536.32 million in total stockholders' equity. Commenting on the Company's first quarter 2022 performance, Chairman and Chief Executive Officer Andrew G. Inglis said: "Kosmos had a strong first quarter operationally and financially, with production at the top end of guidance and free cash flow of around $220 million. We are continuing to invest in our differentiated portfolio which has the potential to grow production around 50% between 2022 and 2024 while increasing the gas weighting of our portfolio. This production growth combined with a reduction in capital spending as these projects come online should allow Kosmos to generate material, sustainable cash flow for its shareholders." "We made good progress with the balance sheet during the quarter, with the successful redetermination of the RBL and re-financing of the RCF. We also reduced net debt by over $300 million in the quarter, which coupled with strong EBITDAX performance, helped reduce leverage to around 1.9x. We remain well on track to meet our target of less than 1.5x by year end." "With low-cost, high margin oil assets that generate cash to pay down debt and invest in our deep portfolio of world-class gas assets, we believe we have the right portfolio at the right time. We are well positioned for the energy transition and believe we will have an increasingly important role to play in providing energy security to countries looking to diversify from current supply sources with cost competitive and geographically advantaged LNG." FINANCIAL UPDATE Around the end of the first quarter, Kosmos successfully completed the semi-annual redetermination of the RBL facility and re-financed the RCF. As part of the RBL re-determination, lenders approved a borrowing base capacity of $1.25 billion with outstanding borrowings of $0.9 billion as of March 31, 2022. The maturity of the RCF was extended to December 2024 with $250 million of commitments. During the quarter, Kosmos received approximately $118 million from Tullow following the completion of pre-emption for the additional Ghana interests acquired in October 2021. Kosmos' interest in the Jubilee and TEN fields has been reduced by approximately 3.5% and 7.7%, respectively. PetroSA's pre-emption process is still ongoing, however the impact is expected to be immaterial. Net capital expenditure for the first quarter of 2022, excluding acquisitions and divestitures, was approximately $101 million. Full year capital expenditure guidance for 2022 of $670 million remains unchanged for inflation (reduced from $700 million for Ghana pre-emption) reflecting the longer duration of Kosmos' supply agreements and mitigating actions taken. Kosmos exited the first quarter of 2022 with $2.2 billion of net debt and available liquidity of approximately $0.9 billion. Total net debt decreased in the quarter by approximately $330 million with the strong free cash flow and the Ghana pre-emption proceeds received from Tullow. Leverage fell from around 2.5x at year end 2021 to around 1.9x at the end of the first quarter of 2022. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1509991/000150999122000031/kos-20220331.htm About Kosmos Energy Kosmos is a full-cycle deepwater independent oil and gas exploration and production company focused along the Atlantic Margins. The Company's key assets include production offshore Ghana, Equatorial Guinea and the U.S. Gulf of Mexico, as well as a world-class gas development offshore Mauritania and Senegal. The Company also maintains a sustainable proven basin exploration program in Equatorial Guinea, Ghana and the U.S. Gulf of Mexico. Kosmos is listed on the NYSE and LSE and is traded under the ticker symbol KOS. Kosmos reported a net loss of $77.84 million in 2021, a net loss of $411.59 million in 2020, a net loss of $55.78 million in 2019, a net loss of $93.99 million in 2018, and a net loss of $222.79 million in 2017. As of Dec. 31, 2021, the Company had $4.94 billion in total assets, $530.95 million in total current liabilities, $3.88 billion in total long-term liabilities, and $529.24 million in total stockholders' equity. LD HOLDINGS: S&P Lowers Issuer Credit Rating to 'B', Outlook Neg. ----------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on LD Holdings Group LLC to 'B' from 'B+'. The outlook is negative. S&P said, "At the same time, we also lowered the debt rating on LD's senior unsecured notes to 'B'. Our recovery rating of '4' indicates our expectation of an average recovery (45%) in a simulated default scenario. "The one-notch downgrade reflects LD's poor operating performance and our expectation of leverage staying above 5.0x. The weaker-than-expected results are partially mitigated by debt to tangible equity 1.0x-1.5x for 2022. For the RTM ended March 31, 2022, LD's gross debt to adjusted EBITDA spiked to 7.9x versus 2.0x at year-end 2021. The rise in leverage is due to monumental decline in EBITDA, which as of March 31, 2022, was $280 million on a RTM (on $117 billion in originations) versus $968 million for full-year 2021 (on $136 billion in originations) and $2.45 billion as of March 31, 2021 (RTM basis on $127 billion in originations). The decline in profit is a combination of lower volume and declining gain-on-sale margins, which are normalizing from historical highs. As of March 31, 2022, LD's gain on sale margin declined to 1.96% from 2.23% the prior quarter and 2.98% as of March 31, 2021. LD's debt to tangible equity increased to about 1.4x from 0.9x at year-end 2021. "For the first quarter ended March 31, 2022, LD repurchased $97.5 million (16% of total issuance) of senior notes due 2028 at an average price of 87.9% of par. We take a balanced view of these open market repurchases. On one hand, the company is deleveraging its balance sheet--which we view favorably. On the other, LD is repurchasing debt below what was originally promised. Ultimately, we view these transactions as opportunistic. But if the company continues to repurchase debt at prices significantly below par, we could view it as a distressed exchange and de facto restructuring tantamount to default, so that we could lower the issue rating to default 'D'." The rise in mortgage interest rates will continue to create headwinds for the mortgage industry as origination volume is expected to decline primarily due to refinancing burnout. As of March 31, 2022, LD's origination volume declined to $21.5 billion from $29 billion the prior quarter and $41.5 billion in March 2021. The company's refinancing volume declined to $13.5 billion from $33.6 billion for the same time in 2021. S&P said, "In our opinion, LD's proportion of refinance relative to purchase volume is above industry average, which exposes it to earnings volatility associated with market cycles. Although refinancing tends to be correlated with interest rate cycles, homeowners also refinance for noncyclical reasons, such as life events or the desire to borrow against home equity. Still, we expect purchase volumes will be higher than refinance volumes for the foreseeable future." LD's on balance sheet MSRs were unchanged at about $2.0 billion compared with the prior quarter. While its servicing portfolio's unpaid principal balance (UPB) grew to $153 billion versus $130 billion same time a year earlier, its MSR retention rate has declined to 75% from 95% of its origination volume as the company looks to monetize MSRs for operational liquidity. The servicing book is about 70%-80% conventional (Fannie & Freddie) and 25%-20% government (Ginnie Mae). Servicing fee revenue increased about 35% year-over-year to $111 million. The company expects second-quarter origination volume of $13 billion-$18 billion with gain on sale margin further declining to 1.65% to 2.10% (1.96% as of March 31, 2022). The company does not expect to be profitable this year and has suspended its dividends. During the quarter, S&P saw company raise additional liquidity by selling $312.9 million of MSRs and intends to continue to sell MSRs at attractive prices. Customers in forbearance declined to about 0.6% ($898.5 million UPB) as of March 31, 2022, from about 0.6% ($1.0 billion UPB) at year-end 2021. While the foreclosure moratorium has expired, S&P expects LD to maintain adequate liquidity access to meet potential rise in servicing advance requirements. LD had $554.1 million in cash on balance sheet at the end of the first quarter. S&P said, "The negative outlook reflects our expectation that, over the next 12 months, LD will operate with debt to tangible equity of 1.0x-1.5x and debt to EBITDA well over 6.0x before stabilizing next year. Our outlook also considers LD's challenging operating environment, EBITDA interest coverage of 1.0x-1.5x, modest market position, exposure to regulatory risk, and maintaining adequate liquidity to meet operational needs. "We could lower the ratings over the next 12 months if we expect debt to tangible equity to rise above 1.5x or EBITDA interest coverage drops and remains below 1.0x. We could also lower the ratings if any regulatory finding impedes LD's operating performance or if the company continues to buy back debt at distressed levels--which we could view as a de facto restructuring tantamount to default. "We could revise the outlook to stable if LD's EBITDA coverage remains well above 1.5x, debt to tangible equity of 1.0x-1.25x, and leverage declines towards 5.0x. An upgrade is unlikely in the next 12 months." LIVEWELL ASSISTED: Unsecureds Will Get 10% of Claims in 36 Months ----------------------------------------------------------------- Livewell Assisted Living, Inc., filed with the U.S. Bankruptcy Court for the Eastern District of North Carolina a Plan of Reorganization under Subchapter V dated May 9, 2022. The Debtor operates in the elder care space. Its business consists of a portfolio of eight assisted living facilities ("Care Homes") specializing in memory care, as well as a team of home health care workers who travel to clients' personal residences ("Home Care"). The Debtor's Plan of Reorganization is based upon the Debtor's belief that the interests of its creditors will be best served if it is allowed to reorganize. Payments to creditors shall be made from the proceeds of Debtor's continued operations. The Debtor shall make payments under the Plan from revenue generated by the continued operation of the Debtor's business. The Debtor shall make all payments called for under the Plan. Class 5 consists of General Unsecured Claims. This class will be impaired. Class 5 claims total $4,645,184 will be paid 10% of their respective claims totaling approximately $464,518 over a 36 month period beginning on the twenty-fifth month following the Effective Date. In addition to these monthly payments beginning on the 25th month following the Effective Date, the Debtor will make annual payments to Class 5 within thirty days of the conclusion of the twelfth, twenty-fourth, thirty-sixth, forty-eighth, and sixtieth months following the effective date. The Debtor will draw down to one month's operating capital of $312,765. Any amount in the Debtor's account in excess of $312,765 will be divided equally between Classes 5 and 7. Class 7 consists of all equity interests, including but not limited to that of Justin Beckett. The Debtor will make annual payments to Class 7 within 30 days of the conclusion of the twelfth, twenty-fourth, thirty-sixth, forty-eighth and sixtieth months following the effective date. Any amount in the Debtor's account in excess of $312,765 will be divided equally between Classes 5 and 7. The Debtor intends to implement and execute this Plan through the normal operation of its business. A full-text copy of the Plan of Reorganization dated May 9, 2022, is available at https://bit.ly/3FOFbRv from PacerMonitor.com at no charge. Attorney for Debtor: Travis Sasser, Esq. Sasser Law Firm 2000 Regency Parkway, Suite 230 Cary, NC 27518 Telephone: (919) 319-7400 Facsimile: (919) 657-7400 Email: tsasser@carybankruptcy.com About Livewell Assisted Living Livewell Assisted Living, Inc., a part of the continuing care retirement communities industry, filed its voluntary petition for Chapter 11 protection (Bankr. E.D.N.C. Case No. 22-00264) on Feb. 7, 2022, listing up to $500,000 in assets and up to $10 million in liabilities. Justin Beckett, president, signed the petition. Judge David M. Warren oversees the case. Travis Sasser, Esq., at Sasser Law Firm, is the Debtor's legal counsel. LOOT CRATE: Two Unsecured Creditors Resign From Committee --------------------------------------------------------- The U.S. Trustee for Regions 3 and 9 disclosed in a court filing the resignation of Major League Baseball Properties, Inc. and Brian Laibow from the official committee of unsecured creditors in the Chapter 11 case of Old LC, Inc., formerly known as Loot Crate, Inc. The bankruptcy watchdog also disclosed the removal of Worldpay, LLC following the settlement of its claims against Old LC. As of May 12, the remaining members of the committee are: 1. Something Inked Attention: Oliver Landry 1018 Elm Hill Pike Nashville-Davidson, TN 37210 Phone: 615-946-1289 Fax: 615-499-4227 2. R.R. Donnelley Attention: Robert Larson 4101 Winfield Road Warrenville, IL 60555 Phone: (630) 322-6006 Fax: (630) 322-6873 3. K&S Specialty Products Attention: Kyle Fitzpatrick 25526 Hardy Pace Stevenson Ranch, CA 91381 Phone: 661-755-2250 4. Just Funky, LLC Attention: Rajnish Arora 4160 Highlander Parkway, Suite 100 Richfield, OH 44286 Phone: 234-249-0145 About Old LC Inc. Founded in 2012, Old LC, Inc. formerly known as Loot Crate Inc., is a worldwide leader in fan subscription boxes. It partners with industry leaders in entertainment, gaming, sports, and pop culture to deliver monthly-themed crates; produces interactive experiences and digital content; and films original video productions. Since 2012, the company has delivered more than 32 million crates to fans in 35 territories across the globe. Old LC and three affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 19-11791) on Aug. 11, 2019. Loot Crate was estimated to have less than $50 million in assets and $50 million to $100 million in liabilities as of the bankruptcy filing. The Debtors tapped Bryan Cave Leighton Paisner, LLP as lead counsel; Robinson & Cole, LLP as Delaware and conflicts counsel; FocalPoint Securities, LLC, as investment banker; Portage Point Partners as financial advisor; and Mark Palmer of Theseus Strategy Group as chief transformation officer. Bankruptcy Management Solutions, Inc., which conducts business under the name Stretto, is the claims agent and maintains the site https://case.stretto.com/lootcrate. Andrew Vara, U.S. Trustee for Regions 3 and 9, appointed an official committee of unsecured creditors in the Debtor's Chapter 11 case on Aug. 22, 2019. The committee retained Morris James, LLP as counsel; Dundon Advisers, LLC as financial advisor; and FocalPoint Securities, LLC as investment banker. MARVIN KELLER: U.S. Trustee Appoints Creditors' Committee --------------------------------------------------------- The U.S. Trustee for Region 10 appointed an official committee to represent unsecured creditors in the Chapter 11 case of Marvin Keller Trucking, Inc. The committee members are: 1. Joy Short 309 Fairview Ave. Mt. Sterling, KY 40353 Phone: 859-274-7085 Email: joybethshort@yahoo.com 2. Conner Short, minor c/o Joy Short, parent 309 Fairview Ave. Mt. Sterling, KY 40353 Phone: 859-274-7085 Email: joybethshort@yahoo.com 3. Garrett Short 309 Fairview Ave. Mt. Sterling, KY 40353 Phone: 859-497-1269 Email: gshort03@icloud.com 4. The Estate of Christopher Short c/o Joy Short, Administratrix 309 Fairview Ave. Mt. Sterling, KY 40353 Phone: 859-274-7085 Email: joybethshort@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 Marvin Keller Trucking Marvin Keller Trucking, Inc. operates a nationwide commercial trucking operation, with its headquarters located in Sullivan, Ill. 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, president and chief executive officer, Marvin Keller Trucking listed up to $10 million in assets and up to $50 million in liabilities. Judge Mary P. Gorman oversees the case. Sumner A. Bourne, Esq., at Rafool & Bourne, PC, is the Debtor's legal counsel. MINESEN COMPANY: Unsecureds Will Get 100% with Interest in Plan --------------------------------------------------------------- The Minesen Company filed with the U.S. Bankruptcy Court for the District of Hawaii a Disclosure Statement for Amended Chapter 11 Plan dated May 10, 2022. Minesen, a small business from Denver, Colorado, was created for the purpose of acquiring and fulfilling government contracts. Minesen was founded by three partners, including Max Jensen's father. After several years of negotiations, on February 1, 1993, Minesen and the Army Morale, Welfare and Recreation Fund ("MWR" or the "Fund") entered into Contract No. NAFBA3–93–C–0001 (the "Contract") which provided that Minesen would construct and operate, for a term of thirty-two years, a transient lodging facility at Schofield Barracks in central O'ahu, and Lease No. DACA84–1–91–14. Due to AMWR's continuing attempt to terminate its Contract, the Debtor filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code in the Bankruptcy Court for the District of Hawaii on July 4, 2019. Class 3 consists of Allowed General Unsecured Claims. In its Schedule F, Debtor has listed approximately $203,000.00 in valid General Unsecured Claims (not contingent, liquidated, undisputed). Another $188,708.14 in general unsecured claims have been filed. Class 3 is unimpaired. The holder of an Allowed General Unsecured Claim shall receive, on account of its Allowed General Unsecured Claim, in full and complete satisfaction, discharge and release thereof: (i) Cash in the amount equal to the holder's Allowed Class 3 Claim, on the later of (a) the Effective Date; and (b) the date on which an order allowing such Claim becomes a Final Order, and, in each case, or as soon thereafter as is practicable, and (ii) interest on the Allowed Class 3 Claim, from the Petition Date through the Effective Date, at the Federal Judgment Rate. Class 4 consists of the Allowed Claim of Pangolin totaling $5,900,000.00, plus applicable interest, based on the Subrogation Agreement by and between the Debtor and Pangolin dated June 18, 2019. Pangolin's Allowed Class 4 Claim shall be converted to equity in the Reorganized Debtor, pari pasu with the existing Allowed Class 5 Equity Interests, based on a valuation of the Debtor as of the Effective Date, in accordance with the Memorandum Decision. Class 5 consists of the Allowed Equity Interests in the Debtor, which is held by Max Jensen. Max Jensen, shall retain his Allowed Equity Interests in the Reorganized Debtor; subject, however, to dilution by the Pangolin Claim in Class 4 on the Effective Date. The Plan satisfies section 1129(a)(11) of the Bankruptcy Code, because the Debtor's projections show that the Debtor will continue to operate post-confirmation and generate sufficient revenue to pay claims in the ordinary course of business. Liquidation Analysis shows that the Debtor believes that if the Debtor's assets were liquidated in Chapter 7, the unsecured creditors would receive less than they would under the Plan on account of their respective claims. Under the Plan, general unsecured creditors in Class 3 will receive 100% of their Allowed Claim, plus interest at the Federal Judgment Rate. Based on the Liquidation Analysis, the Debtor believes that Holders of Claims and Equity Interests will receive value, as of the Effective Date, equal to or greater under the Plan than such Holders would receive under a chapter 7 liquidation. The Confirmation Hearing has been scheduled for July 25, 2022 at 2:00 p.m., before Honorable Robert J. Faris, United States Bankruptcy Court for the District of Hawaii, 1132 Bishop Street, Suite 250L, Honolulu, Hawaii 96813. A full-text copy of the Disclosure Statement dated May 10, 2022, is available at https://bit.ly/3weWCaT from PacerMonitor.com at no charge. Attorneys for Debtor: Johnathan C. Bolton, Esq. Christopher P. St. Sure, Esq. Goodsill Anderson Quinn & Stifel 999 Bishop Street, Suite 1600 Honolulu, HI 96813 Tel: (808) 547-5600 Fax: (808) 547-5880 Email: jbolton@goodsill.com cstsure@goodsill.com About The Minesen Company The Minesen Company -- http://www.innatschofield.com/-- owns a transient military lodging facility at Schofield Barracks in central Oahu known as the Inn at Schofield Barracks. Amenities include queen-sized beds, coffee maker, refrigerator, microwave, television, Internet, air conditioning, laundry, and 24-hour convenience store. The Minesen Company filed a petition for Chapter 11 protection (Bankr. D. Hawaii Case No. 19-00849) on July 4, 2019, listing up to $50 million in assets and up to $10 million in liabilities. Max Jensen, president of The Minesen Company, signed the petition. Judge Robert J. Faris oversees the case. Goodsill Anderson Quiin & Stifel and Snell & Wilmer, LLP serve as the Debtor's general bankruptcy counsel and special counsel, respectively. MODERN RENTAL HOMES: Files for Chapter 11; Creditor Seeks Dismissal ------------------------------------------------------------------- Single Asset Real Estate Modern Rental Homes LLC filed for chapter 11 protection in the Southern District of Texas. According to court documents, Modern Rental Homes estimates between 1 and 49 unsecured creditors. The petition states that funds will be available to unsecured creditors. The Burrell Family Irrevocable Trust filed an emergency motion for entry of an order of dismissal of the Debtor's case pursuant to Sections 105(a) and 1112 of the Bankruptcy Code. Following three lawsuits filed recently to delay foreclosure and with a foreclosure sale set to begin at 11:00 a.m. on May 3, 2022, the Debtor filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code. The Debtor is a Texas limited liability company. The Debtor's member, Clement Aldridge, executed the voluntary petition on behalf of the Debtor. The Debtor has not retained an attorney to file the voluntary petition or otherwise appear in the Bankruptcy Case. "In this instance, it is beyond argument that Clement Aldridge has taken actions in violation of the Bankruptcy Code and other applicable law to avoid foreclosure. Clement Aldridge has committed an unauthorized practice of law by filing the petition on behalf of the limited liability company Debtor. This Bankruptcy Case was filed in bad faith in order to stop a foreclosure sale and the petition is void as Clement Aldridge cannot represent the limited liability company in the Bankruptcy Case," the Burrell Family Irrevocable Trust said in court filings. About Modern Rental Homes LLC Modern Rental Homes LLC is a Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)). Modern Rental Homes LLC sought Chapter 11 bankruptcy protection (Bankr. S.D. Tex. Case No. 22-31224) on May 3, 2022. In its petition, Modern Rental Homes 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 Christopher M. Lopez. MYOMO INC: Incurs $2.8 Million Net Loss in First Quarter -------------------------------------------------------- Myomo, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $2.81 million on $3.87 million of revenue for the three months ended March 31, 2022, compared to a net loss of $2.96 million on $2.34 million of revenue for the three months ended March 31, 2021. As of March 31, 2022, the Company had $17.98 million in total assets, $5.11 million in total liabilities, and $12.87 million in total stockholders' equity. Management Commentary "First quarter product revenue was in line with our expectations, with growth reflecting a higher number of MyoPro units sold, strong results in international markets and a leveling off in ASP-related growth as the percentage of product revenue from the direct-billing channel matures," stated Paul R. Gudonis, Myomo's chairman and chief executive officer. "Pipeline additions grew during the quarter due to a combination of new leads from our marketing efforts and from previously interested patients who are now moving ahead to obtain a MyoPro. We continue to adapt and expand the breadth of our marketing and patient education strategies in the dynamic online environment to cost-effectively introduce the MyoPro to more candidates. "Our joint venture in China is nearing the start-up of operations, with receipt of the initial $1.0 million license payment during the first quarter. We expect operations to launch in the second half of this year after payment of the remainder of the license fee, which is expected before the end of the second quarter. In Europe, our sales organization has been very effective in raising awareness of the MyoPro, particularly in Germany where we have been reimbursed by statutory health insurance plans that cover 52% of the population," he added. "In support of our goal to better control our supply chain, in-house manufacturing of the MyoPro2+ began during the quarter and is proceeding well. In addition, there have been no major changes with respect to reimbursement from our largest payer, where we continue to receive new authorizations and payment after filing post-delivery appeals. We further diversified our payer base with first-time authorizations during the quarter from several Medicare Advantage programs and state Blue Cross Blue Shield plans." Gross margin for the first quarter of 2022 was 66.7%. Gross margin on product revenue was 55.0%, compared with 73.3% for the first quarter of 2021. The decrease reflected a larger number of deliveries, which is when the Company records cost of goods sold, compared with the number of revenue units. Deliveries increased during the quarter as the Company successfully completed its transition to in-house fabrication of the MyoPro2+. In addition, gross margin was affected by one-time costs associated with the termination of the contract with the Company's third-party fabrication partner and higher material costs. Operating expenses for the first quarter of 2022 were $5.3 million, an increase of 14% compared with the first quarter of 2021. The increase was driven primarily by higher payroll and advertising costs. Operating loss for the first quarter of 2022 decreased to $2.7 million from $2.9 million for the first quarter of 2021. Adjusted EBITDA for the first quarter of 2022 was negative $2.4 million, compared with negative $2.7 million for the first quarter of 2021. Cash and cash equivalents as of March 31, 2022 were $12.9 million. Cash used in operating activities was $2.3 million for the first quarter of 2022. The Company continues to believe its existing cash is sufficient to fund operations for at least the next 12 months. Business Outlook "As the growing pipeline of MyoPro candidates converts into orders, we continue to expect year-over-year product revenue growth in 2022. Assuming receipt of the final payment of the license fee from our joint venture partner in China, $1.7 million of license revenue is expected to be recorded in the second quarter. Second quarter product revenues will reflect how much of the roughly $6.0 million of potential revenue in backlog we are able to recognize, along with our ability to generate new fill orders from the O&P, VA and international channels. We are diligently working to grow the pipeline while deploying creative ways to adapt to a changing marketing environment," said Gudonis. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001369290/000156459022019527/myo-10q_20220331.htm About Myomo Headquartered in Cambridge, Massachusetts, Myomo, Inc. -- http://www.myomo.com-- is a wearable medical robotics company that offers expanded mobility for those suffering from neurologicaldisorders and upper limb paralysis. Myomo develops and markets the MyoPro product line. MyoPro is a powered upper limb orthosis designed to support the arm and restore function to the weakened or paralyzed arms of patients suffering from CVA stroke, brachial plexus injury, traumatic brain or spinal cord injury, ALS or other neuromuscular disease or injury. Myomo reported a net loss of $10.37 million for the year ended Dec. 31, 2021, a net loss of $11.56 million for the year ended Dec. 31, 2020, a net loss of $10.71 million for the year ended Dec. 31, 2019, and a net loss of $10.32 million for the year ended Dec. 31, 2018. As of Dec. 31, 2021, the Company had $20.10 million in total assets, $4.69 million in total liabilities, and $15.41 million in total stockholders' equity. NATIONAL CINEMEDIA: Incurs $25.2 Million Net Loss in First Quarter ------------------------------------------------------------------ National Cinemedia, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss attributable to the company of $25.2 million on $35.9 million of revenue for the three months ended March 31, 2022, compared to a net loss attributable to the company of $19.4 million on $5.4 million of revenue for the three months ended April 1, 2021. As of March 31, 2022, the Company had $821.6 million in total assets, $1.24 billion in total liabilities, and a total deficit of $421.4 million. COVID-19 Pandemic The Company stated "All of the theaters within our network are open and an increasing number of major motion pictures have been released during the fourth quarter of 2021 and the first quarter of 2022, resulting in the highest attendance numbers within our network since the start of the COVID-19 pandemic. While network attendance increased substantially, it remained below historical first quarter levels due primarily to an approximate 57% decrease in the number of films released versus the first quarter of 2019. Fewer films and lower overall industry attendance resulted in lower in-theater advertising revenue. The movie slate for the remainder of 2022 looks strong due to the addition of major motion pictures that had been delayed in 2020 and 2021 and the reestablishment of exclusive release windows by most studios. As of the release date, less severe variants of the COVID-19 virus continue to circulate throughout the United States and may lead to increased health and safety regulations and restrictions, we do not expect them to have a meaningful impact on consumer movie-going behavior. "Given the lower revenue levels and future market uncertainties, the Company continued to manage its liquidity position through various cost-control measures. Since the beginning of the COVID-19 pandemic, NCM LLC has significantly reduced payroll related costs through a combination of temporary measures as well as permanent headcount reductions of approximately 45% of our workforce as compared to headcount levels prior to the COVID-19 pandemic. Much of NCM LLC's non-employee related operating cost structure is variable based on the level of advertising revenue and theater attendance. Costs such as theater access fees, network affiliate payments and platinum spot revenue share payments were not incurred during periods when the theaters were closed and were reduced for the period of time that attendance and theatrical release schedules were lower than historical levels. "Following the reopening of all of the theaters within our network, release of major motion pictures and the resulting increase in attendance, these costs have increased towards historical levels." NCM LLC's cash balance as of March 31, 2022 was $76.2 million. Including the $38.9 million at NCM, Inc, the Company had $115.1 million of cash, cash equivalents and investments as of March 31, 2022. Dividend The Company announced that its Board of Directors has authorized the Company's quarterly cash dividend of $0.03 per share of common stock. The dividend will be paid on June 7, 2022 to stockholders of record on May 23, 2022. This quarterly dividend will allow the Company to continue to pay a regular quarterly dividend for the foreseeable future at the discretion of the Board of Directors consistent with the Company's intention to distribute substantially all its free cash flow to stockholders through its quarterly dividend. A slightly lower dividend will also provide the Company with increased financial flexibility. The declaration, payment, timing and amount of any future dividends payable will be at the sole discretion of the Board of Directors who will take into account general economic and advertising market business conditions, the Company's financial condition, available cash, current and anticipated cash needs, and any other factors that the Board of Directors considers relevant which includes short-term and long-term impacts to the Company related to the COVID-19 pandemic and restrictions under the NCM LLC Credit Agreement. From the CEO Commenting on the Company's first quarter 2022 operating results and future outlook, NCM CEO Tom Lesinski said, "We are pleased with the strong start to the year with the first quarter exceeding our revenue expectations. The quarter also marks our fourth straight quarter of meaningful year-over-year increases in advertising revenue." Mr. Lesinski concluded, "With the launch of NCMx, a state-of-the-art data management and analytics platform, a promising summer movie slate and a successful series of upfront meetings in advance of the start of the television upfront selling season, we are well positioned for significant revenue growth over the next several quarters." 2022 Outlook Due to the continued uncertainties related to the COVID-19 pandemic over the near term and the impact of changes in consumer behavior on attendance following the reopening of the theaters, the Company is only providing revenue and Adjusted OIBDA guidance for the second quarter of 2022. The Company expects to earn revenue of $63.0 to $70.0 million and Adjusted OIBDA of $12.5 million to $18.5 million for the second quarter of 2022. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1377630/000137763022000082/ncminc-20220331.htm About National CineMedia Inc. National CineMedia (NCM) is a cinema advertising network in the U.S. NCM's Noovie pre-show is presented exclusively in 50 leading national and regional theater circuits including AMC Entertainment Inc. (NYSE:AMC), Cinemark Holdings, Inc. (NYSE:CNK) and Regal Entertainment Group (a subsidiary of Cineworld Group PLC, LON: CINE). NCM's cinema advertising network offers broad reach and audience engagement with over 20,700 screens in over 1,600 theaters in 195 Designated Market Areas (all of the top 50). NCM Digital and Digital-Out-Of-Home (DOOH) go beyond the big screen, extending in-theater campaigns into online, mobile, and place-based marketing programs to reach entertainment audiences. National CineMedia, Inc. (NASDAQ:NCMI) owns a 47.4% interest in, and is the managing member of, National CineMedia, LLC. National Cinemedia reported a net loss attributable to the company of $48.7 million compared to a net loss attributable to the company of $65.4 million for the year ended Dec. 31, 2020. NEW BROUGHTON: Seeks to Hire Blanchard Law as Legal Counsel ----------------------------------------------------------- New Broughton Street, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Blanchard Law, 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. The firm's hourly rates are as follows: Attorneys $350 Associate Attorney $300 Paralegals $90 The firm will be paid a retainer in the amount of $20,000 and reimbursed for out-of-pocket expenses incurred. Jake Blanchard, Esq., a partner at Blanchard Law, 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: Jake C. Blanchard, Esq. Blanchard Law, P.A. 1501 Belcher Road South Unit 6B Largo, FL 33771 Tel: (727) 531-7068 Fax: (727) 535-2086 Email: jake@jakeblachardlaw.com About New Broughton Street, LLC New Broughton Street, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 8:22-bk-01438) on April 11, 2022. In the petition signed by Kris Callen, manager, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Catherine Peek McEwen oversees the case. Jake C. Blanchard, Esq., at Blanchard Law, P.A. is the Debtor's counsel. NEW ERA INVESTMENT: Case Summary & Four Unsecured Creditors ----------------------------------------------------------- Debtor: New Era Investment Properties LLC 10395 SW 67th Avenue Miami, FL 33156 Chapter 11 Petition Date: May 14, 2022 Court: United States Bankruptcy Court Southern District of Florida Case No.: 22-13834 Judge: Hon. Laurel M. Isicoff Debtor's Counsel: Joel Aresty, Esq. JOEL M. ARESTY PA 309 1st Ave. S. Tierra Verde, FL 33715 Tel: (305) 904-1903 Email: aresty@icloud.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Angel Bermudez, MGM. A full-text copy of the petition containing, among other items, a list of the Debtor's four unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/AOP33WA/New_Era_Investment_Properties__flsbke-22-13834__0001.0.pdf?mcid=tGE4TAMA NEW MOUNTAIN: Seeks Approval to Hire Avrum J. Rosen as Attorney --------------------------------------------------------------- New Mountain Laurel Resort & Spa, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire the Law Offices of Avrum J. Rosen, PLLC as its attorneys. The firm's services include advising the Debtor of its rights and duties, overseeing the preparation of reports, conducting investigation or litigation, and other legal services necessary to administer its bankruptcy estate. The firm's attorneys will be paid at customary rates. Partner time will be billed at the hourly rate of $625 while associate time will be billed at the hourly rate of $325 to $450. Paraprofessionals will charge $100 to $150 per hour. Avrum Rosen, Esq., a member of The Law Offices of Avrum J. Rosen, disclosed in a court filing that his firm is a "disinterested person" as defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Avrum J. Rosen, Esq. Nico G. Pizzo, Esq. Law Offices of Avrum J. Rosen, PLLC Down Town Association 38 New Street Huntington, NY 11743 Phone: (631) 423-8527 Fax: (631) 423-4536 Email: arosen@ajrlawny.com About New Mountain Laurel Resort & Spa, LLC New Mountain Laurel Resort & Spa, LLC is a Delaware limited liability company with its corporate office located at 139-27 Queens Blvd., Jamaica, New York 11435. New Mountain Laurel is a management company operating and managing the Mountain Laurel Resort, which is a 145-guest room hotel, resort and spa, and which includes 94 timeshare units located in the Pocono Mountains. The Resort's address is 81 Treetop Drive, White Haven, Pennsylvania 18661. New Mountain Laurel sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-40620) on March 25, 2022. In the petition signed by Ana Olson, independent manager, the Debtor disclosed $728,783 in assets and $6,712,758 in liabilities. Judge Jil Mazer-Marino oversees the case. Avrum J. Rosen, Esq., at Law Offices of Avrum J. Rosen, PLLC is the Debtor's counsel. NORTHWEST BIOTHERAPEUTICS: Incurs $14.2M Net Loss in First Quarter ------------------------------------------------------------------ Northwest Biotherapeutics, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $14.21 million on $403,000 of total revenues for the three months ended March 31, 2022, compared to a net loss of $4.12 million on $239,000 of total revenues for the three months ended March 31, 2021. As of March 31, 2022, the Company had $30.66 million in total assets, $151.18 million in total liabilities, and a total stockholders' deficit of $120.53 million. "We have experienced recurring losses from operations since inception. We have not yet established an ongoing source of revenues and must cover our operating expenses through debt and equity financings to allow us to continue as a going concern. Our ability to continue as a going concern depends on the ability to obtain adequate capital to fund operating losses until we generate adequate cash flows from operations to fund our operating costs and obligations. If we are unable to obtain adequate capital, we could be forced to cease operations," Northwest said. "We depend upon our ability, and will continue to attempt, to secure equity or debt financing. We cannot be certain that additional funding will be available on acceptable terms, or at all. Our management determined that there was substantial doubt about our ability to continue as a going concern within one year after the condensed consolidated financial statements were issued, and management's concerns about our ability to continue as a going concern within the year following this report persist," the Company said. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001072379/000141057822001218/nwbo-20220331x10q.htm About Northwest Biotherapeutics Headquartered in Bethesda, MD, Northwest Biotherapeutics, Inc. -- www.nwbio.com -- is a biotechnology company focused on developing personalized immune therapies for cancer. The Company has developed a platform technology, DCVax, which uses activated dendritic cells to mobilize a patient's own immune system to attack their cancer. Northwest reported net income of $179.13 million for the year ended Dec. 31, 2021, compared to a net loss of $529.82 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $40.16 million in total assets, $164.15 million in total liabilities, and a total stockholders' deficit of $123.99 million. OBLONG INC: Incurs $4.5 Million Net Loss in First Quarter --------------------------------------------------------- Oblong, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $4.54 million on $1.53 million of revenue for the three months ended March 31, 2022, compared to a net loss of $3.43 million on $1.92 million of revenue for the three months ended March 31, 2021. As of March 31, 2022, the Company had $24.23 million in total assets, $3.30 million in total liabilities, and $20.93 million in total stockholders' equity. "Our results in the first quarter are emblematic of larger themes cascading throughout the conventional workplace. IT leaders and facility planners are gradually re-opening traditional offices throughout the world while carefully measuring how and when employees choose to use those spaces. As the notion of 'hybrid work' becomes standardized, we believe interest in our products will gain more traction as companies (re)design purpose driven workspaces that draw current and prospective employees rather than relying on the status quo of pre-Covid laborious commutes and cubicles. While the market opportunity for Mezzanine percolates, we've also undertaken a detailed strategic review process to create optionality and opportunities for Oblong moving forward. This process has been underway throughout the first quarter and we plan to identify and communicate an optimal direction that builds shareholder value in both the near and long term," commented Pete Holst, president and CEO of Oblong. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0000746210/000074621022000031/glow-20220331.htm About Oblong Inc. Oblong, Inc. -- www.oblong.com -- is a provider of patented multi-stream collaboration products and managed services for video collaboration and network solutions. Oblong reported a net loss of $9.05 million for the year ended Dec. 31, 2021, a net loss of $7.42 million for the year ended Dec. 31, 2020, and a net loss of $7.76 million for the year ended Dec. 31, 2019. As of Dec. 31, 2021, the Company had $28.61 million in total assets, $3.11 million in total liabilities, and $25.50 million in total stockholders' equity. Iselin, New Jersey-based EisnerAmper LLP, the Company's auditor since 2010, issued a "going concern" qualification in its report dated March 29, 2022, citing that the Company has incurred losses and expects to continue to incur losses. These conditions raise substantial doubt about its ability to continue as a going concern. OCULAR THERAPEUTIX: Incurs $12.5 Million Net Loss in First Quarter ------------------------------------------------------------------ Ocular Therapeutix, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss attributable to common stockholders of $12.54 million on $13.19 million of total net revenue for the three months ended March 31, 2022, compared to net income attributable to common stockholders of $3.12 million on $7.34 million of total net revenue for the three months ended March 31, 2021. Net loss in the first quarter of 2022 included a $7.0 million non-cash increase in the fair value of the derivative liability associated with the Company's convertible notes, driven by a decrease in the price of its common stock during the quarter. Non-cash charges for stock-based compensation and depreciation and amortization were $4.8 million in the first quarter versus $3.7 million for the same quarter in 2021. As of March 31, 2022, the Company had $187.62 million in total assets, $107.83 million in total liabilities, and $79.80 million in total stockholders' equity. "We have had a solid start to the year," said Antony Mattessich, president and chief executive officer. "Following a slowdown in cataract surgeries in January due to a spike in COVID-19 infections as a result of the Omicron variant, we saw a rebound in sales as the quarter progressed, culminating in approximately 10,500 billable units sold to ASCs and HOPDs in March -- a monthly record by more than 500 units. Overall, net product revenue for DEXTENZA reached $12.5M, an 87% increase over same quarter of the prior year. In the pipeline, we also saw great progress in the quarter as we completed enrollment of the U.S. Phase 1 clinical trial for OTX-TKI, our treatment for wet-AMD, and began dosing subjects in our Phase 2 clinical trial for OTX-TIC, our glaucoma product candidate. We look forward to announcing data from the OTX-TKI trial in the third quarter and enrolling the OTX-TIC trial as quickly as possible. We have a lot to look forward to over the course of this year from both a commercial and pipeline perspective." Research and development expenses for the first quarter were $13.1 million versus $10.9 million for the comparable period in 2021 driven primarily by an increase in unallocated expenses, predominantly unallocated personnel costs, and increased clinical trial costs. Selling and marketing expenses in the quarter were $9.1 million as compared to $8.1 million for the same quarter in 2021, reflecting increased personnel costs associated primarily with an expansion of the commercial field force. General and administrative expenses were $7.6 million for the first quarter versus $7.7 million in the comparable quarter of 2021. As of May 6, 2022, the Company had 76.8 million shares outstanding As of March 31, 2022, the Company had $145.4 million in cash and cash equivalents versus $164.2 million at Dec. 31, 2021. Based on current plans and related estimates of anticipated cash inflows from DEXTENZA and anticipated cash outflows from operating expenses, the Company believes that existing cash and cash equivalents are sufficient to enable the Company to fund planned operating expenses, debt service obligations and capital expenditure requirements through 2023. This cash guidance is subject to a number of assumptions including the impacts from the ongoing COVID-19 pandemic; the revenues, expenses and reimbursement associated with DEXTENZA; and the pace of research and clinical development programs, among other aspects of the business. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1393434/000155837022007812/ocul-20220331x10q.htm About Ocular Therapeutix Headquartered in Bedford, MA, Ocular Therapeutix, Inc. -- http://www.ocutx.com-- is a biopharmaceutical company focused on the formulation, development, and commercialization of innovative therapies for diseases and conditions of the eye using its proprietary bioresorbable hydrogel-based formulation technology. Ocular Therapeutix's first commercial drug product, DEXTENZA, is FDA-approved for the treatment of ocular inflammation and pain following ophthalmic surgery. Ocular Therapeutix reported a net loss and comprehensive loss of $6.55 million for the year ended Dec. 31, 2021, a net loss and comprehensive loss of $155.64 million for the year ended Dec. 31, 2020, and a net loss and comprehensive loss of $86.37 million for the year ended Dec. 31, 2019. As of Dec. 31, 2021, the Company had $204.89 million in total assets, $116.89 million in total liabilities, and $88 million in total stockholders' equity. PAR 5 PROPERTY: Unsecureds to Get Nothing in Subchapter V Plan -------------------------------------------------------------- Par 5 Property Investments, LLC, d/b/a Auburn Valley Golf and Event Center, filed with the U.S. Bankruptcy Court for the Eastern District of California a Plan of Reorganization under Subchapter V. The Debtor is a California limited liability company with its principal place of business in Auburn, California, where it operated a wellknown golf course and event center. The real estate and all personal property were sold by the Chapter 11 Trustee, Mr. Walter Dahl, whose report of sale proceeds is attached as Exhibit A. This Plan provides that Mr. Dahl will complete the administration of the bankruptcy case, including the liquidation of any remaining assets, and will distribute the proceeds to creditors in compliance with the priorities established by the Bankruptcy Code. The Debtor is the proponent of this Plan. As of April 30, 2022, Trustee held $306,244.22 in his trustee operating account, which is not subject to any security interests, and thus is available in payment of administrative expenses of the bankruptcy case, priority unsecured allowed claims, and non priority unsecured allowed claims. Trustee anticipates that he will have sufficient funds on the Effective Date to: * Pay in full the administrative expenses then allowed; * Hold in reserve sufficient sums to pay in full administrative expenses anticipated to be allowed in the future; * Pay in full the allowed priority claims of Class 1 [wages]; * Pay in full the allowed priority claims of Class 2 [consumer deposits]: and, * Pay on a pro-rata basis the allowed priority claims of Class 3 [taxes]. The Trustee does not expect that the allowed general unsecured claims of Class 4 will receive any dividend under this Plan. In the event additional funds are received by Trustee from the sale of the ABC license, recovery of preferential transfers, or otherwise, such funds will be first used to pay in full any unpaid administrative expenses, and if funds then remain, to pay allowed Class 3 claims pro-rata until paid in full. In the event funds then remain, Trustee shall distribute such funds on a pro-rata basis to the holders of allowed claims of Class 4. In accordance with an order entered February 28, 2022, Trustee disbursed from the remaining net proceeds of sale of the Golf Course Assets payment in full of the claims secured by the Golf Course Assets which had not been previously paid. By reason of such disbursements, all secured claims against Debtor and the bankruptcy estate have been paid in full, including interest, attorney's fees and other allowed charges. After such disbursements, a surplus of $17,144.79 remained from the sale of the Golf Course Assets, which Trustee deposited into his general operating account. The final Plan payment is expected to be paid within twelve (12) months of the Effective Date (14 days following Confirmation of this Plan.) This may be extended for unforeseen circumstances, such as protracted litigation to collect and/or liquidate an asset. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 0 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. Class 4 consists of Non-priority unsecured creditors. Claims of Class 4 are scheduled by the Debtor in the total amount $2,828,820.68. Class 4 is impaired by the Plan. In the event funds of the estate remain after payment in full of allowed administrative expenses, allowed Class 1 claims, allowed Class 2 claims, and allowed Class 3 claims, holders of allowed Class 4 claims shall be paid prorata as funds are available, up to the full amount of the allowed claims. Based upon the information presently available to Trustee and to Debtor, it is not anticipated that the holders of allowed Class 4 claims will receive any dividend under the Plan. Class 5 consists of Equity security holders of the Debtor. Retain interests without modification as to nature, extent or validity. Upon confirmation, all assets of the estate shall remain in the estate under the supervision and control of the Trustee, and not revest in the Debtor. The Trustee shall continue to take all reasonable and cost-effective efforts to collect assets of the estate and convert such to cash, if necessary. The Trustee shall retain and may exercise the avoiding powers of §§ 544, 545, 547, 548, and 553 of the Code. As soon as practicable after the Effective Date, Trustee shall commence disbursements on account of allowed and administrative expenses, allowed Class 1 claims, allowed Class 2 claims, and allowed Class 3 claims. In determining the amounts to be disbursed, Trustee shall estimate the administrative expenses yet to be allowed and projected, and may elect to reserve sufficient funds pending the allowance of such expenses. A full-text copy of the Plan of Reorganization dated May 9, 2022, is available at https://bit.ly/3NhJuHU from PacerMonitor.com at no charge. Attorney for the Plan Proponent: Iain A. Macdonald, Esq. Daniel E. Vaknin, Esq. Macdonald Fernandez, LLP 914 Thirteenth Street Modesto, CA 95354 Telephone: (209) 521-8100 Facsimile: (415) 394-5544 Email: iain@macfern.com daniel@macfern.com About Par 5 Property Investments Auburn, Calif.-based Par 5 Property Investments, LLC, filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Cal. Case No. 21-22404) on June 29, 2021, listing $3,847,515 in assets and $5,096,824 in liabilities. Walter R. Dahl serves as Subchapter V trustee. Judge Fredrick E. Clement oversees the case. Iain A. Macdonald, and Daniel E. Vaknin, at MacDonald Fernandez, LLP, serve as the Debtor's bankruptcy attorneys. PARETEUM CORP: Case Summary & 30 Largest Unsecured Creditors ------------------------------------------------------------ Lead Debtor: Pareteum Corporation f/k/a Elephant Talk Communications Corp. 1185 Avenue of Americas 2nd Floor New York, New York 10036 Business Description: Pareteum Corporation is a cloud software communications platform company which provides communications platform-as-a- service (CPaaS) solutions offering mobility, messaging, and connectivity and security services and applications. It has operations in North America, Latin America, Europe, Middle East, Africa, and the Asia-Pacific region. Chapter 11 Petition Date: May 15, 2022 Court: United States Bankruptcy Court Southern District of New York Nine affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Pareteum Corporation 22-10615 Pareteum North America Corp. 22-10616 Devicescape Holdings, Inc. 22-10617 iPass, Inc. 22-10618 IPass IP LLC 22-10619 Pareteum Europe B.V. 22-10620 Artilium Group Ltd. 22-10621 Pareteum Asia Pte. Ltd. 22-10622 Pareteum N.V. 22-10623 Judge: Hon. Lisa G. Beckerman Debtors' Bankruptcy Counsel: Frank A. Oswald, Esq. Brian F. Moore, Esq. Amy M. Oden, Esq. TOGUT, SEGAL & SEGAL LLP One Penn Plaza, Suite 3335 New York, New York 10119 Tel: (212) 594-5000 Fax: (212) 967-4258 Email: frankoswald@teamtogut.com bmoore@teamtogut.com aoden@teamtogut.com Debtors' Special Counsel: KING & SPALDING LLP Debtors' Investment Banker: FTI CAPITAL ADVISORS, LLC Debtors' Financial Advisor: FTI CONSULTING, INC. Debtors' Notice, Claims & Balloting Agent: KURTZMAN CARSON CONSULTANTS LLC Total Assets: $52,043,000 Total Debts: $10,486,000 The petitions were signed by Laura W. Thomas, interim chief financial officer. A full-text copy of the Lead Debtor's petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/FTBREXA/Pareteum_Corporation__nysbke-22-10615__0001.0.pdf?mcid=tGE4TAMA Consolidated List of Debtors' 30 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. AT&T Mobility Trade Debt $3,410,578 Jeremiah Hillman 2900 W. Plano Parkway Plano, TX 75075 Tel: 502-657-9880 Email: jh8670@att.com 2. Gogo LLC Trade Debt $2,380,129 Maura Levine-Patton 111 N. Canal Street, Suite 1500 Chicago, IL 60606 Tel: 312-624-6368 Email: mlevine-patton@beneschlaw.com 3. T-Mobile Germany Trade Debt $1,648,519 Annika Michels Postfach 300 330 Bonn, 53183 Germany Tel:49-6151-5822326 Email: annika.michels@telekom.de 4. Channel Ventures Group, LLC Unsecured Note $1,440,000 Markwin Maring & M. Kloosterman Osakastraat 10 Rotterdam, 3047 AK Netherlands Tel: 31-651582511 Email: m.maring@channelholding.com; m.kloosterman@channelholding.com 5. Panasonic Avionics Corporation Trade Debt $895,794 Rafael Pulido Tax Department 11th Floor Two Riverfront Plaza Newark, NJ 07102 Tel: 949-595-5168 Email: rafael.pulido@panasonic.aero 6. T-Mobile In-Flight Wifi Trade Debt $889,528 Annika Michels Landgrabenweg 151 Bonn, 53227 Germany Tel: 49-6151-5822326 Email: annika.michels@telekom.de 7. T-Mobile Lufthansa Europe Trade Debt $590,612 Annika Michels 3800 Bridge Pkwy Redwood City, CA 94065 Tel: 49-6151-5822326 Email: annika.michels@telekom.de 8. Baker Tilly US, LLP Trade Debt $529,250 Christopher Krogh 11150 Santa Monica Blvd, Ste 600 Los Angeles, CA 90025 Tel: 310-826-4474 Email: christopher.krogh@bakertilly.com 9. United Airlines, Inc. Trade Debt $514,796 Gray, Jacqueline 233 South Wacker Drive Chicago, IL 60606 Tel: 346-265-3053 Email: jacqueline.gray@united.com 10. Rimini Street, Inc. Trade Debt $416,754 Daniel B. Winslow, EVP, Chief Legal Officer and Secretary 3993 Howard Hughes Parkway Suite 500 Las Vegas, NV 89169 Tel: 925-264-7736 Email: dwinslow@riministreet.com 11. BT Openzone Wifi Premium Trade Debt $412,721 Rob Payne, Sales Director BT Wi-fi Tel: 44-0-7860-547836 Email: rob.payne@bt.com 12. Spectrum Interactive PLC Trade Debt $371,056 Ronak Dalal, Steve Ellis 27 Melcombe Street London, NW1 6AG Great Britain Tel: 44-0-1442-205-515; 44-0-1442-205-509; 44-0-1442-205-5085 Email: ronak.dalal@spectruminteractive.co.uk; steveellis@spectruminteractive.co.uk 13. Fon Wireless Limited Trade Debt $335,793 Lucia Mirones Calle Quintanavides 15 Edificio 2 Planta 1 Madrid, 28050 Spain Tel: 34-626121157 Email: lucia.mirones@fon.com 14. Epiq Systems Ltd Trade Debt $331,270 Danny Hazeltine; Elliott Mura 77 Marsh Wall, 5th Floor London, E14 9SH United Kingdom Tel: 44-0-20-7367-9186; 44-0-20-7367-9119; 1-913-804-8420 Email: dhazeltine@epiqglobal.co.uk; emura@epiqglobal.com 15. RSM US LLP Trade Debt $326,179 Rob Frattasio 80 City Square Boston, MA 02129 Tel: 617-912-9000 Email: rob.frattasio@rsmus.com 16. Databricks Inc. Trade Debt $308,280 David Conte, CFO; Dakota McKenzie 160 Spear Street, Floor 13 San Francisco, CA 94105 Tel: 866-330-0121 603-512-1219 Email: dakota@databricks.com 17. Comcast Cable Communications Trade Debt $301,990 Reagan Evans 1701 JFK Blvd. Philadelphia, PA 19103 Tel: 512-571-0518 Email: reagan_evans@comcast.com 18. Wire and Wireless Co. Trade Debt $286,702 Kaoru Schichijo 3-13-3 Shibaura Minato-Ku Tokyo, Japan Tel: 81-3-3453-605 Email: schichijo@w12.co.jp 19. Cooley, LLP Trade Debt $262,864 Alpay, Ralph Ryan Monzor, Client Account Administrative Assistant 3 Embarcadero Center, 20th Floor San Francisco, CA 94111-4004 Tel: 415-693-2000 Email: ralpay@cooley.com 20. T-Mobile Netherlands B.V. Trade Debt $262,361 (DTAG) ZB Walderveen, Huub Van Het Waldorpstraat 60 2521 CC Den Haag, 2500 BG Netherlands Email: huub.van.het.walderveen@t-mobile.nl 21. McGuirewoods (BAU) Legal Fees Unliquidated Stephen Older 800 E. Canal Street Richmond, VA 23219-3916 Tel: 212-548-2122 Email: solder@mcguirewoods.com 22. Pareteum Shareholder Litigation Unliquidated Investor Group - Lead Kim E. Miller Kahn Swick & Foti, LLC 250 Park Avenue, 7th Floor New York, NY 10177 Tel: 212-696-3730 Email: kim.miller@ksfcounsel.com 23. Douglas Loskot Litigation Unliquidated Jeffrey F. Keller Keller Grover LLP 1965 Market Street San Francisco, CA 94103 Tel: 415-543-1305 Email: jfkeller@kellergrover.com 24. William Miller Ex Rel. Litigation Unliquidated Pareteum Corporation Thomas G. Amon Law Office of Thomas G. Amon 420 Lexington Avenue, Suite 1402 New York, NY 10170 Tel: 212-810-2430 Email: tamon@amonglaw.com 25. Wei Zhang Ex Rel. Pareteum Litigation Unliquidated Corporation Timothy Brown The Brown Law Firm, P.C. 240 Townsend Square Oyster Bay, NY 11771 Tel: 516-922-5427 Email: tbrown@thebrownlawfirm.net 26. Michael Shaw Ex. Rel. Pareteum Litigation Unliquidated Corporation Thomas J. McKenna; Gregory M. Egleston Gainey McKenna & Egeston 501 Fith Avenue, 19th Floor New York, NY 10017 Tel: 212-983-1300 Email: tjmckenna@gme-law.com 27. Edward Hayes, Juanita Litigation Unliquidated Silvera, and Brad Linton Benjamin Isaac Sachs-Michels; Brian E. Farnan 919 N Market St Wilmington, DE 19801 Tel: 212-935-7400 212-777-0300 Email: bsachmichaels@glancylaw.com; bfarnan@farnanlw.com 28. Sabby Volatility Warrant Litigation Unliquidated Master Fund, Ltd. Barry R. Lax 350 Fifth Avenue, Suite 4640 New York, NY 10118 Tel: 212-696-1999 Email: blax@laxneville.com 29. Gregory Lackey Litigation Unliquidated Gustavo F. Brucker 600 Third Avenue New York, NY 10016 Tel: 212-661-1100 Email: gfbruckner@pomlaw.com 30. Reuben Harmon Litigation Unliquidated Phillip Kim The Rosen Law Firm, P.A. 275 Madison Avenue, 40th Floor New York, NY 10016 Tel: 212-686-1060 Email: pkim@rosenlegal.com PIAGGIO AMERICA: Executes Purchase Agreement w/ Southwest Aviation ------------------------------------------------------------------ Piaggio America, Inc., submitted a Second Amended Disclosure Statement for Chapter 11 Plan of Liquidation dated May 9, 2022. The Plan is based upon the liquidation of substantially all of the Debtor's Assets through a court authorized auction sale pursuant to 11 U.S.C. § 363. The auction sale will be consummated on or before the Effective Date of the Plan. Following the Effective Date of the Plan, a Liquidating Trustee will hold the sale proceeds, monetize any remaining Assets, and pursue any Causes of Action, for the benefit of the creditors of the Debtor's Estate, and for payments of all Allowed Claims. As detailed in its Motion for Entry of Orders (A) Approving (I) Debtor's Entry Into Stalking Horse Agreement and Related Bid Protections, (II) Bidding Procedures in Connection with Sale of Aircraft Parts, and (III) Form and Manner of Notice of Sale and Sale Hearing Date; and (B) Authorizing and Approving the Sale of Debtor's Aircraft Parts Free and Clear of All Liens, Claims, Interests and Encumbrances ("Motion for Order Approving Auction Sale of Assets"), on April 22, 2022, Debtor and Southwest Aviation Specialties, Inc. ("SAS" or "Buyer") agreed to and executed that certain Purchase Agreement (the "Purchase Agreement"), which subject to Court approval, would allow the Debtor to sell its aircraft parts inventory, which constitute the majority of the Debtor's assets (the "Inventory") to SAS free and clear of all liens, claims and encumbrances for the purchase price of $575,000.00. The significant terms of the Purchase Agreement are as follows: * It is proposed that the Buyer purchase substantially all of the Inventory. * In consideration for the Inventory, Buyer will pay $575,000.00 (the "Purchase Price") to Debtor. * In accordance with the Purchase Agreement, the following overbid protections ("Overbid Protections") apply to the sale: (i) break-up fee of $25,000, which can be applied by Buyer, in Buyer's discretion, as a credit bid against competing offers from other potential purchasers (the "Break-Up Fee"), and (ii) all competing offers would be subject to an initial overbid of at least $600,000.00 with subsequent overbids in increments of $25,000.00 (the "Overbid Amounts"). * On the basis that the Buyer has executed a Non-Disclosure Agreement, the Seller shall provide Buyer with reasonable access during normal business hours to the premises, books and records of the Seller relating to the Inventory. The Buyer shall not be entitled to access any materials containing privileged communications or information about employees, disclosure of which might violate an employee's reasonable expectation of privacy. After the Closing, the Seller shall provide Buyer and its agent with reasonable access during normal business hours to the Seller's warehouse for 14 days after Closing for Buyer to coordinate for the shipment and/or removal of the Inventory from Debtor's warehouse. Class 1 consists of the Allowed Secured Claim of BMW Bank of North America. Except to the extent that the holder of the Allowed Class 1 Claim has been paid prior to the Effective Date or agrees to a different treatment, in full satisfaction, settlement and release of its Allowed Claim, the holder of the Allowed Class 1 Claim shall be paid its payoff balance, estimated to be approximately $6,900.00, in full in cash on or before the Effective Date. Class 3 consists of Allowed General Unsecured Claims, which generally includes any claims for damages resulting from the Debtor's rejection of executory contracts and unexpired leases. For the avoidance of doubt, Class 3 excludes the Allowed Unsecured Priority Claims and Subordinated General Unsecured Claims separately classified and treated in Classes 2 and 4 of the Plan. The estimated amount of Allowed General Unsecured Claims will be approximately $12,694,374, not including: (1) the claim of Piaggio Italy which, upon information and belief, is being significantly reduced and subordinated as part of a settlement agreement being finalized between Fast Enterprises and Piaggio Italy; and (2) a potential rejection damages claim of $23,737.95 related to the anticipated rejection of the Debtor's office and warehouse lease at 1515 and 1516 Perimeter Road, West Palm Beach, Florida 33406. Except to the extent that the holder of an Allowed General Unsecured Claim within Class 3 has been paid prior to the Effective Date or otherwise agrees to any different treatment of its scheduled or filed claim, each holder of Allowed Class 3 Claim shall receive Pro Rata distributions of the Liquidating Trust Assets in full satisfaction, settlement and release of their respective Allowed Claims. Class 4 consists of the General Unsecured Claim of National Union Fire Insurance Company of Pittsburgh, PA ("NUFIC") in the approximate amount of $2,095,704.27. See Proof of Claim No. 12. Accordingly, the Class 4 Claim of NUFIC is subordinated to the holders of claims in Classes 1, 2 and 3. The estimated amount of the claim is $2,095,704.27. The holder of the Class 4 Claim, NUFIC, shall only be entitled to a Distribution to the extent that the holders of Allowed Claims in Class 3 are paid 100% of the Allowed amounts of the Class 3 Claims. Debtor estimates that there will be no distribution to the holder of the Class 4 Claim. The Plan shall be funded from the Liquidation Trust Assets, including but not limited to cash held by the Debtor on the Effective Date and any proceeds from the sale, liquidation or other disposition of all or substantially all of the Debtor's Assets. A full-text copy of the Second Amended Disclosure Statement dated May 9, 2022, is available at https://bit.ly/3MhlWCO from PacerMonitor.com at no charge. Counsel for the Chapter 11 Debtor: Joaquin J. Alemany, Esq. Arthur E. Rosenberg, Esq. Edward M. Fitzgerald, Esq. HOLLAND & KNIGHT LLP 701 Brickell Avenue, Suite 3300 Miami, Florida 33131 Telephone: (305) 789-7763 Facsimile: (305) 789-7799 E-mail: joaquin.alemany@hklaw.com arthur.rosenberg@hklaw.com edward.fitzgerald@hklaw.com About Piaggio America West Palm Beach, Fla.-based Piaggio America Inc. -- http://www.piaggioaerospace.it/-- is a manufacturer of aerospace products and parts. It designs, develops, and supports unmanned aerial systems, business, special missions, and ISR aircraft and aero engines. Piaggio America filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Cal. Case No. 21 13491) on April 13, 2021. Paolo Ferreri, chief executive officer, signed the petition. In the petition, the Debtor disclosed $1 million to $10 million in assets and $10 million to $50 million in liabilities. Judge Erik P. Kimball presides over the case. Holland & Knight, LLP and Sonoran Capital Advisors, LLC serve as the Debtor's legal counsel and financial advisor, respectively. PROVENIR LLC: Case Summary & 11 Unsecured Creditors --------------------------------------------------- Debtor: Provenir, LLC 5723 University Heights Blvd., Suite 123 San Antonio, TX 78249 Business Description: Provenir, LLC provides employment services specializing in healthcare recruitment. Chapter 11 Petition Date: May 15, 2022 Court: United States Bankruptcy Court Western District of Texas Case No.: 22-50514 Judge: Hon. Michael M. Parker Debtor's Counsel: H. Anthony Hervol, Esq. LAW OFFICE OF H. ANTHONY HERVOL 4414 Centerview Dr., Suite 207 San Antonio, TX 78228 Tel: (210) 522-9500 Fax: (210) 522-0205 E-mail: hervol@sbcglobal.net Total Assets as of Dec. 31, 2021: $463,311 Total Liabilities as of Dec. 31, 2021: $1,258,237 The petition was signed by Brigitta M. Glick as managing member. A full-text copy of the petition containing, among other items, a list of the Debtor's 11 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/BBL5RBA/Provenir_LLC__txwbke-22-50514__0001.0.pdf?mcid=tGE4TAMA RDS CONSTRUCTION: Seeks Bankruptcy Protection in Texas ------------------------------------------------------ RDS Construction LLC filed for chapter 11 protection in the Southern District of Texas. The petition states that funds will be available to unsecured creditors. A teleconference meeting of creditors under 11 U.S.C. Sec. 341(a) is slated for May 31, 2022 at 1:00 p.m. at the office of the US Trustee. About RDS Construction RDS Construction LLC was formed September 6, 2017 as a limited liability corporation in the State of Texas and operates as a retail service company. Its primary income is derived from construction services for individual consumers looking to remodel their homes or businesses. RDS serves a local market in the Humble and Atascocita areas of Houston and works generally throughout Harris and the surrounding counties. RDS Construction sought Chapter 11 bankruptcy protection (Bankr. S.D. Tex. Case No. 22-31179) on May 2, 2022. In the petition filed by Louis J. Santoro, as secretary/treasurer, RDS Construction estimated assets between $100,000 and $500,000 and liabilities between $500,000 and $1 million. The case is assigned to Honrable Bankruptcy Judge Christopher M. Lopez. Michael L. Hardwick, of Michael Hardwick Law PLLC, is the Debtor's counsel. ROBERT E. SPRINGER: Unsecureds to Split $205K over 5 Years ---------------------------------------------------------- Robert E. Springer, III, M.D., P. C., filed with the U.S. Bankruptcy Court for the Northern District of Georgia a Plan of Reorganization dated May 9, 2022. In filing this Plan, the Debtor seeks to maintain its operations, save jobs, preserve relationships, and offer a better return for creditors than would result from a shutdown and liquidation. Holders of claims will receive a greater return under the Plan than they would in a liquidation of the Debtor's assets. This Plan provides for unsecured creditors to receive at least $205,000.00, which is substantially more than the amount that they would receive in a liquidation (if anything). Class 13 consists of General Unsecured Claims. The Reorganized Debtor shall make payment to the Holders of Class 13 Claims in the approximate total amount of $205,000.00 to be paid in equal monthly installments of $1,250 during the first year, $3,334 during the second year, $3,750 during the third year, $4,167 during the fourth year, and $4,584 during the fifth year, beginning on the Initial Distribution Date, to be distributed pro rata to Class 13 Claimants. Class 13 is Impaired and entitled to vote on the Plan. Class 14 consists of Equity Interests. The Reorganized Debtor shall not make any distributions or pay any dividends related to any Equity Interests unless and until all distributions related to all Allowed Claims in Classes 1-13 have been made in full. Holders of Equity Interests in the Debtor will retain those interests. Class 14 is Impaired and entitled to vote on the Plan. The source of funds for the payments pursuant to the Plan is the revenue generated by the Debtor from operation of the Debtor's business. In generating the monthly projections, the Debtor made certain assumptions regarding its future cash flow and expenditures. Specifically, the Debtor projects that its annual cash flow will increase 10% in the first year following the Effective Date and then 5% per year for the following four years. The Debtor anticipates higher growth in the first year based on continued post-Covid increase in aesthetic services, with more modest growth thereafter. Additionally, the Debtor projects that its variable operating expenses will increase by 5% per year during the same time period. The Debtor's projections are based on the Debtor's previous periods of revenue generation. The Debtor is able to reasonably project income and expenses based on such information. A full-text copy of the Plan of Reorganization dated May 9, 2022, is available at https://bit.ly/38u7Cbo from PacerMonitor.com at no charge. Attorney for Debtor: Benjamin R. Keck, 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 Robert E. Springer, III, M.D., P. C. Robert E. Springer, III, M.D., P. C., was formed by Dr. Robert Springer in 2002. In 2003, Dr. Springer opened the Debtor's doors. Initially, Dr. Springer adopted a traditional business model, working with all commercial insurers and Medicare. Robert E. Springer, III, M.D., P. C., filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-51065) on Feb. 8, 2022. The petition was signed by Robert E. Springer III, chief executive officer. At the time of filing, the Debtor estimated $1 million to $10 million in both assets and liabilities. Judge Barbara Ellis-Monro oversees the case. Benjamin R. Keck, Esq. at ROUNTREE, LEITMAN & KLEIN, LLC, is the Debtor's counsel. SAVANNAH CAPITAL: Seeks to Hire Blanchard Law as Legal Counsel -------------------------------------------------------------- Savannah Capital LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Blanchard Law, 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. The firm's hourly rates are as follows: Attorneys $350 Associate Attorney $300 Paralegals $90 The firm will be paid a retainer in the amount of $20,000 and reimbursed for out-of-pocket expenses incurred. Jake Blanchard, Esq., a partner at Blanchard Law, 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: Jake C. Blanchard, Esq. Blanchard Law, P.A. 1501 Belcher Road South Unit 6B Largo, FL 33771 Tel: (727) 531-7068 Fax: (727) 535-2086 Email: jake@jakeblachardlaw.com About Savannah Capital LLC Savannah Capital LLC is an asset management company based in Savannah, Georgia. Savannah Capital LLC sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 22-01431) on April 11, 2022. In the petition filed by Kris Callen, as manager, Savannah Capital estimated assets between $0 and $50,000 and liabilities between $1 million and $10 million. Jake C Blanchard, of Blanchard Law, P.A., is the Debtor's counsel. SONEV CONSTRUCTION: Wins Cash Collateral Access, $2MM DIP Loan -------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Utah authorized SoNev Construction LLC to, among other things, use cash collateral and obtain post-petition financing on a final basis. The Debtor is permitted to enter into a debtor-in-possession financing transaction with nFusion Capital, LLC, in which the DIP Lender will provide the Debtor with a credit facility up to $2,000,000 in which the Debtor can access when needed to make up for any shortfall in its operations or cash flow. As adequate protection, the DIP Lender is granted a priming first-priority lien and security interest in all existing and after acquired personal property of the Debtor (including without limitation accounts, contract rights, inventory, equipment, and general intangibles of the Debtor and all proceeds thereof); provided, however, that the DIP Lender's security interests will not prime existing purchase money security interests on any of the Debtor's tangible personal property. The Debtor is authorized to make adequate protection payments as and when due under the parties' respective agreements to these potentially secured creditors: a. Iron Capital Rentals USA -- $67,590 b. Advantage Leasing/ Associated Bank, N.A./Road Machinery LLC -- $1,372 c. Stearns Bank Equipment Finance -- $3,122 d. U.S. Small Business Administration -- $731 e. Road Machinery LLC/Financial Pacific Leasing -- $1,642 f. Komatsu Financial Limited Partnership -- $5,856 g. Deere & Company -- $1,306 h. Ford Motor Credit -- $781 i. Amur Equipment Finance -- $3,544 j. Balboa Capital -- $6,376 With respect to the Other Potentially Secured Creditors, the Court found that additional information and briefing will be necessary to determine whether the Other Potentially Secured Creditors' security interests are validly perfected and therefore entitled to adequate protection payments on a final basis. A final hearing on the matter is scheduled for June 16, 2022 at 2 p.m. A copy of the order is available at https://bit.ly/3Pj2YgK from PacerMonitor.com. About SoNev Construction LLC SoNev Construction offers surface mining solutions to the Southern Utah area. The Company has the resources to prepare mine sites, manage mine operations, excavate and develop new sub-divisions. SoNev Construction sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Utah Case No. 22-21037) on March 25, 2022. In the petition signed by Keith Gilbert, managing member, the Debtor disclosed up to $10 million in both assets and liabilities. Judge William T. Thurman oversees the case. Brian M. Rothschild, Esq., at Parsons Behle and Latimer is the Debtor's counsel. STEREOTAXIS INC: Incurs $4.1 Million Net Loss in First Quarter -------------------------------------------------------------- Stereotaxis, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $4.09 million on $7.04 million of total revenue for the three months ended March 31, 2022, compared to a net loss of $1.53 million on $8.62 million of total revenue for the three months ended March 31, 2021. As of March 31, 2022, the Company had $57.43 million in total assets, $19.52 million in total liabilities, $5.58 million in series A - convertible preferred stock, and $32.32 million in total stockholders' equity. At March 31, 2022, Stereotaxis had cash and cash equivalents, including restricted cash, of $36.9 million and no debt. "Stereotaxis demonstrated continued progress on capital adoption despite a challenging macro environment," said David Fischel, chairman and CEO. "We are focused on improving our internal commercial capabilities while navigating the external challenges and aggressively advancing the innovations that structurally transform our commercial opportunity." "During the first quarter, we successfully launched new robotic practices with physicians entirely new to our technology in each of the United States, Europe, and China. We are delighted to see utilization at these practices, and across the installed base of Genesis systems, far above global averages. Since our last call we received an additional order for a Genesis system. We continue to expect multiple near-term orders and remain confident in our guidance of annual revenue growth driven by adoption of Genesis." "We are methodically advancing a robust innovation pipeline including a novel accessible robot, proprietary ablation catheters, vascular navigation devices, and operating room connectivity solution. Progress remains consistent with previously provided timelines and we look forward to the impact these innovations will have in 2023 and beyond. Collectively, these technologies serve as the foundational product ecosystem for a preeminent medical robotics company which can broadly transform endovascular interventions." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001289340/000149315222012790/form10-q.htm About Stereotaxis Based in St. Louis, Missouri, Stereotaxis, Inc. -- http://www.stereotaxis.com-- designs, manufactures and markets an advanced robotic magnetic navigation system for use in a hospital's interventional surgical suite, or "interventional lab", that the Company believes revolutionizes the treatment of arrhythmias by enabling enhanced safety, efficiency, and efficacy for catheter-based, or interventional, procedures. The Company's primary products include the Genesis RMN System, the Odyssey Solution, and related devices. The Company also offers to its customers the Stereotaxis Imaging Model S x-ray System. Stereotaxis reported a net loss of $10.72 million for the year ended Dec. 31, 2021, a net loss of $6.65 million for the year ended Dec. 31, 2020, and a net loss of $4.59 million for the year ended Dec. 31, 2019. As of Dec. 31, 2021, the Company had $60.98 million in total assets, $21.56 million in total liabilities, $5.58 million in series A - convertible preferred stock, and $33.84 million in total stockholders' equity. TEXAS ARMORING: Files for Chapter 11 Bankruptcy ----------------------------------------------- Texas Armoring Corporation filed for chapter 11 protection in the Western District of Texas. According to court filings, Texas Armoring Corporation 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 June 2, 2022. Broadway National bank is owed on account of a promissory note in the amount of $487,620, secured by the Debtor's property. Broadway has filed a motion to lift the automatic stay against the Debtor's property. About Texas Armoring Corporation Texas Armoring Corporation -- http://www.texasarmoring.com/-- is a worldwide supplier of lightweight armored bulletproof cars, trucks, and SUVs. Texas Armoring Corporation sought Chapter 11 bankruptcy protection (Bankr. W.D. Texas Case No. 22-50436) on April 29, 2022. In the petition filed by Ronald Kimball, as president, Texas Armoring Corporation listed estimated assets between and liabilities between $500,000 and $1 million each. The case is assigned to Honorable Bankruptcy Judge Michael M Parker. James Samuel Wilkins, of James S. Wilkins, PC, is the Debtor's counsel. TIGER OAK: Unsecured Creditors Claims Pay Details Amended --------------------------------------------------------- Edwin H. Caldie, solely in his capacity as chapter 11 trustee (the "Trustee") of debtor Tiger Oak Media, Incorporated, and its Official Committee of Unsecured Creditors submitted a First Amended Joint Disclosure Statement for First Amended Joint Liquidation Plan dated May 10, 2022. This Plan incorporates a liquidation of the Debtor's asset which the Trustee and the Committee believe provides a fair and equitable allocation of the Debtor's assets that will be distributed to creditors and provide for treatment of all Claims against the Debtor. Class 3 consists of General Unsecured Claims. The Trustee estimates that Class 3 Claims, as of the date of this Disclosure Statement total approximately $3,584,644. This amount could change based on (i) claim objections filed pursuant to the Plan, (ii) amended schedules filed by the Trustee, and/or (iii) amended proofs of claim filed by Class 3 Claimants. In any of these scenarios, the Trustee does not anticipate a substantial increase in the aggregate amount of Class 3 Claims. On the Initial Distribution Date, or as soon thereafter as is reasonably practicable, and on each Subsequent Distribution Date, if any, the Liquidating Trustee will, in full satisfaction, settlement, and release of, and in exchange for, each and every Allowed Class 3 Claim, distribute Pro Rata to or for the benefit of Holders of Allowed Class 3 Claims the ratable portion the Creditor Fund remaining after the payment of Class 1 and 2 Claims. If the Face Value of all Allowed Class 3 Claims is paid in full, the Holder of an Allowed Class 3 Claim is further entitled to payment of interest accruing from the Petition Date, through the date the Face Value of the Class 3 Claim is paid in full, at the rate of 5.00% per annum. Class 4 consists of Subordinated Claims. Currently, no Claims fit the definition of a Class 4 Claim. The Trustee seeks to subordinate (as an alternative to disallowance and/or recharacterization) Class 1 and Class 2 Claims, which together total $966,936. In addition, some Class 3 Claims may become Class 4 Claims, if, in the Trustee or Liquidating Trustee's discretion, he objects to such Class 3 Claim and such Claim, after notice and a hearing, is subordinated pursuant to a Final Order. The Liquidating Trustee will, in full satisfaction, settlement and release of, and in exchange for, each and every Allowed Class 4 Claim, distribute Pro Rata to or for the benefit of Holders of Allowed Class 4 Claims the ratable portion the Creditor Fund remaining after the payment of Class 1, 2, and 3 Claims in full, including any interest. If the Face Value of all Allowed Class 4 Claims is paid in full, the Holder of an Allowed Class 4 Claim is further entitled to payment of interest accruing from the Petition Date, through the date the Face Value of the Class 4 Claim is paid in full, at the rate of 5.00% per annum. On the Effective Date, a trust will be established to administer and distribute the Assets of the Debtor's Estate and will be known as the "Liquidating Trust." In the event of any conflict between the terms of this Plan and the terms of the Liquidating Trust, the terms of the Plan will govern. On the Effective Date, the Liquidating Trustee will execute the Liquidating Trust Agreement and will take all other steps necessary to establish the Liquidating Trust. The cash required to fund the Trust that will pay holders of Class 1, 2, 3, 4, and 5 Claims, will come from (i) cash on hand at the time of confirmation, which cash was raised from the sale of substantially all of the Debtor's assets during the Chapter 11 case, (ii) the sale of any remaining assets and property transferred to the Liquidating Trust, and/or (iii) the settlement or liquidation to judgement of any pending litigation transferred to the Liquidating Trust. A full-text copy of the First Amended Joint Disclosure Statement dated May 10, 2022, is available at https://bit.ly/3yBSao6 from PacerMonitor.com at no charge. Attorneys for the Edwin H. Caldie, Chapter 11 Trustee: Andrew J. Glasnovich, Esq. Kevin P. Kitchen, Esq. STINSON LLP 50 South Sixth Street, Suite 2600 Minneapolis, MN 55402 Phone: (612) 335-1500 Email: drew.glasnovitch@stinson.com kevin.kitchen@stinson.com Attorneys for the Official Committee of Unsecured Creditors of Tiger Oak Media, Inc.: Jeffrey D. Klobucar, Esq. Patrick D. Newman, Esq. BASSFORD REMELE, A Professional Association 100 South Fifth Street, Suite 1500 Minneapolis, MN 55402 Telephone: (612) 333-3000 Facsimile: (612) 333-8829 Email: jklobucar@bassford.com pnewman@bassford.com About Tiger Oak Media Tiger Oak Media, Incorporated, is a regional and national publisher of books, magazines, media and events that appeal to targeted audiences. Tiger Oak Media sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Minn. Case No. 19-43029) on Oct. 7, 2019. In the petition signed by its CEO Craig Bednar, the Debtor was estimated to have assets of less than $50,000 and liabilities of less than $10 million. The Hon. Michael E. Ridgway is the case judge. The Debtor tapped Steven Nosek, Esq. and Yvonne Doose, Esq., as bankruptcy attorneys; Lurie, LLP as accountant; and Integrated Consulting Services, LLC as financial consultant. The U.S. Trustee for Region 12 appointed creditors to serve on the official committee of unsecured creditors on Oct. 22, 2019. The committee tapped Bassford Remele, P.A., as its legal counsel, and Platinum Management, LLC as its financial advisor. Choice Financial Group, as Lender, is represented by Manty & Associates, PA. TOPP'S MECHANICAL: Seeks to Hire Robert W. Aitken as Accountant --------------------------------------------------------------- Topp's Mechanical, Inc. received approval from the U.S. Bankruptcy Court for the District of Nebraska to hire Robert W. Aitken, CPA, P.C. as its accountant. The firm will prepare, complete and file the Debtor’s federal and state tax returns at a flat rate fee of $3,000. Robert W. Aitken and its principals have no connection with any of the creditors of Debtor or any other party in interest, or its respective attorneys, according to court filings. The firm can be reached through: Robert W. Aitken, CPA Robert W. Aitken, CPA, P.C. 1621 Stone Street Falls City, NE 68355 Phone: (402) 245-5566 About Topp's Mechanical Topp's Mechanical Inc., a mechanical contractor in Tecumseh, Neb., filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 21-40038) on Jan. 15, 2021. At the time of the filing, the Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. Judge Thomas L. Saladino oversees the case. Justin D. Eichmann, Esq., at Houghton Bradford Whitted PC, LLO, is the Debtor's legal counsel. UNIFIED SECURITY: Unsecureds Will Get 1% of Claims in 5 Years ------------------------------------------------------------- Unified Security Services, Inc., filed with the U.S. Bankruptcy Court for the Central District of California a Disclosure Statement describing Chapter 11 Plan of Reorganization dated May 10, 2022. The events that precipitated the filing of Debtor's Chapter 11 bankruptcy case were 4 lawsuits against the Debtor, a business slowdown related to the COVID-19 pandemic, and an IRS tax liability. This is a reorganizing plan that provides for payment to holders of allowed claims over time. The timing of plan payments to particular creditor groups will depend upon their classification under the Plan. The Effective Date ofthe Plan shall be the first business day that is 14 calendar days after the elitry of the order confirming the Plan, with payment beginning by thefirst day of the following month. Class 1(A) consists of the Claim of the Internal Revenue Service ("IRS"). IRS holds a claim secured by a Notice of Tax Lien in the amount of $24,797 secured by Debtor's assets. The Debtor proposes to pay IRS's $24,797 secured claim in full over 5 years from the petition date at the applicable interest rate, which is currently 4%. The first amortized payment of $456.67 is due on the Effective Date, followed by 50 consecutive payments thereafter until the claim is paid in full. Class 2 consists of General Unsecured Claims. In the present case, the Debtor estimates that there are approximately $4,820,032 in general unsecured debts. General unsecured claims classified in Class 2B will receive a total of approximately 1% of their claims in monthly payments over five-year period of the Plan. Holders of General Unsecured Claims will receive their pro-rata share of $803.33 per month for a total of $48,200 within the five-year period of the Plan. The payments will start on the first day of the first month following the month within which the Effective Date occurs. Class 3 consists of Interest Holders. Debtor's interest holder is Sherif Antoon, who is the Debtor's President and 100% shareholder. Mr. Antoon will retain his equity interest in the Debtor. Mr. Antoon is not a creditor of the Debtor. To keep his interest in the Debtor, Mr. Antoon agrees to inject a one-time $10,000.00 new value contribution from his personal account to satisfy the absolute priority rule. The payment of the $10,000.00 new value contribution will be made by Mr. Antoon on the Effective Date. The Debtor will fund the Plan from the continued operation of its security guard business. As is illustrated herein, the liquidation analysis demonstrates that in a Chapter 7 scenario, the general unsecured creditors would have received 0% which is less than what the Debtor is proposing to pay these general unsecured creditors through the Plan. The Debtor's Plan pays $48,2003.31 (approximately 1%) to unsecured creditors which is more than creditors would receive in a Chapter 7 and thus payment to a Chapter 7 Trustee is unnecessary. Wherefore, the Debtor's Plan satisfies the Best Interest Test. A full-text copy of the Disclosure Statement dated May 10, 2022, is available at https://bit.ly/3sBrCQl from PacerMonitor.com at no charge. Attorneys for Debtor: Michael Jay Berger, Esq. Law Offices of Michael Jay Berger 9454 Wilshire Boulevard, 6th Floor Beverly Hills, CA 90212 Tel: (310) 271-6223 Fax: (310) 271-9805 Email: michael.berger@bankruptcypower.com About Unified Security Services Inc. Hawthorne, Calif.-based Unified Security Services, Inc., provides in person, on-site security personnel to corporations. It was founded in February 2016 by Sherif Antoon. It currently and historically generates income from providing on-site security guard services to commercial sector which includes retail stores, shopping centers and super markets. Unified Security Services filed a petition for Chapter 11 protection (Bankr. C.D. Cal. Case No. 21-18392) on Nov. 2, 2021, listing up to $50,000 in assets and up to $10 million in liabilities. Sherif Antoon, president of Unified Security Services, signed the petition. Judge Sandra R. Klein oversees the case. Michael Jay Berger, Esq., at the Law Offices of Michael Jay Berger, is the Debtor's legal counsel. VBI VACCINES: Incurs $21.3 Million Net Loss in First Quarter ------------------------------------------------------------ VBI Vaccines Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $21.25 million on $126,000 of revenues for the three months ended March 31, 2022, compared to a net loss of $17.65 million on $301,000 of revenues for the three months ended March 31, 2021. As of March 31, 2022, the Company had $194.01 million in total assets, $33.99 million in total current liabilities, $30.45 million in total non-current liabilities, and $129.56 million in total stockholders' equity. Jeff Baxter, VBI's president and CEO commented: "In the first quarter of 2022, we continued to hit key milestones required for a successful commercial launch of PreHevbrio in the U.S. as well as ex-U.S. milestones required to enable broad access. In the U.S., our market access and sales field teams are deployed and PreHevbrio is now approved, available, and included on the list of CDC-recommended adult HBV vaccines. With these stage gates met, initial U.S. sales of PreHevbrio have begun in Q2 2022, and with the new CDC guidelines for adult HBV vaccination, we look forward to building momentum in the second half of the year. Outside of the U.S., we were thrilled to announce our second regulatory approval of this vaccine in about five months with the European Commission approval of PreHevbri in April 2022. As we've said many times in the past, we believe this 3-antigen vaccine will be a meaningful new tool in the fight against hepatitis B and we are working hard to get it into the hands of healthcare providers quickly." "In parallel, we continue to progress our earlier stage immunotherapeutic candidates against glioblastoma and chronic hepatitis B, as well as our pan-coronavirus vaccine candidate, VBI-2901, toward exciting clinical study catalysts expected through the back half of this year and early part of 2023," Mr. Baxter continued. "Our mission has always been to develop prophylactic and therapeutic vaccines with the potential to address significant and challenging unmet medical and public health needs, and we remain steadfast in our commitment to that endeavor." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/764195/000149315222012444/form10-q.htm About VBI Vaccines VBI Vaccines Inc. -- www.vbivaccines.com -- is a biopharmaceutical company driven by immunology in the pursuit of powerful prevention and treatment of disease. Through its innovative approach to virus-like particles ("VLPs"), including a proprietary enveloped VLP ("eVLP") platform technology, VBI develops vaccine candidates that mimic the natural presentation of viruses, designed to elicit the innate power of the human immune system. VBI is committed to targeting and overcoming significant infectious diseases, including hepatitis B, coronaviruses, and cytomegalovirus (CMV), as well as aggressive cancers including glioblastoma (GBM). VBI is headquartered in Cambridge, Massachusetts, with research operations in Ottawa, Canada, and a research and manufacturing site in Rehovot, Israel. VBI Vaccines reported a net loss of $69.75 million for the year ended Dec. 31, 2021, compared to a net loss of $46.23 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $210.28 million in total assets, $32.59 million in total current liabilities, $33.81 million in total non-current liabilities, and $143.88 million in total stockholders' equity. Iselin, New Jersey-based EisnerAmper LLP, the Company's auditor since 2016, issued a "going concern" qualification in its report dated March 7, 2022, citing that the Company has an accumulated deficit as of Dec. 31, 2021 and cash outflows from operating activities for the year-ended Dec. 31, 2021 and, as such, will require significant additional funds to conduct clinical and non-clinical trials, achieve regulatory approvals, and subject to such approvals, commercially launch its products. These factors raise substantial doubt about its ability to continue as a going concern. VOYAGEUR IMAGING: Case Summary & 13 Unsecured Creditors ------------------------------------------------------- Debtor: Voyageur Imaging, LLC f/k/a Voyaguer Imaging, PLLC 393 N Dunlap St. Ste LL40 Saint Paul, MN 55104 Business Description: Voyageur Imaging is part of the health care industry. Chapter 11 Petition Date: May 16, 2022 Court: United States Bankruptcy Court District of Minnesota Case No.: 22-30753 Judge: Hon. William J. Fisher Debtor's Counsel: Kenneth C. Edstrom, Esq. SAPIENTA LAW GROUP 120 S 6th St Ste 100 Minneapolis, MN 55402 Tel: 612-756-7100 Fax: 612-756-7101 Email: kene@sapientialaw.com Total Assets: $1,036,691 Total Liabilities: $1,474,922 The petition was signed by Steven Johnson, MD as CEO. A full-text copy of the petition containing, among other items, a list of the Debtor's 13 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/UNPLQDA/Voyageur_Imaging_LLC__mnbke-22-30753__0001.0.pdf?mcid=tGE4TAMA VYCOR MEDICAL: Reports $75K Net Loss for First Quarter ------------------------------------------------------ Vycor Medical, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $74,552 on $313,833 of revenue for the three months ended March 31, 2022, compared to a net loss of $242,919 on $295,749 of revenue for the three months ended March 31, 2021. As of March 31, 2022, the Company had $932,979 in total assets, $3.52 million in total liabilities, and a total stockholders' deficiency of $2.59 million. The Company has incurred losses since its inception and has not generated sufficient positive cash flows from operations. As of March 31, 2022 the Company had a working capital deficiency of $540,184, excluding related party liabilities of $2,299,264. The Company said these conditions, among others, raise substantial doubt regarding its ability to continue as a going concern. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001424768/000149315222012619/form10-q.htm About Vycor Medical Vycor Medical (OTCQB: VYCO) -- http://www.vycormedical.com-- is dedicated to providing the medical community with innovative and superior surgical and therapeutic solutions. The company has a portfolio of FDA cleared medical solutions that are changing and improving lives every day. The company operates two business units: Vycor Medical and NovaVision, both of which adopt a minimally or non-invasive approach. Vycor Medical reported a net loss of $435,662 for the year ended Dec. 31, 2021, compared to a net loss of $822,482 for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $935,364 in total assets, $3.33 million in total liabilities, and a total stockholders' deficiency of $2.40 million. Hackensack, New Jersey-based Prager Metis CPAs, LLC, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 13, 2022, citing that the Company has incurred net losses since inception and has not generated sufficient cash flows from its operations. As of Dec. 31, 2021, the Company had working capital deficiency of $613,419, excluding related party liabilities of $2,049,167. These factors, among others, raise substantial doubt regarding the Company's ability to continue as a going concern. WC 3RD AND TRINITY: Trustee Taps Graves Dougherty as Legal Counsel ------------------------------------------------------------------ Randolph N. Osherow, Chapter 11 trustee of WC 3rd and Trinity, LP seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to employ Graves Dougherty Hearon & Moody, PC as his counsel. The firm will be representing and advising the Trustee in performing his due diligence with respect to investigation and prosecution of potential claims asserted by or against the Estate, investigation and pursuit of avoidance actions, analysis of and objections to claim, and other matters that may arise during the administration of the bankruptcy estate The firm will charge these hourly rates: Brian T. Cumings, Esq. $420 Other Attorneys $285 to $550 Paralegals/Staffs $20 to $195 Brian T. Cumings, shareholder at Graves Dougherty, assured the court that the firm has no interest adverse to this estate. The firm can be reached through: Brian T. Cumings, Esq. Graves Dougherty Hearon & Moody, P.C. 401 Congress Avenue, Suite 2700 Austin, TX 78701 Tel: 512-480-5626 Fax: 512-536-9926 Email: bcumings@gdhm.com About WC 3rd and Trinity WC 3rd and Trinity, LP filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Texas Case. No. 21-10252) on April 6, 2021. At the time of the filing, the Debtor disclosed $10 million to $50 million in assets and $1 million to $10 million in liabilities. Judge Tony M. Davis oversees the case. The Debtor tapped Fishman Jackson Ronquillo, PLLC as legal counsel and Columbia Consulting Group, PLLC as financial advisor. WC 511 BARTON: Trustee Taps Munsch Hardt as Bankruptcy Counsel -------------------------------------------------------------- Randolph Osherow, Chapter 11 trustee for WC 511 Barton Blvd, LLC, seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to hire Munsch Hardt Kopf and Harr, P.C. as his general bankruptcy counsel. The firm's services include: a. investigating, evaluating, pursuing, and liquidating assets of the Debtor's Estate; b. evaluating and resolving claims asserted against the Estate; c. assisting in maximizing the value of the Estate's assets; d. formulating, investigating, and pursuing potential causes of action, including but not limited to avoidable transfers owned by the Estate, if and to the extent warranted in the Trustee's determination; e. negotiating with creditors and parties in interest; and f. assisting in completing and resolving all remaining aspects of administration of the Bankruptcy Case. Munsch Hardt's rates for attorney time on this matter range from $280 - $700/hour. Munsch Hardt is a "disinterested person" as defined by section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Jay H. Ong, Esq. Thanhan Nguyen, Esq. MUNSCH HARDT KOPF & HARR, P.C. 1717 West 6th Street, Suite 250 Austin, TX 78703 Tel: (512) 391-6100 Fax: (512) 391-6149 Email: jong@munsch.com anguyen@munsch.com About WC 511 Barton WC 511 Barton Blvd, LLC, a company based in Austin, Texas, filed a petition for Chapter 11 protection (Bankr. W.D. Texas Case No. 21-10943) on Dec. 7, 2021, listing up to $50 million in assets and up to $10 million in liabilities. Natin Paul, president of WC 511 Barton, signed the petition. Judge Tony M. Davis oversees the case. Mark H. Ralston, Esq., at Fishman Jackson Ronquillo, PLLC serves as the Debtor's legal counsel. Randolph Osherow is the Chapter 11 trustee appointed in the Debtor's Chapter 11 case. The trustee is represented by Barrett Daffin Frappier Turner & Engel, LLP. WC MANHATTAN: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------ The U.S. Trustee for Region 6 disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of WC Manhattan Place Property, LLC. About WC Manhattan Place property WC Manhattan Place property, LLC is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). The company is based in Austin, Texas. WC Manhattan Place property 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. On March 31, 2022, the court approved the appointment of Dwayne M. Murray as Chapter 11 trustee for the Debtor's estate. WILMA & FRIEDA'S: Unsecureds Will Get 2% of Claims over 5 Years --------------------------------------------------------------- Wilma & Frieda's Inc. filed with the U.S. Bankruptcy Court for the Central District of California a Plan of Reorganization for Small Business dated May 10, 2022. Since 2011, the Debtor has been in the business of operating a restaurant called Wilma & Frieda's Cafe in Palm Desert, California. Debtor's income in 2020 was affected by Covid-19. Since the filing of the case, the Debtor has been doing better and netting positive cash flow. Debtor feels confident that it will be able to continue to generate sufficient income to fund its reorganization plan. This Plan of Reorganization proposes to pay creditors of Wilma & Frieda's Inc. from cash flow from business operation. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 2 cents on the dollar. This Plan also provides for the payment of administrative and priority claims. Class 3 consists of Non-priority unsecured creditors Debtors non-priority creditors are separated into three classes: * Class 3A: Holders of general unsecured claims in Class 3A will be paid 2% of such creditors' claim over 5 years, with the first payment due on the Effective Date, followed by 59 consecutive monthly payments, each due on the first day of each month. The monthly payments are $581.66. * Class 3B: The two claimants on Class 3B are Zions Bank Corporation for PPP Loan #1 and PPP Loan #2. Debtor received a confirmation that PPP Loan #2 has been forgiven. The forgiveness application for PPP Loan #1 has been resubmitted and is currently pending review. Debtor anticipates PPP Loan #1 to also be forgiven in its entirety. * Class 3C: The holder of the Class 3C claim is the Debtor's landlord, The Gardens on El Paseo do The Taubman. Debtor intends to assume the lease and promptly cure the arrears. Class 4 consists of Equity security holders of the Debtor. Kelly McFall is the Debtor's CEO and a 16.39% holders of the Debtor shareholder of the Debtor. Ms. McFall does not have a claim against the Debtor. Janice L. Alexander is the Debtor's CFO and 50.82% shareholder of the Debtor. Ms. Alexander does not have a claim against the Debtor. Richard K. Alexander is the Secretary and 32.79% shareholder of the Debtor. Mr. Alexander does not have a claim against the Debtor. Distribution to creditors under this Plan will be funded primarily from the following sources: (a) the Debtor's cash on hand on the Effective Date and (b) the net income derived from the continued operation of the Debtor's business. This plan proposes to pay creditors using the net disposable income of the debtor over the five-year period after the Effective Date. This plan will allow non-insider general unsecured creditors (Class 3A) to recover two times more than if the Debtor's assets were sold in a hypothetical Chapter 7 liquidation and the proceeds paid out to each Creditor respective creditors. Debtor believes that this Plan represents the best possible return to holders of claims. The Debtor believes that this plan will successfully reorganize the Debtor and that the confirmation of this Plan is in the best interests of the Debtor, its creditors, and equity interest holder. Accordingly, the Debtor strongly urges its creditors to vote in favor of this Plan. The Debtor will become the Reorganized Debtor on the Effective Date. The Reorganized Debtor shall be responsible for managing its assets and financial affairs. On the Effective Date, Kelly McFall, Janice L. Alexander, and Richard K. Alexander who are the owners of the Debtor, shall remain the owners of the Reorganized Debtor with the same proportionate equity ownership interest as it existed prior to the filing of Debtor's bankruptcy. A full-text copy of the Plan of Reorganization dated May 10, 2022, is available at https://bit.ly/3PpEJxK from PacerMonitor.com at no charge. About Wilma & Frieda's Inc. d/b/a Wilma & Frieda's Cafe Wilma & Frieda's Inc., owner of the Wilma & Frieda's Cafe, filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-10147) on Feb. 9, 2022, disclosing up to $50,000 in assets and up to $10 million in liabilities. Moriah Douglas Flahaut serves as Subchapter V trustee. Judge Victoria S. Kaufman oversees the case. Michael Jay Berger, Esq., at the Law Offices of Michael Jay Berger, and Jennifer M. Liu, CPA serve as the Debtor's legal counsel and accountant, respectively. YELLOW CORP: Incurs $27.5 Million Net Loss in First Quarter ----------------------------------------------------------- Yellow Corporation filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $27.5 million on $1.26 billion of operating revenue for the three months ended March 31, 2022, compared to a net loss of $63.3 million on $1.20 billion of operating revenue for the three months ended March 31, 2021. As of March 31, 2022, the Company had $2.41 billion in total assets, $846.2 million in total current liabilities, $1.48 billion in long-term debt (less current portion), $86.3 million in pension and postretirement, $103.5 million in operating lease liabilities, $274.5 million in claims and other liabilities, and a total shareholders' deficit of $386.9 million. "We finished the quarter on a strong note, despite challenges in January and February, and reported our best first quarter Adjusted EBITDA and operating income, excluding property disposals, in six years," said Darren Hawkins, chief executive officer. "Our focus remains on meeting the needs of our customers and maximizing the value of the capacity that Yellow brings to the market. Driven by strong demand, first quarter year-over-year LTL revenue per hundredweight increased 30.5%. The percentage decline in year-over-year monthly tonnage peaked in February, following a strategic decision to limit terminal operations in select markets that lasted a few days. We continue to see strong demand for LTL capacity and our goal remains to deliver a steady staircase of financial improvement." "The integration of our four operating company networks into a single LTL network with national coverage, servicing regional and long-haul lanes is the next step in our One Yellow transformation. The planning and analysis of the initial phase to integrate linehaul and city pickup and delivery in the western U.S is complete. We expect to execute the integration of phase one this summer with the transformation of the entire network to be finished around the end of the year. When this transformation is completed, our customers will benefit by interacting with North America's second largest super-regional LTL network for both regional and long-haul shipments. We expect the network transformation to also lead to improved asset utilization, enhanced network efficiencies, cost savings and create capacity without the need to add new terminals," concluded Hawkins. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/716006/000095017022008952/yell-20220331.htm About Yellow Corporation Yellow Corporation -- www.myyellow.com -- owns a comprehensive logistics and less-than-truckload (LTL) network in North America with local, regional, national, and international capabilities. Through its teams of experienced service professionals, Yellow Corporation offers flexible supply chain solutions, ensuring customers can ship industrial, commercial, and retail goods with confidence. Yellow Corporation, headquartered in Overland Park, Kan., is the holding company for a portfolio of LTL brands including Holland, New Penn, Reddaway, and YRC Freight, as well as the logistics company HNRY Logistics. Yellow Corp reported a net loss of $109.1 million for the year ended Dec. 31, 2021, a net loss of $53.5 million for the year ended Dec. 31, 2020, and a net loss of $104 million for the year ended Dec. 31, 2019. As of Dec. 31, 2021, the Company had $2.42 billion in total assets, $824.1 million in total current liabilities, $1.48 billion in long-term debt, $88.2 million in pension and postretirement, $118.9 million in operating lease liabilities, $275.7 million in claims and other liabilities, and a total shareholders' deficit of $363.5 million. YIELD10 BIOSCIENCE: Incurs $3.3 Million Net Loss in First Quarter ----------------------------------------------------------------- Yield10 Bioscience, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $3.33 million on $149,000 of total revenue for the three months ended March 31, 2022, compared to a net loss of $2.56 million on $196,000 of total revenue for the three months ended March 31, 2021. As of March 31, 2022, the Company had $17.10 million in total assets, $3.89 million in total liabilities, and $13.21 million in total stockholders' equity. Yield10 ended the first quarter of 2022 with $12.7 million in unrestricted cash and investments; a net decrease of $3.3 million from unrestricted cash and investments of $16.0 million reported as of Dec. 31, 2021. The Company used $3.1 million in cash for its operating activities during the three months ended March 31, 2022, in comparison to $2.6 million used for operating activities during the three months ended March 31, 2021. The greater use of cash for operating activities was primarily the result of Yield10's greater net loss of $3.3 million during the first quarter of 2022 in comparison to a net loss of $2.6 million reported for the same quarter of last year. The greater loss is due to the Company's increased operating expenses related to staffing, expanded Camelina spring and winter field trials, increased regulatory-related expenditures as well as due to seed scale up and other early stage seed commercialization activities. The Company continues to estimate total net cash usage for the full year ended Dec. 31, 2022 in a range of $12.0 to $12.5 million as it continues its controlled growth to develop proprietary Camelina plant varieties and to support the launch of its Camelina products. Yield10's present capital resources are expected to fund its planned operations into the first quarter of 2023. The Company's ability to continue operations after its current cash resources are exhausted is dependent upon its ability to obtain additional financing, including public or private equity financing, secured or unsecured debt financing, receipt of additional government research grants, as well as licensing or other collaborative arrangements. Management Commentary "The development of Camelina as a commercial oilseed crop addresses three fundamental challenges facing not just our generation but future generations as well: climate change, global food security and plastic waste," said Oliver Peoples, Ph.D., chief executive officer of Yield10 Bioscience. "We are operationalizing our commercial plan to launch Camelina as a platform crop to supply low-carbon feedstock oil for the biofuel market and to produce omega-3 nutritional oil and PHA bioplastic longer term. In the first quarter, we hired Darren Greenfield to lead seed operations and we recently named Dr. Willie Loh, a former Cargill executive, as a commercial and technical advisor who will provide important insights and guidance as we execute our commercial plans for Camelina oil. "We are poised to begin engaging growers for seed production under contract in the U.S. and Canada as well as securing supply chain partners for offtake of seed for crushing. This activity has been initiated in 2022 and will continue to ramp up in 2023. In support of this plan, we have identified spring and winter Camelina varieties for initial commercialization in the North American biofuels market. "Harvest of our 2021/2022 winter field trials is currently underway and will enable us to evaluate the performance of various spring and winter varieties across a range of geographies and provide seed for scale up. Designed to generate proof points on a broad range of Camelina varieties and traits, our 2022 spring field program will be our most extensive to date. Permitting is now complete and planting has begun for this program that is designed to evaluate herbicide tolerance, pest resistance, seed yield, oil content and other key aspects of Camelina performance. In addition, we also expect to plant PHA Camelina at acre-scale during the second quarter of 2022 and continue to support Rothamsted Research in the development of Camelina omega-3 (DHA+EPA) nutritional oil. "As 2022 progresses, we expect to continue building our commercial capabilities and to continue protecting our crop discoveries with intellectual property and plant variety registrations in our target markets. As global trends drive interest in Camelina and in new crop yield traits discovered by our team using GRAIN, we remain encouraged by ongoing discussions around collaborative opportunities for Yield10," said Peoples. Geopolitical Uncertainty and COVID-19 Impact on Operations Yield10 said "The Company has implemented business continuity plans to address the COVID-19 pandemic and minimize disruptions to ongoing operations. In addition, the conflict in Ukraine has resulted in significant uncertainty in the agriculture and commodities markets, and may have a significant impact on the Company's business and operations. To date, despite the pandemic, Yield10 has been able to move forward with the operational steps required to execute its 2021-2022 winter field trials and start up its 2022 spring field trials in Canada and the United States. However, it is possible that any potential future closures of research facilities, should they continue for an extended time, or delays in receiving supplies and materials needed to conduct field trials and research, or economic repercussions of the pandemic or other geopolitical uncertainty, such as the ongoing conflict between Ukraine and Russia, could adversely impact the Company's anticipated time frames for evaluating and/or reporting data from our field trials and other work we plan to accomplish during 2022 and beyond." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001121702/000112170222000022/yten-20220331.htm About Yield10 Yield10 Bioscience, Inc. -- http://www.yield10bio.com-- is an agricultural bioscience company that uses its "Trait Factory" and the Camelina oilseed "Fast Field Testing" system to develop high value seed traits for the agriculture and food industries. Yield10 is headquartered in Woburn, MA and has an Oilseeds Center of Excellence in Saskatoon, Canada. Yield10 Bioscience reported a net loss of $11.03 million for the year ended Dec. 31, 2021, compared to a net loss of $10.21 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $20.42 million in total assets, $4.39 million in total liabilities, and $16.03 million in total stockholders' equity. Boston, Massachusetts-based RSM US LLP, the Company's auditor since 2017, issued a "going concern" qualification in its report dated March 25, 2022, citing that the Company has suffered recurring losses from operations. This raises substantial doubt about the Company's ability to continue as a going concern. [^] Large Companies with Insolvent Balance Sheet ------------------------------------------------ Total Share- Total Total Holders' Working Assets Equity Capital Company Ticker ($MM) ($MM) ($MM) ------- ------ ------ -------- ------- 7GC & CO HOLD-A VII US 231.2 -19.0 0.1 7GC & CO HOLDING VIIAU US 231.2 -19.0 0.1 ACCELERATE DIAGN AXDX* MM 83.0 -35.1 66.4 AEMETIS INC DW51 GR 160.8 -120.2 -44.6 AEMETIS INC AMTX US 160.8 -120.2 -44.6 AEMETIS INC AMTXGEUR EZ 160.8 -120.2 -44.6 AEMETIS INC AMTXGEUR EU 160.8 -120.2 -44.6 AEMETIS INC DW51 GZ 160.8 -120.2 -44.6 AEMETIS INC DW51 TH 160.8 -120.2 -44.6 AEMETIS INC DW51 QT 160.8 -120.2 -44.6 AERIE PHARMACEUT AERI US 395.5 -125.7 201.7 AERIE PHARMACEUT 0P0 TH 395.5 -125.7 201.7 AERIE PHARMACEUT 0P0 QT 395.5 -125.7 201.7 AERIE PHARMACEUT 0P0 GZ 395.5 -125.7 201.7 AERIE PHARMACEUT AERIEUR EU 395.5 -125.7 201.7 AERIE PHARMACEUT 0P0 GR 395.5 -125.7 201.7 AIR CANADA AC CN 29,724.0 -1,159.0 2,055.0 AIR CANADA ADH2 QT 29,724.0 -1,159.0 2,055.0 AIR CANADA 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10,142.1 -5,389.1 -739.1 SBA COMM CORP 4SB QT 10,142.1 -5,389.1 -739.1 SBA COMM CORP SBACEUR EU 10,142.1 -5,389.1 -739.1 SBA COMM CORP SBACEUR EZ 10,142.1 -5,389.1 -739.1 SBA COMM CORP SBAC* MM 10,142.1 -5,389.1 -739.1 SCULPTOR ACQUI-A SCUA US 0.4 0.0 -0.4 SCULPTOR ACQUISI SCUA/U US 0.4 0.0 -0.4 SEAWORLD ENTERTA W2L GR 2,578.0 -152.4 65.9 SEAWORLD ENTERTA W2L TH 2,578.0 -152.4 65.9 SEAWORLD ENTERTA SEAS US 2,578.0 -152.4 65.9 SEAWORLD ENTERTA W2L QT 2,578.0 -152.4 65.9 SEAWORLD ENTERTA SEASEUR EU 2,578.0 -152.4 65.9 SEAWORLD ENTERTA W2L GZ 2,578.0 -152.4 65.9 SHELL MIDSTREAM SHLX US 2,197.0 -464.0 17.0 SHOALS TECHNOL-A SHLS US 426.4 -7.5 61.9 SHOALS TECHNOL-A SHLS-RM RM 426.4 -7.5 61.9 SILVER SPIKE-A SPKC/U CN 128.4 -8.3 0.8 SIRIUS XM HO-BDR SRXM34 BZ 10,163.0 -3,587.0 -1,765.0 SIRIUS XM HOLDIN SIRI US 10,163.0 -3,587.0 -1,765.0 SIRIUS XM HOLDIN RDO GR 10,163.0 -3,587.0 -1,765.0 SIRIUS XM HOLDIN RDO TH 10,163.0 -3,587.0 -1,765.0 SIRIUS XM HOLDIN SIRI AV 10,163.0 -3,587.0 -1,765.0 SIRIUS XM HOLDIN SIRIEUR EU 10,163.0 -3,587.0 -1,765.0 SIRIUS XM HOLDIN RDO GZ 10,163.0 -3,587.0 -1,765.0 SIRIUS XM HOLDIN RDO QT 10,163.0 -3,587.0 -1,765.0 SIRIUS XM HOLDIN SIRIEUR EZ 10,163.0 -3,587.0 -1,765.0 SIX FLAGS ENTERT 6FE GR 2,884.0 -515.7 -11.0 SIX FLAGS ENTERT SIXEUR EU 2,884.0 -515.7 -11.0 SIX FLAGS ENTERT SIX US 2,884.0 -515.7 -11.0 SIX FLAGS ENTERT 6FE QT 2,884.0 -515.7 -11.0 SIX FLAGS ENTERT 6FE TH 2,884.0 -515.7 -11.0 SLEEP NUMBER COR SNBR US 912.6 -469.2 -746.0 SLEEP NUMBER COR SL2 GR 912.6 -469.2 -746.0 SLEEP NUMBER COR SNBREUR EU 912.6 -469.2 -746.0 SLEEP NUMBER COR SL2 TH 912.6 -469.2 -746.0 SLEEP NUMBER COR SL2 QT 912.6 -469.2 -746.0 SLEEP NUMBER COR SL2 GZ 912.6 -469.2 -746.0 SMILEDIRECTCLUB SDC* MM 710.2 -203.5 226.9 SONIDA SENIOR LI SNDA US 728.6 -5.6 -16.9 SONIDA SENIOR LI 13C0 GR 728.6 -5.6 -16.9 SONIDA SENIOR LI CSU2EUR EU 728.6 -5.6 -16.9 SONIDA SENIOR LI 13C0 GZ 728.6 -5.6 -16.9 SOUTHWESTRN ENGY SW5 TH 11,847.0 -119.0 -4,432.0 SOUTHWESTRN ENGY SW5 GR 11,847.0 -119.0 -4,432.0 SOUTHWESTRN ENGY SWN US 11,847.0 -119.0 -4,432.0 SOUTHWESTRN ENGY SW5 QT 11,847.0 -119.0 -4,432.0 SOUTHWESTRN ENGY SWN1EUR EU 11,847.0 -119.0 -4,432.0 SOUTHWESTRN ENGY SWN1EUR EZ 11,847.0 -119.0 -4,432.0 SOUTHWESTRN ENGY SW5 GZ 11,847.0 -119.0 -4,432.0 SOUTHWESTRN ENGY SWN-RM RM 11,847.0 -119.0 -4,432.0 SPRAGUE RESOURCE SRLP US 1,560.1 -45.8 -99.6 SQL TECHNOLOGIES SKYX US 30.7 17.5 25.2 SQUARESPACE -BDR S2QS34 BZ 990.4 -89.7 -114.9 SQUARESPACE IN-A SQSP US 990.4 -89.7 -114.9 SQUARESPACE IN-A 8DT GR 990.4 -89.7 -114.9 SQUARESPACE IN-A 8DT GZ 990.4 -89.7 -114.9 SQUARESPACE IN-A SQSPEUR EU 990.4 -89.7 -114.9 SQUARESPACE IN-A 8DT TH 990.4 -89.7 -114.9 SQUARESPACE IN-A 8DT QT 990.4 -89.7 -114.9 STARBUCKS CORP SBUX* MM 29,021.5 -8,761.2 -1,563.2 STARBUCKS CORP SRB GR 29,021.5 -8,761.2 -1,563.2 STARBUCKS CORP SRB TH 29,021.5 -8,761.2 -1,563.2 STARBUCKS CORP SBUX CI 29,021.5 -8,761.2 -1,563.2 STARBUCKS CORP SBUX AV 29,021.5 -8,761.2 -1,563.2 STARBUCKS CORP SBUX TE 29,021.5 -8,761.2 -1,563.2 STARBUCKS CORP SBUXEUR EU 29,021.5 -8,761.2 -1,563.2 STARBUCKS CORP SBUX IM 29,021.5 -8,761.2 -1,563.2 STARBUCKS CORP SBUXUSD SW 29,021.5 -8,761.2 -1,563.2 STARBUCKS CORP SRB GZ 29,021.5 -8,761.2 -1,563.2 STARBUCKS CORP SBUX US 29,021.5 -8,761.2 -1,563.2 STARBUCKS CORP SBUX PE 29,021.5 -8,761.2 -1,563.2 STARBUCKS CORP SBUX SW 29,021.5 -8,761.2 -1,563.2 STARBUCKS CORP SRB QT 29,021.5 -8,761.2 -1,563.2 STARBUCKS CORP SBUXEUR EZ 29,021.5 -8,761.2 -1,563.2 STARBUCKS CORP 0QZH LI 29,021.5 -8,761.2 -1,563.2 STARBUCKS CORP SBUX-RM RM 29,021.5 -8,761.2 -1,563.2 STARBUCKS CORP SBUXCL CI 29,021.5 -8,761.2 -1,563.2 STARBUCKS CORP SBUX_KZ KZ 29,021.5 -8,761.2 -1,563.2 STARBUCKS-BDR SBUB34 BZ 29,021.5 -8,761.2 -1,563.2 STARBUCKS-CEDEAR SBUX AR 29,021.5 -8,761.2 -1,563.2 STARBUCKS-CEDEAR SBUXD AR 29,021.5 -8,761.2 -1,563.2 TALON 1 ACQUIS-A TOAC US 0.4 0.0 -0.4 TALON 1 ACQUISIT TOACU US 0.4 0.0 -0.4 TEMPUR SEALY INT TPX US 4,321.9 -91.3 117.7 TEMPUR SEALY INT TPD GR 4,321.9 -91.3 117.7 TEMPUR SEALY INT TPXEUR EU 4,321.9 -91.3 117.7 TEMPUR SEALY INT TPD TH 4,321.9 -91.3 117.7 TEMPUR SEALY INT TPD GZ 4,321.9 -91.3 117.7 TEMPUR SEALY INT T2PX34 BZ 4,321.9 -91.3 117.7 TEMPUR SEALY INT TPX-RM RM 4,321.9 -91.3 117.7 TORRID HOLDINGS CURV US 578.5 -258.3 -76.1 TRANSAT A.T. TRZ CN 1,899.8 -429.6 37.6 TRANSDIGM - BDR T1DG34 BZ 18,841.0 -2,893.0 5,263.0 TRANSDIGM GROUP TDG US 18,841.0 -2,893.0 5,263.0 TRANSDIGM GROUP T7D GR 18,841.0 -2,893.0 5,263.0 TRANSDIGM GROUP TDG* MM 18,841.0 -2,893.0 5,263.0 TRANSDIGM GROUP T7D TH 18,841.0 -2,893.0 5,263.0 TRANSDIGM GROUP TDGEUR EU 18,841.0 -2,893.0 5,263.0 TRANSDIGM GROUP T7D QT 18,841.0 -2,893.0 5,263.0 TRANSDIGM GROUP TDGEUR EZ 18,841.0 -2,893.0 5,263.0 TRANSDIGM GROUP TDG-RM RM 18,841.0 -2,893.0 5,263.0 TRAVEL + LEISURE WD5A TH 6,600.0 -811.0 665.0 TRAVEL + LEISURE 0M1K LI 6,600.0 -811.0 665.0 TRAVEL + LEISURE WD5A GR 6,600.0 -811.0 665.0 TRAVEL + LEISURE TNL US 6,600.0 -811.0 665.0 TRAVEL + LEISURE WD5A QT 6,600.0 -811.0 665.0 TRAVEL + LEISURE WYNEUR EU 6,600.0 -811.0 665.0 TRAVEL + LEISURE WD5A GZ 6,600.0 -811.0 665.0 TRAVEL + LEISURE TNL* MM 6,600.0 -811.0 665.0 TRICIDA INC TCDA US 140.4 -90.3 103.0 TRICIDA INC 1T7 GR 140.4 -90.3 103.0 TRICIDA INC 1T7 TH 140.4 -90.3 103.0 TRICIDA INC 1T7 QT 140.4 -90.3 103.0 TRICIDA INC TCDAEUR EZ 140.4 -90.3 103.0 TRICIDA INC 1T7 GZ 140.4 -90.3 103.0 TRISTAR ACQUISIT TRIS/U US 0.7 -0.1 -0.8 TRISTAR ACQUISIT TRIS US 0.7 -0.1 -0.8 TRIUMPH GROUP TG7 GR 1,752.5 -812.0 365.1 TRIUMPH GROUP TGI US 1,752.5 -812.0 365.1 TRIUMPH GROUP TG7 TH 1,752.5 -812.0 365.1 TRIUMPH GROUP TGIEUR EU 1,752.5 -812.0 365.1 TRIUMPH GROUP TG7 GZ 1,752.5 -812.0 365.1 TUPPERWARE BRAND TUP GR 1,243.4 -266.1 131.7 TUPPERWARE BRAND TUP US 1,243.4 -266.1 131.7 TUPPERWARE BRAND TUP TH 1,243.4 -266.1 131.7 TUPPERWARE BRAND TUP1EUR EU 1,243.4 -266.1 131.7 TUPPERWARE BRAND TUP GZ 1,243.4 -266.1 131.7 TUPPERWARE BRAND TUP QT 1,243.4 -266.1 131.7 TUPPERWARE BRAND TUP1EUR EZ 1,243.4 -266.1 131.7 UBIQUITI INC UI US 759.7 -335.0 301.9 UBIQUITI INC 3UB GR 759.7 -335.0 301.9 UBIQUITI INC UBNTEUR EU 759.7 -335.0 301.9 UBIQUITI INC 3UB TH 759.7 -335.0 301.9 UNISYS CORP USY1 GR 2,277.0 -79.6 331.3 UNISYS CORP USY1 TH 2,277.0 -79.6 331.3 UNISYS CORP UIS US 2,277.0 -79.6 331.3 UNISYS CORP UIS1 SW 2,277.0 -79.6 331.3 UNISYS CORP UISEUR EU 2,277.0 -79.6 331.3 UNISYS CORP USY1 GZ 2,277.0 -79.6 331.3 UNISYS CORP USY1 QT 2,277.0 -79.6 331.3 UNISYS CORP UISEUR EZ 2,277.0 -79.6 331.3 UNITI GROUP INC 8XC GR 4,889.9 -2,092.0 0.0 UNITI GROUP INC UNIT US 4,889.9 -2,092.0 0.0 UNITI GROUP INC 8XC TH 4,889.9 -2,092.0 0.0 UNITI GROUP INC 8XC GZ 4,889.9 -2,092.0 0.0 VECTOR GROUP LTD VGR US 912.6 -840.7 291.7 VECTOR GROUP LTD VGR GR 912.6 -840.7 291.7 VECTOR GROUP LTD VGREUR EU 912.6 -840.7 291.7 VECTOR GROUP LTD VGR QT 912.6 -840.7 291.7 VECTOR GROUP LTD VGREUR EZ 912.6 -840.7 291.7 VECTOR GROUP LTD VGR TH 912.6 -840.7 291.7 VECTOR GROUP LTD VGR GZ 912.6 -840.7 291.7 VERISIGN INC VRS TH 1,973.2 -1,285.1 179.2 VERISIGN INC VRSN US 1,973.2 -1,285.1 179.2 VERISIGN INC VRS GR 1,973.2 -1,285.1 179.2 VERISIGN INC VRSN* MM 1,973.2 -1,285.1 179.2 VERISIGN INC VRSNEUR EU 1,973.2 -1,285.1 179.2 VERISIGN INC VRS GZ 1,973.2 -1,285.1 179.2 VERISIGN INC VRS QT 1,973.2 -1,285.1 179.2 VERISIGN INC VRSNEUR EZ 1,973.2 -1,285.1 179.2 VERISIGN INC VRSN-RM RM 1,973.2 -1,285.1 179.2 VERISIGN INC-BDR VRSN34 BZ 1,973.2 -1,285.1 179.2 VERISIGN-CEDEAR VRSN AR 1,973.2 -1,285.1 179.2 VIVINT SMART HOM VVNT US 2,713.2 -1,753.9 -540.0 VMWARE INC-BDR V2MW34 BZ 28,676.0 -876.0 -1,685.0 VMWARE INC-CL A VMW US 28,676.0 -876.0 -1,685.0 VMWARE INC-CL A BZF1 GR 28,676.0 -876.0 -1,685.0 VMWARE INC-CL A BZF1 TH 28,676.0 -876.0 -1,685.0 VMWARE INC-CL A VMW* MM 28,676.0 -876.0 -1,685.0 VMWARE INC-CL A BZF1 GZ 28,676.0 -876.0 -1,685.0 VMWARE INC-CL A VMWEUR EU 28,676.0 -876.0 -1,685.0 VMWARE INC-CL A BZF1 QT 28,676.0 -876.0 -1,685.0 VMWARE INC-CL A VMWEUR EZ 28,676.0 -876.0 -1,685.0 VMWARE INC-CL A VMWA AV 28,676.0 -876.0 -1,685.0 W&T OFFSHORE INC UWV GR 1,350.1 -249.4 3.4 W&T OFFSHORE INC WTI US 1,350.1 -249.4 3.4 W&T OFFSHORE INC WTI1EUR EU 1,350.1 -249.4 3.4 W&T OFFSHORE INC UWV TH 1,350.1 -249.4 3.4 W&T OFFSHORE INC UWV GZ 1,350.1 -249.4 3.4 WAYFAIR INC- A W US 4,256.0 -1,904.0 481.0 WAYFAIR INC- A W* MM 4,256.0 -1,904.0 481.0 WAYFAIR INC- A 1WF QT 4,256.0 -1,904.0 481.0 WAYFAIR INC- A 1WF GZ 4,256.0 -1,904.0 481.0 WAYFAIR INC- A 1WF GR 4,256.0 -1,904.0 481.0 WAYFAIR INC- A 1WF TH 4,256.0 -1,904.0 481.0 WAYFAIR INC- A WEUR EU 4,256.0 -1,904.0 481.0 WEBER INC - A WEBR US 1,690.9 -169.4 91.7 WEWORK INC-CL A WE US 20,686.0 -1,860.0 -1,002.0 WEWORK INC-CL A 9WE TH 20,686.0 -1,860.0 -1,002.0 WEWORK INC-CL A WE1EUR EU 20,686.0 -1,860.0 -1,002.0 WEWORK INC-CL A 9WE GR 20,686.0 -1,860.0 -1,002.0 WEWORK INC-CL A 9WE QT 20,686.0 -1,860.0 -1,002.0 WEWORK INC-CL A 9WE GZ 20,686.0 -1,860.0 -1,002.0 WEWORK INC-CL A WE* MM 20,686.0 -1,860.0 -1,002.0 WINGSTOP INC WING1EUR EU 507.3 -424.2 152.9 WINGSTOP INC WING US 507.3 -424.2 152.9 WINGSTOP INC EWG GR 507.3 -424.2 152.9 WINGSTOP INC EWG GZ 507.3 -424.2 152.9 WINMARK CORP WINA US 15.3 -65.8 -6.8 WINMARK CORP GBZ GR 15.3 -65.8 -6.8 WORLDWIDE WEBB A WWACU US 0.7 0.0 -0.7 WORLDWIDE WEBB-A WWAC US 0.7 0.0 -0.7 WW INTERNATIONAL WW US 1,419.4 -449.3 41.0 WW INTERNATIONAL WW6 GR 1,419.4 -449.3 41.0 WW INTERNATIONAL WW6 GZ 1,419.4 -449.3 41.0 WW INTERNATIONAL WTWEUR EU 1,419.4 -449.3 41.0 WW INTERNATIONAL WW6 QT 1,419.4 -449.3 41.0 WW INTERNATIONAL WTWEUR EZ 1,419.4 -449.3 41.0 WW INTERNATIONAL WW6 TH 1,419.4 -449.3 41.0 WW INTERNATIONAL WTW AV 1,419.4 -449.3 41.0 WW INTERNATIONAL WW-RM RM 1,419.4 -449.3 41.0 WYNN RESORTS LTD WYR GR 12,179.3 -1,033.3 1,511.4 WYNN RESORTS LTD WYR TH 12,179.3 -1,033.3 1,511.4 WYNN RESORTS LTD WYNN* MM 12,179.3 -1,033.3 1,511.4 WYNN RESORTS LTD WYNN US 12,179.3 -1,033.3 1,511.4 WYNN RESORTS LTD WYNNEUR EU 12,179.3 -1,033.3 1,511.4 WYNN RESORTS LTD WYR GZ 12,179.3 -1,033.3 1,511.4 WYNN RESORTS LTD WYNN SW 12,179.3 -1,033.3 1,511.4 WYNN RESORTS LTD WYR QT 12,179.3 -1,033.3 1,511.4 WYNN RESORTS LTD WYNNEUR EZ 12,179.3 -1,033.3 1,511.4 WYNN RESORTS LTD WYNN-RM RM 12,179.3 -1,033.3 1,511.4 YELLOW CORP YEL GR 2,405.7 -386.9 191.2 YELLOW CORP YELL US 2,405.7 -386.9 191.2 YELLOW CORP YEL QT 2,405.7 -386.9 191.2 YELLOW CORP YRCWEUR EU 2,405.7 -386.9 191.2 YELLOW CORP YRCWEUR EZ 2,405.7 -386.9 191.2 YELLOW CORP YEL1 TH 2,405.7 -386.9 191.2 YELLOW CORP YEL GZ 2,405.7 -386.9 191.2 YUM! BRANDS -BDR YUMR34 BZ 5,816.0 -8,491.0 54.0 YUM! BRANDS INC TGR TH 5,816.0 -8,491.0 54.0 YUM! BRANDS INC TGR GR 5,816.0 -8,491.0 54.0 YUM! BRANDS INC YUM* MM 5,816.0 -8,491.0 54.0 YUM! BRANDS INC YUM US 5,816.0 -8,491.0 54.0 YUM! BRANDS INC YUMUSD SW 5,816.0 -8,491.0 54.0 YUM! BRANDS INC TGR GZ 5,816.0 -8,491.0 54.0 YUM! BRANDS INC YUMEUR EU 5,816.0 -8,491.0 54.0 YUM! BRANDS INC TGR QT 5,816.0 -8,491.0 54.0 YUM! BRANDS INC YUM SW 5,816.0 -8,491.0 54.0 YUM! BRANDS INC YUMEUR EZ 5,816.0 -8,491.0 54.0 YUM! BRANDS INC YUM AV 5,816.0 -8,491.0 54.0 YUM! BRANDS INC TGR TE 5,816.0 -8,491.0 54.0 YUM! BRANDS INC YUM-RM RM 5,816.0 -8,491.0 54.0 ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA. Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2022. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***