/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/220527.mbx T R O U B L E D C O M P A N Y R E P O R T E R Friday, May 27, 2022, Vol. 26, No. 146 Headlines 1207N PRIVE INVESTMENTS: Files for Chapter 11 Bankruptcy 332 A'BANTU REALTY: Gets OK to Hire Norgaard as Legal Counsel AKORA GROUP: 3 Dickeys Barbeque Operators in Chapter 11 ALLEN SUPPLY: Exclusivity Period Extended to Aug. 23 ALLIED ESPORTS: Delays Filing of First Quarter Form 10-Q AMERICAN LIQUOR: Seeks Cash Collateral Access ANTECO PHARMA: Enters Modified APA Agreement with Attwill APHEX BIOCLEANSE: Taps Holland Law Group as Bankruptcy Counsel ARCHIMEDEAN SOLUTIONS: BDJ Seeks to Dismiss Involuntary Case ARTESIAN FUTURE: Gets OK to Hire Binder & Malter as Legal Counsel ASG PARENT: S&P Places 'B' ICR on Watch Neg. on Refinancing Risk AU HEALTH: S&P Lowers 2018 Rev. Bond Rating to 'B+', Outlook Neg. AVINGER INC: Inks Deal With H.C. Wainwright to Sell $7M Shares AYTU BIOPHARMA: All Four Proposals Passed at Annual Meeting B T S INTERNATIONAL: Case Summary & Three Unsecured Creditors BEAVER FALLS, PA: S&P Alters Outlook to Pos. on 2017A/B GO Bonds BETTER COMMUNITY: Files Bare-Bones Chapter 11 Petition BROOKLYN IMMUNOTHERAPEUTICS: Delays Filing of Q1 Quarterly Report BV MANAGEMENT: Voluntary Chapter 11 Case Summary CALUMET PAINT: Gets Cash Collateral Access Thru July 31 CARROLS RESTAURANT: S&P Downgrades ICR to 'CCC+', Outlook Negative CBAK ENERGY: Posts $681K Net Income in First Quarter CBL & ASSOCIATES: S&P Assigns 'B' ICR, Outlook Stable CEN BIOTECH: Incurs $259K Net Loss in First Quarter CEREMONY SALON: Wins Cash Collateral Access Thru June 7 CHAMPIONX CORP: S&P Alters Outlook to Positive, Affirms 'BB' ICR CHERRY MAN: Wins Continued Cash Collateral Access CHRISTIAN CARE: Has $5.85MM Loan from UMB Bank CLEARPOINT NEURO: Incurs $4 Million Net Loss in First Quarter CLEARPOINT NEURO: Nasdaq Confirms Compliance With Listing Rule COLLECTIVE COWORKING: Wins Cash Collateral Access COLOR GRAPHICS R US: Starts Chapter 11 Subchapter V Case CORTLAND ENERGY: Creditors to Get Proceeds From Asset Liquidation COTY INC: Moody's Upgrades CFR to B1 & Senior Secured Debt to Ba3 COX BROTHERS: Unsecureds Will Get 100% in Subchapter V Plan CRYSTAL SPOON: Seeks Cash Collateral Access CURO GROUP: Moody's Cuts CFR & Senior Secured Bond Rating to Caa1 DILIGENT SPECIALIZED: Gets OK to Hire Tittle Law Group as Counsel DIOCESE OF ROCHESTER: Court Denies Bid to Reinstate Freeze on Cases DIVISION MANAGEMENT: Case Summary & 20 Largest Unsecured Creditors E.R.G. INC: Seeks to Hire Lugo Mender Group as Legal Counsel ELECTROMEDICAL TECHNOLOGIES: Incurs $1.1 Million Net Loss in Q1 EMERALD HOLLOW: Wins Interim Cash Collateral Access EVO TRANSPORTATION: Delays Filing of First Quarter Form 10-Q EXPEDITION INDUSTRIES: Files for Chapter 11 With $1.58M Debt FAIRPORT BAPTIST HOMES: Taps Epiq as Claims and Noticing Agent FCG ACQUISITIONS: Moody's Rates New Incremental 1st Lien Loan 'B2' FLEETPRIDE INC: S&P Alters Outlook to Negative, Affirms 'B-' ICR FRONT SIGHT MANAGEMENT: Secures $5MM DIP Loan from FS DIP LLC GRASS ROOTS I: In Chapter 11 Bankruptcy to Stop Foreclosure HAN JOE RO: In Chapter 11 to Keep Control of Hotels HANSABEN INVESTMENTS: Case Summary & 13 Unsecured Creditors HEALTHMYNE INC: Court OKs Deal on Cash Collateral Access HELLO LIVING: Mezz Lender Says Amended Plan Still Flawed HELLO LIVING: Unsecureds Will be Paid in Full HERITAGE CHRISTIAN: Wins Cash Collateral Access Thru July 27 HMP PROPERTIES: Unsecured Creditors to Recover 100% in 60 Months I-AQUA USA: U.S. Trustee Unable to Appoint Committee INFINERA CORP: All Four Proposals Passed at Annual Meeting INFOW LLC: Return of Alex Jones Defamation Trial to Connecticut OKd INITIO GROUP: Files for Chapter 11, Hires Counsel JCB TRUCKING: Seeks to Hire Don Smock as Broker and Auctioneer JJS LOGISTICS: Western Pasco County FedEx Starts Subchapter V Case JOGI PACK: U.S. Trustee Unable to Appoint Committee KLMKH INC: Case Summary & 20 Largest Unsecured Creditors LARSON FARMS: Seeks to Hire Marc Ross of HBM Management as CRO LIMETREE BAY: Court Confirms Liquidating Plan LOADCRAFT INDUSTRIES: Gets More Time to File Chapter 11 Plan MARRONE BIO: Executes Reserve Shortfall Letter to LSQ Purchase Deal MATHESON FLIGHT: U.S. Trustee Appoints Creditors' Committee MAUNESHA RIVER: To Seek Plan Confirmation on July 15 MERCURITY FINTECH: Receives Nasdaq Listing Deficiency Notice NB HOTELS DALLAS: Seeks to Hire Joyce W. Lindauer as Counsel NEONODE INC: Board Elects Cecilia Edstrom as Class I Director NEOVASC INC: Incurs $10.2 Million Loss in First Quarter NEPHROS INC: All Three Proposals Passed at Annual Meeting NEUMEDICINES INC: Amends Libo & Disputed Claims Pay Details NEW YORK OPTICAL: Unsecureds to Get 20% of Claims in 60 Months NRS PROPERTIES: Gets OK to Employ William DeSouchet as Accountant ORIGIN AGRITECH: Posts RMB4.1 Million Net Profit in H1 2022 OZOP ENERGY: Incurs $1.4 Million Net Loss in First Quarter PANTERA TRANSPORTATION: Files for Chapter 11 Bankruptcy PARETEUM CORP: U.S. Trustee Appoints Creditors' Committee PEGASUS GROUP: Files Emergency Bid to Use Cash Collateral PIAGGIO AMERICA: Unsecureds to Get Pro Rata of Distribution PLAYA HOTELS: All Eight Proposals Passed at Annual Meeting PLAYA HOTELS: Names Jeanmarie Cooney as Interim Non-Exec Director PLUS THERAPEUTICS: All Five Proposals Passed at Annual Meeting PREMIUM PRODUCTS: Glass Contractor Starts Subchapter V Case PRITHVI INVESTMENTS: Case Summary & 13 Unsecured Creditors PRODUCE DEPOT: Luis Ruelas to Appear in $1.6-Mil. Bankruptcy Case QUOTIENT LIMITED: Amends Supply and Manufacturing Deal With Stratec REID'S EDUCATIONAL: Seeks Cash Collateral Access REPLICEL LIFE: BCSC Issues Temporary Management Cease Trade Order RESOLUTE INVESTMENT: S&P Lowers ICR to 'B', Outlook Stable RITCHIE BROS: S&P Affirms BB+' Long-Term ICR, Off Watch Negative ROCKALL ENERGY: Counterparty Archrock Awaits Buyer RYBEK DEVELOPMENTS: Creditors to Get Proceeds From Liquidation RYBEK DEVELOPMENTS: July 5 Disclosure Statement Hearing Set SANUWAVE HEALTH: Delays Filing of 1st Quarter Form 10-Q SB MILLTOWN: Case Summary & 14 Unsecured Creditors STEEL BRITE: Files for Chapter 11 Bankruptcy Protection SUN PACIFIC: Unit Signs Deal to Build Solar Panel Facility SUSSEX RANDOLPH: Claims to be Paid From USLR, Rents TALEN ENERGY: U.S. Trustee Appoints Creditors' Committee TAVERN ON LAGRANGE: Wins Cash Collateral Access Thru June 7 TC TELEPHONE: Case Summary & 20 Largest Unsecured Creditors TRIUMPH GROUP: Incurs $42.8 Million Net Loss in Fiscal 2022 US INTERNATIONAL REALTOR: Seeks Chapter 11 Bankruptcy WC ALAMO INDUSTRIAL: Trustee Taps Graves Dougherty as Legal Counsel WESTERN URANIUM: Incurs $1.2 Million Net Loss in First Quarter WHISPER LAKE: Court Confirms Plan of Liquidation YOUNGEVITY INT'L: Declares May Monthly Dividend [*] Subchapter V Eligibility Requirements Bankruptcy Developments [] ABI NYC Bankruptcy Conference Slated for June 10 [^] BOOK REVIEW: The Story of The Bank of America ********* 1207N PRIVE INVESTMENTS: Files for Chapter 11 Bankruptcy -------------------------------------------------------- Single Asset Real Estate 1207N Prive Investments LLC filed for chapter 11 protection in the Southern District of Florida without stating a reason. According to court documents, 1207N Prive Investments 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. Section 341(a) is slated for June 10, 2022 at 10:30 A.M. About 1207N Prive Investments LLC 1207N Prive Investments LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). 1207N Prive Investments LLC sought Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No. 22-13737) on May 12, 2022. In the petition filed by Semmin Safi, as manager, 1207N Prive Investments LLC listed estimated assets up to $50,000 and estimated liabilities between $1 million and $10 million. The case is assigned to Honorable Bankruptcy Judge Laurel M Isicoff. Patrick L Cordero, Esq., is the Debtor's counsel. 332 A'BANTU REALTY: Gets OK to Hire Norgaard as Legal Counsel ------------------------------------------------------------- 332 A'Bantu Realty, Inc. received approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Norgaard, O'Boyle & Hannon to serve as legal counsel in its Chapter 11 case. The firm's services include: a. advising the Debtor regarding its powers and duties under the Bankruptcy Code; b. preparing legal papers, including the Debtor's Chapter 11 plan and disclosure statement; c. appearing at court hearings and attending conferences, meetings, depositions and other events with the U.S. trustee and other concerned parties; and d. providing all other necessary legal services. The hourly rates charged by the firm for its services are as follows: Partners & of Counsels $375 to $425 per hour Associates $250 to $325 per hour Law Clerks $175 per hour Paralegal $150 per hour In addition, the firm will seek reimbursement for out-of-pocket expenses. The retainer fee is $50,000. Brian Hannon, Esq., a partner at Norgaard, O'Boyle & Hannon, 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: Brian G. Hannon, Esq. Norgaard, O'Boyle & Hannon 184 Grand Ave. Englewood, NJ 07631 Tel: (201) 871-1333/(609) 900-2747 Fax: 201-871-3161 About 332 A'Bantu Realty 332 A'Bantu Realty Inc., filed a Chapter 11 bankruptcy petition (Bankr. E.D.N.Y. Case No. 22-40664) on March 30, 2022, disclosing as much as $1 million in both assets and liabilities. Judge Elizabeth S. Stong oversees the case. Brian G. Hannon, Esq., at Norgaard, O'Boyle & Hannon is the Debtor's bankruptcy attorney. AKORA GROUP: 3 Dickeys Barbeque Operators in Chapter 11 ------------------------------------------------------- Akora Group, Inc., and its two affiliates filed relief under Subchapter V of Chapter 11 of the Bankruptcy Code in Fort Worth, Texas. Abid Masood is the 100% owner each of the Debtors. Each Debtor operates a Dickeys Barbeque restaurant. All the Debtors are managed through a central office but each Debtor has it own staff and creditors. All Debtors are responsible to the largest secured creditor. According to court filings, Akora Group 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. Section 341(a) is slated for July 1, 2022 at 9:30 a.m. About Akora Group Inc. Akora Group Inc. and its affiliates each operates a Dickeys Barbeque restaurant. Akora Group Inc. and affiliates Frontier Trader, Inc., and Weatherford Dickeys, LLC, sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Case No. 22-41074) on May 13, 2022. The cases are jointly administered under Akora Group's Case No. 22-41074. In the petition filed by Abid Masood, as president, Akora Group estimated assets up to $50,000 and estimated liabilities between $100,000 and $500,000. The case is assigned to Honorable Bankruptcy Judge Mark X. Mullin. Eric A. Liepins, of Eric A. Liepins, P.C, is the Debtors' counsel. ALLEN SUPPLY: Exclusivity Period Extended to Aug. 23 ---------------------------------------------------- Judge John Sherwood of the U.S. Bankruptcy Court for the District of New Jersey extended to Aug. 23 the period during which only The Allen Supply & Laundry Service, Inc. can file a Chapter 11 plan. Scott Rever, Esq., at Genova Burns, LLC, the company's attorney, said it is more likely than not that a Chapter 11 plan will be confirmed within a reasonable period of time given the "good faith" progress the company has made in its bankruptcy case. Since its Chapter 11 filing, Allen has consummated a sale of its customer accounts, equipment and vehicles, which is generating funds to pay its creditors. Moreover, the company has recently made an interim distribution to administrative creditors as authorized by the court and is now close to finalizing a resolution of the administrative claim filed by its labor union. About The Allen Supply & Laundry Service Founded in 1920, The Allen Supply & Laundry Service, Inc. provides dry cleaning and laundry services. Allen Supply & Laundry Service sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 19-10132) on January 3, 2019, listing up to $10 million in assets and up to $1 million in liabilities. Judge John K. Sherwood oversees the case. The Debtor tapped Wasserman, Jurista & Stolz, P.C. as bankruptcy counsel; New & Karfunkel, P.C. as special counsel; and Speed Financial Services, Inc. as accountant. ALLIED ESPORTS: Delays Filing of First Quarter Form 10-Q -------------------------------------------------------- Allied Esports Entertainment, Inc. filed a Form 12b-25 with the Securities and Exchange Commission with respect to its Quarterly Report on Form 10-Q for the period ended March 31, 2022. The Company said its Quarterly Report on Form 10-Q cannot be filed within the prescribed time period because the Company requires additional time to evaluate the accounting for certain transactions during the review period. As a result, such Form 10-Q cannot be filed within the prescribed time period, and will be filed on or before the fifth calendar day following the prescribed due date. Revenues for the three-month period ended March 31, 2022 are expected to be $2.4 million, compared to $0.5 million for the same period in 2020. Net loss for the three-month period ended March 31, 2022 is anticipated to be $3.6 million compared to $3.3 million for 2020. As of March 31, 2022, the Company had $90.7 million of cash and cash equivalents, excluding $5.0 million of restricted cash. Allied Esports Headquartered in Irvine, California, Allied Esports Entertainment, Inc. -- http://www.alliedesportsent.com-- operates a public esports and entertainment company, consisting of the Allied Esports and World Poker Tour businesses. Allied Esports reported a net loss of $45.06 million for the year ended Dec. 31, 2020, compared to a net loss of $16.74 million for the year ended Dec. 31, 2019. As of Sept. 30, 2021, the Company had $109.10 million in total assets, $5.48 million in total liabilities, and $103.62 million in total stockholders' equity. Melville, New York-based Marcum LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 12, 2021, citing that the Company has a working capital deficiency from continuing operations, has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. AMERICAN LIQUOR: Seeks Cash Collateral Access --------------------------------------------- American Liquor 524 Inc. asks the U.S. Bankruptcy Court for the Middle District of Florida, Orlando Division, for authority to use cash collateral and provide adequate protection. The Debtor will use the cash collateral during the interim cash collateral period to pay for post-petition inventory, insurance, utilities, pay for leased space, marketing and advertising, pay sales taxes, as well as the normal expenses of day-to-day operation. On the Petition Date, the Debtor had three secured creditors, two of which potentially have a lien on cash collateral. The Debtor owes approximately $500,000 to Maheshchandra R. Shah, who refinanced the Debtor's liquor license, as well as made additional advances to the Debtor using the liquor license as collateral. Shah recorded a UCC-1 Financing Statement, which was recorded on June 22, 2020, Document Number 202002432854. Shah also paid off another lien that was recorded against the Debtor's liquor license by Gateway Financial Florida, LLC. Gateway recorded a UCC-1 Financing Statement with the Florida Secured Transaction Registry on September 30, 2021, Document Number 202108628574. The Debtor's landlord, Cocoa Commons Station LLC, recorded a UCC-1 Financing Statement on March 31, 2022 with the Florida Secured Transaction Registry, Document Number 202201022823, as a result of a settlement agreement between the Debtor and Landlord. The Debtor does not believe the Landlord Lien creates a lien on cash collateral, however, they are listed in the motion in an abundance of caution. Furthermore, the Landlord Lien is subject to avoidance under 11 U.S.C. section 547, as it was perfected within the 90-day period prior to the Petition Date. Finally, as a result of a loan in the amount of $35,000 from T&R Investment Spacecoast, Inc. to the Debtor, T&R recorded a UCC-1 Financing Statement with the Florida Secured Transaction Registry on April 7, 2022, Document Number 202201116718. The Debtor proposes to use the cash collateral in accordance with the terms of the Budget. The Debtor also requests that it be authorized: (i) to exceed any line item on the budget by an amount up to 10% of each such line item; or (ii) to exceed any line item by more than 10% so long as the total of all amounts in excess of all line items for the Budget do not exceed 10% in the aggregate of the aggregate total budget. As adequate protection, the Debtor will provide secured creditors a replacement lien to the extent and validity of such lien that existed pre-petition. A copy of the motion and the Debtor's budget is available at https://bit.ly/3ySQx5G from PacerMonitor.com. About American Liquor 524 American Liquor 524 Inc., a Cocoa, Fla.-based liquor store, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Lead Case No. 22-01268) on April 7, 2022. In the petition filed by Nilesh Shastri, president, the Debtor disclosed up to $50,000 in estimated assets and up to $1 million in estimated liabilities. Judge Grace E. Robson oversees the case. The Debtor tapped Aldo G. Bartolone, Jr., at Bartolone Law, PLLC as legal counsel and Raskin Shah, PA as accountant. ANTECO PHARMA: Enters Modified APA Agreement with Attwill --------------------------------------------------------- Anteco Pharma, LLC, submitted an Amended Disclosure Statement describing Second Amended Plan of Reorganization dated May 23, 2022. Prior to the commencement of Debtor's reorganization, Attwill's payments to Debtor under the APA Agreement were subject to a Debt and Lien Subordination Agreement between Attwill's secured lender, Old National Bank, and the Debtor ("the Subordination"). The Debtor has invoiced Attwill for the annual payments owed, but Attwill failed to make those annual payments to Debtor pursuant to the terms of the APA Agreement. Debtor made a formal demand for payments from Attwill in accordance with the APA Agreement. In response to those demands, Debtor and Attwill entered into negotiations to determine how best Attwill can cure the payments that are owed to Debtor. As a result, Debtor and Attwill entered into a Modification of the APA Agreement ("Modification"). That Modification provides, in pertinent part, as follows: * Attwill will purchase the 568,200 of Attwill partnership units owned by Debtor at the rate of $0.50 per unit for a total value of $284,100, free from any and all encumbrances, by no later than June 30, 2022. * Attwill will make fixed monthly payments totaling $1,125,000. * In addition, Attwill will make Annual Earnout Payments equal to not less than 10% of the amount the EBITDA earned for each year in excess of the Debtor's 2016 EBITDA of $1,322,000 for a period of 8 years starting with calendar year 2021 or until Earnout Payments equal $1,337,541 (the Total Earnout Amount as defined in the Agreement). In the event of a major reorganization of Attwill, including but not limited to, sale of the company or an IPO, the remaining balance will become immediately payable in full minus a 5% discount. * As required by the Agreement, annual EBITA reports along with supporting financial records will be provided to Debtor. * For purposes of the Modification, Attwill's EBITDA may be reduced by the amount of interest paid annually up to a maximum of $750,000 per year. The Debtor, Galderma, Attwill, Teeter and Conlon (collectively the "Parties") engaged in mediation and were successful in reaching a Settlement Agreement. The Settlement Agreement settles and resolves the Claim Objection, the Derivative Standing Motion, and the Avoidance Claims, and also provides that Attwill will be dismissed with prejudice from the Delaware Case. The Debtor filed its proposed Second Amended Chapter 11 Plan of Reorganization for consideration by its creditors. All proposed payments under the Debtor's Amended Plan of Reorganization shall be made from the Debtor's collection of funds owed to it under the terms of the Modification and other sources of income. The amortization of these obligations are proposed to be extended to provide for adequate cash flow and debt service. The Plan expressly incorporates the terms of the Compromise Motion in that it reflects both (i) the full and complete settlement and compromise of the Avoidance Claims on behalf of the bankruptcy estate and creditors and (ii) the consensual third-party releases granted to Teeter and Conlon by Galderma. The Debtor expects a lump sum payment from Attwill of $284,100 by no later than June 30, 2022, or as soon as the Debtor's Second Amended Plan is confirmed and the order confirming Plan is effective. Then Debtor will also receive fixed monthly payments totaling $1,125,000 to be paid over a period of 73 months. A full-text copy of the Amended Disclosure Statement dated May 23, 2022, is available at https://bit.ly/3z0ENxW from PacerMonitor.com at no charge. Attorneys for the Debtor: Krekeler Strother, S.C. Kristin J. Sederholm 2901 West Beltline Hwy, Suite 301 Madison, WI 53713 Tel: 608-258-8555 Fax: 608-258-8299 E-mail: ksederho@ks-lawfirm.com About Anteco Pharma Anteco Pharma, LLC, is a Waunakee, Wis.-based company specializing in freeze drying and related processing of pharmaceutical intermediates, medical devices, specialty food and nutritional ingredients. Anteco Pharma filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wis. Case No. 221-11012) on May 7, 2021, disclosing total assets of up to $10 million and total liabilities of up to $1 million. Howard R. Teeter, authorized member, signed the petition. Judge Catherine J. Furay oversees the case. Krekeler Strother, S.C. and Boardman & Clark, LLP serve as the Debtor's bankruptcy counsel and special counsel, respectively. APHEX BIOCLEANSE: Taps Holland Law Group as Bankruptcy Counsel -------------------------------------------------------------- Aphex BioCleanse Systems Inc. seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Holland Law Group, P.A. as bankruptcy counsel. The firm's services include: (a) giving the Debtor legal advice with respect to its powers and duties as a debtor-inpossession in the continued operation of its business and management of its property; (b) taking the necessary action to recover any preferential transfers, fraudulent transfers or other voidable transfers; (c) enjoining or staying any and all suits and proceedings against the Debtor affecting its ability to continue in business or affecting its property; (d) representing the Debtor in any negotiations with potential financing sources, and preparing any contracts, security agreements, or other documents necessary to obtain financing; (e) representing the Debtor with respect to any issues relating to the use of cash collateral; (f) representing the Debtor with respect to any issues relating to the rejection, assumption or assignment of the Debtor's executory contracts or unexpired leases; (g) representing the Debtor with respect to any issues relating to the resolution of claims asserted against the Debtors; (h) representing the Debtor in the negotiation and preparation of any plans of reorganization and disclosure statements; (i) representing the Debtor in all adversary proceedings, contested matters and matters involving administration of this case, whether brought in federal or state court; (j) preparing on behalf of the Debtor all necessary petitions, answers, motions, orders, reports, and other legal papers; and (k) performing all other legal services for the Debtor that may be necessary in the case. The hourly rates charged by the firm range from $350 for its most experienced attorneys to $75 for its most junior para-professionals. Laurie Blanton, Esq., member of the firm, disclosed in a court filing that she is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Laurie L. Blanton, Esq. Holland Law Group, P.A. 1100-C South Tamiami Trail Venice, FL 34285 Tel.: (941) 748-2077 Email: laurie@hollandlaw.com About Aphex BioCleanse Aphex BioCleanse Systems Inc. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-01917) on May 12, 2022, listing $450,093 in assets and $1,213,865 in liabilities. Michael C Markham serves as Subchapter V trustee. Judge James L. Garrity Jr. oversees the case. The Debtor tapped Laurie L. Blanton, Esq., at Holland Law Group, P.A. as bankruptcy counsel. ARCHIMEDEAN SOLUTIONS: BDJ Seeks to Dismiss Involuntary Case ------------------------------------------------------------ Single Asset Real Estate Archimedean Solutions is being sent to Chapter 1 bankruptcy by alleged creditor Emberly Capital, LLC, to stop a foreclosure sale. BDJ Equities LLC immediately filed a motion to dismiss the Debtor's involuntary Chapter 11 case. "This case represents the misuse of a powerful bankruptcy tool. Emberly Capital, LLC , as the sole petitioning creditor, signed and caused the Involuntary Petition to be filed when it knew, or should have known, that it does not qualify to be a petitioning creditor that can commence an involuntary bankruptcy case against the Alleged Debtor. It is no coincidence that the Involuntary Petition was filed less than one hour before a scheduled foreclosure sale of the Alleged Debtor's sole significant asset in BDJ's four-year old pending Foreclosure Action," BDJ said in court filings. "The Involuntary Petition should never have been filed, and Emberly and should not have been advised to file it. Emberly, as the holder of solely a non-recourse claim against collateral, is not an unsecured creditor of the Alleged Debtor and thus does not qualify to be a petitioning creditor under section 303(b) of the Bankruptcy Code. For this reason alone, the Involuntary Petition should be dismissed as a matter of law under prevailing caselaw in the Second Circuit." BDJ's predecessor-in-interest provided to the Alleged Debtor a loan in the principal amount of $3,300,000, evidenced by a note dated June 30, 2016. To secure payment of the First Note, the Alleged Debtor executed a mortgage dated June 30, 2016 in the principal amount of $3,300,000, which was duly recorded. The First Mortgage encumbers the real property known as 432 Hudson Street, New York, New York (the "Property"). On July 23, 2018, Mary E. Kaplan, the Alleged Debtor's principal, executed an unlimited personal guarantee and pledge agreement, guaranteeing payment of all amounts owed under the Note. The Alleged Debtor failed to make payments under the Loan Documents beginning on or about Sept. 1, 2018, and thereafter. On Oct. 17, 2018, BDJ commenced a foreclosure action in the Supreme Court of the State of New York, County of New York (the "State Court"), which was assigned index number 850287/2018 (the "Foreclosure Action"), to foreclose on the Mortgage. On June 24, 2019, the State Court granted BDJ's motion for a default judgment as against the Alleged Debtor and Kaplan. On March 30, 2022, BDJ served a notice of sale of the Property by public auction pursuant to the Foreclosure Judgment, with the auction to occur on May 11, 2022 at 2:15 p.m. However, the auction did not proceed because Emberly filed an involuntary chapter 11 petition against the Alleged Debtor at 1:39 p.m. on May 11, 2022, less than an hour before the auction of the Property was scheduled to occur. Counsel for BDJ Equities LLC: RUBIN LLC Paul A. Rubin Hanh V. Huynh 345 Seventh Avenue, 21st Floor New York, New York 10001 Tel: 212.390.8054 Fax: 212.390.8064 E-mail: prubin@rubinlawllc.com hhuynh@rubinlawllc.com About Archimedean Solutions LLC Archimedean Solutions LLC is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). On May 11, 2022, Single Asset Real Estate Archimedean Solutions was subject to an involuntary Chapter 11 petition (Bankr. S.D.N.Y. Case No. 22-10599) filed by Emberly Capital, LLC. Silverman Law PLLC, led by Brett Silverman, is the petitioner's counsel. The case is overseen by Honorable Bankruptcy Judge Lisa G Beckerman. ARTESIAN FUTURE: Gets OK to Hire Binder & Malter as Legal Counsel ----------------------------------------------------------------- Artesian Future Technology, LLC received approval from the U.S. Bankruptcy Court for the Northern District of California to employ Binder & Malter, LLP to handle its Chapter 11 case. The firm will be paid based upon its normal and usual hourly billing rates and will be reimbursed for out-of-pocket expenses incurred. The Debtor paid the firm a retainer of $111,179.72. Robert Harris, Esq., a partner at Binder & Malter, 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: Robert G. Harris, Esq. Michael W. Malter, Esq. Julie H. Rome-Banks, Esq. Binder & Malter, LLP 2775 Park Avenue Santa Clara, CA 95050 Tel: (408) 295-1700 Fax: (408) 295-1531 Email: Rob@bindermalter.com Michael@bindermalter.com Julie@bindermalter.com About Artesian Future Technology Artesian Future Technology, LLC, doing business as Artesian Builds, is a customized personal computer maker in Oakland, Calif. Artesian Future Technology filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Calif. Case No. 22-40396) on April 22, 2022, listing total assets of $1.27 million and total liabilities of more than $3 million. Mark M. Sharf serves as Subchapter V trustee. Judge Charles Novack oversees the case. Michael W. Malter, Esq., at Binder & Malter, LLP and Edward Webb, a partner at BPM, LLP, serve as the Debtor's legal counsel and chief restructuring officer, respectively. ASG PARENT: S&P Places 'B' ICR on Watch Neg. on Refinancing Risk ---------------------------------------------------------------- S&P Global Ratings placed all of its ratings on U.S.-based ASG Parent LLC, including the 'B' issuer credit rating, on CreditWatch with negative implications. The CreditWatch placement reflects the possibility of a lower rating if the company is unable to refinance its term loan and revolver on satisfactory terms over the next few months. The CreditWatch placement reflects the heightened risk that ASG will be unable to refinance its debt capital structure on satisfactory terms because of currently weak market conditions. The company's $690 million senior secured first-lien term loan ($550 million outstanding) matures in August 2023, becoming current in about three months. In addition, its $60 million senior secured revolving credit facility expires in August 2022. There was $45 million outstanding under the revolver as of March 31, but we expect the company to pay down most of the borrowings during the second quarter with seasonal working capital inflows. S&P said, "Notwithstanding the approaching maturities, we expect stable operating performance will support steady credit measures. A lower total allowable catch (down about 20%) and higher fuel and container costs will be headwinds in 2022. However, we believe a favorable pricing environment and moderating COVID-19-related costs will help the company maintain EBITDA close to 2021 levels. The company is also well hedged on its fuel and Japanese yen exposure, which should help mitigate the impact of rising fuel costs and a stronger U.S. dollar in 2022. "In addition, we expect the company will continue to generate good free cash flow, which it is likely to apply toward debt repayment, and further support deleveraging. The company prepaid $60 million in term debt in fiscal 2021 and an additional $12.5 million in the first quarter of 2022. As a result of its focus on debt reduction, we forecast leverage will improve to the low-5x area at the end of 2022. "We assume pending litigation with U.S. Customs and Border Protection (CBP) will not materially affect operating performance or credit metrics. The company transports pollock on foreign ships from Alaska to Maine through a port in New Brunswick, Canada (known as the Bayside Route). In August 2021, the CBP began issuing notices of penalties to ASG's subsidiaries, alleging violations of The Jones Act, which requires that domestically caught seafood be transported by U.S.-built vessels. The CBP has issued $90 million in notices of penalties to ASG's subsidiaries and over $300 million to other participants in the company's supply chain. The company has operated the route for over two decades under an exemption to the Jones Act, but the CBP believes a significant alteration to the rail route in 2012 was in violation of the Act. In November, ASG was granted a preliminary injunction stopping the CBP's enforcement actions and allowing it to continue operating the Bayside Route without the threat of further fines. "The company is still awaiting a final judgment on whether fines, if any, will be upheld and the exemption will remain valid. Our base case scenario assumes the company will not be subject to a material adverse judgment. Our understanding is that the CBP has never levied fines for a Jones Act violation greater than $15 million. In addition, even if the courts rescind the exemption and ASG is prohibited from using the route going forward, we believe it only represents 10%-15% of revenue and would not materially affect overall profitability. If the courts were to uphold the $90 million in penalties in full, leverage would likely remain below 6.5x and still be supportive of the current rating. However, some of the other participants in the supply chain have indicated they would seek indemnification from ASG if their fines were upheld. We could reevaluate the rating if there is an unfavorable judgment, and we believe ASG's total exposure will be well in excess of $90 million. "We expect to resolve the CreditWatch over the next 90 days, before the term loan becoming current. We could lower the ratings if the company were unable to refinance its term loan and revolver on satisfactory terms. "We could affirm the ratings and assign a stable outlook if it successfully completes a refinancing, continues to perform in line with our expectations, and there are no significant adverse developments pertaining to the ongoing CBP litigation." AU HEALTH: S&P Lowers 2018 Rev. Bond Rating to 'B+', Outlook Neg. ----------------------------------------------------------------- S&P Global Ratings lowered its long-term rating to 'B+' from 'BBB-' on the Augusta Development Authority, Ga.'s series 2018 revenue bonds issued on behalf of the AU Health System Inc. (AUHS). The outlook is negative. "Our rating action is driven by governance risks under our environmental, social, and governance credit factors. Specifically, the downgrade and negative outlook reflect our view of the current void in permanent senior leadership that we capture under our environmental, social, and governance factors, particularly given material and growing losses and a very diminished balance sheet," said S&P Global Ratings credit analyst Wendy Towber. "It further reflects our view of AUHS' inability to execute on turnaround plans presented at our last review, which we believe raises questions of strategic direction and operating viability," she further said. There is a one-in-three chance that S&P Global Ratings could further lower the rating over the one-year outlook period if the interim management team is unable to stabilize overall financial performance by stemming operating losses and growing the balance sheet while also sustaining its overall business position in a highly competitive and fragmented market. S&P said, "We consider the weaknesses in AUHS' governance factors as a negative influence in our rating analysis and the main contributor to this rating downgrade. We continue to view environmental and social risks as being neutral in our credit rating analysis. That said, we also recognize that COVID-19 has exposed the hospital to additional health and safety social risks that dampened revenue growth, created staffing challenges, and required increased costs to care for higher acuity patients. While some risks have waned due to vaccine availability, the situation remains uncertain due to significant staffing and labor pressures, which we view as a human capital risk." AUHS is an independent, nonprofit parent corporation located in Augusta, Ga., established to further the health sciences, patient care, research, and education missions of Augusta University (AU), AU Medical Associates, Inc. (AUMA), and AUMC. AVINGER INC: Inks Deal With H.C. Wainwright to Sell $7M Shares -------------------------------------------------------------- Avinger, Inc., entered into an At the Market Offering Agreement with H.C. Wainwright & Co., LLC, as sales agent, pursuant to which the Company may offer and sell shares of common stock, par value $0.001 per share up to an aggregate offering price of $7,000,000 from time to time, in an at-the-market public offering. Sales of the Shares, if any, will be made at prevailing market prices at the time of sale, or as otherwise agreed with the Agent. The Agent will receive a commission from the Company of 3.0% of the gross proceeds of any Shares sold under the ATM Agreement. Upon delivery of an issuance notice and subject to the terms and conditions of the ATM Agreement, the Agent may sell the Shares by any method permitted by law deemed to be an "at the market offering" as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended. The Company may sell the Shares in amounts and at times to be determined by the Company from time to time subject to the terms and conditions of the Sales Agreement but is not obligated to sell, and the Agent is not obligated to buy or sell, any Shares under the ATM Agreement. No assurance can be given that the Company will sell any Shares under the ATM Agreement, or, if it does, as to the price or amount of Shares that it sells or the dates when such sales will take place, except that the ATM Agreement provides that the Shares will not be sold at a price less than $1.00 per Share. The Company or Agent may suspend or terminate the offering of Shares upon proper notice to the other party and subject to other conditions. The Agent will use its commercially reasonable efforts consistent with its normal sales and trading practices to place the Shares, subject to the terms of the ATM Agreement. The ATM Agreement will automatically terminate when the sale of the Shares reaches an aggregate offering amount equal to $7,000,000, or sooner if terminated as permitted therein. In the ATM Agreement, the Company agreed to indemnify the Agent against certain liabilities, including under the Securities Act of 1933, as amended, or to contribute payments that the Agent may be required to make because of such liabilities. The Shares sold under the ATM Agreement will be offered and sold pursuant to the Company's shelf registration statement on Form S-3, which was initially filed with the Securities and Exchange Commission on March 29, 2022 and declared effective on April 7, 2022 (Registration No. 333-263922), and a prospectus supplement and the accompanying prospectus relating to the at-the-market offering filed with the SEC on May 20, 2022. Because there is no minimum offering amount required pursuant to the ATM Agreement, the total number of Share to be sold under the ATM agreement, if any, and proceeds to the Company, if any, are not determinable at this time. The Company expects to use any net proceeds for working capital and general corporate purposes, which may include research and development of the Company's Lumivascular platform products, preclinical and clinical trials and studies, regulatory submissions, expansion of the Company's sales and marketing organizations and efforts, intellectual property protection and enforcement and capital expenditures. The ATM Agreement also contains representations, warranties and certain covenants of the Company that are customary for transactions of this type. The representations, warranties and covenants contained in the ATM Agreement are made only for purposes of the ATM Agreement and as of specific dates, are solely for the benefit of the parties to the ATM Agreement, and may be subject to limitations agreed upon by the parties, including being qualified by confidential disclosures made by each contracting party to the other for the purposes of allocating contractual risk between them that differ from those applicable to investors. Investors should not rely on the representations, warranties and covenants or any description thereof as characterizations of the actual state of facts or condition of the Company's business or the Agent or any of the Company's or their subsidiaries, affiliates, businesses or stockholders. Moreover, information concerning the subject matter of the representations, warranties and covenants may change after the date of the ATM Agreement, which subsequent information may or may not be fully reflected in the Company's public disclosures or statements by the Company or the Agent. Accordingly, investors should read the representations and warranties in the ATM Agreement not in isolation but only in conjunction with the other information about the Company or the Agent and the Company's or their subsidiaries included in reports, statements and other filings made with the SEC. About Avinger Headquartered in Redwood City, California, Avinger -- http://www.avinger.com-- is a commercial-stage medical device company that designs and develops image-guided, catheter-based system for the diagnosis and treatment of patients with Peripheral Artery Disease (PAD). Avinger reported a net loss applicable to common stockholders of 21.59 million for the year ended Dec. 31, 2021, a net loss applicable to common stockholders of $22.87 million for the year ended Dec. 31, 2020, a net loss applicable to common stockholders of $23.03 million for the year ended Dec. 31, 2019, and a net loss applicable to common stockholders of $35.69 million for the year ended Dec. 31, 2018. As of March 31, 2022, the Company had $31.61 million in total assets, $21.38 million in total liabilities, and $10.23 million in total stockholders' equity. AYTU BIOPHARMA: All Four Proposals Passed at Annual Meeting ----------------------------------------------------------- The 2022 annual meeting of stockholders for Aytu BioPharma, Inc. was held at which the stockholders: (1) elected Joshua R. Disbrow, Gary V. Cantrell, Carl C. Dockery, John A. Donofrio, Jr., and Michael E. Macaluso as members to the Company's board of directors; (2) ratified the appointment of Plante & Moran, PLLC as the Company's independent registered public accounting firm for the fiscal year ending June 30, 2022; (3) approved, on an advisory bsais, the compensation of the Company's executive officers; and (4) selected a yearly frequency with which future advisory votes on executive compensation should be held. In light of these results, notwithstanding its previous recommendation in the proxy statement for the 2022 Annual Meeting, the Company's Board of Directors determined that the Company will hold future Say-on-Pay votes on an annual basis until the occurrence of the next advisory vote on the frequency of Say-on-Pay votes. The next advisory vote regarding the frequency of Say-on-Pay votes is required to occur no later than the Company's 2028 Annual Meeting of Stockholders. About Aytu BioPharma Englewood, Colorado-based Aytu BioPharma, Inc., formerly known as Aytu BioScience, Inc. -- http://www.aytubio.com-- is a specialty pharmaceutical company with a growing commercial portfolio of prescription therapeutics and consumer health products. The company's primary prescription products treat attention deficit hyperactivity disorder (ADHD) and other common pediatric conditions. Aytu markets ADHD products Adzenys XR-ODT (amphetamine) extended-release orally disintegrating tablets, Cotempla XR-ODT (methylphenidate) extended-release orally disintegrating tablets, and Adzenys-ER (amphetamine) extended-release oral suspension. Aytu Biopharma reported a net loss of $58.29 million for the year ended June 30, 2021, a net loss of $13.62 million for the year ended June 30, 2020, and a net loss of $27.13 million for the year ended June 30, 2019. As of Dec. 31, 2021, the Company had $223.82 million in total assets, $118.29 million in total liabilities, and $105.54 million in total stockholders' equity. B T S INTERNATIONAL: Case Summary & Three Unsecured Creditors ------------------------------------------------------------- Debtor: B T S International, LLC 15601 Larch Way Lynnwood, WA 98087 Business Description: B T S International owns two parcels of real property. The property at 505 Harrison St., Seattle, WA is currently bare ground. The property at 15601 Larch Way, Lynwood, WA is residential real property occupied by Stephanie A. Wang, the managing member of B T S, and other family members. Chapter 11 Petition Date: May 26, 2022 Court: United States Bankruptcy Court Western District of Washington Case No.: 22-10867 Judge: Hon. Marc Barreca Debtor's Counsel: Alan Wenokur, Esq. WENOKUR RIORDAN PLLC 600 Stewart Street Suite 1300 Seattle, WA 98101 Tel: (206) 682-6224 Email: alan@wrlawgroup.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Stephanie A. Wang as managing member. A full-text copy of the petition containing, among other items, a list of the Debtor's three unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/ZP6QIEA/B_T_S_International_LLC__wawbke-22-10867__0001.0.pdf?mcid=tGE4TAMA BEAVER FALLS, PA: S&P Alters Outlook to Pos. on 2017A/B GO Bonds ---------------------------------------------------------------- S&P Global Ratings revised its outlook to positive from stable on Beaver Falls, Pa.'s series 2017A general obligation (GO) notes and 2017B GO bonds. At the same time, we affirmed our 'BB+' rating on the city's bonds. "The positive outlook reflects the continued improvement in Beaver Falls' liquidity position due to one-time federal stimulus revenue and the potential for a significant increase in the city's reserves and liquidity following the sale of its wastewater treatment plant that is pending approval by the Pennsylvania Public Utility Commission," said S&P Global Ratings credit analyst Cora Bruemmer. We still view the city's general operating performance as structurally imbalanced, which caps the rating. The 2017A notes and 2017B bonds are GOs of the city, secured by its full faith, credit, and taxing power, which benefits from an unlimited ad valorem property tax. Beaver Falls' general fund operations have been structurally imbalanced for several years. S&P said, "We view its 2022 budget as structurally imbalanced as well because it relies on at least $500,000 (6% of the budget) of one-time revenue from the sale of its wastewater treatment plant. The asset purchase agreement with Aqua (an Essential Utilities Co. rated 'A/Stable') has been approved by the city council for $41.25 million and would be financially transformative for the city. Officials report that the sale is expected to close in the fall of 2022, though on a recent earnings call, the chairman and CEO of Essential Utilities estimated approval may happen just after Jan. 1, 2023. If the sale does not take place until after the end of the fiscal year, we expect Beaver Falls will close with another deficit, but the city's cash position is expected to remain healthy due to federal stimulus funding and a $1 million non-refundable upfront payment from Aqua that was received in 2021. Management reports that 2022 will be the first year that it does not have to cash-flow borrow in more than a decade. If the sale is delayed beyond 2023 or is not approved, we believe the city's finances will be pressured." Another significant change for the city is recent voter approval to change to a home-rule charter city from a third-class city, effective Jan. 1, 2022. The change increased the city's legal flexibility to raise revenue and reduce expenditures; however, S&P believes it still has long-term challenges because its practical ability to raise revenue is hampered by a weak tax base and limited capacity to reduce spending. Favorably, the city's pension plans are not a pressure, and it has made strong plan funding progress in recent years. It has a dedicated 0.5% earned income tax for pensions, which has been generating amounts above its annual required contributions. S&P said, "We view Beaver Falls' low wealth and income levels as a social risk that could inhibit the city's ability to raise or collect revenue. Its approval by voters to change to a home-rule charter city is a governance opportunity that will increase its legal ability to raise revenue; however, its demographic profile limits its practical ability to do so. We view environmental factors as neutral in our credit analysis." BETTER COMMUNITY: Files Bare-Bones Chapter 11 Petition ------------------------------------------------------ Better Community Civic Association filed for chapter 11 protection in the Eastern District of New York without stating a reason. According to court filing, Better Community Civic Association estimates between 1 and 49 unsecured creditors. The petition states funds will not be available to unsecured creditors. A teleconference meeting of creditors under 11 U.S.C. Section 341(a) is slated for June 17, 2022 at 11:00 a.m. About Better Community Civic Association Better Community Civic Association sought Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No. 22-41006) on May 11, 2022. The case is assigned to Honorable Bankruptcy Judge Nancy Hershey Lord. In the petition signed by Traci Walls, as president, Better Community Civic Association estimated assets up to $50,000 and liabilities between $50,000 and $1 million. BROOKLYN IMMUNOTHERAPEUTICS: Delays Filing of Q1 Quarterly Report ----------------------------------------------------------------- Brooklyn ImmunoTherapeutics, Inc. filed a Notification of Late Filing on Form 12b-25 with the Securities and Exchange Commission with respect to its Quarterly Report on Form 10-Q for the three months ended March 31, 2022. The Company said it could not file the Form 10-Q within the prescribed time period required for smaller reporting companies without unreasonable effort and expense because additional time is required by the Company's management to complete its preparation of the financial statements and accompanying disclosures for the period ended March 31, 2022. In particular, the Company is reviewing certain valuation methodologies used to value both the IRX-2 assets acquired by the Company and the related contingent consideration obligations assumed by the Company in its 2018 acquisition of IRX Therapeutics, Inc. and any internal control implications. The Company is diligently working towards filing the Form 10-Q no later than the fifth calendar day following the prescribed due date. About Brooklyn ImmunoTherapeutics Brooklyn ImmunoTherapeutics (formerly NTN Buzztime, Inc.) is biopharmaceutical company focused on exploring the role that cytokine, gene editing, and cell therapy can have in treating patients with cancer, blood disorders, and monogenic diseases. Brooklyn ImmunoTherapeutics reported a net loss of $122.31 million for the year ended Dec. 31, 2021, compared to a net loss of $26.53 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $32.43 million in total assets, $25.93 million in total liabilities, and $6.50 million in total stockholders' and members' equity. New York, NY-based Marcum LLP, the Company's former auditor, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. BV MANAGEMENT: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: BV Management LLC 10123 Colvin Run Dr. Great Falls, VA 22066 Chapter 11 Petition Date: May 26, 2022 Court: United States Bankruptcy Court Eastern District of Virginia Case No.: 22-10662 Debtor's Counsel: John P. Forest, II, Esq. LAW OFFICE OF JOHN P. FOREST, II 11350 Random Hills Rd., Suite 700 Fairfax, VA 22030 Tel: (703) 691-4940 (703) 352-1300 E-mail: j.forest@stahlzelloe.com john@forestlawfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Rick Rahim as 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/MGXTPLQ/BV_Management_LLC__vaebke-22-10662__0001.0.pdf?mcid=tGE4TAMA CALUMET PAINT: Gets Cash Collateral Access Thru July 31 ------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division, authorized Calumet Paint & Wallpaper, Inc. to use cash collateral on an interim basis and provide related relief for the period June 1 through July 31, 2022 in accordance with the budget. In return for the Debtor's continued interim use of cash collateral, Pratt & Lambert United, Inc. and PPG Architectural Finishes, Inc. are granted adequate protection for the diminution in value of their purported secured interests: 1. The Debtor will permit the Secured Creditors to inspect, upon reasonable notice, within reasonable hours, the Debtor's books and records; 2. The Debtor will maintain and pay premiums for insurance to cover all of its assets from fire, theft and water damage; 3. The Debtors will, upon reasonable request, make available to the Secured Creditors evidence of that which constitutes their collateral or proceeds; 4. The Debtor will properly maintain its assets in good repair and properly manage its business; 5. The Secured Creditors will be granted valid, perfected, enforceable security interests in and to the Debtor's post-petition assets, including all proceeds and products which are now or hereafter become property of this estate to the extent and priority of their alleged pre-petition liens, if valid, but only to the extent of any diminution in the value of such assets during the period from the commencement of the Debtor's Chapter 11 case through July 31, 2022. A further hearing on the Motion is scheduled for July 20 at 9:30 a.m. A copy of the order is available at https://bit.ly/3yYqn1t from PacerMonitor.com. About Calumet Paint & Wallpaper, Inc. Calumet Paint & Wallpaper, Inc. is an Illinois corporation operating from leased premises at 12120 Western Avenue, Blue Island, Illinois. Calumet Paint has been in business since 1957 and is currently an authorized Benjamin Moore retailer specializing in the sale of interior and exterior paints, stains and related supplies. Calumet Paint sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 21-11709 on October 13, 2021. In the petition signed by Mark R. Lavelle, president, the Debtor disclosed up to $1 million in both assets and liabilities. Judge Timothy A. Barnes oversees the case. David K. Wench, Esq., at Burke, Warren, MacKay and Serritella, PC is the Debtor's counsel. CARROLS RESTAURANT: S&P Downgrades ICR to 'CCC+', Outlook Negative ------------------------------------------------------------------ S&P Global Ratings lowered its issuer credit rating on Syracuse, N.Y.-based franchise operator Carrols Restaurant Group Inc. to 'CCC+' from 'B-'. At the same time, S&P lowered its issue-level rating on the company's senior secured credit facilities to 'B' from 'B+', and lowered our rating on the company's senior unsecured notes to 'CCC-' from 'CCC'. The negative outlook reflects the potential for a lower rating if liquidity becomes more constrained than we anticipate, or if a distressed exchange appears more likely. Carrols' capital structure appears unsustainable due to weakening operating performance, elevated leverage and negative FOCF. Carrols' recent operating results have been challenged by declining customer traffic and rising costs that have pressured cash generation and profitability. The company reported negative free operating cash flow (FOCF) of approximately $40 million during the first quarter and S&P Global Ratings-adjusted leverage approached 8x, up from roughly 7x in the prior quarter. In S&P's view, these weak credit protection metrics, in addition to a challenging operating environment, leave Carrols more vulnerable to business, economic, and financial conditions to meet its financial commitments. S&P said, "In our view, Carrols' current liquidity is sufficient to fund operations and service its debt obligations over the near term. Carrols' liquidity weakened during the first quarter as weak performance coupled with working capital outflows, including an $11 million deferred tax payment, resulted in an operating cash flow deficit of roughly $26 million, requiring the company to draw $20 million on its revolving credit facility. We expect the company will need to utilize its revolver throughout the year as we forecast cash generation will remain challenged but working capital pressures should ease. The company's franchisee model increases its susceptibility to rising input costs, including commodities and wages. Carrols experienced approximately 17% commodity inflation year over year during the most recent quarter, led by rising beef prices, which account for approximately 25% of the company's overall food costs. Although Carrols' position as the largest domestic Burger King franchisee provides scale benefits, including purchasing commodities through a national purchasing cooperative, S&P believes inflationary pressures will remain elevated this year and continue to pressure results. Further, higher labor costs due to wage pressure and staffing needs weighed on results. Although Carrols is making progress, employee turnover remains elevated and we do not expect higher hourly wage rates to retreat. While the rest of the restaurant industry is contending with these same challenges, Carrols' highly leveraged capital structure limits its financial flexibility and reduces its cushion to absorb these higher costs. Carrols continues to raise prices, with average check growth of approximately 10% during the first quarter, to pass along higher costs to its customers. S&P said, "Competition in the quick-service restaurant (QSR) industry remains intense and we believe value will be increasingly important to consumers. Carrols grew same-store sales during the 2008 recession, but we believe ongoing menu price increases and reduced promotional activity may hamper its value perception, particularly amongst lower income customers. During the first quarter, customer traffic declined 7.5% and we expect it will remain pressured throughout 2022 due to continuing economic challenges and higher competition." S&P said, "We believe Carrols has sufficient liquidity to withstand near-term cash burn but weakening EBITDA will reduce headroom under its springing covenant. Carrols' liquidity sources include $8.5 million of cash on hand and about $186 million of availability under its revolver as of April 3, 2022. The company is subject to a springing 5.75x senior secured net leverage covenant on its revolver. The company has sufficient headroom, however our projected declines in EBITDA this year combined with anticipated additional borrowings will lead to a reduction in covenant headroom in the coming quarters. We anticipate Carrols will reduce capital expenditures this year to limit its cash outflows in an increasingly uncertain operating environment. Still, we believe it will need to commit capital to delayed remodels and restaurant development requirements with its parent company. Carrols has no near-term maturities, with its revolver and term loan maturing in 2026 and its senior unsecured notes maturing in 2029. "The negative outlook reflects the risk Carrols will be unable to stabilize performance and restore liquidity in the next 12 months, which could lead us to downgrade the company further over that timespan." S&P could lower its rating on Carrols if: -- S&P envisions a specific default scenario over the next 12 months, including the possibility of a near-term liquidity crisis or violation of its springing leverage covenant; or -- S&P does not expect Carrols to restore operating performance to levels that support the company's current capital structure, increasing the likelihood of a distressed exchange. S&P could revise the outlook to stable or raise its rating on Carrols if: -- Operating performance improves meaningfully; and -- S&P expects the company will generate sustained moderate positive FOCF while maintaining adequate liquidity. Environmental, Social, And Governance ESG credit indicators: E-2, S-2, G-2 ESG factors have had no material influence on S&P's credit rating analysis of Carrols Restaurant Group Inc. CBAK ENERGY: Posts $681K Net Income in First Quarter ---------------------------------------------------- CBAK Energy Technology, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing net income of $680,503 on $80.20 million of net revenues for the three months ended March 31, 2022, compared to net income of $29.61 million on $9.42 million of net revenues for the three months ended March 31, 2021. As of March 31, 2022, the Company had $278.80 million in total assets, $136.76 million in total liabilities, and $142.03 million in total equity. Yunfei Li, chairman and chief executive officer of the Company, commented: "We are very excited to kick off 2022 with our net revenues surging more than eight-fold year over year to reach $80.2 million in the first quarter, primarily driven by the material business brought by the Hitrans merger and robust demand for our high power lithium batteries." Mr. Li continued: "We will continue attentive operations in the material business with additional strategies to enhance its core competitiveness while actively combining them with other alternatives to counter the impact of increased raw material costs on the battery production. Additionally, we remain focused on product innovations to meet various demands and drive higher lithium battery sales. With our expansion into producing key materials for battery products and our relentless efforts into addressing the dynamic market, we are very confident in our capabilities to grow and thrive in the battery industry." Xiangyu Pei, interim chief financial officer of the Company, noted: "Our significant revenue expansion exemplified the efficacies of our growth strategies. Despite short-term challenges from raw material price hikes, we furthered our investments for our infrastructure to propel higher revenue levels. Looking ahead, we will remain committed to driving our next phase of growth by leveraging and building upon our solid financial position and competitive advantages." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1117171/000121390022028442/f10q0322_cbakenergy.htm About CBAK Energy Liaoning Province, People's Republic of China-based CBAK Energy -- www.cbak.com.cn -- is a manufacturer of new energy high power lithium batteries that are mainly used in light electric vehicles, electric vehicles, electric tools, energy storage including but not limited to uninterruptible power supply (UPS) application, and other high-power applications. Its primary product offering consists of new energy high power lithium batteries, but it is also seeking to expand into the production and sale of light electric vehicles. Hong Kong, China-based Centurion ZD CPA & Co., the Company's auditor since 2016, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company has negative cash flows from operating activities, accumulated deficit from recurring net losses incurred for the prior years and significant short-term debt obligations maturing in less than one year as of Dec. 31, 2021. All these factors raise substantial doubt about its ability to continue as a going concern. CBL & ASSOCIATES: S&P Assigns 'B' ICR, Outlook Stable ----------------------------------------------------- S&P Global Ratings assigned its 'B' issuer credit rating to U.S.-retail REIT CBL & Associates Properties Inc and its subsidiary CBL & Associates HoldCo I LLC. S&P said, "We also assigned our 'BB-' issue-level rating and '1' recovery rating, indicating our expectations for very high (90%-100%; rounded estimate 95%) recovery in a hypothetical default scenario, to CBL's senior secured term loan due in 2025. "The stable outlook reflects our expectation for mall operating performance to gradually stabilize over the next one to two years as the retail industry continues to recover from the lingering impacts of COVID-19, with improving occupancy partially offset by inflationary pressure that could affect tenant leasing momentum, and ongoing pressure from secular decline. "We view CBL's mid-size portfolio of primarily 'B' quality mall assets less favorably than the portfolios of higher-rated mall operators. CBL's portfolio consists of 91 properties totaling 54.4 million square feet, located in secondary and tertiary markets across the U.S., which tend to have lower median household incomes and population density than peers. Moreover, these markets have been disproportionally challenged by retail distress over the past several years, as retailers have looked to rationalize square footage and close underperforming stores and/or those within centers with weaker demographics. As a result, CBL's occupancy, rents per square foot, and re-leasing/leasing spreads have been under pressure and remain below average relative to operators of higher quality malls, but they are comparable with peers that operate similar quality portfolios. "CBL is adequately diversified by tenant and geography, with no tenant representing more than 3.3% of revenue and the top 25 tenants comprising 36.5% of revenue as of Dec. 31, 2021. This provides some protection against tenant bankruptcy risk, but we acknowledge that the company's mall focus is inherently less defensive given a greater focus on discretionary and non-essential items. We do not expect the company's scale to increase materially over the next several years as it instead focuses its efforts on stabilizing its enclosed mall portfolio. The company has meaningful exposure to shopping malls (71% of net operating income [NOI]), an asset class that has experienced secular headwinds over the past few years from consumers shifting toward e-commerce spending although mall traffic has picked up in recent quarters as consumers return to in person shopping and omni-channel shopping methods become more prevalent. "We expect the secular changes facing retail to disproportionately affect weaker quality malls, including CBL's portfolio, making stabilization of its enclosed mall portfolio challenging over the next one to two years. CBL is focused on increasing occupancy within its mall portfolio (86.4% as of March 31, 2022), which had declined amid retail distress before the bankruptcy. However, it has improved consistently the past few quarters. That being said, lower occupancy could pressure rent spreads for enclosed malls, which remained negative during the first quarter of 2022, as the company favors re-leasing space at lower rates over vacancies. We view the open-air centers as better positioned with healthier occupancy (94.4% as of March 31, 2022) and stabilized operating performance. We expect fundamentals to remain challenged for the majority of CBL's properties given the secular changes within retail and as retailers close stores in favor of keeping stores in better locations with higher foot traffic and higher median household income. "Lastly, we are monitoring the impact of inflation, which could erode consumer spending power and slow leasing momentum for its tenants. This could also contribute to some retailer fallout, especially for those offering more discretionary items, should consumers cut back on some spending. The odds of a recession have also increased in recent months, which could hurt retailer fundamentals because some are still recovering from the pandemic (such as restaurants) while others are rolling out omnichannel initiatives in response to e-commerce headwinds. "We expect CBL to have adequate liquidity over the next year to satisfy debt expenses and redevelopment plans. Following the restructuring, CBL has about $1.8 billion less debt and preferred obligations than before bankruptcy. While it does not have a revolving credit facility, it does currently have a larger amount of cash and cash equivalents($336 million in cash and treasuries) and we expect positive funds from operations (FFO) generation. We believe that reduced interest expense, coupled with the flexibility to preserve cash flows, should better position the company to reduce its debt load over time, including a high level of amortization. Moreover, we see the potential for some operating performance stabilization, primarily from occupancy improvement offset by negative leasing/re-leasing spreads. We expect the company to remain prudent when investing in capital expenditures, which could cause the malls to remain less competitive relative to those of peers with better access to capital and cash flow generation." CBL's capital structure contains a material amount of secured debt, which includes guarantees on some of its joint venture debt. Per its going concern analysis, CBL has over $900 million of property-level debt and related obligations maturing or callable within the next 12 months at full value (or classified as such per accounting due to being in default), including $426 million in consolidated mortgages payable ($153 million of which is being returned to the lender) and $474 million related to unconsolidated affiliates at 100% of the loan balance ($298 million at CBL's share, of which a portion is guaranteed). These figures include loans remaining in default following the bankruptcy. S&P believes CBL is making concerted efforts to refinance this debt. Moreover, it expects CBL to return certain properties back to lenders and note that that mortgage debt is non-recourse, and therefore it does not impact its liquidity analysis. In recent months, CBL has refinanced, obtained waivers, and/or extended the maturity dates on $200 million of such debt, which totaled $1.15 billion as of March 31, 2022. The company has issued a notice to redeem $60 million of its secured notes to be paid May 26, 2022, extended its loan ($101 million) secured by Arbor Place for an additional four years (maturity was May 2022), and entered into a forbearance agreement with the lender related to loan secured by The Outlet Shoppes of the Bluegrass ($33.1 million at CBL's share). S&P said, "Our refinancing concerns are derived from secular headwinds within retail, especially facing retailers in enclosed malls, inflationary pressures that could weaken the credit quality of tenants and increased recessionary risk from persistent elevated levels of inflation. We anticipate that consumer spending will slow in the second half of 2022, driven by rising prices and as consumer savings diminish, which could disproportionately affect lower-quality malls relative to higher-rated peers with superior retail asset quality. "The stable outlook reflects our expectation for mall operating performance to gradually stabilize over the next one to two years as the retail industry continues to recover from the lingering impacts of COVID-19, partially offset by inflationary pressure that could affect tenant leasing momentum, especially should there be a recession and ongoing pressure from a secular decline. As a result, we expect rents and leasing spreads to remain challenged over the next year, as CBL prioritizes retaining tenants and growing occupancy over pushing rents." S&P could lower the rating on CBL if: -- Operating performance declined, particularly within its enclosed mall portfolio, from tenant bankruptcies or store closures, which could result in deterioration to its liquidity assessment, business prospects, and credit protection measures; -- The company has difficulty transitioning noncore assets back to their respective servicers, leading to a near-term risk of default; or -- Fixed-charge coverage does not improve and remains below 1.3x. While highly unlikely over the next one to two years, S&P could increase its rating on CBL if: -- Operating and financial performance continue to improve such that NOI demonstrated consistent growth in the low-single-digit percentage area, supported by improved occupancy levels and positive leasing spreads. ESG credit indicators: E-2, S-2, G-2 S&P said, "ESG factors have no material influence on our credit rating analysis of CBL. That being said, CBL's assets are focused on the retail sector, which was directly affected by COVID-19 physical-distancing measures and indirectly exposed to shifts in consumer behavior and demographic trends. The pandemic and subsequent recession stressed rent collection and foot traffic and accelerated tenant bankruptcies and store closures. The need to redevelop or reposition its retail assets requires significant investment, particularly as department stores and other anchor tenants close. We believe the continued disruption in the retail sector remains a risk, especially for the weaker-positioned retail assets, such as those in CBL's portfolio, as evidenced by the continued negative leasing spreads and low occupancy rates compared with peers." CEN BIOTECH: Incurs $259K Net Loss in First Quarter --------------------------------------------------- CEN Biotech, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $258,869 on $340,260 of revenue for the three months ended March 31, 2022, compared to a net loss of $623,035 on zero revenue for the three months ended March 31, 2021. As of March 31, 2022, the Company had $8.32 million in total assets, $10.24 million in total liabilities, and a total shareholders' deficit of $1.92 million. The Company had an accumulated deficit of $46,221,218 at March 31, 2022 and had no committed source of additional debt or equity financing. The Company has not had any operating revenue and does not foresee any operating revenue in the near term. The Company has relied on the issuance of loans payable and convertible debt instruments to finance its expenses. The Company said it will continue to raise additional capital through placement of its common stock, notes or other securities in order to implement its business plan or additional borrowings, including from related parties. The COVID-19 pandemic has hindered the Company's ability to raise capital. There can be no assurance that the Company will be successful in either situation in order 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/1653821/000143774922013244/cenb20220331_10q.htm About CEN Biotech Inc. CEN Biotech, Inc. -- http://www.cenbiotechinc.com-- is focused on the manufacturing, production and development of Light Emitting Diode lighting technology and hemp products. The Company intends to explore the usage of hemp, which it intends to cultivate for usage in industrial, medical and food products. Its principal office is located at 300-3295 Quality Way, Windsor, Ontario, Canada. CEN Biotech reported a net loss of $18.90 million for the year ended Dec. 31, 2021, compared to net income of $14.25 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $8.44 million in total assets, $10.10 million in total liabilities, and a total shareholders' deficit of $1.66 million. New York, New York-based Mazars USA LLP, the Company's former auditor, issued a "going concern" qualification in its report dated April 14, 2022, citing that the Company has incurred significant operating losses and negative cash flows from operations since inception. The Company also had an accumulated deficit of $45,964,183 at Dec. 31, 2021. The Company is dependent on obtaining necessary funding from outside sources, including obtaining additional funding from the sale of securities in order to continue their operations. The COVID-19 pandemic has hindered the Company's ability to raise capital. These conditions raise substantial doubt about its ability to continue as a going concern. CEREMONY SALON: Wins Cash Collateral Access Thru June 7 ------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of North Carolina, Durham Division, authorized Ceremony Salon, LLC to use cash collateral on an interim basis in accordance with the budget through the earliest of: (i) the entry of a final order authorizing the use of cash collateral, or (ii) the entry of a further interim order authorizing the use of cash collateral, or (iii) June 7, 2022, or (iv) the entry of an order denying or modifying the use of cash collateral, or (v) the occurrence of a Termination Event. These events constitute "Events of Termination": a. The effective date of any confirmed Chapter 11 plan in the proceeding; b. Conversion of the case to another Chapter of the Bankruptcy Code or removal of the Debtor from possession; c. The entry of further Court orders regarding the subject matter hereof; d. Dismissal of the proceeding; or e. Occurrence of an event of default that is not timely cured. The Debtor requires the use of cash collateral to pay its operational needs including the cost of maintaining the business, payment of adequate protection payments, and other normal expenses incurred in the ordinary course of the Debtor's business and as a result of the filing of the Chapter 11 proceeding. On May 26, 2020, the Debtor and the U.S. Small Business Administration entered into a loan and security agreement. The loan was secured by a blanket lien on all the Debtor's tangible and intangible personal property and perfected by UCC Financing Statement 20200061464G filed with the North Carolina Secretary of State. The Debtor is unsure what the balance of the loan is. On June 4, 2021, the Debtor and Expansion Group entered into a loan and security agreement. The loan was secured by a blanket lien on all the Debtor's assets "now or hereafter acquired" and perfected by UCC Financing Statement 20210084467F filed with the North Carolina Secretary of State on June 24, 2021. The Debtor believes the balance of the Expansion Group loan is approximately $33,950. On June 23, 2021, the Debtor and Fox Capital Group entered into a loan and security agreement. The loan was secured by a blanket lien on all the Debtor's accounts "now or hereafter owned or acquired" and perfected by UCC Financing Statement 20210095853G filed with the North Carolina Secretary of State on July 16, 2021. The Debtor believes the balance of the Fox loan is approximately $12,104. On July 14, 2021, the Debtor and Fox Capital Group entered into a loan and security agreement. The loan was secured by a blanket lien on all the Debtor's "present and future accounts" and perfected by UCC Financing Statement 20210110415J filed with the North Carolina Secretary of State on August 13, 2021. The Debtor believes the balance of this loan is approximately $11,716. On July 16, 2021, the Debtor and DeltaBridge Funding entered into a loan and security agreement. The loan was secured by a blanket lien on all the Debtor's "assets, including proceeds and products" and perfected by UCC Financing Statement 20210116647A filed with the North Carolina Secretary of State on August 26, 2021. The Debtor believes the balance of the Chrome Capital loan is approximately $5,914. On August 9, 2021, the Debtor and Chrome Capital Advance entered into a loan and security agreement. The loan was secured by a blanket lien on all the Debtor's "present and future accounts" and perfected by UCC Financing Statement 20210173528B filed with the North Carolina Secretary of State on December 29, 2021. The Debtor believes the balance of the Chrome Capital loan is approximately $17,353. On August 12, 2021, the Debtor and Capytal.com entered into a loan and security agreement. The loan was secured by a blanket lien on all the Debtor's future receivables and perfected by UCC Financing Statement 20210123874A filed with the North Carolina Secretary of State on September 13, 2021. The Debtor believes the balance of the Captyal loan is approximately $4,320. On August 25, 2021, the Debtor and Global Funding Experts entered into a loan and security agreement. The loan was secured by a blanket lien on all the Debtor's assets "now owned or thereafter acquired" and perfected by UCC Financing Statement 20210154103M filed with the North Carolina Secretary of State on November 15, 2021. The Debtor believes the balance of the Global Funding loan is approximately $16,787. On September 10, 2021, the Debtor and Green Grass Capital entered into a loan and security agreement. The loan was secured by a blanket lien on all the Debtor's assets "now owned or hereafter acquired" and perfected by UCC Financing Statement 20220013755J filed with the North Carolina Secretary of State on February 2, 2022. The Debtor believes the balance of the Green Grass loan is approximately $3,636. As adequate protection, the Secured Parties are granted a post-petition replacement lien in Debtor's post-petition property of the same type which secured the indebtedness of the Secured Party pre-petition. The security interests and liens granted to the Secured Party: (i) are and will be in addition to all security interests, liens and rights of set-off existing in favor of the Secured Party on the Petition Date, if any; and (ii) will secure the payment of the indebtedness owing to the Secured Party in an amount equal to the aggregate cash collateral used or consumed by the Debtor. The Debtor will preserve, protect, maintain and adequately insure all its assets and continue to operate in the ordinary course of business. As additional adequate protection, the Debtor will keep all of its personal property insured for no less than the amounts of the pre-petition insurance and maintain appropriate workers compensation and general liability insurance. The Debtor will timely pay all insurance premiums related to any and all of the collateral securing the claims of the Secured Parties. A further cash collateral hearing is scheduled for June 7 at 19:30 a.m. A copy of the order and the Debtor's budget for the period from May 11 to June 7, 2022, is available at https://bit.ly/3NyUQY6 from PacerMonitor.com. The Debtor projects $62,241 in revenue and $69,476 in total expenses for the period. About Ceremony Salon, LLC Ceremony Salon, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 22-00492) on March 8, 2022. The case was transferred to the Middle District of North Carolina (Bankr. M.D.N.C. Case No. 22-00492) on March 21, 2022. In the petition signed by Rachel Lynn Radford, member-manager, the Debtor disclosed up to $50,000 in assets and up to $500,000 in liabilities. Judge Lena Mansori James oversees the case. Travis Sasser, Esq., at Sasser Law Firm is the Debtor's counsel. CHAMPIONX CORP: S&P Alters Outlook to Positive, Affirms 'BB' ICR ---------------------------------------------------------------- S&P Global Ratings revised its outlook on ChampionX Corporation to positive from stable and affirmed its 'BB' issuer credit rating, its 'BBB-' issue-level rating on its proposed $625 million term loan B, and existing term loan debt, and its 'BB' issue-level rating on its unsecured notes. S&P's '1' recovery rating on the company's term loans remains unchanged, indicating its expectation for very high (90%-100%; rounded estimate: 95%) recovery in the event of a default. S&P expects to withdraw its ratings on the existing term loans maturing in 2027 and 2029 and the unsecured notes maturing in 2026 when the company closes on its new term loan B. The positive outlook reflects S&P's expectation that ChampionX will maintain a disciplined financial policy that supports improved financial measures, including FFO to debt of more than 60%, while continuing to reduce its debt and maintaining shareholder returns within its cash flow. The positive outlook reflects ChampionX's improved financial measures, strong cash flow generation, debt reduction, and balanced shareholder return policy. S&P said, "The company's financial measures continue to improve and we now forecast FFO to debt of more than 60% and debt to EBITDA in the 1.0x-1.5x range for 2022. ChampionX continues to target net leverage of 1.0x through commodity cycles. Additionally, the company has reduced its total debt load by $373 million from the second quarter of 2020 through year-end 2021. ChampionX also continues to generate free cash flow through the cycle and targets a free cash flow to EBITDA ratio of 50%-60%. We anticipate management will balance its shareholder returns with its free cash flow while continuing to reduce its debt." S&P expects the company's revenue and margins to continue to improve. ChampionX will likely continue to benefit from the services industry's limited expansion and growth spending--similar to the capital discipline in the exploration and production (E&P) industry--which has limited equipment and product inventories and supported its improving utilization and margins. S&P expects the company will continue to improve its margin through 2022 given the positive outlook for hydrocarbon prices and drilling levels, its ability to implement price increases, and its belief that its resulting cash flows will support continued debt reduction, dividends, and share repurchases. ChampionX's business profile is supported by its diversified product mix, geographic diversity, and focus on production-related work. The company provides an assortment of products and services that are used throughout the lifecycle of a well, though its offerings are primarily focused on the production phase. ChampionX has good geographic diversity because it derived about 45%-50% of its first-quarter 2022 revenue from outside the U.S. The majority of the company's revenue is recurring due to its focus on oil and gas production, which somewhat insulates it from cyclical downturns and enabled it to generate material free cash flow in 2020 and 2021. It has also been successful in utilizing its relationships with U.S. mid-tier independents, international oil companies (IOCs), national oil companies (NOCs), and blue-chip E&P operators to cross-sell the products and services from its legacy Apergy business to the customers of its legacy upstream Ecolab services, which is a trend S&P expects to continue. S&P said, "The positive outlook reflects our expectation that ChampionX will maintain a disciplined financial policy that supports improved financial measures, including FFO to debt of more than 60%, while continuing to reduce its debt and maintaining shareholder returns within its cash flow. "We could raise our ratings on ChampionX if we expect it will maintain FFO to debt comfortably above 60% and debt to EBITDA of less than 1.5x for a sustained period. This would most likely occur if the company continues to generate free cash flow and repay debt such that its financial measures remain strong through the often volatile pricing cycles of the upstream energy industry and ensures its dividends and share repurchases do not exceed its cash flows. "We could revise our outlook on ChampionX to stable if its FFO to debt falls below 45%. This would most likely occur due to lower E&P capital spending following a sustained drop in hydrocarbon prices, a leveraging transaction, or significantly higher-than-expected capital spending." ESG credit indicators: E-4; S-2; G-2 S&P said, "Environmental factors are a negative consideration in our credit analysis of ChampionX Corp. due to our expectation that the energy transition will lead to lower demand for services and equipment as the accelerating adoption of renewable energy reduces the demand for fossil fuels." Additionally, the industry faces an increasingly challenging regulatory environment, both domestically and internationally, that could further affect the company's operations. To help address these concerns, ChampionX has developed new innovative technologies to monitor its own carbon footprint, including: -- An industry-first carbon footprint calculator for its chemical offerings; -- Its BrightWater technology, which helps customers reduce their carbon emissions; -- Its water treatment technologies, which it uses to treat its produced water; and -- Its recent acquisition of Scientific Aviation, which offers a full suite of methane emissions monitoring solutions. CHERRY MAN: Wins Continued Cash Collateral Access ------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, authorized Hamid R. Rafatjoo, the Chapter 11 Trustee of Cherry Man Industries, Inc., to use cash collateral on an interim basis. The Trustee is permitted, but not required, to make the following uses of cash collateral, subject to adequate protection: a. A collective payment totaling $150,000 to the Trustee and his proposed general bankruptcy counsel, Levene, Neale, Bender, Yoo & Golubchik L.L.P., and $75,000 for the Trustee's proposed financial advisor, Province, LLC, for fees and costs incurred from May 10, 2022 through and including May 31, 2022, which will be held in a segregated trust account by the Trustee, his counsel, and Province until the Court approves fee applications for those professionals' services and costs, or statutory fee, whichever may be applicable, to the respective professional; b. Payment of Frank Lin's salary of $450,000 per year beginning May 10, 2022, which will not exceed $37,500 per month, plus other benefits as provided for in the Notice of Setting Insider Compensation, to be paid every other week. The authorization is without prejudice to any party-in-interest's right to object to the insider compensation and the compensation may be terminated, suspended, or reduced by the Trustee, in his business judgment. In addition, the authorization is without prejudice to Mr. Lin seeking allowance of compensation for the time period not covered by the provision and Order; c. Payment of Edward Kim's salary of $150,000 per year beginning May 10, 2022, which will not exceed $12,500 per month, plus other benefits as provided for in the Notice of Setting Insider Compensation, to be paid every other week. The authorization is without prejudice to any party-in-interest's right to object to the insider compensation and the compensation may be terminated, suspended, or reduced by the Trustee, in his business judgment. In addition, the authorization is without prejudice to Mr. Kim seeking allowance of compensation for the time period not covered by the provision and Order; and d. Pursuant to 11 U.S.C. section 363(e), payments to non-insider employees for retention bonuses or other incentive packages deemed necessary and appropriate by the Trustee up to the total amount of $75,000 for all non-insider employees through May 31, 2022. A hearing on the matter is scheduled for May 31 at 1 p.m. A copy of the order is available at https://bit.ly/3yYNWXV from PacerMonitor.com. About Cherry Man Industries Cherry Man Industries, Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 22-11471) on March 17, 2022, listing $100 million to $500 million in assets and $10 million to $50 million in liabilities. Frank Lin, president of Cherry Man Industries, signed the petition. El Segundo, Calif.-based Cherry Man was started in 2002 by Frank Lin. It is one of the largest nationwide importers and distributors of office furniture case goods. It has five distribution centers across the United States. Judge Neil W. Bason oversees the case. The Law Offices of Michael Jay Berger serves as the Debtor's legal counsel. An official committee of unsecured creditors has been appointed in the case. The Committee has retained Kelley Drye & Warren LLP as counsel. CHRISTIAN CARE: Has $5.85MM Loan from UMB Bank ---------------------------------------------- Christian Care Centers, Inc. and Christian Care Centers Foundation, Inc. ask the U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division, for authority to, among other things, use cash collateral and obtain postpetition financing. The Debtors seek to (a) obtain secured, super-priority, post-petition financing of $2,500,000 on an interim basis and up to an additional $3,350,000 on a final basis for a total of $5,850,000,00 funded with the proceeds of a bond issued under and pursuant to the Indenture dated as of May 22, 2022 by and between CCCI, as DIP Issuer, and UMB Bank, N.A., as trustee thereunder to execute and deliver all agreements, documents, and instruments contemplated by the DIP Orders and the DIP Indenture and take all actions necessary, appropriate, or required to comply with the Debtors' obligations under the DIP Loan Documents and under the DIP Orders. The proceeds of the DIP Bond will be used, in accordance with the terms of the DIP Budget, to provide working capital and for other general corporate purposes of the DIP Issuer during the administration of the Bankruptcy Case, including the payment of administrative claims allowed in the Bankruptcy Case. The Debtors are obligated to UMB Bank, N.A., in its capacity as successor trustee under the Bond Indenture, for the benefit of the beneficial holders of the tax-exempt Bonds authorized and issued by the Mesquite Health Facilities Development Corporation, including (i) the Issuer's Retirement Facility Revenue Bonds (Christian Care Centers, Inc. Project), Series 2014, issued in the original aggregate principal amount of $30,770,000, and (ii) the Issuer's Retirement Facility Revenue Bonds (Christian Care Centers, Inc. Project), Series 2016, issued in the original aggregate principal amount of $26,205,000. The Bonds were issued pursuant to the Indenture of Trust dated as of May 15, 2000 between the Issuer and JPMorgan Chase Bank, N.A., as original bond trustee. The Issuer loaned the proceeds of the Bonds to the Christian Care Centers, Inc. pursuant to the Loan Agreement dated as of May 15, 2000 between the Issuer and CCCI. As of the Petition Date, the amounts due and owing by CCCI with respect to the Bonds and the obligations under the Bond Documents are as follows: (i) the outstanding principal of the Bonds in the amount of $50,800,000; (ii) accrued and unpaid interest on the Bonds, as of May 16, 2022, in the amount of $3,112,574; and (iii) unliquidated, accrued and unpaid fees and expenses of the Bond Trustee and its professionals incurred through the Petition Date, which such amounts, when liquidated, will be added to the aggregate amount of the Bond Claim. As adequate protection, the Secured Party will receive customary adequate protection in exchange for its consent to the DIP Issuer's use of cash collateral and for the priming of its liens by the liens securing the DIP Bond, including, but not limited to, replacements liens against the Collateral and superpriority claims, both to extent of diminution, senior to all other liens and administrative expense claims, other than those held by the DIP Lender and subject to the Carve-Out. The "Carve-Out" means the sum of: (a) an aggregate amount not to exceed the sum of (i) the unpaid dollar amount of the fees and expenses of professionals retained by the Debtors or a Committee, if any, to the extent (A) provided for under the Budget and (B) incurred or accrued prior to and remaining unpaid at such time as the DIP Lender delivers written notice of an Event of Default, plus (ii) the dollar amount of the fees and expenses of the professionals retained by the Debtors to the extent incurred or accrued after delivery of a Carve-Out Notice, in an aggregate amount not to exceed $250,000, in each of (i) and (ii) to the extent allowed by the Bankruptcy Court at any time, whether by interim order, procedural order, or otherwise, plus (b) the statutory fees of the United States Trustee pursuant to 28 U.S.C. section 1930 and the fees of the Clerk of the Court plus any interest at the statutory rate, plus (c) reasonable fees and expenses up to $25,000 incurred by any patient care ombudsman appointed in the Bankruptcy Case. A copy of the motion is available at https://bit.ly/3wJliar from PacerMonitor.com. About Christian Care Centers, Inc. Christian Care Centers, Inc. was incorporated in 1947 as a nonprofit Texas corporation. The Foundation was incorporated in 1994 also as a nonprofit Texas corporation. CCCI, a faith-based organization, operates three senior living housing and health care campuses in the Dallas/Fort Worth Metroplex. In addition, CCCI owns unimproved real property in Dallas County and Tarrant County, adjacent to the Mesquite and Fort Worth communities. The Foundation is a supporting organization that serves as an endowment organization for CCCI. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 22-80000) on May 23, 2022. In the petition signed by Mark Shapiro, as chief restructuring officer, the Debtor disclosed up to $100 million in both assets and liabilities. Judge Stacey G. Jernigan oversees the case. The Debtor tapped Husch Blackwell LLP as counsel, Glassratner Advisory and Capital LLC d/b/a B. Riley Advisory Services as restructuring advisor, Houlihan Lokey Capital, Inc. as investment banker, and Epiq Corporate Restructuring, LLC as claims and noticing agent. CLEARPOINT NEURO: Incurs $4 Million Net Loss in First Quarter ------------------------------------------------------------- ClearPoint Neuro, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $3.96 million on $5.03 million of total revenue for the three months ended March 31, 2022, compared to a net loss of $2.54 million on $4.03 million of total revenue for the same period during the prior year. As of March 31, 2022, the Company had $61.77 million in total assets, $16.04 million in total liabilities, and $45.73 million in total stockholders' equity. The Company has incurred net losses since its inception which has resulted in a cumulative deficit at March 31, 2022 of $137.9 million. In addition, the Company's use of cash from operations amounted to $4.3 million for the three months ended March 31, 2022 and $12.7 million for the year ended Dec. 31, 2021. Since inception, the Company has financed its operations principally from the sale of equity securities and the issuance of notes payable. In January 2020, the Company entered into the SPA with the 2020 Convertible Noteholders under which the Company issued the First Closing Notes having an aggregate principal amount of $17.5 million, resulting in proceeds, net of financing costs and a commitment fee paid to one of the 2020 Convertible Noteholders, of approximately $16.8 million. The SPA also gave the Company the right, but not the obligation, to request one of the 2020 Convertible Noteholders to purchase an additional $5.0 million in principal amount of the Second Closing Note. On Dec. 29, 2020, under the terms of the Amendment to the SPA which, among other provisions, increased the principal amount of the Second Closing Note, the Company issued the Second Closing Note to one of the 2020 Convertible Noteholders in the principal amount of $7.5 million. On Feb. 23, 2021, the Company completed a public offering of 2,127,660 shares of its common stock. Net proceeds from the offering were approximately $46.8 million after deducting the underwriting discounts and commissions and other estimated offering expenses payable by the Company. Based on the foregoing, in management's opinion, cash and cash equivalent balances at March 31, 2022, are sufficient to support its operations and meet its obligations for at least the next twelve months. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1285550/000128555022000014/clpt-20220331.htm About ClearPoint Neuro ClearPoint Neuro formerly MRI Interventions, Inc. -- http://www.clearpointneuro.com-- is a medical device company that develops and commercializes innovative platforms for performing minimally invasive surgical procedures in the brain under direct, intra-procedural magnetic resonance imaging, or MRI, guidance. Applications of the Company's current product portfolio include deep-brain stimulation, laser ablation, biopsy, neuro-aspiration, and delivery of drugs, biologics, and gene therapy to the brain. Clearpoint Neuro reported a net loss of $14.41 million for the year ended Dec. 31, 2021, a net loss of $6.78 million for the year ended Dec. 31, 2020, a net loss of $5.54 million for the year ended Dec. 31, 2019, and a net loss of $6.16 million for the year ended Dec. 31, 2018. CLEARPOINT NEURO: Nasdaq Confirms Compliance With Listing Rule -------------------------------------------------------------- The Nasdaq Capital Market formally notified ClearPoint Neuro, Inc. on May 19, 2022 of the Company's non-compliance with Nasdaq's audit committee and compensation committee composition requirements set forth in Nasdaq Listing Rule 5605, which require, among other things, that each member of an audit committee and compensation committee be independent. The reported non-compliance was a result of Nasdaq's interpretation that Matthew Klein, M.D. was not independent pursuant to Nasdaq Listing Rule 5605(a)(2)(D). The Company said it annually reviews the independence of its Board of Directors and committee members and had determined that Dr. Klein was independent. On May 13, 2022, the Board reconstituted its committees. Currently, the Audit Committee consists of Pascal E.R. Girin, as chair, Lynnette C. Fallon and R. John Fletcher; the Compensation Committee consists of B. Kristine Johnson as chair, and Timothy T. Richards; and the Corporate Governance and Nominating Committee consists of Timothy T. Richards, as chair, Lynnette C. Fallon, R. John Fletcher and Pascal E.R. Girin. As a result of the foregoing, Nasdaq confirmed that the Company now complies with Nasdaq's continued listing requirements set forth in Listing Rule 5605. About ClearPoint Neuro ClearPoint Neuro formerly MRI Interventions, Inc. -- http://www.clearpointneuro.com-- is a medical device company that develops and commercializes innovative platforms for performing minimally invasive surgical procedures in the brain under direct, intra-procedural magnetic resonance imaging, or MRI, guidance. Applications of the Company's current product portfolio include deep-brain stimulation, laser ablation, biopsy, neuro-aspiration, and delivery of drugs, biologics, and gene therapy to the brain. Clearpoint Neuro reported a net loss of $14.41 million for the year ended Dec. 31, 2021, a net loss of $6.78 million for the year ended Dec. 31, 2020, a net loss of $5.54 million for the year ended Dec. 31, 2019, and a net loss of $6.16 million for the year ended Dec. 31, 2018. COLLECTIVE COWORKING: Wins Cash Collateral Access ------------------------------------------------- The U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, authorized Collective Coworking Holdings Corp., dba CTRL Collective, to use cash collateral on an interim basis to pay any and all of the Debtor's expenses incurred in the ordinary course of its business and expenses owing to the Clerk of the Bankruptcy Court or other amounts approved by order of the court. The Interested Parties will receive, as adequate protection, replacement liens in post-petition collateral for any diminution in the value of their collateral as of the petition date arising from the Debtor's use of such collateral but only to the same extent, validity, priority and enforceability as the prepetition liens held by the Interested Parties. The Court said the terms and provisions of this order will, immediately upon execution by the court, become valid and binding upon the Debtor, any secured creditors, all other creditors of the Debtor, and all other parties in interest and their respective successors and assigns, including any trustee or other fiduciary hereafter appointed in the case or in any successor cases as a legal representative of the Debtor's estate. A copy of the order is available at https://bit.ly/39O4QxL from PacerMonitor.com. About Collective Coworking Holdings Corp. Collective Coworking Holdings Corp., dba CTRL Collective, provides co-working space to its members on flexible lease commitment basis at its location in Pasadena, California. While CTRL services clients from a variety of industries, the majority of its clientele is engaged in creative work, such as advertising and marketing agencies, technology and film companies, photographers, filmographers and website developers. Collective Coworking offers office work space, meeting space, conference rooms and hosting for small events, as well as special amenities, such as photo studios, mailboxes, and lockers, among other things. Collective Coworking sought protection under Chapter 11 of the U.S Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-11664-DS) on March 25, 2022. In the petition signed by Charles "Duke" Runnels, president, the Debtor disclosed up to $100,000 in assets and up to $10 million in liabilities. Matthew A. Lesnick, Esq., at Lesnick Prince & Pappas LLP is the Debtor's counsel. COLOR GRAPHICS R US: Starts Chapter 11 Subchapter V Case -------------------------------------------------------- Color Graphics R Us Design and Printing Inc. filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code in New Jersey. According to court documents, Color Graphics R Us Design and Printing 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. Section 341(a) is slated for June 15, 2022 at 10:00 a.m. About Color Graphics R Us Design and Printing Color Graphics R Us Design and Printing Inc. is a commercial printer in Belleville, New Jersey. Color Graphics R Us Design and Printing sought bankruptcy protection under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 22-13858) on May 11, 2022. In the petition filed by Rudolph Keitt, as president and CEO, Color Graphics R Us Design and Printing estimated assets between $100,000 and $500,000 and liabilities between $500,000 to $1 million. David L. Stevens, of Scura, Wigfield, Heyer & Stevens, is the Debtor's counsel. Nancy Isaacson has been appointed as Subchapter V trustee. CORTLAND ENERGY: Creditors to Get Proceeds From Asset Liquidation ----------------------------------------------------------------- Cortland Energy, LLC, filed with the U.S. Bankruptcy Court for the Southern District of Texas an Amended Subchapter V Plan dated May 23, 2022. Cortland Energy is a Texas limited liability company incorporated on October 28, 2015 and is currently managed by Huan "Steven" Nguyen and Stephen Murphy. CEL is a LPG blending and packaging company that blends high purity propane, butane, and isobutane that is then packaged into cylinder's at the Debtor's facility in El Campo, Texas. The Debtor ran into financial difficulties in 2020 when it was unable to process orders due to the inadequacy of certain products received from its vendors which did not meet market specifications, in addition to heightened transportation costs brought on by the global pandemic COVID19; these financial difficulties caused CEL to default under its obligations to its primary secured lender, Pearl Switch, LLC, triggering CEL to seek bankruptcy relief on December 1, 2021 (the "Filing Date"). Class 1 is comprised of Allowed Secured claims including Pearl Switch, LLC. The Debtor will treat the claim of Pearl Switch, LLC as a secured obligation in an amount equal to (1) all outstanding principal and interest due on the Petition Date; plus (2) costs and expenses approved by the Court. Pearl Switch shall retain its liens with the priorities that existed as of the Petition Date and within 30 days of the Effective Date, the Debtor will transfer the Collateral of Pearl Switch in full satisfaction of its Allowed Secured Claim based upon the assigned value of the Collateral of Pearl Switch of $1,377,139.26 as provided in its Proof of Claim. Class 2 is comprised of all Allowed Secured claims held by Governmental Units, which include the Small Business Administration and Wharton County while Class 3 is comprised of all Allowed Unsecured Priority Claims by the Internal Revenue Service. The Debtor shall pay all holders of Allowed Claims in Classes 2 and 3 an amount equal to such holder's Allowed Secured Claim, including to the extent provided in the agreement(s) between the Debtor and such holder, (i) interest (including default interest provided under such agreements) from and after the Petition Date and (ii) other costs, charges, and fees (including attorneys fees, if applicable). Notwithstanding anything to the contrary contained in the Plan, all such holders shall retain their liens on the Reorganized Debtor's property in the current lien priority to secure payment of amounts to be paid under the Plan, and no such holder shall be required to release its lien prior to full payment of its Allowed Secured Claim. Class 4 is comprised of the Allowed General Unsecured Claims. In full satisfaction, holders of General Unsecured Claims shall receive Pro Rata Cash payments from recoveries from potential Chapter 5 causes of action and the Debtor's available Cash after payment of administrative expenses on or before one year after the Effective Date. The equity interest holders shall not retain their equity interest. The payments contemplated in this Plan shall be funded from the liquidation of the assets of the Debtor through the Effective Date and payments collected from its receivables and recoveries from all claims and causes of action of the Debtor, including Chapter 5 causes of action. A full-text copy of the Amended Subchapter V Plan dated May 23, 2022, is available at https://bit.ly/3sY0wTx from PacerMonitor.com at no charge. Attorneys for Cortland Energy: Brendon Dane Singh, Esq. Tran Singh LLP 2502 La Branch Street Houston, TX 77004 Tel: (832) 975-7300 Fax: (832) 975-7301 Email: bsingh@ts-llp.com About Cortland Energy Cortland Energy, LLC is an LPG blending and packaging company that blends high purity propane, butane, and isobutane then packages the LPG into cylinders at its facility located in El Campo, Texas, and distributes its products to its regional distributors and direct customers. Cortland Energy filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 21-60098) on Dec. 1, 2021, listing as much as $10 million in both assets and liabilities. Jarrod B. Martin serves as the Subchapter V trustee. Judge David R. Jones oversees the case. The Debtor tapped Susan Tran Adams, Esq., at Tran Singh, LLP as bankruptcy counsel; Fertitta & Reynal, LLP as special litigation counsel; and Batinga CPA, PLLC as accountant. COTY INC: Moody's Upgrades CFR to B1 & Senior Secured Debt to Ba3 ----------------------------------------------------------------- Moody's Investors Service upgraded Coty Inc.'s Corporate Family Rating to B1 from B2, its Probability of Default Rating to B1-PD from B2-PD, and the company's senior secured credit facility ratings to Ba3 from B1, including Coty's first lien revolving credit facility and its first lien term loan. Moody's also upgraded the company's senior secured notes rating to Ba3 from B1 and its unsecured notes rating to B3 from Caa1. Coty's speculative grade liquidity rating was upgraded to SGL-2 from SGL-3. The rating outlook is stable. The upgrade reflects Coty's continued progress in reducing financial leverage and strengthening its liquidity, fueled by earnings growth and debt repayment funded from free cash flow and asset sales. Moody's expects that the company's debt-to-EBITDA leverage will improve to a low 5x in fiscal 2023 ending June 30, 2023, supported by further growth in revenue and earnings as a result of a strong recovery in color cosmetics and travel retail as consumers resume more out-of-home activities, an expansion in the skincare portfolio including the launch of Kim Kardashian skincare in the summer of 2022, as well as continued strong momentum in prestige fragrance and the China expansion. Coty is improving execution of its business transformation and generating healthy growth in both its prestige and mass portfolios. Moody's expects Coty to generate at least $400 million free cash flow over the next year, supported by earnings growth, disciplined capital spending, and working capital management. The company has significantly improved its liquidity, including extending its nearest maturity to April 2025. Coty holds 25.9% of Wella and continues to evaluate a partial IPO of its Brazil business, both of which the company can monetize to further reduce financial leverage. Coty's commitment to continue de-leveraging is a key factor in the upgrade and changes to the company's credit impact score to CIS-3 from CIS-4 and the governance IPS to G-3 from G-4. Coty is targeting to reduce net debt-to-EBITDA towards 4.0x by the end of calendar 2022 from 4.7x as of March 2022, with a further target to reduce towards roughly 2.0x exiting calendar 2025. The upgrade to SGL-2 from SGL-3 reflects successful refinancings and debt repayments that extended maturities to 2025 and beyond, and improved free cash flow. The following ratings are affected by the action: Ratings Upgraded: Issuer: Coty Inc. Corporate Family Rating, Upgraded to B1 from B2 Probability of Default Rating, Upgraded to B1-PD from B2-PD Speculative Grade Liquidity Rating, Upgraded to SGL-2 from SGL-3 Senior Secured 1st Lien Bank Credit Facility, Upgraded to Ba3 (LGD3) from B1 (LGD3) Senior Secured Regular Bond/Debenture, Upgraded to Ba3 (LGD3) from B1 (LGD3) Senior Unsecured Regular Bond/Debenture, Upgraded to B3 (LGD5) from Caa1 (LGD5) Outlook Actions: Issuer: Coty Inc. Outlook, Remains Stable RATINGS RATIONALE Coty's B1 CFR reflects the company's high debt-to-EBITDA financial leverage that Moody's estimates at about 5.6x for the twelve months ending March 31, 2022, pro forma for the full repayment in April of EUR550 senior unsecured notes due in 2023. Moody's anticipates debt-to-EBITDA to improve to a low 5.0x level in the next 12-18 months primarily due to improvement in earnings, supported by strong recovery from color cosmetics and travel retail as consumers resume more out-of-home activities, and debt repayment funded by free cash flow and asset sales. The rating also reflects Moody's view that the company will generate at least $400 million free cash flow over the next year as a result of good earnings growth, reduced preferred cash dividends, disciplined capital spending, and working capital management. Moody's believes Coty's commitment to continue to deleverage is in part motivated by a desire to improve financial flexibility to restart the dividend, which would weaken free cash flow. Coty's product portfolio has a concentration in fragrance and color cosmetics, the two categories that Moody's views as more exposed to earnings volatility in an economic downturn compared to skincare and haircare, which was evidenced by significant category revenue declines in 2020. Coty is also more concentrated than its primary competitors in mature developed markets in the US and western Europe. Moreover, Coty relies more heavily on licenses to support its prestige brands relative to greater ownership of its mass beauty brands. Nevertheless, Moody's recognizes Coty is focusing on growing its skincare portfolio and expanding in the high growth prestige market in China as two of its six strategic pillars. The risk of brand licensors switching partners is mitigated by Coty's successful prestige product launches and there are no major licenses up for renew in the next five years. Coty's ratings are also supported by the company's large scale, its portfolio of well-recognized brands, and good product and geographic diversification. The SGL-2 speculative grade liquidity rating reflects Coty's good liquidity with cash balances of approximately $150 million following the debt repayment in April 2022, and full availability under the $2 billion revolver as of March 31, 2022. The revolver expires in April 2025. Moody's expects the company to generate at least $400 million free cash flow (Moody's defines free cash flow as CFO minus Capex minus dividends), and there are no near term maturities until April 2025. Step downs in the total net leverage covenant to 4.0x by March 2023 from 5.0x currently will tighten the covenant cushion if Coty does not continue to reduce leverage. Moody's expects the company to maintain good EBITDA cushion within the covenant. ENVIRONMENTAL SOCIAL AND GOVERNANCE CONSIDERATIONS Coty's exposure to environmental risks is moderately negative (E-3). The company has neutral to low exposure to physical climate risk, carbon transition, water management, and use of natural capital risks. Waste and pollution risk is moderately negative reflecting the waste created from consumer products and packaging material that often cannot be recycled. The company is addressing those risks by using less and simplified packaging, exploring packaging reuse through at-home or in-store refills, and increasing the amount of recycled materials in its product packaging. Coty also pioneered using carbon captured ethanol to produce fragrances in early 2022. The coronavirus outbreak and the government measures put in place to contain it continue to disrupt economies and credit markets across sectors and regions. Although the global economy is recovering from the pandemic, continuation of the recovery will be closely tied to containment of the virus. As a result, a degree of uncertainty around Moody's forecasts remains. Moody's regards the coronavirus outbreak as a social risk under Moody's ESG framework, given the substantial implications for public health and safety. Coty's exposure to social risks is moderately negative (S-3). The company has neutral-to-low exposure to human capital, and demographic and societal trends. While consumer facing and focused on beauty, the company's customer relations risk exposure is largely mitigated by its status as a large global player that is well diversified across color cosmetics, skincare and fragrance, as well as in both mass and prestige markets. The company has over 60% of revenue earned through prestige channel, which Moody's views as higher growth. Health and safety and responsible production risk are moderately negative given the company has direct manufacturing and its products use natural ingredients including palm oil derivatives. The company is committed towards fully sustainable and certified ingredients, including to purchase 100% certified palm oil which partially mitigates that risk. Coty's governance risk is moderately negative (G-3) as a result of high leverage and concentrated ownership risks. Coty's past strategies including building its beauty business with a number of large and expensive debt-funded acquisitions including P&G Beauty and Younique contribute to high leverage that remains a drag on the current credit rating. Coty is controlled by JAB Holding Company S.a.r.l. (JAB), who holds approximately 54% of the stock. Moreover, the company's board of directors has limited independence given that four of the twelve board members are related to JAB. Moody's views Coty's financial policies as improving, including a plan to reduce the company's net debt-to-EBITDA leverage towards 4.0x by calendar 2022, and towards 2.0x by calendar 2025. The company also demonstrated a continued focus on lowering leverage and governance risk, including the recent repayment of its 2023 senior unsecured. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The stable outlook reflects Moody's expectation that Coty will further improve its credit metrics over the next 12-to-18 months, including reducing its debt-to-EBITDA to a low 5x level by calendar 2023. The stable outlook also reflects Moody's expectation that the company will only resume dividend payments after the company meets its mid to long-term target leverage ratio of 2.0x-3.5x and the company will maintain at least good liquidity. The ratings could be downgraded if Coty's operating performance deteriorates, if debt-to-EBITDA remains above 5.5x, free cash flow-to-debt declines to below 4% or if the company pursues material debt funded acquisitions or shareholder distributions. A deterioration in liquidity could also lead to a downgrade. The ratings could be upgraded if the company sustains good operating performance including organic revenue growth and an improving EBITDA margin, and debt-to-EBITDA declines towards 4.5x. Coty would also need to maintain conservative financial policies that includes sustaining strong free cash flow of at least 7% of debt factoring in a potential dividend reintroduction. The principal methodology used in these ratings was Consumer Packaged Goods Methodology published in February 2020. Coty Inc., a public company headquartered in New York, NY, is one of the leading manufacturers and marketers of fragrance, color cosmetics, and skin and body care products. The company's products are sold in over 150 countries. The company generated roughly $5.2 billion in annual revenues for the twelve-month ending March 31, 2022. Coty is 54% owned by a German based investment firm, JAB Holding Company S.a.r.l. (JAB), with the rest publicly traded or owned by management. COX BROTHERS: Unsecureds Will Get 100% in Subchapter V Plan ----------------------------------------------------------- Cox Brothers Machining, Inc., (CBM) filed with the U.S. Bankruptcy Court for the Eastern District of Michigan a Combined Plan and Disclosure Statement under Subchapter V dated May 23, 2022. The Debtor is a Michigan corporation founded May 3, 1996 as Cox Brothers Machining, Inc. and has operated at its current business located at 2300 E. Ganson St., Jackson, Michigan 49202 since 2011. The cause of the Chapter 11 filing was primarily due the maturity of debt owned by PrinsBank - Cox Bros. having had a balloon payment on three loans due February 15, 2022. The trigger for the actual filing was that PrinsBank communicated to Debtor that it was prepared to default the notes and collect collateral if necessary. This Plan of Reorganization provides for the continued operation of CBM under the existing management. CBM proposes to make monthly payments of at least to $11,980 for the maximum period of 60 months to fund the Plan of Reorganization. CBM reduced its operating expenses and continues to find cost cutting measures to maximize the monies available to support this Plan of Reorganization. Under the Plan, administrative claims, Priority claims and unsecured claims will be paid in full on the Effective Date. The secured claims of will be paid in full over a period of 60 months. Funds for the payment of these claims will come from the future operations of the Debtor's business. The Plan and funds will be administered by the Debtor's principle, Russell Cox and CFO Teri Cox. Class 1 consists of the claim of PrinsBank in the amount of $985,682.40. CBM guarantees the debt of Cox Investments II, LLC to PrinsBank in the amount of approximately $237,901.74. Within 90 days of the Effective Date, Cox Investment II, LLC expects to pay in full all amounts due and owing to PrinsBank, with the source of funds in the sale of the office building portion of 2300 E. Ganson St., Jackson, Michigan. Class 2 consists of the claim of the United States of America/Small Business Administration in the amount of $60,595. Fully paid in 6 equal monthly payments of $1115.98 beginning in the 1st day of the month following the Effective Date of the Plan and continuing until fully paid. Class 2 United States of America/Small Business Administration's claim will accrue interest at the rate of 4 percent per annum. Class 3 consists of the claims of all unsecured creditors, if and when Allowed. The holders of allowed Class 3 claims shall receive approximately 100% distribution on account of its allowed claim, exclusive of any post-petition interest, from the proceeds paid in by the Debtor to fund the Plan. Class 3 holders shall be paid in full on the Effective Date. The allowed unsecured claims total $29,332. Class 3 General Unsecured Creditors are impaired and entitled to vote. A full-text copy of the Plan of Reorganization dated May 23, 2022, is available at https://bit.ly/3MP1V6B from PacerMonitor.com at no charge. Debtor's Counsel: Donald Darnell, Esq. Darnell Law Office 8080 Grand St. Dexter, MI 48130 Tel: 734-424-5200 Fax: 734-786-1605 Email: dondarnell@darnell-law.com About Cox Brothers Machining Cox Brothers Machining, Inc., is in the business of fabrication of structural steel components used in the construction and assembly of bridges throughout the Mid-West American region. CBI runs its business at a building located at 2300 E. Ganson St., Jackson, Michigan 49202, a property owned by landlord Cox Investments II, LLC. Amid a maturity of debt owed to PrinsBank - Cox Bros. having had a balloon payment on three loans due Feb. 15, 2022, Cox Brothers Machining, Inc., sought protection under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 22-41255) on Feb. 22, 2022. In the petition signed by Russell Cox, president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Lisa S. Gretchko oversees the case. Donald Darnell, Esq., at Darnell Law Office, is the Debtor's counsel. CRYSTAL SPOON: Seeks Cash Collateral Access ------------------------------------------- The Crystal Spoon Corp. asks the U.S. Bankruptcy Court for the Southern District of New York for authority to use cash collateral and pay pre-petition wage claims. In order to remain in business, the Debtor must pay its employees regular wages. Employee retention is critical to operations and is especially important as the geographic area faces labor shortages. The Debtor's current financial predicament was the result of a decrease on revenue suffered as a result of the COVID-19 pandemic which not only restricted its operations but also resulted in a loss of various customers. In addition, the Debtor's inability to collect on its receivables caused a severe strain on its finances. The Debtor was a re-organized debtor and the subject of a confirmed Chapter 11 Small Business Plan in a prior case bearing number 16-22238-rdd. Under the confirmed plan, unsecured creditors were to be paid in full over a period of approximately 5 years. The Debtor ultimately was not able to perform the terms of the Plan due primarily to COVID-19 business interruptions and the illness of its principal and several workers. The Debtor agreed to the dismissal of its prior case with the intention of re-filing under SubChapter V. Fortunately, the Debtor's operations have improved considerably in the past year. During the course of the prior case, the Debtor made considerable strides in satisfying creditors including (i) its landlord who was owed substantial rental areas, (ii) the taxing authorities; and (iii) various vendors who held secured claims under the Perishable Agriculture and Commodities Act. For at least 3 years, the Debtor has been paying vendors "Cash on Delivery." As such, the Debtor's liabilities are more manageable. It is estimated that they aggregate less than $500,000. In the context of the Chapter 11 proceeding, the Debtor's goal is to continue operations and pay creditors from revenue. The Debtor currently operates at a profit of $11,100 per month. Its revenue is $664,000 and its expenses are $652,900. Upon review of the Debtor's records and conducting a UCC Search, the Small Business Administration appears to be the only secured creditor. According to the Debtor, the SBA is not due any amounts at this time. Upon information and belief, the UCC secures repayment of funds advanced under the Paycheck Protection Program. It is anticipated that such amounts will be forgiven. To the extent that there is a liability to the SBA, the Debtor will satisfy it under a Plan and/or the terms of the loan. The proposed claims bar date is or about July 11, 2022. IOU Financial, which is scheduled as a secured creditor in the amount of approximately $40,000, is not secured, having failed to perfect its lien. The Debtor pays its 44 employees every two weeks in "arrears." The Debtor's employees are essentially owed pre-petition wages for two weeks. As set forth on the payroll $78,093 is due which includes tax withholdings. Because wages are paid in "arrears", the employees are owed pre-petition wages with each employee owed far less that the statutory "priority cap" of $13,650 under 11 U.S.C. section 507(a)(4). Indeed, each employee receives in the range of $1,000 per week. The Debtor believes the SBA is adequately protected in the value of its cash and receivables. As adequate protection for the Debtor's use of cash collateral, the Debtor proposes to grant the SBA replacement liens in all of the Debtor's pre-petition and post-petition assets and proceeds. The replacement liens will be subject and subordinate to (a) professional fees of the SubChapter V Trustee and (b) duly retained professionals in the Chapter 11 case. The proposed adequate protection is appropriate because it is designed to preserve and protect the status of the SBA as a secured creditor and prevent diminution in the value of its interests. A hearing on the matter is scheduled for May 25, 2022 at 10 a.m. A copy of the motion is available at https://bit.ly/3Gczehv from PacerMonitor.com. About The Crystal Spoon Corp. Headquartered in Elmsford, New York, The Crystal Spoon Corp. aka Top Chef Meals is in the business primarily of distribution of prepared meals, co-packing for other suppliers and catering. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-22277) on May 18, 2022. In the petition signed by Paul Ghiron, president, the Debtor disclosed up to $1million in both assets and liabilities. Anne Penachio, Esq., at Penachio Malara, LLP is the Debtor's counsel. CURO GROUP: Moody's Cuts CFR & Senior Secured Bond Rating to Caa1 ----------------------------------------------------------------- Moody's Investors Service has downgraded to Caa1 from B3 Curo Group Holdings Corp.'s corporate family rating and senior secured debt rating. Curo's outlook remains stable. Downgrades: Issuer: Curo Group Holdings Corp. Corporate Family Rating, Downgraded to Caa1 from B3 Senior Secured Regular Bond/Debenture, Downgraded to Caa1 from B3 Outlook Actions: Issuer: Curo Group Holdings Corp. Outlook, Remains Stable RATINGS RATIONALE The downgrade of Curo's ratings followed the company's announcement[1] that it had entered into an agreement to sell its US deep subprime consumer loan business to Community Choice Financial, an Ohio-based consumer finance firm, for a cash consideration of $345 million ($35 million of which will be payable over 12 months following the transaction's closing); and that it had agreed to acquire First Heritage Credit, a Mississippi-based near-prime consumer installment lender, for a total cash consideration of $140 million. The rating action reflects Moody's expectation that Curo's leverage profile will continue to deteriorate following the closing of these transactions as a result of the loss of its highest-earning segment. Moody's expects Curo's ratio of recourse debt to EBITDA to rise to 8.9x by the end of 2022, up from 4.0x at the end of 2020 and 2.8x in 2019. Recourse debt to EBITDA stood elevated at 7.5x at year-end 2021. Part of this increase is due to Curo's recent acquisitions of Heights Finance, a US near prime lender, and Flexiti, a Canadian point-of-sale (POS) lender, in 2021. The transformation of Curo from primarily a deep subprime lender to a more diversified consumer finance company with near prime loan offerings in the US and a variety of products in Canada will entail considerable integration risks, particularly against a challenging macro-economic backdrop characterized by rising inflation and the post-pandemic worsening of consumer asset quality. Moody's said the adverse earnings and leverage repercussions associated with Curo's strategic transition outweigh the possible longer-term benefits that could accrue from the transactions. Moody's expects that Curo's regulatory risks will decline as near-prime consumer lending has lower regulatory risks than the firm's legacy deep subprime consumer lending segment. In recent years, lawmakers in several states have enacted legislation to restrict the business activities of lenders that provide loan products charging in excess of a 36% annual percentage rate (APR), negatively impacting loan originations and profitability for companies such as Curo. Importantly, Curo's management has ample time to execute on its plan, with its first significant debt maturity coming in 2028. The stable outlook reflects Moody's assessment that Curo has sufficient near-term liquidity to execute its strategic plan, but that its profitability and leverage will remain challenged. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Curo's ratings could be upgraded if profitability sustainably improves whereby the ratio of net income/average managed assets exceeds 2% and the ratio of recourse debt/EBITDA improves and remains below 4.5x. Curo's ratings could be downgraded if profitability further deteriorates materially and if leverage deteriorates beyond 9x recourse debt/EBITDA. The principal methodology used in these ratings was Finance Companies Methodology published in November 2019. DILIGENT SPECIALIZED: Gets OK to Hire Tittle Law Group as Counsel ----------------------------------------------------------------- Diligent Specialized, LLC received approval from the U.S. Bankruptcy Court for the Eastern District of Texas to employ Tittle Law Group to serve as legal counsel in its Chapter 11 case. The firm's services include: a. providing legal advice with respect to the Debtor's powers and duties in the continued operation of its business and the management of its property; b. taking all necessary actions to protect and preserve the Debtor's estate, including the prosecution of actions on behalf of the Debtor, the defense of any actions commenced against the Debtor, negotiations concerning litigation in which the Debtor is involved, and objections to claims filed against the estate; c. preparing legal papers; d. assisting the Debtor in preparing and filing a plan of reorganization; e. performing such legal services as the Debtor may request with respect to any matter, including, but not limited to, corporate finance and governance, contracts, antitrust, labor, and tax. f. performing other necessary legal services for the Debtor. The hourly rates charged by the firm's attorneys and paralegals are as follows: Brandon Tittle, Esq. $495 per hour Associates $325 per hour Paralegals $225 per hour In addition, the firm will seek reimbursement for out-of-pocket expenses. The retainer fee is $10,000. Brandon Tittle, Esq., a partner at Tittle Law Group, 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: Brandon J. Tittle, Esq. Tittle Law Group, PLLC 5550 Granite Pkwy, Suite 290 Plano, TX 75024 Tel: (972) 987-5094 Email: btittle@tittlelawgroup.com About Diligent Specialized Diligent Specialized, LLC is a cargo transport company in Frankston, Texas. Diligent Specialized filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Texas Case No. 22-60191) on May 2, 2022, listing up to $10 million in both assets and liabilities. Katherine Battaia Clark serves as Subchapter V trustee. Judge Joshua P. Searcy oversees the case. Brandon Tittle, Esq., at Tittle Law Group, PLLC is the Debtor's legal counsel. DIOCESE OF ROCHESTER: Court Denies Bid to Reinstate Freeze on Cases ------------------------------------------------------------------- Will Astor of Rochester Beacon reports after strongly indicating that he would rule against the Roman Catholic Diocese of Rochester's bid to stop sexual-abuse survivors from going after parishes and other diocese affiliates in state court lawsuits, Bankruptcy Court Judge Paul Warren did just as he foreshadowed. In a 16-page ruling handed down Monday, May 23, 2022, Judge Warren denied the diocese's request to reimpose a freeze on state court actions against priests and other church officials. Some 300 such actions accusing Rochester diocese parish priests and other church officials of sexually abusing children decades ago had been put on hold for some two years under a pact between the diocese and abuse survivors early in the diocese's Chapter 11 bankruptcy. The diocese filed the bankruptcy petition in September 2019. The formerly frozen state court actions and the diocese's bid for court protection came as a result of New York's passage of the Child Victims Act. The CVA temporarily lifted a seven-year statute of limitations on sexual abuse. The law prompted thousands of adults who had been molested as children but had not gone after their abusers at the time a chance to pursue their abusers. The agreement to freeze the state court cases unraveled in late March as abuse survivors' patience with the bankruptcy's glacial pace wore thin and the creditors committee declined to renew the pact. The diocese's attempt to have the freeze involuntarily reimposed did not sit well with the more than 400 abuse survivors with claims in the bankruptcy. After hearing arguments from both sides in a hearing several weeks ago, Warren agreed to briefly reimpose the freeze but warned the diocese that its reprieve would be temporary. In the end, he agreed with the abuse survivors, concluding that the case has dragged on too long. "This bankruptcy case is far from its early stages, having been filed nearly three years ago," Judge Warren wrote in the ruling. "The public interest in preserving the status quo in favor of the Diocese may have been strong in the early months of this case, (but) the weight of public interest during these later months now tips in favor of the abuse survivors—who have suffered in silence for so long—to be able to seek redress in the state courts." The ruling reviving the state court cases comes two days after the diocese proposed a $147.5 million settlement. Abuse survivors found the late-breaking offer wanting. They accused Rochester Bishop Salvatore Matano of high handedness in trying force a deal worked out between the church and its insurance carriers with no input from survivors and of trying to shortchange them with a lowball offer. While Judge Warren's order unfreezes state court cases, the judge included a provision that seems crafted to ensure that a final resolution is reached not in a welter of independently adjudicated state court decisions but as a global settlement reached under his jurisdiction. "The court specifically prohibits all abuse survivors from attempting to enforce a CVA judgment granted by any court from executing against the proceeds of any insurance policy that names the diocese as a co-insured, absent a further order of this court," Warren ruled. Given the distance between the parties so far, how soon a mutually acceptable resolution might be reached is not clear. About The Diocese of Rochester The Diocese of Rochester in upstate New York provides support to 86 Roman catholic parishes across 12 counties in upstate New York. It also operates a middle school, Siena Catholic Academy. The diocese has 86 full-time employees and six part-time employees and provides medical and dental benefits to an additional 68 retired priests and two former priests. The diocese generated $21.88 million of gross revenue for the fiscal year ending June 30, 2019, compared with a gross revenue of $24.25 million in fiscal year 2018. The Diocese of Rochester filed for Chapter 11 bankruptcy protection (Bankr. W.D.N.Y. Case No. 19-20905) on Sept. 12, 2019, amid a wave of lawsuits over alleged sexual abuse of children. In the petition, the diocese was estimated to have $50 million to $100 million in assets and at least $100 million in liabilities. Bond, Schoenec & King, PLLC and Bonadio & Co. serve as the diocese's legal counsel and accountant, respectively. Stretto is the claims and noticing agent. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors in the diocese's Chapter 11 case. Pachulski Stang Ziehl & Jones, LLP and Berkeley Research Group, LLC serve as the committee's legal counsel and financial advisor, respectively. DIVISION MANAGEMENT: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Division Management, LLC d/b/a Eagle Access, LLC 412 S. Court Street, Ste. 202 Florence, AL 35630 Business Description: Division Management, LLC is engaged in commercial and industrial machinery and equipment rental and leasing business. Chapter 11 Petition Date: May 26, 2022 Court: United States Bankruptcy Court Northern District of Alabama Case No.: 22-80896 Judge: Hon. Clifton R Jessup Jr. Debtor's Counsel: Kevin D. Heard, Esq. HEARD, ARY & DAURO, LLC 303 Williams Avenue Park Plaza, Suite 921 Huntsville, AL 35801 Tel: 256-535-0817 Fax: 256-535-0818 E-mail: kheard@heardlaw.com Total Assets: $1,005,874 Total Liabilities: $463,781 The petition was signed by Eugene R. Sak as manager. A copy of the Debtor's list of 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/GCAWUDA/Division_Management_LLC__alnbke-22-80896__0002.0.pdf?mcid=tGE4TAMA A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/GFXEEPI/Division_Management_LLC__alnbke-22-80896__0001.0.pdf?mcid=tGE4TAMA E.R.G. INC: Seeks to Hire Lugo Mender Group as Legal Counsel ------------------------------------------------------------ E.R.G. Incorporado seeks approval from the U.S. Bankruptcy Court for the District of Puerto Rico to employ Lugo Mender Group, LLC to serve as legal counsel in its Chapter 11 case. The firm's services include: a. advising the Debtor regarding its duties, powers and responsibilities in its case under the laws of the United States and Puerto Rico in which it conducts its operations, does business or is involved in litigation; b. advising the Debtor in connection with its reorganization endeavors, including assisting in the formulation of a plan of reorganization to be prepared; c. assisting the Debtor in negotiations with creditors for the purpose of arranging a feasible plan of reorganization; d. preparing legal papers; e. appearing before the bankruptcy court or any other court in which the Debtor asserts a claim or defense directly or indirectly related to its bankruptcy case; and f. performing other necessary legal services. The hourly rates charged by the firm for its services are as follows: Attorneys $300 per hour Associates $200 per hour Legal Assistants $125 per hour In addition, the firm will seek reimbursement for out-of-pocket expenses. The retainer fee $4,000. Alexis Betancourt Vicencty, Esq., a partner at Lugo Mender Group, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Alexis A. Betancourt Vicencty, Esq. Lugo Mender Group, LLC 100 Carr. 165 Suite 501 Guaynabo, P.R. 00968-8052 Tel: (787) 707-0404 Fax: (787) 707-0412 Email: wlugo@lugomender.com About E.R.G. Inc. E.R.G. Incorporado, doing business as Motel Salinas, is a Puerto Rico-based company operating in the traveler accommodation industry. E.R.G. filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D.P.R. Case No. 22-01272) on May 3, 2022, listing up to $1 million in assets and up to $10 million in liabilities. Carlos G. Garcia Miranda serves as Subchapter V trustee. Judge Maria De Los Angeles Gonzalez oversees the case. Alexis A. Betancourt Vicencty, Esq., at Lugo Mender Group, LLC is the Debtor's legal counsel. ELECTROMEDICAL TECHNOLOGIES: Incurs $1.1 Million Net Loss in Q1 --------------------------------------------------------------- Electromedical Technologies, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $1.14 million on $221,894 of net sales for the three months ended March 31, 2022, compared to a net loss of $2.56 million on $166,440 of net sales for the three months ended March 31, 2021. As of March 31, 2022, the Company had $1.15 million in total assets, $2.84 million in total liabilities, and a total stockholders' deficit of $1.70 million. Since inception, the Company has incurred approximately $18.7 million of accumulated net losses. In addition, during the three months ended March 31, 2022, the Company used $317,845 in operations and had a working capital deficit of $1,746,298. The Company said these factors raise substantial doubt regarding the Company's ability to continue as a going concern. The Company expects to obtain funding through additional debt and equity placement offerings until it consistently achieves positive cash flows from operations. If the Company is unable to obtain additional funding, it may not be able to meet all of its obligations as they come due for the next twelve months. The continuing viability of the entity and its ability to continue as a going concern is dependent upon the entity being successful in its continuing efforts in growing its revenue base and/or accessing additional sources of capital, and/or selling assets. "As a result, there is significant uncertainty whether the entity will continue as a going concern and, therefore, whether it will realize its assets and settle its liabilities and commitments in the normal course of business and at the amounts stated in the financial statements. "Accordingly, no adjustments have been made to the financial statements relating to the recoverability and classification of the asset carrying amounts or the amount and classification of liabilities that might be necessary should the entity not continue as a going concern. At this time, management is of the opinion that no asset is likely to be realized for an amount less than the amount at which it is recorded in the financial statements as at March 31, 2022." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1715819/000141057822001612/elcq-20220331x10q.htm About Electromedical Technologies Scottsdale, AZ-based Electromedical Technologies, Inc. is a bioelectronics manufacturing and marketing company. The Company offers U.S. Food and Drug Administration (FDA) cleared medical devices for pain management. Bioelectronics is a developing field of "electronic" medicine, which uses electrical impulses over the body's neural circuitry to try to alleviate pain, without drugs. Electromedical reported a net loss of $8.48 million for the year ended Dec. 31, 2021, a net loss of $3.87 million for the year ended Dec. 31, 2020, compared to a net loss of $1.74 million for the year ended Dec. 31, 2019. As of Dec. 31, 2021, the Company had $1.40 million in total assets, $2.12 million in total liabilities, and a total stockholders' deficit of $722,503. San Diego, California-based dbbmckennon, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 30, 2021, citing that the Company has suffered recurring losses from operations and has a negative working capital balance, which raises substantial doubt about its ability to continue as a going concern. EMERALD HOLLOW: Wins Interim Cash Collateral Access --------------------------------------------------- The U.S. Bankruptcy Court for the Western District of North Carolina, Statesville Division, authorized Emerald Hollow Mine, LLC to use cash collateral on an interim basis in accordance with the budget, with a 10% variance. The Debtor is permitted to use cash collateral for the payment of the Debtor's operating expenses. As adequate protection, World Business Lenders, LLC and any junior lienholders are granted a replacement security interest and lien under section 361 of the Bankruptcy Code on all personal property or collateral which secured the loan of WBL and any junior lienholders as of the petition date to the extent and with the same priority as the security interest and lien existed prior to the petition date along with the proceeds and products thereof. A continued hearing on the matter is scheduled for July 8, 2022, at 11 a.m. A copy of the order and the Debtor's six-week budget is available at https://bit.ly/3GjzPOx from PacerMonitor.com. The budget, filed on May 24, 2022, provides for total expenses, on a weekly basis, as follows: $24,947.37 for Week 1; $38,947.37 for Week 2; $24,947.37 for Week 3; $24,947.37 for Week 4; $24,947.37 for Week 5; and $38,947.37 for Week 6. About Emerald Hollow Mine, LLC Emerald Hollow Mine, LLC operates an Emerald Mine that is open to the public for prospecting. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D.N.C. Case No. 22-50116) on May 16, 2022. In the petition filed by Jason Martin, member manager, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Laura T. Beyer oversees the case. John C. Woodman, Esq., at Essex Richards, PA is the Debtor's counsel. EVO TRANSPORTATION: Delays Filing of First Quarter Form 10-Q ------------------------------------------------------------ EVO Transportation & Energy Services, Inc. was unable to file its Quarterly Report on Form 10-Q for the period ended March 31, 2022 within the prescribed time period without unreasonable effort and expense because the Company needs additional time to complete the presentation of certain information in its financial statements and notes thereto. Management anticipates significant changes in its results of operations from the three-month period ended March 31, 2021 to the three-month period ended March 31, 2022, which is the period covered by the subject report. The reasons for the significant changes are: (a) the Company received settlement and contract adjustment payments of approximately $28.4 million in the first quarter of 2021, (b) the Company entered into a settlement agreement and note purchase agreements in the first and second quarter of 2021 pursuant to which the Company purchased approximately $3.5 million of previously outstanding convertible promissory notes, (c) the Company was awarded numerous additional contracts in the second and third quarters of 2021, (d) its $10.0 million loan under the Paycheck Protection Program was forgiven by the United States Small Business Administration in the third quarter of 2021, (e) the Company voluntarily terminated certain contracts in the fourth quarter of 2021, and (f) the Company borrowed approximately $9.8 million in new loans in the first quarter of 2022. Accordingly, the Company anticipates its financial statements for the three-month period ended March 31, 2022 will reflect, among other things, significant decreases in revenue and net income. The Company is unable to provide a quantitative estimate of these or other amounts at this time because its financial statements remain subject to ongoing review by management and its auditors. About EVO Transportation Headquartered in Peoria, AZ, EVO Transportation & Energy Services, Inc. is a transportation provider serving the United States Postal Service ("USPS") and other customers. The Company believes it is the second largest surface transportation company serving the USPS, with a diversified fleet of tractors, straight trucks, and other vehicles that currently operate on either diesel fuel or compressed natural gas. Evo Transportation reported a net loss of $46.85 million for the year ended Dec. 31, 2020, compared to a net loss of $32.71 million for the year ended Dec. 31, 2019. For the nine months ended Sept. 30, 2020, EVO Transportation reported a net loss of $32.65 million. As of Dec. 31, 2020, the Company had $142.32 million in total assets, $201.42 million in total liabilities, $398,000 in series A convertible preferred stock, $6.62 million in Series B redeemable convertible preferred stock, $1.2 million in redeemable common stock, and a total stockholders' deficit of $67.32 million. EXPEDITION INDUSTRIES: Files for Chapter 11 With $1.58M Debt ------------------------------------------------------------ Expedition Industries Inc. filed for chapter 11 protection , disclosing $1.803 million in assets against $1.583 million in liabilities in its schedules. According to court filings, Expedition Industries 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. Section 341(a) is slated for June 14, 2022 at 11:00 a.m. About Expedition Industries Expedition Industries Inc. sought Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 22-12653) on May 11, 2022. In the petition filed by Kristyn Plata, owner and president, Expedition Industries estimated assets and liabilities between $1 million and $10 million each. The case is overseen by Honorable Bankruptcy Judge Julia W. Brand. Jeffrey S. Benice, Esq., of BENICE LAW, APLC, is the Debtor's counsel. FAIRPORT BAPTIST HOMES: Taps Epiq as Claims and Noticing Agent -------------------------------------------------------------- Fairport Baptist Homes and its affiliates seek approval from the U.S. Bankruptcy Court for the Western District of New York to hire Epiq Corporate Restructuring, LLC as claims and noticing agent. The Debtors need a claims and noticing agent to assume full responsibility for the distribution of notices and the maintenance, processing, and docketing of proofs of claim filed in their Chapter 11 cases. The firm's hourly rates are as follows: Clerical/Administrative Support $25 – $55 IT / Programming $60 – $72 Project Managers/Consultants/ Directors $75 – $175 Solicitation Consultant $180 Executive Vice President, Solicitation $190 The Debtors provided the firm a retainer in the amount of $10,000. Kate Mailloux, senior director at Epiq, disclosed in a court filing that she is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Kate Mailloux Epiq Corporate Restructuring, LLC 777 Third Avenue, Twelfth Floor New York, New York, 10017 Tel.: +1 646 282 2532 Email: kmailloux@epiqglobal.com About Fairport Baptist Homes Fairport Baptist Homes and its affiliates, Fairport Baptist Homes Adult Care Facility, Inc., FBH Community Ministries and FBH Distinctive Living Communities, Inc., operate skilled nursing care facilities. Fairport Baptist Homes owns a New York-licensed 142-bed residential health care facility at the FBH campus in Fairport, N.Y., and 42 independent living units known as Deland Acres. Fairport Baptist Homes and its affiliates sought Chapter 11 bankruptcy protection (Bankr. W.D.N.Y. Case No. 22-20220) on May 6, 2022. In the petition filed by Fairport President Thomas H. Poelma, Fairport Baptist Homes listed $1 million to $10 million in assets and $10 million to $50 million in liabilities. The Debtors tapped John A. Mueller, Esq., at Lippes Mathias LLP as legal counsel and Epiq Corporate Restructuring, LLC as claims and noticing agent. FCG ACQUISITIONS: Moody's Rates New Incremental 1st Lien Loan 'B2' ------------------------------------------------------------------ Moody's Investors Service assigned a B2 rating to FCG Acquisitions, Inc.'s (Flow Control Group, FCG) new non-fungible incremental first lien term loan, which is the same rating as FCG's existing first lien term loans. The additional borrowing capacity provided under the new term loan, along with $19 million of remaining second lien delayed draw term loan capacity, will be used to fund future acquisitions. There is no change to the Caa2 rating on the second lien term loan. The increased term loan commitments do not impact FCG's other ratings, including the existing B3 corporate family rating. The ratings outlook is stable. Since its April 2021 LBO by KKR & Co., Inc. (KKR), Flow Control Group has engaged in a steady pace of relatively small debt-funded acquisitions, as Moody's expected. These investments were all in the industrial distribution sector, which is similar to FCG's existing businesses. Since closing the LBO, FCG has completed 19 acquisitions totaling over $290 million, funded primarily through incremental drawings on its first and second lien term loan facilities. The company plans to use the incremental first lien facility to fund about $144 million in acquisitions currently under letters of intent. The following summarizes the rating actions: Assignments: Issuer: FCG Acquisitions, Inc. Senior Secured 1st Lien Term Loan, Assigned B2 (LGD3) RATINGS RATIONALE Flow Control Group's B3 corporate family rating reflects the risks related to its acquisition growth strategy and heavy reliance on the performance of those acquisitions to provide cash flow. The company has a recent history of thin free cash flow. Debt balances are substantial due to the funding of the company's 2021 purchase by KKR and subsequent acquisitions. Moody's believes that the company will maintain debt-to-EBITDA at about 7x to 8x over the next few years. However, FCG has long history as a value-added distributor of highly engineered components to leading industrial customers in North America representing a diverse range of end markets. FCG's backlog provides short-term revenue visibility and good profitability with EBITA margins expected to remain around 10%. Moody's expects the company to have adequate liquidity with modest cash balances and stable positive free cash flow starting in fiscal year 2023. The stable ratings outlook reflects Moody's expectations that Flow Control Group will be able to maintain consistent EBITA margins in excess of 10% over the next few years with little business disruption as it completes acquisitions. The outlook also reflects Moody's expectation of additional debt to be raised to fund acquisitions, with debt-to-EBITDA remaining in the 7x to 8x range through 2023. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Ratings could be upgraded if the company successfully executes planned acquisitions in the next few years. Higher ratings would be supported by deleveraging primarily through debt repayment, with debt-to-EBITDA falling below 5.5x without pro forma adjustments for acquisitions. The maintenance of EBITA margins in excess of 10% and strong liquidity along with more conservative financial policies would also support higher ratings. Ratings could be downgraded if the company is unable to execute its acquisition growth strategy as planned. This may result in negative or breakeven free cash flow over the next few years. Significantly higher debt levels, including increased drawing on the revolving credit facility to support cash flow shortfalls after FY 2022, could also warrant lower ratings. As well, the undertaking of more aggressive financial policies could prompt a downgrade. This may include an accelerated pace of debt-financed acquisitions or a distribution of capital to owners. Flow Control Group, headquartered in Charlotte, North Carolina, is a wholesale distributor of flow control and industrial automation products and aftermarket services, benefiting from well-established relationships concentrated in North American markets. The company's revenue pro forma for acquisitions is approximately $1 billion annually. The principal methodology used in these ratings was Distribution & Supply Chain Services Industry published in June 2018. FLEETPRIDE INC: S&P Alters Outlook to Negative, Affirms 'B-' ICR ---------------------------------------------------------------- S&P Global Ratings affirmed its 'B-' issuer credit ratings on FleetPride Inc. and its first-lien debt, and revised the outlook to stable from negative. The stable outlook reflects S&P's view that the aftermarket for heavy-duty truck parts will continue improving, which should enable FleetPride to generate revenue and EBITDA growth and maintain positive free operating cash flow (FOCF). Better conditions in the heavy-duty truck parts aftermarket sector should provide FleetPride opportunities for revenue growth in 2022 and 2023. FleetPride's fiscal 2021 19% revenue growth exceeded our expectation of 11%-12% driven by improved market conditions in the heavy-duty truck parts aftermarket sector, incremental revenue from its expanded operations and growth in its e-commerce capabilities. Demand for its products was strong as on-road truck activity continued its recovery in 2021. Additionally, FleetPride's business expansion efforts through acquisitions provided incremental revenue growth. FleetPride's investment in its e-commerce platform allows it to engage and generate sales to new and existing customers. S&P said, "We expect demand for FleetPride's products to continue as on-road truck activity persists through fiscal 2022 and 2023. We also expect FleetPride's revenue to benefit from its acquisitions and further expansion of its e-commerce capabilities. Therefore, we forecast revenue growth of 11%-12% in fiscal 2022 and 7%-9% in 2023." The stable outlook reflects S&P's view that the aftermarket for heavy-duty truck parts will continue to recover, which should enable FleetPride to generate revenue and EBITDA growth and maintain positive FOCF. S&P said, "We could lower the ratings within the next 12 months if weaker-than-expected operating performance results in sustained negative free cash flow or constrained liquidity. This could occur if there were a significant economic downturn or if the company is unable to extend its ABL facility before it becomes current in December. Alternatively, we could lower the ratings if we believe FleetPride depends on favorable business, financial, and economic conditions to meet its financial commitments, or if we view the company's financial commitments as unsustainable in the long term, even though it may not face a credit or payment crisis within the next 12 months. "Although unlikely over the next 12 months, we could raise the rating if the company maintains ongoing revenue and EBITDA growth, such that adjusted debt to EBITDA declines toward 5x, and we expect this to be sustainable. In addition, to raise the rating, we would expect the company to generate free cash flow to adjusted debt approaching 5%." ESG credit indicators: E-2, S-2, G-3 Governance is a moderately negative consideration. S&P views financial sponsor-owned companies with aggressive or highly leveraged financial risk profiles as demonstrating corporate decision-making that prioritizes the interests of the controlling owners, typically with finite holding periods and a focus on maximizing shareholder returns. FRONT SIGHT MANAGEMENT: Secures $5MM DIP Loan from FS DIP LLC ------------------------------------------------------------- Front Sight Management LLC, dba Front Sight Firearms Training Institute, asks the U.S. Bankruptcy Court for the District of Nevada for authority to, among other things, use cash collateral and obtain post-petition financing from FS DIP, LLC. The Debtor seeks to obtain up to $5,000,000 in new funding, with $1,000,000 available on an interim basis. The DIP financing will be used for immediate working capital needs, general corporate purposes and administrative and professionals costs and expenses in the case. The rate of interest to be charged on advances under the DIP Financing will be 9.5% per annum and shall accrue as payment in kind except the Lender's fees and costs, which will be paid as set forth in the Loan Documents. Historically, the Debtor has operated its business by selling lifetime memberships at an amount ranging from $250 to $50,000, courses and ancillary products. The Debtor's business model centered around a major expansion plan that was intended to build the Front Sight Vacation Club & Resort, a retail area adjacent to the vacation club and a pavilion. The Debtor's intent was that the discounted lifetime memberships and other promotional benefits, certificates would lead to a "captive" customer base that would be more likely to take advantage of the Vacation Club & Resort which would then bring increased revenue to the Debtor. With that goal in mind, the Debtor began researching its financing options. Financing from traditional banks was largely unavailable to the Debtor due to its business centering around the use of firearms. In 2012, the Debtor was approached by Robert W. Dziubla and John Fleming, doing business as Las Vegas Development Fund LLC, who represented themselves as like-minded, pro-gun patriots who told the Debtor they would be able to obtain a financing package for the Debtor to raise up to $150 million (at a low interest rate) to build and bring to market, among other things, the Vacation Club & Resort. Dziubla, Fleming and LVDF stated that all they needed from the Debtor was $300,000 in fees needed to secure approval from the United States Customs and Immigration Service and $100,000 in marketing costs to solicit foreign investors to participate in an EB-51 immigration investment plan. The Debtor initially declined the Dziubla et al. offer twice. Dziubla and Fleming persisted and promised the Debtor that due to their vast experience raising foreign investments, their personal connections in China, and their desire to help the Debtor complete its development, that they could raise the necessary funds within a year. After months of solicitation and misrepresentations, Front Sight unwittingly accepted the proposal. Front Sight paid the requested $300,000 in fees to secure approval from the USCIS to market the EB-5 investment project. Instead of taking a year as promised to secure the USCIS approval, it took over two years. Front Sight paid the $100,000 in marketing fees, as well as another $120,000 in marketing fees, but the promised funding never materialized. Four years later, in 2016, Dziubla and Fleming continued their misrepresentations by stating they had secured the first $2.5 million in investor funding, and had hundreds of investors in a pipeline to invest in the construction project, but needed to execute a construction loan document to start the flow of investment money. In October 2016, after three months of negotiating a construction loan agreement, the Debtor was induced into signing the agreement with the expectation that full funding would follow shortly thereafter. Dziubla and Fleming produced only $6.3 million in funding over the next two years, all of which was used by Front Sight under the parameters of the construction loan agreement. During this time period, the Debtor paid the interest payments on the money every month on time and in full. By 2018, the Debtor became suspicious that the funds advanced to Dziubla and Fleming (the $300,000 in fees and $220,000 for marketing) had not actually been used to secure USCIS approval and for marketing the project to foreign investors, and requested that Dziubla and Fleming produce such evidence. Dziubla and Fleming refused to show proof of where the funds the Debtor paid had been spent and apparently in retaliation for its demands, Dziubla and Fleming fraudulently claimed the Debtor was in default on a number of terms of the construction loan agreement. Dziubla, Fleming and LVDF defaulted on their obligations, failed to raise the funds necessary to complete the Vacation Club & Resort, and litigation was commenced by the Debtor against Dziubla, Fleming, LVDF and related affiliates in August 2018. The case was styled Front Sight Management, LLC v. Las Vegas Development Fund LLC et al., Case No. A-18-781084-B, which is pending before the Eighth Judicial District Court in Clark County, Nevada. Dziubla, Fleming, and LVDF then filed a fraudulent foreclosure action against the Debtor. The judge in the civil action initially placed a temporary restraining order on the foreclosure action but that has recently been lifted due to the Debtor's inability to obtain a bond. The LVDF Litigation has been pending for nearly four years, and the LVDF Parties recently filed a notice of foreclosure against the Front Sight Property. While the Debtor believes it will ultimately prevail in the litigation, the Debtor's legal fees related to the LVDF Litigation and foreclosure action have exceeded a million dollars to date and now there is a looming foreclosure sale. Furthermore, the most damaging consequences arising out of the LVDF Parties malfeasance are (a) the loss of momentum the Debtor has suffered in completing the development of its project, (b) the loss of member confidence the Debtor has suffered due to all the delays in the project, (c) the resulting reduction in membership sales, and (d) the increased difficulty for the Debtor to obtain additional financing to complete the project. As 2021 came to an end, the Debtor solicited its members to participate in a number of marketing offers in an attempt to raise sufficient funds to complete the aforementioned litigation. Unfortunately, the Debtor was not able to raise sufficient funds. LVDF is the Debtor's only pre-petition lender (albeit a disputed one). On May 18, 2022, LVDF recorded a notice of election to sell against the Front Sight Property. The most recent statement from LVDF dated April 25, 2022 is for $11,027,956, which includes: * unpaid principal of $6,375,000, * late fees of $955,695, * interest of $1,817,130, * attorneys' fees of $1,744,853, and * past due foreclosure costs of $131,364. Aside from the Debtor's secured obligations, the Debtor has an additional $7.6 million in general unsecured debt which is owed to approximately 2,900 entities or individuals. As security for the DIP Financing, the Lender will be granted first-priority, priming, valid, enforceable, non-avoidable fully perfected security interests and liens against all of the Collateral. The Lender will have a superpriority administrative expense claim for the DIP Obligations under the Interim Order against the Debtor, with priority in payment over any and all administrative expenses, adequate protection claims, diminution claims and all other claims against the Debtor, subject to the Carve Out. The Carve Out means (i) in an amount not to exceed the amount set forth for such period in the accrual portion of the Approved Budget, the aggregate amount of any allowed but unpaid fees, costs and expenses of the Debtor's counsel, the Debtor's financial advisor, and counsel for any committee, all of which are payable under Sections 330, 331, or 363(b), or other provision of the Bankruptcy Code, as applicable, and were accrued or incurred prior to the Event of Default Notice Date; plus (ii) fees, costs and expenses accrued or incurred on or after the Event of Default Notice Date in an aggregate amount not to exceed $250,000; plus (iii) the payment of fees pursuant to 28 U.S.C. section 1930. These events constitute an "Event of Default:" (a) failure to make payment of principal or interest when any such payment is due; (b) the failure to duly keep, perform and observe, within five business days following written notice from Lender, any covenant, condition or agreement in the Loan Documents; (c) the occurrence of any one or more defaults under any of the Loan Documents and the expiration of applicable grace and/or cure periods, if any; (d) an order will have been entered by the Bankruptcy Court (i) dismissing the Bankruptcy Case, (ii) converting the Bankruptcy Case to a chapter 7 case, or (iii) appointing a chapter 11 trustee or examiner or responsible officer; (e) any failure to timely comply with the Bankruptcy Case Benchmarks; (f) any sale of assets outside of the ordinary course of business; (g) any encumbering of Lender's collateral without Lender's consent and Bankruptcy Court approval; or (h) the business ceases operations. A copy of the motion and the Debtor's 13-week budget through the week ended August 21, 2022 is available at https://bit.ly/3PJSSWs from PacerMonitor.com. The Debtor projects $4,002,104 in total receipts and $3,053,293 in total disbursements. About Front Sight Management LLC Front Sight Management LLC specializes in providing courses in gun training, self-defense martial arts training, and personal safety -- with firearms or without. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Nev. Case No. 22-11824) on May 24, 2022. In the petition signed by Ignatius Piazza, manager, the Debtor disclosed up to $50 million in both assets and liabilities. Steven T. Gubner, Esq. at BG Law LLP is the Debtor's counsel. FS DIP, LLC, as DIP agent, is represented by: Samuel A. Schwartz, Esq. Bryan A. Lindsey, Esq. Schwartz Law, PLLC 601 East Bridger Avenue Las Vegas, NV 89101 Tel: 702-385-5544 Email: saschwartz@nvfirm.com GRASS ROOTS I: In Chapter 11 Bankruptcy to Stop Foreclosure ----------------------------------------------------------- Grass Roots I LLC filed for chapter 11 protection in Los Angeles, California. The Debtor's sole asset is its interest in the real property located at 2645 Outpost Drive, Los Angeles, California 90068 which it acquired as an investment property. The Property does not generate any revenue. Based upon the Debtor's Limited Liability Company Agreement, the Debtor's sole member is Just in Miller. Secured creditor BlueView Real Estate LLC immediately filed a motion to dismiss the case or grant relief from stay. "The facts of this bankruptcy case and the clear bad faith surrounding it are simple: on the morning of a scheduled foreclosure sale of the Debtor's sole asset, a non-member (actually, a non-party), with no apparent authority to commence this bankruptcy case, filed a petition with the clear intention of stopping the foreclosure sale from moving forward. Along with the petition, a myriad of documents were filed under penalty of perjury reflecting that the Debtor has no other creditors apart from Movant, no business operations, no cash flow and thus, no legitimate reason to file for bankruptcy. To make matters worse, the Debtor's sole asset and Movant's collateral has been put at risk due to the impending expiration of the property's insurance coverage (expires on May 23, 2022). This is a classic case of a bad faith filing that should be dismissed. In the event the BK Case is not dismissed, cause exists to grant relief from stay to allow Movant to move forward with the trustee's sale of the property." According to court documents, Grass Roots I LLC 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. Section 341(a) is slated for June 7, 2022 at 10:15 A.M. About Grsss Roots I LLC Grass Roots I LLC specializes in lawn care/maintenance, trimming, and gardens. Grass Roots I sought Chapter 11 bankruptcy protection (Bankr. C.D. Cal. Case No. 22-12655) on May 11, 2022. In the petition filed by Justin Miller, as managing member, Grass Roots I estimated assets between $1 million and $10 million and liabilities between $1 million and $10 million. The case is overseen by Honorable Bankruptcy Judge Sheri Bluebond. Thomas B Ure, of Ure Law Firm, is the Debtor's counsel. HAN JOE RO: In Chapter 11 to Keep Control of Hotels --------------------------------------------------- Han Joe Ro LLC filed for chapter 11 protection in Tacoma, Washington, to stop its secured lender from taking control of its two hotels. Han Joe Ro LLC was founded by Young Chul Joe, a Korean who built the very first Korean strip mall in Tacoma, which set the foundation for the Korea town on South Tacoma Way. The Joe Ro later put a clothing factory in Tacoma that manufactured garments. The family sold the manufacturing business and the factory building in 2005, and purchased the Comfort Inn Tumwater and the GuestHouse Inn & Suites Tumwater (now the Oyo Hotel) in 2007. The OYO Hotel Tumwater, located at 1600 74th Avenue SW, Tumwater, WA 98501 (the "OYO Hotel"), is a 59-room limited service hotel constructed in 1999 and situated on a 1.81 acre site. Beginning in September 2020, the OYO Hotel contracted with Thurston County for temporary use of the entire facility as a COVID-19 recovery center. That contract expired on February 28, 2022, and the property has resumed its normal operations as the OYO Hotel. Formerly the Comfort Inn Conference Center Tumwater, the adjacent premises located at 1620 74th Avenue SW, Tumwater, WA 98501 (the "Leased Hotel") is a 58-room hotel property with conference facilities constructed in 2001 and situated on a 2.14 acre lot. The franchise agreement with Choice Hotels was terminated at the end of February 2022. On March 1, 2022, the Leased Hotel entered into a lease with the State of Washington, Department of Health (the "State"), which initially ran through the end of 2022 but was amended to run through April 30, 2027, and may be renegotiated for an additional five years. The properties are managed by Chami Design, Inc. ("Design"), a property management company. Design's exclusive function is to manage and operate these two properties. In or around July 2021, the Debtor engaged the commercial real estate brokerage firm of Marcus & Millichap to market and sell the Hotels. The Leased Hotel (at the time, a Comfort Inn) was listed for $3,850,000. The OYO Hotel was listed for $3,650,000. The Hotels were actively marketed by Marcus & Millichap's national hospitality group for over six months, through January 2022. While Marcus & Millichap received several indications of interest, no potential buyer ultimately moved forward on a sale. The fact that the Hotels are situated on a long-term ground lease with the Port of Olympia and are subject to certain restrictions on use imposed by the Federal Aviation Administration, presents an added layer of challenges in selling the properties. Bankruptcy Filing to Stop Receiver Cham Joe Ro owner of 80.5% of the membership interests in the Debtor, explained in court filings that two issues precipitated the filing of this bankruptcy proceeding. First, the Company's revenues decreased to the point that the revenues could not support its secured debt. That challenge has been alleviated due to recent increased revenues. Second, portions of the Company's secured debt matured on July 1, 2017. After the Company's prior senior secured lender, Bank of Hope, issued notices of default and initiated foreclosure proceedings in Summer 2020, the Company retained its current bankruptcy counsel. Through counsel, the Company spent over a year negotiating with Bank of Hope for mutually-agreeable forbearances and repayment plans on its notes. On the eve of finalizing a forbearance agreement, Bank of Hope ceased moving forward on the forbearance and instead sold the notes to its current holder, Satyam Tumwater, LLC. The Company's attempts to negotiate a workout with Satyam was unsuccessful, and on or around January 19, 2022, Satyam initiated non-judicial foreclosure proceedings against the Hotels, which scheduled a trustee's sale for the deeds of trust on May 27, 2022. Prior to the scheduled foreclosure sale, on May 3, 2022, Satyam filed a complaint in Thurston County Superior Court seeking the appointment of a general receiver with power of sale with respect to the Hotels (the "Receivership Action"). Concurrently with commencing the Receivership Action, Satyam filed its Motion for Appointment of General Receiver (the "Receiver Appointment Motion"), seeking an order appointing Trigild Property Management, LLC, from San Diego, California, as the general receiver over the Company's interests in the Hotels. The Company filed this Chapter 11 Case to prevent appointment of a general receiver and foreclosure of the Hotels, and to restructure its obligations owed to its secured lenders. About Han Joe Ro LLC Han Joe Ro, LLC, doing business as OYO Hotel Olympia - Tumwater, sought Chapter 11 bankruptcy protection (Bankr. W.D. Wash. Case No. 22-40597) on May 12, 2022. In the petition filed by Eric Camm, as CRO, Han Joe Ro LLC estimated assets between $1 million and $10 million and liabilities between $1 million and $10 million. The case is overseen by Honorable Bankruptcy Judge Mary Jo Heston. Richard B. Keeton, of Bush Kornfeld LLP, is the Debtor's counsel. According to court filing, Han Joe Ro 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. Section 341(a) is slated for June 16, 2022 at 10:30 a.m. HANSABEN INVESTMENTS: Case Summary & 13 Unsecured Creditors ----------------------------------------------------------- Debtor: Hansaben Investments, LLC 458 33rd Avenue San Francisco, CA 94121 Business Description: The Debtor owns a land and building located at 316 Pittman Road, Fairfield, CA having a fair market value of $9.85 million. Chapter 11 Petition Date: May 25, 2022 Court: United States Bankruptcy Court Northern District of California Case No.: 22-30258 Judge: Hon. Dennis Montali Debtor's Counsel: Thomas Willoughby, Esq. FELDERSTEIN FITZGERALD WILLOUGHBY PASCUZZI RIOS LLP 500 Capitol Mall #2250 Sacramento, CA 95814 Tel: 916-329-7400 Email: twilloughby@ffwplaw.com Total Assets: $10,030,061 Total Liabilities: $8,330,389 The petition was signed by Hitesh Patel, manager of Hansaben Investments LLC. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/NMOX3ZQ/Hansaben_Investments_LLC__canbke-22-30258__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 13 Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. City of Fairfield $305,209 1000 Webster Street Fairfield, CA, 94533 2. La Quinta Franchising Services $151,991 22 Sylvan Way Parsippany, NJ, 07054 3. Wells Fargo SBL Credit Card $14,451 PO Box 29482 Debt Phoenix, AZ, 85038-8650 4. PG&E Utility Services $6,248 c/o Brian M Wong 77 Beal Street San Francisco, CA, 94105 5. Booking.com Services $2,265 8100 SW Nyberg Street, Suite 350 Lockbox 223067 Tualatin, OR, 97062 6. Wells Fargo Business Elite Card Credit Card $1,520 P O Box 29482 Debt Phoenix, AZ, 85038-8650 7. City of Fairfield Utility Services $1,436 1000 Webster Street Fairfield, CA, 94533 8. Telepacific Communications Telephone/ $1,240 515 Flower Street Internet 47th Floor services Los Angeles, CA, 90071 9. Hd Supply Inc Suppliers or $1,233 800 Superior Avenue E Vendors PO BOX 6939 Cleveland, OH, 44114 10. Comcast Cable/Satellite $924 9601 E Panarama Circle Services Englewood, CO, 80112 11. Republic Services Inc Services $897 4101 William Richardson Drive South Bend, IN, 46628 12. Ecolab Inc Services $330 PO BOX 997300 Sacramento, CA, 95899-7300 13. AT&T Corporation Telephone/ $117 P.O. Box 62414 Internet Baltimore, MD, 21264-2414 Services HEALTHMYNE INC: Court OKs Deal on Cash Collateral Access -------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Wisconsin approved the stipulation filed by HealthMyne, Inc. and Silicon Valley Bank authorizing the Debtor to use cash collateral on an interim basis in accordance with the budget. As of the Petition Date, the Debtor owed SVB not less than $1,628,304 as of May 17, 2022, pursuant to certain loan documents. All indebtedness of the Debtor owing to SVB pursuant to any or all of the Prepetition Loan Documents, including, without limitation, all Obligations. Pursuant to the Prepetition Loan Documents, the Debtor granted and SVB holds duly perfected security interests in the Prepetition Collateral. Among other things, the Stipulation requires a 14-day objection period under Bankruptcy Rule 4001(d)(2), which as of the entry of the Order, has not yet been met. However, the Court finds that, pursuant to Rule 4001(d)(4), the Debtor has provided sufficient and reasonable notice of the material provisions of the Stipulation to interested parties in the case, such that the Stipulation may be approved on an interim basis. As adequate protection to SVB, the Debtor grants SVB (1) replacement liens on the Debtor's assets in an amount equal to and in the same priority as they had as of the Petition Date and the proceeds thereof, and (2) to the extent of any diminution of value of SVB's interest in the DIP Collateral, supplemental liens on all of the Debtor's assets. The Debtor's authority to use cash collateral will terminate -- unless otherwise agreed in writing by SVB -- upon the earliest to occur of the following: (a) confirmation of the Debtor's plan of reorganization, if any, (b) the appointment of a trustee or other person pursuant to section 1104 of the Bankruptcy Code, (c) the conversion of the case to a case under chapter 7 of the Bankruptcy Code, (d) the dismissal of the case, (e) a material default of the Stipulation by the Debtor that is not cured within 3 business days, or (f) payment in full of the Debtor's loans with SVB, unless extended by the parties in writing. SVB agrees to set aside $50,000 from SVB's collateral for the benefit of the Debtor's general bankruptcy counsel, Michael Best & Friedrich LLP, and any Subchapter V Trustee appointed in this Case, for the payment of accrued, invoiced, and/or unpaid fees and disbursements on or after the Petition Date. The claims of SVB against the Debtor (and any Liens securing payment of such amounts), will be subject to payment of the Carve-Out. A copy of the order is available at https://bit.ly/3PI5RZ4 from PacerMonitor.com. About HealthMyne, Inc. HealthMyne, Inc. provides end-to-end radionomic data management and analysis. HealthMyne was founded in 2013 and is headquartered in Madison, Wisconsin. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wisc. Case No. 22-10780) on May 15, 2022. In the petition signed by Rose Higgins, authorized person, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Catherine J. Furay oversees the case. Justin M. Mertz, Esq., at Michael Best and Friedrich, LLP is the Debtor's counsel. HELLO LIVING: Mezz Lender Says Amended Plan Still Flawed -------------------------------------------------------- Nostrand Mezz Lender LLC filed a supplemental objection to the Application Seeking Conditional Approval of Disclosure Statement for Objections to the Disclosure Statement and Confirmation filed by debtor Hello Living Developer Nostrand LLC regarding the Amended Disclosure Statement for the Debtor's Amended Chapter 11 Plan. According to the Mezz Lender, the Amended DS and Amended Plan suffer from the same fatal deficiencies as the Initial DS and Initial Plan. Among other things, the Debtor's exit is based on a flawed strategy of having its non-debtor subsidiary, Hello Nostrand, LLC's ("Hello Nostrand"), upstream to the Debtor proceeds from its newly-entered lease (the "Lease") with 1580 Nostrand Management, LLC ("Management Co" or "Tenant") to pay the Debtor's creditors. But the Amended DS does not disclose that this Lease violates Hello Nostrand's mortgage loan documents; that rents under the Lease are assigned to the Mortgage Lender; that "Lease Income" is also the Mezz Lender's collateral; that Hello Nostrand has millions of dollars of liabilities separate and apart from the Mortgage debt; and that Lease rents are insufficient to cover all of Hello Nostrand's liabilities, let alone the Debtor's liabilities due to the Mezz Lender. The Amended DS, the Mezz Lender points out, also omits important facts concerning the financial wherewithal of Tenant, an entity created on the Petition Date, and an entity in which almost no due diligence was performed. It does not disclose at all that another entity, Joyland Management, LLC, is managing the Property. The Amended DS provides no information concerning all of the various rent credits that the Lease provides; instead, inaccurately stating that all Lease rents are fixed and that Lease Income will be more than sufficient to pay every creditor of Hello Nostrand and the Debtor in full. According to the Mezz Lender, in a pattern common in this bankruptcy case, the Amended DS and Amended Plan confuses the various debtor-creditor relationships associated with the Property; conflates the Mezz Lender and Mortgage Lender with each other and, separately, with Madison Realty; loosely characterizes debts owed to Mezz Lender and Mortgage Lender as if they are all one and the same; defined terms are ignored, missing or used incorrectly. To put it mildly, the Amended DS does not contain "adequate information" as required under Section 1125 of the Bankruptcy Code. Meanwhile, the Mezz Lender notes, the Amended Plan -- which, like the Initial Plan, the Debtor filed unilaterally without any negotiations with its key stakeholder, the Mezz Lender -- suffers from myriad issues making it patently unconfirmable. In addition to the issues discussed in the Initial DS Objection, this Amended Plan seeks judicial findings from this Court that the Lease (between two non-debtor parties) does not violate the Mortgage Loan documents (also between two non-debtors), and can be read to enjoin the Mortgage Lender (a non-debtor party that has not consented to this Court's jurisdiction) from exercising its rights. These are remarkable forms of relief that the Debtor unjustifiably includes in the Amended Plan- one not supported in law. "The Debtor has now been provided two opportunities to propose a confirmable plan, and twice failed. The Debtor filed the Initial Plan (arguing it was a SARE debtor), and had to demonstrate that it had a "reasonable possibility of being confirmed" under Section 362(d)(3)(A) of the Bankruptcy Code. The Amended Plan was filed in the face of the Dismissal/Lift Stay Motion which, among other things, demonstrated that the Debtor has no ability to confirm a plan. In no circumstance is either plan confirmable. As stated in the Initial DS Objection, the Debtor's entire exit strategy is premised on the untenable notion that the Debtor can take the Mortgage Lender's collateral (i.e., its interest in non-debtor Hello Nostrand's assets, including the Property) to pay its creditors. Accordingly, the Court should deny the DS Motion," the Mezz Lender tells the Court. Attorneys for the Nostrand Mezz Lender LLC: Alan J. Brody, Esq. GREENBERG TRAURIG, LLP 500 Campus Drive, Suite 400 Florham Park, New Jersey 07932 Telephone: (973) 443-3543 Facsimile: (973) 295-1333 Email: BrodyA@gtlaw.com - and - Leo Muchnik, Esq. GREENBERG TRAURIG, LLP One Vanderbilt Avenue New York, New York 10017 Telephone: (212) 801-9200 Facsimile: (212) 801-6400 Email: MuchnikL@gtlaw.com About Hello Living Developer Nostrand Hello Living Developer Nostrand, LLC, is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). Hello Living filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 21-22696) on Dec. 21, 2021, disclosing $50 million to $100 million in both assets and liabilities. Eli Karp, manager, signed the petition. Judge Sean H. Lane oversees the case. The Debtor tapped Leo Fox, Esq., a practicing attorney in New York, to handle its bankruptcy case. Victor A. Worms, Esq., is tapped as an associate attorney. HELLO LIVING: Unsecureds Will be Paid in Full --------------------------------------------- Hello Living Developer Nostrand, LLC, submitted a Second Amended Disclosure Statement. The Debtor in the Second Amended Disclosure Statement has made the following material revisions to the Disclosure Statement and the Plan to enable this Court to approve the Disclosure Statement: a. Any administrative expenses which arise in this Chapter 11 case are to be paid from Non-Lease Income sources, such as by special call made by the Debtor to the investors (Hello Nostrand Investors) and not from the Lease Income. Debtor's professionals have agreed to this, provided that this Plan is confirmed. Accordingly, all Lease Income shall be dedicated to the Debtor's obligations to pay the Mezz Loan to Nostrand Mezz Lender ("Nostrand Mezz Lender") and Hello Nostrand LLC's ("Hello Nostrand") obligations to pay the Mortgage Loan to Nostrand Senior Lender ("Nostrand Senior Lender"), Nostrand Mezz Lender's affiliate. Do these affiliated Lenders contend that the rent money may not be paid to these Lenders under their Assignment of Rents provisions and that the Debtor cannot compel Nostrand Mezz Lender to receive repayment of its loans from the collateral of its affiliate? b. Alternatively, Class 1 is being given an option to opt to acquire possession of the finished and completed building consisting of 93 units plus the communal facility on the ground floor of such building (7,500 square feet) plus all the storage units located in the basement of the building free and clear of liens and claims of creditors of the Debtor except for mechanics liens not to exceed $1,600,000, in full satisfaction and settlement of all claims of Nostrand Mezz Lender and Nostrand Senior Lender and any other debt obligations due and owing under the Loan Documents with these entities and their predecessor creditors. This option must be made on or before 5 days before the Confirmation Date at which time the Debtor and Nostrand Mezz Lender shall arrange for a Closing, with time being of the essence to Close. c. At the Closing, Nostrand Mezz Lender and its affiliates shall release any and all rights to the remainder of the property, consisting of, but not limited to, the vacant lot, which adjoins the building, which the Debtor will undertake to commence and complete construction of an additional building. Nostrand Mezz Lender and Nostrand Senior Lender shall deliver full Releases of their liens and claims with respect to the vacant lot and any construction thereon at the time that Title on the first building is delivered to such creditors or their designees. The proceeds of this second construction shall be distributed to creditors in accordance with the provisions set forth in this reorganization Plan and Disclosure Statement. Under the Plan, Class 2 Any Allowed Unsecured Claims total $1,625,000. Such claims will be paid, pro rata, in full, with monthly principal payments of $15,000 plus interest at 4.5% interest commencing (a) on or about the end of the 4th year period following the Effective Date and (b) after the balloon payment being made on account of the balance due to Class 1, and shall continue until the principal amount owed to all unsecured creditors are paid in full in full satisfaction and settlement of the claims. These payments may be prepaid at the Debtor's option from the funds received in connection with the construction of the second building. Creditors will recover 100% of their claims. Class 2 is impaired. The source of funds is the lease income. During the course of this bankruptcy and prior thereto, the Debtor, by Mr. Karp, searched for a management company to undertake the management of the project in particular the completed and brand-new building containing 93 units and communal facility. The City of New York ("CNY") expressed an interest in leasing the space but the predecessors to Nostrand Mezz Lender and Nostrand Senior Lender appear to be unwilling for CNY to undertake the Lease. During this time-period, the Debtor learned that Joyland Management LLC ("Joyland Management") was open to a discussion regarding management of the Real Property in conjunction with 1580 Nostrand Management LLC ("1580 Nostrand _Management"). Negotiations ensued and a Lease was entered into dated as of March 15, 2022. Attorney for the Debtor: Leo Fox, Esq. 630 Third Avenue – 18th Floor New York, New York 10017 Telephone: (212) 867-9595 Facsimile: (212) 949-1857 E-mail: leo@leofoxlaw.com A copy of the Disclosure Statement dated May 20, 2022, is available at https://bit.ly/3Gc5LnO from PacerMonitor.com. About Hello Living Developer Nostrand Hello Living Developer Nostrand, LLC, is a single asset real estate debtor (as defined in 11 U.S.C. Section 101(51B)). Hello Living filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 21-22696) on Dec. 21, 2021, disclosing $50 million to $100 million in both assets and liabilities. Eli Karp, manager, signed the petition. Judge Sean H. Lane oversees the case. The Debtor tapped Leo Fox, Esq., a practicing attorney in New York, to handle its bankruptcy case. Victor A. Worms, Esq., is tapped as an associate attorney. HERITAGE CHRISTIAN: Wins Cash Collateral Access Thru July 27 ------------------------------------------------------------ The U.S. Bankruptcy Court for the Northern District of Ohio approved a sixth stipulation between Heritage Christian Schools of Ohio, Inc. and Heritage Canton LLC that extends the terms of the interim order authorizing the Debtor to continue using cash collateral through July 27, 2022. Except as otherwise provided in the Tenth Stipulation and Order, the terms of the Interim Order will be valid and binding upon the Debtor, all creditors of the Debtor and all other parties-in-interest from and after the date of the Interim Order and the Ninth Stipulation and Order. The Court will consider the Debtor's further use of cash collateral on July 26 at 2 p.m. Eastern Time. Objections are due July 22. A copy of the order, as well as the budget, is available for free at https://bit.ly/3ySTAe8 from PacerMonitor.com. The budget filed with the Court provided for $406,670 in beginning balance and $391,920 in ending balance for May 2022. About Heritage Christian Schools of Ohio Heritage Christian Schools of Ohio, Inc. -- https://heritagechristianschool.org/ -- is a tax-exempt private Christian school located in Canton, Ohio. Heritage Christian Schools of Ohio filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ohio Case No. 21-60124) on Feb. 2, 2021. In the petition signed by Sharla Elton, superintendent, the Debtor disclosed $1,206,968 in assets and $626,431 in liabilities. Judge Russ Kendig presides over the case. The Debtor tapped Anthony J. DeGirolamo, Esq., as legal counsel and Carolyn Valentine Co. Inc. as accountant and financial advisor. Fredric P. Schwieg has been appointed as the Debtor's Subchapter V Trustee. Heritage Canton, LLC, as lender, is represented by Brennan, Manna & Diamond as counsel. HMP PROPERTIES: Unsecured Creditors to Recover 100% in 60 Months ---------------------------------------------------------------- HMP Properties, LLC, filed with the U.S. Bankruptcy Court for the District of New Jersey a Small Business Plan of Reorganization under Subchapter V dated May 23, 2022. The Debtor is a New Jersey LLC that owns real property located at 308 Amsterdam Ave. Roselle, NJ 07203 ("Property"). The Debtor operates a Deli at the property and also serves as landlord to the other commercial unit where a Liquor Store operates. The bankruptcy was filed as an emergency because the Debtor was facing the loss of the Property by the Union County Sheriff on February 23, 2022, as part of the pending mortgage foreclosure by Bank of Hope. Though the COVID lockdown contributed to Debtor's financial burden Debtor enjoyed a recovery in 2021 which has continued through the 1st quarter of 2022. Debtor is currently working on new opportunities to increase revenue and gross margins for the company. The Debtor believes their situation has stabilized and that the Debtor will be successful and fully preform under the terms of this plan. The Debtor's plan is being funded from Debtor's monthly disposable income which currently estimated at around $7,500. On the first day of the month immediately following the effective date of the plan Debtor shall commence making payments to the Class #1 Creditor, Bank of Hope and administrative creditors. After Debtor's Administrative Creditors are satisfied in full Debtor's monthly disposable income shall be used to pay the Class #2 Secured Creditor, Priority Tax Claims and the general unsecured creditors with 100% distribution (Class #3). Class 3 consists of General Unsecured Claims of PSE&G in the amount of $28,540.62 and State of NJ – Div. of Lottery in the amount of $26,058.51. Payments to commence on the first day of the month following the month after administrative claims have been satisfied in full. Payments are being made over a 5-year period in 60 equal monthly installments. This Class will receive a distribution of 100% of their allowed claims. The Unsecured Claim of U.S. SBA in the amount of $25,484.38 shall be paid in full outside the plan in accordance with the terms and conditions of the Note. Payments under the terms and conditions of the note are $117.00 and commence on November 27, 2022. Class 4 consists of Equity Interest Holders Ashish Patel (80%) and Shila Patel (20%). All Equity Interest Holders shall retain their equity interest. Debtor's Plan will be funded through rental revenues and revenues from the operation of the Deli. Further, the managing members of the Debtor expect to contribute funds as needed to the Debtor to make improvements at the property and broaden inventory with the goal of increasing profitability of the Deli. The source of the initial lump sum payments to Class #1 Creditor Bank of Hope will be from minority member Shila Patel. A full-text copy of the Plan of Reorganization dated May 23, 2022, is available at https://bit.ly/3GpHlrq from PacerMonitor.com at no charge. The Debtor is represented by: Scott D. Sherman, Esq. 33 Clinton Road - Suite 105 West Caldwell, NJ 07006 Tel: (973) 882-2424 Fax: (973) 882-0856 E-mail: ssherman@minionsherman.com About HMP Properties HMP Properties, LLC, operates a Deli at 308 Amsterdam Ave., at Roselle, New Jersey. HMP owns the property. HMP Properties filed for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 22-11387) on Feb. 22, 2022. The Debtor is represented by Scott D. Sherman, Esq. of MINION & SHERMAN. I-AQUA USA: U.S. Trustee Unable to Appoint Committee ---------------------------------------------------- The U.S. Trustee for Region 21, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of I-Aqua USA LLC, according to court dockets. About I-Aqua USA I-Aqua USA, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-13044) on April 20, 2022, listing up to $50,000 in assets and up to $500,000 in liabilities. Judge Scott M. Grossman oversees the case. Chad Van Horn, Esq., at Van Horn Law Group, PA serves as the Debtor's legal counsel. INFINERA CORP: All Four Proposals Passed at Annual Meeting ---------------------------------------------------------- At the Annual Meeting of Stockholders of Infinera Corporation, the Company's stockholders: (1) elected Christine Bucklin, Gregory P. Dougherty, and Sharon Holt to serve on the Board of Directors for a three-year term expiring at the 2025 Annual Meeting of Stockholders or until their respective successors have been duly elected and qualified; (2) approved the Infinera Corporation 2016 Plan, as amended, to increase the number of shares authorized for issuance thereunder by 8,500,000; (3) approved, on an advisory basis, the Compensation of the Company's Named Executive Officers as described in the Proxy Statement; and (4) ratified the appointment of Ernst & Young LLP as the Company's Independent Registered Public Accounting Firm for the fiscal year ending Dec. 31, 2022. Paul J. Milbury, Amy H. Rice, George A. Riedel, Roop K. Lakkaraju, David W. Heard and David F. Welch, Ph.D. will continue to serve as members of the Board until the expiration of their respective terms or until their respective successors have been duly elected and qualified. About Infinera Corp. Headquartered in Sunnyvale, Calif., Infinera Corp. -- www.infinera.com -- is a global supplier of innovative networking solutions that enable carriers, cloud operators, governments, and enterprises to scale network bandwidth, accelerate service innovation, and automate network operations. The Infinera end-to-end packet-optical portfolio delivers industry-leading economics and performance in long-haul, submarine, data center interconnect, and metro transport applications. Infinera reported a net loss of $170.78 million for the year ended Dec. 25, 2021, a net loss of $206.72 million for the year ended Dec. 26, 2020, and a net loss of $386.62 million for the year ended Dec. 28, 2019. INFOW LLC: Return of Alex Jones Defamation Trial to Connecticut OKd ------------------------------------------------------------------- Rob Ryser of the Register Citizen reports that a federal judge cleared the way for Sandy Hook families to have the defamation lawsuit they won against Alex Jones released from bankruptcy protection and returned to state court, where a trial to determine the damages Jones must pay had been set for August 2022. After a brief status conference on Tuesday, May 24, 2022, federal bankruptcy Judge Julie Manning got commitments from both sides to submit an agreement for the families to drop three Jones-controlled entities currently in bankruptcy protection from the defamation lawsuit the families won last 2021. Once Manning sanctions the agreement, it will allow the families to prepare for trial to determine how much money Jones will pay for calling the worst crime in Connecticut history "staged," "synthetic," "manufactured," "a giant hoax," and "completely fake with actors." The Sandy Hook families will be free to pursue their damages because they will no longer be party to the three Jones-controlled businesses in bankruptcy. The families' target will be Jones himself and his parent company Free Speech Systems, which technically were not part of the bankruptcy filing, but which benefited from the automatic "stay" that federal bankruptcy cases have over state courts. The agreement reached in bankruptcy court Tuesday will also end a month-long saga for an FBI agent and eight families who lost loved ones in 2012, when a gunman killed 26 first-graders and six educators at Sandy Hook Elementary School. The saga began when Jones sought bankruptcy protection for three of his business entities just one week before the first of two jury award trials were set to begin in Texas, where the parents of two slain Sandy Hook boys also won separate defamation cases against Jones last 2021. The Sandy Hook families here and in Texas accused Jones of "bad-faith" bankruptcy filings, since the three businesses in question had a combined monthly income of $38,000. Jones himself made at least $76 million in 2019 through his conspiracy-based internet merchandise and broadcast platform, Infowars, his representatives said in court. Last week, a federal bankruptcy judge in Texas released Jones from Chapter 11 protection and sent his defamation cases back to state court in Texas. The first jury trial to award damages was expected to begin as soon as June. On Tuesday, May 24, 2022, in Connecticut, Manning expressed frustration that the case had persisted before her for weeks without a resolution. She proposed a solution to Alinor Sterling, a Bridgeport attorney representing the Sandy Hook families, and Cameron Atkinson, a New Haven attorney representing Jones. "I have wasted too much time with this back-and-forth on these cases," Manning said. "If attorney Sterling drafts an order and attorney Atkinson agrees to a stipulated dismissal where everybody signs it removing the defendant debtors, is that going to suffice?" "I can certainly make it happen, your honor," Sterling said. What happens for Jones with three defamation damages trials pending is unclear. Bankruptcy was Jones' "good faith" effort to "pay creditors and pay them in an equal fashion," his representatives said in court. Jones has already spent $10 million on attorney fees and has lost at least $20 million because of the defamation lawsuits, according to his representatives. About InfoW LLC InfoW LLC, also known as InfoWars, is an American far-right conspiracy theory and fake news website that is owned by Alex Jones. InfoW LLC sought Chapter 11 bankruptcy protection (Bankr. S.D. Tex. Case No. 22-60020) on April 18, 2022 together with affiliates, IWHealth, LLC and Prison Planet TV LLC. In the petition filed by W. Marc Scwartz, as chief restructuring officer, InfoW LLC estimated assets between $0 and $50,000 and estimated liabilities between $1 million and $10 million. The case is assigned to Honorable Bankruptcy Judge Christopher M. Lopez. Kyung Shik Lee, of Parkins Lee & Rubio LLP, is the Debtor's counsel. INITIO GROUP: Files for Chapter 11, Hires Counsel ------------------------------------------------- Initio Group Advisors Inc II filed a Chapter 11 bankruptcy case in propria persona as a skeleton petition on May 12, 2022, in San Francisco, California. Dean Lloyd disclosed on May 24, 2022, that he has agreed to represent the Debtor in the case. The Debtor's counsel: Dean Lloyd 425 Sherman Ave, Suite 330 Palo Alto, CA Tel: (650) 328-1664 Fax: (650) 328-1666 E-mail: legaljaws@gmail.com The Debtor, through its counsel, has filed a motion to extend by 31 days, until June 25, 2022, its deadline to submit, its schedules and statements. The Debtor's counsel explained that he needs time to gather the required information as he only recently accepted representation of the Debtor in the case. Counsel also notes that if the case were to be dismissed, the Debtor would be significantly harmed in that it may lose its real property in a foreclosure sale set for May 27, 2022. According to court filing, Initio Group Advisors estimates between 1 and 49 unsecured creditors. The petition states that funds will not be available to unsecured creditors. A tele/videoconference of creditors under 11 U.S.C. Section 341(a) is slated for June 14, 2022 at 9:00 A.M. About Initio Group Advisors Initio Group Advisors Inc. -- http://www.initiogroupadvisors.com/ -- is a California-based investment and project management firm. Initio Group Advisors sought Chapter 11 bankruptcy protection (Bankr. N.D. Cal. Case No. 22-30234) on May 12, 2022. In the petition filed by Rahsaan Dean, as president,Initio Group Advisors estimated assets and liabilities between $1 million and $10 million each. The case is assigned to Honorable Bankruptcy Judge Hannah L. Blumenstiel. JCB TRUCKING: Seeks to Hire Don Smock as Broker and Auctioneer -------------------------------------------------------------- JCB Trucking Enterprises, LLC and JKM Storage & Rentals, LLC seek approval from the U.S. Bankruptcy Court for the Northern District of Indiana to hire Don Smock Auction Co., Inc. to market and sell its personal and real properties located at 2331 South 30th St., Lafayette, Ind. Don Smock will receive from the Debtors a commission of 4 percent of the gross sales price, and the sum of $25,000 for advertising costs and other fees. In addition, the winning bidder at the auction will pay the firm an additional 2 percent of the gross sales price as a buyer's premium. Matt Scalf, sale manager of Don Smock, disclosed 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: Matt Scalf, GPPA, AARE, AMM Don Smock Auction Co., Inc. 6531 South State Road 13 Pendleton, IN 46064 Tel: 317-374-2881 About JCB Trucking Enterprises JCB Trucking Enterprises, LLC is a privately held company operating in the general freight trucking industry. The company is based in Lafayette, Ind. JCB Trucking Enterprises and its affiliate, JKM Storage & Rentals, LLC, filed petitions under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ind. Lead Case No. 22-40047) on March 18, 2022, listing up to $50,000 in assets and up to $10 million in liabilities. Douglas R. Adelsperger serves as Subchapter V trustee. Judge Robert E. Grant oversees the cases. Sarah L. Fowler, Esq., at Overturf Fowler, LLP serves as the Debtors' legal counsel. JJS LOGISTICS: Western Pasco County FedEx Starts Subchapter V Case ------------------------------------------------------------------ JJS Logistics of Florida Inc. filed for chapter 11 protection in the Middle District of Florida. The Debtor is a Florida profit corporation, established August 31, 2020, which provides local FedEx delivery commercial and residential services in western Pasco County. The shareholders of the Debtor include Joshua Smiley who owns 85% of the shares and ran the day-to-day affairs of the company since the acquisition. In addition, the shareholders of the Debtor are Matthews McIntyre Funding, LLC ("MMF") who owns 15% of the shares. The Debtor's principal place of business is 5202 Eagle Trail Drive, Tampa, Florida 33634 (business office) but the principal location of its assets is 9906 US Highway 19, Port Richey, Florida 34668 (secure vehicle lot). The Debtor leases the Tampa location from Phil's Cake Box Bakeries, Inc. and leases the Port Richey location from Autter Space. At the end of 2020 the Debtor purchased routes for FedEx Ground and FedEx Home Delivery from J.P. Balsamo, Inc., utilizing an SBA 7A Loan through First Citrus Bank. The loan is guaranteed by Pasadena Express, Inc. ("Pasadena"), a long-haul trucking company, owned 85% by Mr. Smiley and 15% by MMF. In the following year, Mr. Smiley purchased a second FedEx route in Georgia through a separate company, JJS Logistics of Georgia, Inc. ("JJS Georgia"), which is wholly owned by Mr. Smiley. According to Mr. Smiley, the seller of the Georgia FedEx route grossly misrepresented the maintenance costs and the company lost money since day one of the transaction. Recently a merchant cash advance ("MCA") creditor garnished JJS Georgia's FedEx account forcing the company to terminate operations. On May 2, 2022, JJS Georgia filed for chapter 7 before the Court as Case Number 8:22-bk-01793-CPM. Compounding the matter, Mr. Smiley also went through some difficult changes in his personal life. Personally, Mr. Smiley made the decision to move to Georgia to be with his newborn son. Professionally, Mr. Smiley took out several MCAs for JJS Georgia, with the Debtor (and Pasadena) obligated as well, largely to cover operating losses of JJS Georgia. This only spiraled further and the Debtor (and Mr. Smiley and Pasadena) fell behind on their credit card and payroll tax obligations. On May 6, 2022, the Debtor and Mr. Smiley made the tough choice to appoint Andy Yurasko, III to be the Chief Restructuring Officer ("CRO") of the Debtor and Pasadena, with express directions to take over the finances and operations of the companies. This would enable Mr. Smiley to focus solely on the advertising and relationships for the Debtor to revive its once profitable business model. The Debtor believes in its business model and reputation. But, on May 10, 2022, JJS Logistics of Florida Inc. filed its chapter 11 bankruptcy largely due to the large amounts the MCA lenders were deducting from the account on a weekly basis which did not leave enough for the company to pay its debts as they come due. Furthermore, one of the MCAs lenders threatened to garnish the FedEx account, which would significantly impact the FedEx relationship to the detriment of everyone. The Debtor had approximately $1,984,757 in gross revenue for the fiscal year ending Dec. 31, 2021. The Debtor estimates its gross revenue for the first quarter of 2022 will be $441,000. Gross monthly revenues almost double during the holiday months. As of the Petition Date, the Debtor employed approximately 24 full time employees (not including Mr. Smiley). About JJS Logistics of Florida JJS Logistics of Florida Inc. is a Florida profit corporation which provides local FedEx delivery commercial and residential services in western Pasco County. JJS Logistics of Florida sought protection under Subchapter V of Chapter 11 of the U.S. Bankruptcy Court (Bankr. M.D. Fla. Case No. 22-01884) on May 10, 2022. In the petition filed by Andrew Yurasko, III, chief restructuring officer, the Debtor disclosed up to $500,000 in both assets and liabilities. Amy Denton Mayer has been appointed as Subchapter V trustee. Daniel E. Etlinger, of Jennis Morse Etlinger, is the Debtor's counsel. The petition states funds will be available to Unsecured Creditors. A telephonic meeting of creditors under 11 U.S.C. Section 341(a) is scheduled on June 6, 2022 at 3:00 P.M. JOGI PACK: U.S. Trustee Unable to Appoint Committee --------------------------------------------------- The U.S. Trustee for Region 21, until further notice, will not appoint an official committee of unsecured creditors in the Chapter 11 case of Jogi Pack & Ship Services, LLC, according to court dockets. About Jogi Pack & Ship Services Jogi Pack & Ship Services, LLC, a limited liability company in Florida, sought Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 22-00809) on April 22, 2022, listing as much as $500,000 in both assets and liabilities. Divyan N. Patel, managing member, signed the petition. Judge Jason A. Burgess oversees the case. Bruner Wright P.A. serves as the Debtor's legal counsel. KLMKH INC: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------- Debtor: KLMKH, Inc. 11117 Saintsbury Place Charlotte, NC 28270 Business Description: Headquartered in Charlotte, North Carolina, KLMKH, Inc. is a public energy company focused on the oil, gas and solar industries. Chapter 11 Petition Date: May 26, 2022 Court: United States Bankruptcy Court Western District of North Carolina Case No.: 22-30232 Judge: Hon. Laura T. Beyer Debtor's Counsel: Brad Pearce, Esq. PEARCE LAW PLLC 101 N. Tryon Street Suite 600 Charlotte, NC 28246 Tel: 704-910-6385 Email: brad@pearcepllc.com Total Assets: $45,448,970 Total Liabilities: $33,309,881 The petition was signed by Randy Franklin, president and CEO. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/CG7Q5PA/KLMKH_Inc__ncwbke-22-30232__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Turvata Holdings Limited Cryptocurrency $25,000,000 19th Floor Prism Tower Business Bay Sheikh Zayed Road Dubai 11637 United Arab Emirates Attn: Duane Lee 2. TCA Global Credit Monies Loaned/ $679,788 Master Fund, L.P. Advanced c/o Schoeppl Law, PA 4651 N. Federal Hwy Boca Raton, FL, 33431 Carl F. Schoeppl Email: carl@schoeppllaw.com 3. Scratch Services, LLC Monies Loaned/ $129,176 375 Alabama St Advanced Ste 360 San Francisco, CA, 94110 Email: loanops@scratch.fi 4. Heartland Compression Services Suppliers or $104,015 26894 State Hwy 50 S. Vendors Mooreland, OK, 73852 5. Southern Star, Inc. Services $90,000 PO Box 735583 Port Aransas, TX, 78373 6. Internal Revenue Service Taxes & Other $50,129 Ogden, UT, 84201-0039 Government Units 7. Bob Estave Monies Loaned/ $50,000 4231 Hwy 38 Advanced Franklinton, LA, 70438 8. Brian Bowers Monies Loaned/ $40,000 9500 Belmont Lane Advanced Waxhaw, NC, 28173 9. North Carolina Taxes & Other $66,217 Department of Revenue Government Units PO Box 1168 Raleigh, NC, 27602-116 10. Tim Park Wages, Salaries, $16,800 31145 San Thomas Rd. Commissions Franklinton, LA, 704 11. Internal Revenue Service Taxes & Other $14,875 Ogden, UT, 84201-0039 Government Units 12. Calvin T. Ducharme Wages, Salaries, $13,011 125 Shetford Rd Commissions Irmo, SC, 29063 13. Tim Park Wages, Salaries, $13,650 31145 San Thomas Rd Commissions Franklinton, LA 70438 14. Paresh Patel Wages, Salaries, $13,000 207 Gambocz Ct Commissions Monmouth Junction, NJ 08852 15. Trustmark-Star Marketing Suppliers or $12,616 400 N. Field Dr. Vendors Lake Forest, IL 60045 16. Haag Inc. Suppliers or $11,589 326 SE 15th St Vendors Topeka, KS 66607 17. Audi Financial Services Suppliers or $9,424 PO Box 7498 Vendors Libertyville, IN 60048-7498 18. BioTel/CardioNet Suppliers or $9,000 PO Box 508 Vendors Malvern, PA 19355 19. Pacific Stock Transfer Co., Inc. Services $8,873 6725 Via Austi Pkwy, Ste 300 Las Vegas, NV 89119 20. IPFS Corporation Monies Loaned/ $7,227 30 Montgomery St Advanced Ste 501 Jersey City, NJ 07302 LARSON FARMS: Seeks to Hire Marc Ross of HBM Management as CRO -------------------------------------------------------------- Larson Farms Trucking, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Iowa to employ Marc Ross of HBM Management Associates, LLC as chief restructuring officer. The Debtor requires a restructuring advisor to: a. prepare bankruptcy reporting, including monthly operating reports, updated budgets, and other reports to stakeholders; b. work with the Debtor and its bankruptcy professionals to develop and implement restructuring plans; c. manage cash collateral and maintain compliance with cash collateral budget requirements; d. work with vendors and other stakeholders to ensure administrative obligations are satisfied in the ordinary course of business and services are provided to the Debtor in a timely manner; and e. render other services as required and agreed upon with the Debtor's Board of Directors. The CRO will be paid at his hourly rate of $495 and reimbursed for out-of-pocket expenses. The retainer fee is $12,000. Marc Ross, a partner at HBM Management, 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: Marc B. Ross HBM Management Associates, LLC 6 Elmwood Lane Syosset, NY 11791 Phone: 732.921.0921 Email: marc@hbmllc.net About Larson Valley Larson Valley, Inc. and its affiliates filed a petition for Chapter 11 protection (Bankr. S.D. Iowa Lead Case No. 22-00326) on April 1, 2022. The affiliates are KDB LLC, Larson Farms Trucking Inc., Larson Logistics LLC, and Larson Ridge Inc. At the time of the filing, Larson Valley listed as much as $50 million in both assets and liabilities. Judge Lee M. Jackwig oversees the cases. The Debtor tapped Jeffrey D. Goetz, Esq., at Bradshaw, Fowler, Proctor & Fairgrave PC as legal counsel. Marc Ross, managing director at HBM Management Associates, LLC, is the Debtor's chief restructuring officer. LIMETREE BAY: Court Confirms Liquidating Plan --------------------------------------------- Judge David R. Jones has entered an order approving and confirming the Chapter 11 Plan of Liquidation of Limetree Bay Services, LLC, et al. The form and substance of the Plan documents, including the Plan, Disclosure Statement, Plan Supplement and any documents related thereto (collectively, as amended and modified, the "Plan Documents"), are approved. All objections to the Combined Plan and Disclosure Statement or final approval or confirmation thereof, as applicable, including the Plan Objections, that have not been withdrawn, waived, resolved by stipulation, or settled are overruled on the merits in their entirety. To the extent not previously approved by order of the Bankruptcy Court, the Administrative Claim Settlements are approved. As described in the BMC Declaration, the holders of Claims in Class 2 (Prepetition Revolver Secured Debt Claims), Class 3 (Prepetition Term Secured Debt Claims), and Class 7 (Prepetition Holdco Secured Debt Claims) are Impaired under the Plan and have voted to accept the Combined Plan and Disclosure Statement. As further described in the BMC Declaration, the holders Claims in Class 5 (General Unsecured Claims) are Impaired under the Combined Plan and Disclosure Statement and 95 out of 107 have voted to accept the Combined Plan and Disclosure Statement (88.89%) while 12 (11.21%) have voted to reject the Combined Plan and Disclosure Statement. While holders of claims in Class 6 (Government Fine and Penalty Claims) are Impaired, they abstained from voting. Holders of Claims in Classes 1 and 4 are unimpaired under the Plan and are thus deemed to accept the Plan. Holders of Claims and Equity Interests in Classes 8 and 9 will receive no Distribution on account of such Claims and Equity Interest under the Plan and are thus deemed to reject the Plan. Holders of Claims in Classes 2, 3, 5, 6 and 7 are Impaired under the Plan and entitled to vote to accept or reject the Plan. Of those Classes, (i) Classes 2, 3, 5 and 7 voted to accept the Plan (collectively, the "Accepting Classes") and (ii) Class 6 did not vote on the Plan (collectively, the Non-Voting Classes"). No Impaired Classes voted to reject the Plan. The Debtors are authorized to pay any amounts due under the Plan on the Effective Date, or as soon as practicable thereafter, upon entry of this Confirmation Order, including, without limitation, (a) Allowed Administrative Expense Claims, (b) Allowed Priority Tax Claims, (c) amounts necessary to fund (i) the Administrative Expense and Priority Escrow Account, (ii) the Class 4 Reserve, and (iii) any other Disputed Claim Reserve(s), (d) any Statutory Fees due and owing for the period prior to the Effective Date, (e) the Liquidating Trust Funding Amount, and (f) the fees and expenses of the Prepetition Revolver Agent, the Prepetition Term Agent and the Ad Hoc Term Lender Group subject to the provisions of paragraph 30 hereof; provided, however, that the Debtors shall not be required to pay any Claims the Debtors reasonably believe constitute Disputed Claims or do not properly qualify as an Allowed Claim in a particular Class under the Plan; provided, further, that the Debtors may seek to estimate the amount of such Claims for purposes of establishing an adequate reserve within a reasonable time following the Effective Date. For purposes of Plan distributions, (i) the Prepetition Revolver Secured Debt Claims against the Debtors shall be allowed in the amount of $53,130,555.56; (ii) such allowed claim shall be an "Allowed Prepetition Revolver Secured Debt Claim" in Class 2 as provided in Section I.C. of the Plan; and (iii) the Allowed Prepetition Revolver Secured Debt Claim shall not be subject to subordination and shall receive a cash distribution of all Available Sale Proceeds, in an amount no less than $10 million on the Effective Date, as provided in Art. I.C. of the Plan. For purposes of Plan distributions, (i) the Prepetition Term Secured Debt Claims against the Debtors shall be Allowed in the amount of $815,754,152.25; and (ii) such Allowed Claims shall be the "Allowed Prepetition Term Secured Debt Claims" in Class 3 as provided in Section I.C. and Section VII.A.3 of the Plan. Plan of Liquidation Limetree Bay Services, LLC, et al. submitted a Combined Disclosure Statement and Chapter 11 Plan of Liquidation. The Plan contemplates a liquidation of each of the Debtors and their Estates. The primary objective of the Plan is to maximize the value of recoveries to all Holders of Allowed Claims and to distribute all property of the Estates that is or becomes available for distribution generally in accordance with the priorities established by the Bankruptcy Code. The Debtors believe that the Plan accomplishes this objective and is in the best interest of the Estates and therefore seek to confirm the Plan. Pursuant to prior orders of the Bankruptcy Court, the Debtors sold substantially all their assets to West Indies Petroleum Limited and Port Hamilton Refining and Transportation, LLLP as a going concern. The Plan provides for the distribution of the proceeds from the sale of those assets remaining after satisfaction of the DIP Obligations on the Effective Date of the Plan. The Plan also contemplates the creation of a liquidating trust to liquidate and administer substantially all remaining property of the Debtors, including Claims and Causes of Action, not sold, transferred or otherwise waived or released before the Effective Date. The Debtors sold substantially all their assets on January 21, 2022. Under the terms of the Sale, the Debtors retained certain litigation claims and funds in order to wind down their operations and make distributions to Creditors with Allowed Claims. The Plan contemplates the creation of a Liquidating Trust on the Effective Date for the purposes of effectuating the liquidation of the Liquidating Trust Assets and distributing the proceeds of the Liquidating Trust to the Beneficiaries of the Liquidating Trust, which Liquidating Trust shall issue Class A Liquidating Trust Units, Class B Liquidating Trust Units, and Class C Liquidating Trust Units, each as described in this Plan and the Liquidating Trust Agreement. The Liquidating Trust shall be managed by a Liquidating Trustee in accordance with the Liquidating Trust Agreement and who shall be selected by the Debtors after consultation with the Committee and upon the consent of the Ad Hoc Term Lender Group. The primary purpose of the Liquidating Trust and its Liquidating Trustee shall be (i) administering, monetizing and liquidating the Liquidating Trust Assets, (ii) resolving all Disputed Claims and (iii) making all Distributions from the Liquidating Trust as provided for in the Plan and the Liquidating Trust Agreement. The Liquidating Trust Assets shall primarily consist of the Liquidating Trust Funding Amount and the Liquidating Trust Causes of Action, among other things. The Debtors estimate that the amount of Class 5 General Unsecured Claims is no less than $274,000,000. In full and final satisfaction of each Allowed General Unsecured Claim, the Holder of such Claim shall receive its Pro Rata Share of (i) the Class B3 Liquidating Trust Units and (ii) the Class C2 Liquidating Trust Units. Creditors will recover 0% to 2% of their claims. Class 5 is impaired. Attorneys to the Debtors: Elizabeth A. Green, Esq. Jimmy D. Parrish, Esq. BAKER & HOSTETLER LLP SunTrust Center, Suite 2300 200 South Orange Avenue Orlando, FL 32801-3432 Telephone: (407) 649-4000 Facsimile: (407) 841-0168 Email: egreen@bakerlaw.com jparrish@bakerlaw.com - and - Jorian L. Rose, Esq. 45 Rockefeller Plaza New York, New York Telephone: (212) 589-4200 Facsimile: (212) 589-4201 Email: jrose@bakerlaw.com A copy of the Disclosure Statement dated May 20, 2022, is available at https://bit.ly/3a5DzHk from PacerMonitor.com. About Limetree Bay Limetree Bay Energy is a large-scale energy complex strategically located in St. Croix, U.S. Virgin Islands. The complex consists of Limetree Bay Refining, a refinery with peak processing capacity of 650 thousand barrels of petroleum feedstock per day, and Limetree Bay Terminal, a 34-million-barrel crude and petroleum products storage and marine terminal facility serving the refinery and third-party customers. Limetree Bay Refining, LLC, restarted operations in February 2021, and is capable of processing around 200,000 barrels per day. Key restart work at the site began in 2018, including the 62,000 barrels per day modern, delayed Coker unit, extensive desulfurization capacity, and a reformer unit to produce clean, low-sulfur transportation fuels. The restart project provided much needed economic development in the U.S.V.I. and created more than 4,000 construction jobs at its peak. Limetree Bay Refining, LLC and its affiliates sought Chapter 11 protection on July 12, 2021. The lead case is In re Limetree Bay Services, LLC (Bankr. S.D. Texas Case No. 21-32351). Limetree Bay Terminals, LLC did not file for bankruptcy. In the petitions signed by Mark Shapiro, chief restructuring officer, Limetree Bay Services disclosed up to $10 million in assets and up to $50,000 in liabilities. Limetree Bay Refining, LLC, estimated up to $10 billion in assets and up to $1 billion in liabilities. The Debtors tapped Baker & Hostetler LLP as bankruptcy counsel, Beckstedt & Kuczynski LLP as special counsel, and GlassRatner Advisory & Capital LLC, doing business as B. Riley Advisory Services, as restructuring advisor. Mark Shapiro of GlassRatner is the Debtors' chief restructuring officer. The U.S. Trustee for Region 7 appointed an official committee of unsecured creditors in the Debtors' cases on July 26, 2021. Pachulski Stang Ziehl & Jones, LLP and Conway MacKenzie, LLC serve as the committee's legal counsel and financial advisor, respectively. 405 Sentinel, LLC serves as administrative and collateral agent for the DIP lenders. LOADCRAFT INDUSTRIES: Gets More Time to File Chapter 11 Plan ------------------------------------------------------------ Loadcraft Industries, Ltd. has been given more time to file its plan for emerging from Chapter 11 protection. Judge Tony Davis of the U.S. Bankruptcy Court for the Western District of Texas has extended the exclusivity period for the company to file its Chapter 11 plan to the later of (i) June 20 or (ii) the date that is 30 days from the date of closing of the sale of its assets in Brady, Texas. Meanwhile, the deadline for the company to solicit acceptances for the plan has been extended for 60 days from June 20. Loadcraft operates a facility in Brady for its business, which provides design, manufacturing and workover of drilling rigs. On April 19, the company filed a motion to sell substantially all of its assets at the Brady facility and hopes to close this sale as quickly as possible. About Loadcraft Industries Based in Brady, Texas, Loadcraft Industries specializes in the manufacturing of mobile drilling rig and custom oilfield equipment. Loadcraft Industries sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Texas Case No. 21-11018) on Dec. 30, 2021, listing as much as $10 million in assets and liabilities. Judge Tony M. Davis oversees the case. The Debtor tapped Waller Lansden Dortch & Davis, LLP and HMP Advisory Holdings, LLC as legal counsel and restructuring advisor, respectively. Gregory Milligan, executive vice president of HMP, serves as the Debtor's chief restructuring officer. MARRONE BIO: Executes Reserve Shortfall Letter to LSQ Purchase Deal ------------------------------------------------------------------- Marrone Bio Innovations, Inc. entered into Reserve Shortfall Letter to the Company's Invoice Purchase Agreement dated as of March 20, 2017, as amended, with LSQ Funding Group, L.C. Under the Letter, LSQ is permitted to make advances to the Company in anticipation of LSQ Purchasing Accounts, to create a reserve shortfall. Further, pursuant to the Letter, the Company is permitted to request, and LSQ may make, additional advances during such time as a reserve shortfall exists up to an aggregate of $1,000,000.00. As consideration of LSQ making Anticipated Purchase Price Payments, the Company shall pay LSQ, in addition to all other fees payable under the Agreement, a fee of 13% per annum on the balance of the reserve shortfall which shall be accrued daily and paid monthly on the last day of the month in which it accrues, until the reserve shortfall is repaid in full. About Marrone Bio Innovations Based in Davis, California, Marrone Bio Innovations, Inc. -- http://www.marronebio.com-- discovers, develops and sells innovative biological products for crop protection, plant health and waterway systems treatment. The Company's products are sold through distributors and other commercial partners to growers around the world for use in integrated pest management and crop protection systems that improve efficacy and increase yields and quality while protecting the environment. Its products are often used in conjunction with or as an alternative to other agricultural solutions to control pests and enhance plant nutrition and health. Marrone Bio reported a net loss of $16.55 million for the year ended Dec. 31, 2021, compared to a net loss of $20.17 million for the year ended Dec. 31, 2020. As of March 31, 2022, the Company had $76.21 million in total assets, $53.34 million in total liabilities, and $22.87 million in total stockholders' equity. San Francisco, CA-based Marcum LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 30, 2022, citing that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. MATHESON FLIGHT: U.S. Trustee Appoints Creditors' Committee ----------------------------------------------------------- The U.S. Trustee for Region 17 on May 25 appointed an official committee to represent unsecured creditors in the Chapter 11 cases of Matheson Flight Extenders, Inc. and Matheson Postal Services, Inc. The committee members are: 1. Nelson Staffing Representative: Michelle Anderson Vice President, Controller 19080 Lomita Avenue Sonoma, CA 95476 Phone: (707) 939-3221 Email: manderson@nelsonhr.com 2. ProLogistix Representative: Gearoid E. Moore, Esq. Chief Legal Officer, EmployBridge Holding Company 1040 Crown Pointe Parkway, Ste 1040 Atlanta, GA 30338 Phone: (678) 443-4203 Email: Gearoid.moore@employbridge.com 3. TRC Staffing Services Representative: David Suever Vice President, Credit & Collections 115 Perimeter Center Place, Suite 850 Atlanta, GA 30346 Phone: (770) 399-0234 Email: David.suever@trcstaffing.com 4. Lohf Shaiman Jacobs, P.C. Representative: Charles H. Jacobs Shareholder 900 S. Cherry St., Suite 300 Denver, CO 80246 Phone: (303) 753-9000 Email: cjacobs@lohfshaiman.com 5. Leticia Espinoza c/o Pooja Patel Lavi Ebrahimian, LLP 8889 W. Olympic Blvd, Ste. 200 Beverly Hills, CA 90211 Phone: (310) 432-0000 Email: ppatel@lelawfirm.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 Matheson Flight and Matheson Postal Matheson Flight Extenders, Inc. and Matheson Postal Services, Inc. provide short and long-haul transportation, logistics and ground handling services. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Cal. Lead Case No. 22-21148) on May 5, 2022. In the petitions signed by Charles J. Mellor, chief restructuring officer, the Debtors disclosed up to $50 million in both assets and liabilities. Judge Christopher M. Klein oversees the cases. Gregory C. Nuti, Esq., at Nuti Hart LLP is the Debtors' counsel. MAUNESHA RIVER: To Seek Plan Confirmation on July 15 ---------------------------------------------------- Judge Catherine J. Furay has entered an order approving Maunesha River Dairy, LLC's First Amended Disclosure Statement of Maunesha River Dairy dated May 19, 2022. The hearing to confirm the Plan will commence on Friday, July 15, at 1:30 p.m (CST)- or as soon thereafter as counsel can be heard, before the Honorable Catherine J. Furay, United States Bankruptcy Judge for the Western District of Wisconsin, United States Bankruptcy Court, 120 North Henry Street, Room 340, Madison, WI 53703. To appear by telephone, call the Court conference line at 1-877-336-1828, access code B5BB228## June 21, 2022 is the deadline for filing and serving objections to confirmation of the Plan. June 28, 2022 is the deadline for returning ballots, as instructed on the ballot form, to accept or reject Debtor's Plan. Reorganization Plan Maunesha River Diary, LLC, submitted a Plan of Reorganization. Distributions under the Plan shall be made from the continued operation of the business and in the case of some administrative fees, from the funds escrowed during the Case under the Final Cash Collateral Order. The Allowed Secured Claims will be paid in the ordinary course of business as reflected in the monthly cash flow budgets in Schedule 4A8 to the Disclosure Statement and pursuant to the terms of this Plan. Under the Plan, holders of Class 8 Non-priority Unsecured Claims will not receive any installment payments under the Plan. However, upon completion of the Plan, Maunesha will seek to refinance the Secured Claims, except for any Claims secured by valid purchase money security interests with balances being paid at that time. Maunesha will seek an additional amount of $100,000, over the amounts necessary to pay BMO, FMUB, SBA and any creditors of Ballweg at the time of the refinancing ("Unsecured Pool"). The Unsecured Pool will be available to distribute to members of this Class on a pro rata basis. Maunesha's request for the additional loan for the benefit of this Class shall be subject to the underwriting requirements of the lender(s) with whom Maunesha is working at the time. If the underwriting requirements, in the discretion of the lender(s), will not support a loan for that amount, Maunesha will request whatever lower amount the underwriting requirements support for the Unsecured Pool; provided however, that the amount of any such loan to be distributed must be at least $50,000. Maunesha will notify the members of the Creditor's Committee in this Case of its attempts to obtain the additional loan for the benefit of this Class, including the number of lenders with whom Maunesha attempts to refinance and the final determination of the amount, if any, that Maunesha has been awarded for the Unsecured Pool. Maunesha will make any payments to the Class within 30 days after closing on the refinancing loan by mailing to the members of this Class their pro rata share of any Unsecured Pool, together with a copy of the schedule detailing the payments being made to all members in the Class, to the addresses set forth in the mailing matrix in this Case, or to such other addresses that specific creditors have provided to Maunesha in writing. If Maunesha is not able to obtain an additional loan for the Unsecured Pool as part of its refinancing efforts, Maunesha will send a short notice to the members of this Class informing them that it was not able to secure the additional funds from its refinancing efforts ("Rejection Notice"). Maunesha's obligation to this Class of creditors shall be satisfied either by the payment made to members of the Class from the Unsecured Pool or, if no proceeds are awarded as part of its refinancing efforts, then by the deposit of the Rejection Notice in the mail addressed to each creditor at the address provided on the mailing matrix in this Case, or such other addresses as specific creditors provide to Maunesha in writing. Attorneys for the Maunesha River Dairy: Jane F. (Ginger) Zimmerman, Esq. Nicole L Pellerin, Esq. MURPHY DESMOND S.C. 33 East Main Street, Suite 500, P.O. Box 2038 Madison, WI 53701-2038 Tel: (608) 257-7181 A copy of the Plan dated April 15, 2022, is available at https://bit.ly/3ErDPMa from PacerMonitor.com. About Maunesha River Dairy Maunesha River Dairy, LLC, sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Wis. Case. No. 21-11157) on May 27, 2021. In the petition signed by Dennis E. Ballweg, the member, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Catherine J. Furay oversees the case. Jane F. Zimmerman, at Murphy Desmond S.C., is the Debtor's counsel. BMO Harris Bank, as creditor, is represented by, Joseph D. Brydges, Esq., at Michael Best and Friedrich LLP. MERCURITY FINTECH: Receives Nasdaq Listing Deficiency Notice ------------------------------------------------------------ Mercurity Fintech Holding Inc. announced that on May 13, 2022 the Company received a deficiency notice from The Nasdaq Stock Market, LLC that stated the Company no longer complies with Nasdaq's Listing Rule 5250(c)(1) due to its failure to file Form 20-F for the period ended Dec. 31, 2021. Nasdaq informed the Company that it has a period of 14 days until May 27, 2022 to submit a plan to Nasdaq detailing how the Company plans to regain compliance with Nasdaq's continued listing requirements. If Nasdaq accepts the Company's Plan to regain compliance in that respect, Nasdaq can grant an exception of up to 180 calendar days from the prescribed Filing due date or until Oct. 28, 2022 to regain compliance. In determining whether to accept the Company's Plan, Nasdaq will consider things as the likelihood that the Filing and any subsequent periodic filings can be made within the 180-day period, the Company's past compliance history, the reasons for the late filing, other corporate events that may occur within the Nasdaq review period, the Company's overall financial condition, and its public disclosures. The Company is currently working on the Plan to regain compliance with respect to the Listing Rule 5250(c)(1) to meet the requirements for continued listing on the Nasdaq Capital Market. It intends to submit such Plan to Nasdaq as soon as practicable. About Mercurity Formerly known as JMU Limited, Mercurity Fintech Holding Inc. is a digital fintech group powered by blockchain technology. The Company's primary business scope includes digital asset trading, asset digitization, cross-border remittance and other services, providing compliant, professional, and highly efficient digital financial services to its customers. The Company recently began to narrow in on Bitcoin mining, digital currency investment and trading, and other related fields. This shift has enabled the company to deepen its involvement in all aspects of the blockchain industry, from production to circulation. Mercurity reported a net loss of $1.65 million for the year ended Dec. 31, 2020, a net loss of $1.22 million for the year ended Dec. 31, 2019, a net loss of $123.24 million for the year ended Dec. 31, 2018, and a net loss of $161.90 million for the year ended Dec. 31, 2017. NB HOTELS DALLAS: Seeks to Hire Joyce W. Lindauer as Counsel ------------------------------------------------------------ NB Hotels Dallas, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Joyce W. Lindauer Attorney, PLLC as to handle its Chapter 11 case. The hourly rates charged by the firm for its services are as follows: Joyce Lindauer $450 per hour Paul Geilich, Of Counsel $395 per hour Austin Taylor, Associate $275 per hour Sydney Ollar, Associate $250 per hour Larry Boyd, Law Clerk $195 per hour Dian Gwinnup, Paralegal $195 per hour In addition, the firm will seek reimbursement for out-of-pocket expenses. The Debtor paid the firm a retainer of $26,745. Joyce Lindauer, Esq., disclosed in a court filing that her firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Joyce W. Lindauer, Esq. Joyce W. Lindauer Attorney, PLLC 1412 Main Street, Suite 500 Dallas, TX 75202 Tel: (972) 503-4033 Fax: (972) 503-4034 Email: joyce@joycelindauer.com About NB Hotels Dallas NB Hotels Dallas, LLC owns and operates the Le Meridien Hotel Dallas located at 13402 Noel Road, Dallas, Texas. NB Hotels Dallas sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No. 22-30681) on April 18, 2022. In the petition signed by Nadir Badruddin, its president, the Debtor listed as much as $100 million in both assets and liabilities. Judge Harlin Dewayne Hale oversees the case. Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC is the Debtor's legal counsel. NEONODE INC: Board Elects Cecilia Edstrom as Class I Director ------------------------------------------------------------- Neonode Inc. announced changes in the composition of its Board of Directors. Cecilia Edstrom will be appointed to the Board as a Class I Director and Mattias Bergman will, due to other commitments, resign as a Class I Director of the Board of Directors. Cecilia Edstrom currently serves as a board member and acting chief financial officer of A3P Biomedical. She has extensive experience in operations and executive management positions as well as board experience across several industries. She currently also serves as senior advisor at Bactiguard, a Swedish company with a focus on infection prevention. She previously was a member of the board of Bactiguard and held various roles in the company, including chief executive officer and chief financial officer with responsibility for business development. She has a B.Sc. from Stockholm School of Economics. "I am very pleased to be joining the Board at Neonode. Demand for contactless interfaces is increasing and I believe the company has an extremely interesting and commercially proven technology to address this market. I look forward to contributing to the future success of the business," said Cecilia Edstrom. "We are so pleased that Cecilia will join our Board of Directors and contribute her experience to the collective knowledge of Neonode," said Ulf Rosberg, Chairman of the Board. "We also want to thank Mattias for his dedicated and professional work as director from 2019 to 2022." In accordance with the Company's current Non-Employee Director Compensation Policy, Ms. Edstrom will receive cash compensation of $15,000 per year for her service on the board of directors. The board of directors has also granted Ms. Edstrom a stock award of 4,000 shares of the Company's common stock, which shares are subject to a two-year repurchase right by the Company under certain circumstances described in the Company's Share Reacquisition Policy. About Neonode Neonode Inc. (NASDAQ:NEON) -- http://www.neonode.com-- provides advanced optical sensing solutions for contactless touch, touch, gesture control, and in-cabin monitoring. Neonode reported a net loss attributable to the company of $6.45 million for the year ended Dec. 31, 2021, a net loss attributable to the company of $5.61 million for the year ended Dec. 31, 2020, and a net loss attributable to the Company of $5.30 million for the year ended Dec. 31, 2019. NEOVASC INC: Incurs $10.2 Million Loss in First Quarter ------------------------------------------------------- Neovasc Inc. reported a loss of $10.16 million on $610,747 of revenue for the three months ended March 31, 2022, compared to a loss of $2.17 million on $451,794 of revenue for the three months ended March 31, 2021. As of March 31, 2022, the Company had $60.05 million in total assets, $16.28 million in total liabilities, and $43.77 million in total equity. "The first quarter of 2022 was another record setting first quarter in revenue, with continued progress towards our value-creation strategies, in particular on reimbursement," said Fred Colen, Neovasc president and chief executive officer. "We advanced the Reducer as a viable option to treat refractory angina in Europe, through direct outreach to key opinion leaders, securing positive reimbursement momentum, and by announcing independent studies demonstrating the value of the Reducer to patient, physicians, and payers at a time when value-based care is increasing in importance. As for the important US market, we qualified, trained and contracted the first several U.S. clinics, and began enrolling patients in the pivotal COSIRA II trial, which we believe will demonstrate the benefits of the Reducer and help to inform a future PMA submission to the FDA." The cost of goods sold for the three months ended March 31, 2022 was approximately $136,000 compared to approximately $72,000 for the same period in 2021. The overall gross margin for the three months ended March 31, 2022 was 78% compared to 84% gross margin for the same period in 2021, as the mix of sales was skewed toward sales through distributors, due to a significant COVID-19 wave in Germany, where the Company sells direct, which restricted Reducer procedures in that country. Total expenses for the three months ended March 31, 2022 were approximately $7.1 million compared to approximately $10.6 million for the first quarter of 2021, representing a decrease of approximately $3.5 million or 33%, substantially due to an approximately $1.6 million reduction in legal and underwriting fees associated with the February 2021 financing, an approximately $1.3 million reduction in share based compensation expenses and an approximately $1.0 million decrease in employee and other product development expenses as the Company indefinitely paused the Tiara TF transfemoral mitral value replacement program in June 2021. The operating losses and comprehensive losses for the three months ended March 31, 2022 were approximately $6.6 million and $10.4 million, respectively, or $3.75 basic and diluted loss per share, as compared with approximately $10.2 million operating losses and $2.9 million comprehensive loss, or $1.11 basic and diluted loss per share, for the same period in 2021. The Company ended the quarter with approximately $44.2 million in cash. The Company spent approximately $5.7 million to fund operations, absorbed $1.4 million onto the balance sheet and paid approximately $0.3 million to Strul Medical Group for accrued interest on the old notes in excess of the new $13 million note. As of May 10, 2022, subsequent to the effect of the share consolidation, the Company had 2,729,122 Common Shares issued and outstanding. Going concern and uncertainty Neovasc said "As at March 31, 2022, the Company had approximately $44.2 million in cash and cash equivalents being sufficient cash on hand to extend the operations of the Company until mid-2024 at the current anticipated burn rate. However, given the FDA's decision to approve the Investigational Device Exemption ("IDE") for the COSIRA-II clinical study, it is possible that the Company will initiate programs that will require additional significant expenditures and that the increasing cash needs of the Company could shorten the time the proceeds will meet the requirements of the Company. In addition, COVID-19 has impacted the Company's ability to generate revenue, enroll patients in clinical studies, complete certain Tiara TA bench testing milestones on its expected schedule, and raise capital. The Company can give no assurance that it will be able to obtain the additional funds needed in the future, on terms agreeable to the Company, or at all. These circumstances indicate the existence of material uncertainty and cast substantial doubt about the Company's ability to continue as a going concern. "The Company will re-evaluate the going concern risk at each reporting period and will consider removing the going concern and uncertainty note if and when, the Company can depend on the profitable commercialization of its products or is confident of obtaining additional debt, equity or other financing to fund ongoing operations until profitability is achieved." A full-text copy of the Form 6-K is available for free at: https://www.sec.gov/Archives/edgar/data/1399708/000106299322012249/exhibit99-1.htm About Neovasc Inc. Neovasc -- www.neovasc.com -- is a specialty medical device company that develops, manufactures and markets products for the rapidly growing cardiovascular marketplace. The Company develops minimally invasive transcatheter mitral valve replacement technologies, and minimally invasive devices for the treatment of refractory angina. Its products include the Neovasc Reducer, for the treatment of refractory angina, which is not currently commercially available in the United States (2 U.S. patients have been treated under Compassionate Use) and has been commercially available in Europe since 2015, and Tiara, for the transcatheter treatment of mitral valve disease, which is currently under clinical investigation in the United States, Canada, Israel and Europe. Neovasc reported a net loss of $24.89 million for the year ended Dec. 31, 2021, following a net loss of $28.70 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $66.22 million in total assets, $14 million in total liabilities, and $52.23 million in total equity. Vancouver, Canada-based Grant Thornton LLP, the Company's auditor since 2002, issued a "going concern" qualification in its report dated March 9, 2022, citing that the Company incurred a comprehensive loss of $25.2 million during the year ended Dec. 31, 2021. These conditions, along with other matters, raise substantial doubt about the Company's ability to continue as a going concern as at Dec. 31, 2021. NEPHROS INC: All Three Proposals Passed at Annual Meeting --------------------------------------------------------- Nephros, Inc. held its 2022 Annual Meeting of the Stockholders at which the stockholders: 1. elected to the Company's Board of Directors two nominees, Andrew Astor and Alisa Lask, to each serve a three-year term expiring in 2025; 2. ratified the appointment of Baker Tilly US, LLP as the Company's independent registered public accounting firm for the fiscal year ending Dec. 31, 2022; and 3. approved the compensation of the Company's named executive officers on an advisory (non-binding) basis. About Nephros South Orange, New Jersey-based Nephros, Inc. -- www.nephros.com -- is a commercial-stage company that develops and sells water solutions to the medical and commercial markets. Nephros reported a net loss of $3.87 million for the year ended Dec. 31, 2021, a net loss of $4.53 million for the year ended Dec. 31, 2020, a net loss of $3.18 million for the year ended Dec. 31, 2019, and a net loss of $3.32 million for the year ended Dec. 31, 2018. As of March 31, 2022, the Company had $15.53 million in total assets, $2.13 million in total liabilities, and $13.40 million in total stockholders' equity. NEUMEDICINES INC: Amends Libo & Disputed Claims Pay Details ----------------------------------------------------------- Neumedicines, Inc., submitted a Third Amended Disclosure Statement describing Plan of Liquidation dated May 23, 2022. The Plan is a liquidating plan. Pursuant to prior orders of the Bankruptcy Court, the Debtor sold substantially all of its Assets to Karyopharm Therapeutics, Inc. The Debtor received $6,000,000 in cash (subject to certain non-material offsets) and 150,000 shares of Karyopharm, which is a publicly traded company (NASDAQ symbol "KPTI"). The primary purpose of the Plan is to provide the most efficient mechanism available for the receipt and distribution of the proceeds received and to be received from the Sale of the Debtor's Assets to Karyopharm to Allowed Claim and Equity Interest Holders. The Debtor will remain in existence as the Reorganized Debtor following Confirmation of the Plan. In this capacity, the Reorganized Debtor shall oversee the Estate's rights under the APA, including auditing the Royalties as necessary and Disburse the funds and other consideration received to Allowed Claim and Equity Interest Holders in accordance with the Plan. Class 6a consists of the Unsecured Claim of Libo for Loans Made and Taxes Advanced in the amount of $1,200,000.00. The Class 6a claim shall be allowed in the amount of $1,200,000 and shall receive the same treatment (and subject to the sme conditions precedent) as that provided to the Holders of Allowed Class 5 Claims. Class 6b consists of Libo Rejection Damage Claim. Subject to the satisfaction of other conditions precedent to payment of Class 5 Allowed Claim Holders, then in full satisfaction of Allowed Class 6b Claim, Libo shall be entitled to receive 9% of the Contingent PRV Payment and Royalty Payment (each as defined in the Royalty Agreement) actually received by the Disbursing Agent on behalf of the Reorganized Debtor, net of withholding taxes deducted by Karyopharm in accordance with the Royalty Agreement and the Reorganized Debtor's out-of-pocket costs incurred (or being reasonably reserved to incur) in connection with the exercise of its rights and remedies under the Royalty Agreement, including audit, inspection, dispute resolution and enforcement costs (the "Royalty Sharing"). Class 7 consists of the Disputed Claim of NantKwest, Inc. The Debtor proposes that the Class 7 claim shall be allowed in the amount of no more than $75,000.00 and NantKwest disagrees with the Debtor's proposed Plan treatment. The Debtor shall file an objection to the Class 7 Claim and the Court will determine the Allowed amount of the Class 7 claim. To the extent Allowed, the Class 7 claim shall receive the same treatment and be subject to the same conditions as that provided to the Holders of Allowed Class 5 Claims. Class 8 consists of the Disputed Claim of Brink Biologics, Inc. The Debtor believes that Class 8 claim is duplicative of the Class 7 Claim and should be disallowed. Brink disagrees with the Debtor's assertion. The Debtor shall file an objection to the Class 8 Claim and the Court will determine the Allowed amount of the Class 8 claim. To the extent Allowed, the Class 8 claim shall receive the same treatment and be subject to the same conditions as that provided to the Holders of Allowed Class 5 Claims. All Cash necessary for the Reorganized Debtor to make payments of Cash pursuant to the Plan shall be obtained from the following sources: (a) the Debtor's Cash on hand, which shall be deemed vested in the Reorganized Debtor upon the entry of a Final Order of Confirmation, (b) Cash received in liquidation of the Assets of the Debtor, including payments due under or consideration to be received under the APA, and (c) proceeds of the Causes of Action. A full-text copy of the Third Amended Disclosure Statement dated May 23, 2022, is available at https://bit.ly/3wNM8zx from PacerMonitor.com at no charge. General Bankruptcy Counsel for the Debtor: Daniel J. Weintraub, Esq. James R. Selth, Esq. Crystle J. Lindsey, Esq. WEINTRAUB & SELTH, APC 11766 Wilshire Boulevard, Suite 1170 Los Angeles, CA 90025 Telephone: (310) 207-1494 Facsimile: (310) 442-0660 E-mail: crystle@wsrlaw.net About Neumedicines Inc. Neumedicines, Inc. -- https://www.neumedicines.com/ -- is a clinical-stage biopharmaceutical company in Arcadia, Calif., which is engaged in the research and development of HemaMax, recombinant human interleukin 12 (rHuIL-12), for the treatment of cancer in combination with standard of care (SOC, radiotherapy, chemotherapy, or immunotherapy) and Hematopoietic Syndrome of Acute Radiation Syndrome (HSARS) as a monotherapy. Neumedicines filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 20-16475) on July 17, 2020. In the petition signed by Timothy Gallaher, president, the Debtor disclosed total assets of up to $500,000 and total liabilities of up $10 million. Judge Ernest M. Robles presides over the case. The Debtor tapped Weintraub & Seth, APC, as bankruptcy counsel, Sheppard, Mullin, Richter & Hampton, LLP as special counsel, and Menchaca & Company, LLP as financial advisor. NEW YORK OPTICAL: Unsecureds to Get 20% of Claims in 60 Months -------------------------------------------------------------- New York Optical-International, Inc., d/b/a Tuscany Eyewear, submitted an Amended Disclosure Statement. The total value of the personal property of the Debtor as of the date of filing its Chapter 11 Petition was estimated to be $3,829,220, based on the book value of the existing inventories. The Debtor obtained authority from the Court to sell the Porsche Design Eyewear Inventory by auction pursuant to Section 363 of the Bankruptcy Code. The entire Porsche Design Eyewear Inventory has been sold. The sale proceeds will be used to make the Effective Day payments required under the Plan to Chase Bank. The remaining payments required under the Plan will be made from the Debtor's business operations. The reduction of the Chase Bank secured obligation by the Inventory auction will free up funds presently used to pay the Chase loan and will allow the Debtor to make the ongoing payments required under the Plan. Class 3 General Unsecured Creditors: AMEX $65,829.43 Citibank $29,077.00 Campell $643,853.32 Rodenstock EUR455,031.10 Hall & Lamb $16,831.64 All unsecured claims allowed under Section 502 of the Code, including the claim of Rodenstock, will be paid 20% of the allowed claim in 60 equal monthly payments with no interest beginning 30 days after the effective date of the Plan as defined in Article VII, or the date on which such claim is allowed by a final non-appealable order. The Plan will be funded by the proceeds of sale of the Porsche Design Eyewear Inventory, existing cash on hand and the operations of the Debtor. The Plan of Reorganization is deemed by the Debtor to be feasible. Attorney for the Plan Proponent: David W. Langley, Esq. 8551 W. Sunrise Blvd., Suite 303 Plantation, FL 33322 A copy of the Disclosure Statement dated May 20, 2022, is available at https://bit.ly/3sNCIBS from PacerMonitor.com. About New York Optical-International New York Optical-International, Inc., is a Davie, Fla.-based company that offers optical products. It conducts business under the name Tuscany Eyewear. New York Optical-International filed a petition for Chapter 11 protection (Bankr. S.D. Fla. Case No. 20-17961) on July 22, 2020, listing as much as $10 million in both assets and liabilities. New York Optical-International President Wayne R. Goldman signed the petition. Judge Scott M. Grossman oversees the case. David W. Langley, Esq., is the Debtor's bankruptcy attorney while Leto Law Firm and Alexander Duve, Esq., serve as the Debtor's special counsel. Connolly Wasserstrom & Castillo, LLC is the Debtor's accountant. NRS PROPERTIES: Gets OK to Employ William DeSouchet as Accountant ----------------------------------------------------------------- NRS Properties, LLC received approval from the U.S. Bankruptcy Court for the District of Colorado to hire William L. DeSouchet as accountant. The Debtor requires an accountant to assist in the preparation of its monthly operating reports, bankruptcy schedules, tax returns and tax-related documents, and provide general accounting services. Mr. DeSouchet will be paid at an hourly rate of $160 while the other professionals at his firm will be paid at an hourly rate of $100. As disclosed in court filings, Mr. DeSouchet is a disinterested person within the meaning of Section 101(14) of the Bankruptcy Code. Mr. DeSouchet can be reached at: William L. DeSouchet, CPA 315 Edison Ave. Alamosa, CO 81101 Tel.: (719) 589-1902 Email: bill@desouchet.com About NRS Properties NRS Properties, LLC, a company based in Moffat, Colo., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 22-10091) on Jan. 12, 2022, disclosing up to $50,000 in assets and up to $10 million in liabilities. Trenton N. Lund, managing member, signed the petition. Judge Thomas B. Mcnamara oversees the case. David V. Wadsworth, Esq., and David J. Warner, Esq., at Wadsworth Garber Warner Conrardy, P.C. serve as the Debtors' bankruptcy attorneys while William L. DeSouchet is the Debtor's accountant. ORIGIN AGRITECH: Posts RMB4.1 Million Net Profit in H1 2022 ----------------------------------------------------------- Origin Agritech Limited filed with the Securities and Exchange Commission its unaudited financial results for the first half of FY2022 ended March 31, 2022. Origin Agritech reported net profit of RMB4.08 million on RMB46.37 million of revenues for the six months ended March 31, 2022, compared to a net loss of RMB4.59 million on RMB11.65 million of revenues for the six months ended March 31, 2021. As of March 31, 2022, the Company had RMB93.86 million in total assets, RMB280.01 million in total liabilities, and a total deficit of RMB186.15 million. As of March 31, 2022, cash and cash equivalents were RMB6.5 million (US$1.0 million), a decrease of RMB8.9 million from the cash and cash equivalents of RMB15.4 million as of Sept. 30, 2021. As of March 31, 2022, the current portion of long-term debt were RMB137.7 million (US$21.7 million). Advances from customers were RMB25.8 million (US$4.0 million), compared to RMB45.8 million as of Sept. 30, 2021. As of March 31, 2022, total current assets were RMB35.0 million (US$5.5 million) and non-current assets was RMB58.9 million (US$9.3 million). As of March 31, 2022, total current liabilities were RMB261.8 million (US$41.2 million). A full-text copy of the Form 6-K is available for free at: https://www.sec.gov/Archives/edgar/data/0001321851/000110465922062330/tm2215948d1_ex99-1.htm About Origin Agritech Headquartered in Beijing, China, Origin Agritech Limited, along with its subsidiaries, is focused on agricultural biotechnology and an agricultural oriented e-commerce platform, operating in the PRC. The Company's seed research and development activities specialize in crop seed breeding and genetic improvement. The e-commerce activities will focus on delivering agricultural products to farmers in China via online and mobile ordering and tracking the source of the agricultural products via blockchain technologies. Origin Agritech reported a net loss of RMB127.08 million for the year ended Sept. 30, 2021, compared to a net loss of RMB102.84 million for the year ended Sept. 30, 2020. As of Sept. 30, 2021, the Company had RMB119.04 million in total assets, RMB304.64 million in total liabilities, and a total deficit of RMB185.60 million. Lakewood, Colorado-based B F Borgers CPA PC, the Company's auditor since 2020, issued a "going concern" qualification in its report dated Feb. 4, 2022, citing that the Company incurred recurring losses from operations, has net current liabilities and an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. OZOP ENERGY: Incurs $1.4 Million Net Loss in First Quarter ---------------------------------------------------------- OZOP Energy Solutions, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $1.38 million on $3.08 million of revenue for the three months ended March 31, 2022, compared to a net loss of $209.49 million on $795,554 of revenue for the three months ended March 31, 2021. As of March 31, 2022, the Company had $10.28 million in total assets, $39.28 million in total liabilities, and a total stockholders' deficit of $28.99 million. OZOP said, "Currently, our current capital and our other existing resources will be sufficient to provide the working capital needed for our current business, however, additional capital will be required to meet our debt obligations, and to further expand our business. We may be unable to obtain the additional capital required. If we are unable to generate capital or raise additional funds when required it will have a negative impact on our business development and financial results. These conditions raise substantial doubt about our ability to continue as a going concern as well as our recurring losses from operations, deficit in equity, and the need to raise additional capital to fund operations. This "going concern" could impair our ability to finance our operations through the sale of debt or equity securities." As of March 31, 2022, the Company had cash of $3,636,662 as compared to $6,767,167 at Dec. 31, 2021. As of March 31, 2022, the Company had current liabilities of $38,384,123 (including $16,601,498 of non-cash derivative liabilities), compared to current assets of $8,898,282, which resulted in a working capital deficit of $29,485,841. The current liabilities are comprised of accounts payable, accrued expenses, convertible debt, derivative liabilities, customer deposits, lease obligations and notes payable. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1679817/000149315222013538/form10-q.htm About Ozop Energy Solutions Ozop Energy Solutions (http://ozopenergy.com)invents, designs, develops, manufactures, and distributes ultra-high-power chargers, inverters, and power supplies for a wide variety of applications in the defense, heavy industrial, aircraft ground support, maritime and other sectors. The Company's strategy focuses on capturing a significant share of the rapidly growing renewable energy market as a provider of assets and infrastructure needed to store energy. Ozop Energy reported a net loss of $195.30 million for the year ended Dec. 31, 2021, compared to a net loss of $20.97 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $11.57 million in total assets, $39.32 million in total liabilities, and a total stockholders' deficit of $27.75 million. Hackensack, New Jersey-based Prager Metis CPA's LLC, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 15, 2022, citing that as of Dec. 31, 2021, the Company had an accumulated deficit of $217,326,611 and a working capital deficit of $28,225,908 (including derivative liabilities of $20,966,701). As of Dec. 31, 2021, the Company was in default of $1,973,847 and accrued interest on debt instruments due to non-payment upon maturity dates, and subsequent to Dec. 31, 2021, an additional $13,310,000 and accrued interest on debt instruments also were in default status due to non-payment upon maturity dates. These factors, among others, raise substantial doubt regarding the Company's ability to continue as a going concern. PANTERA TRANSPORTATION: Files for Chapter 11 Bankruptcy ------------------------------------------------------- Pantera Transportation LLC filed for chapter 11 protection in El Paso, Texas. Pantera operates a trucking company based in El Paso, Texas, and provides services nationwide. It operated as the sole proprietorship of Pedro Madera from August 2020 to January 2021 when it commenced operating as an LLC. The business has six employees and managed a fleet of four tractors and four trailers. According to court filings, Pantera Transportation 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. Section 341(a) is slated for June 10, 2022 at 9:00 a.m. About Pantera Transportation Pantera Transportation LLC is a freight shipping trucking company from El Paso, Texas. Pantera Transportation sought Chapter 11 bankruptcy protection (Bankr. W.D. Tex. Case No. 22-30354) on May 11, 2022. In the petition filed by Pedro A Madera, as president, Pantera Transportation estimated assets between $100,000 and $500,000 and estimated liabilities between $500,000 and $1 million. Carlos A. Miranda, of Miranda & Maldonado, P.C., is the Debtor's counsel. PARETEUM CORP: U.S. Trustee Appoints Creditors' Committee --------------------------------------------------------- The U.S. Trustee for Region 2 on May 24 appointed an official committee to represent unsecured creditors in the Chapter 11 cases of Pareteum Corporation and its affiliates. The committee members are: 1. AT&T Mobility One Rockefeller Plaza - 18th Floor New York, NY 10020 Telephone: (908) 432-1185 Email: james.grudus@att.com Attention: James Walter Grudus, Assistant Vice President 2. Gogo LLC (Intelsat Inflight LLC) 7900 Tysons One Place McLean, VA 22102 Telephone: (703) 559-6800 Email: dieter.hase@intelsat.com Attention: Dieter Hase, Vice President and Treasurer 3. TD Synnex 16202 Bay Vista Drive Clearwater, FL 33760 Telephone: (630) 988-1702 Email: Jay.Synder@TechData.com Attention: Jay M. Snyder, Vice President–Commercial Credit 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 Pareteum Corporation 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. Pareteum and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 22-10615) on May 15, 2022. In the petition signed by Laura W. Thomas, interim chief financial officer, Pareteum disclosed $52,043,000 in assets and $10,486,000 in liabilities. Judge Lisa G. Beckerman oversees the cases. The Debtors tapped Togut, Segal & Segal, LLP as bankruptcy counsel; King & Spalding, LLP as special counsel; FTI Capital Advisors, LLC as investment banker; FTI Consulting, Inc. as financial advisor; and Kurtzman Carson Consultants, LLC as claims, noticing and balloting agent. PEGASUS GROUP: Files Emergency Bid to Use Cash Collateral --------------------------------------------------------- Pegasus Group Services, LLC asks the U.S. Bankruptcy Court for the Middle District of Florida, Jacksonville Division, for authority to use cash collateral and provide adequate protection. The Debtor requires the use of cash collateral to fund all necessary operating expenses of the Debtor's business. The Debtor finances its operations on a cash basis. The Debtor has four pre-petition business loans with lenders that have a lien on the Debtor's cash and receivables. Those lenders are Arsenal Funding, LLC, Everest Business Funding, Parafin, Inc. and Toast Funding, LLC. The Debtor relies on current revenues to fund its operations. The Debtor primarily generates income from stucco repair and application projects. At the time of filing, the Debtor had a total balance of approximately $13,883 in its Operating Account the business generates approximate gross receipts of $20,000 per month. The Debtor proposes to use the cash collateral in accordance with the terms of the Budget, with a 10% variance. As adequate protection for the use of cash collateral, the Debtor proposes to grant lenders a replacement lien on the Debtor's receivables and the Debtor's projected positive cash flow. The Debtor also requests that the Court hold an emergency hearing on the matter to avoid immediate and irreparable harm to the estate. A copy of the motion and the Debtor's budget is available at https://bit.ly/3LHBcYp from PacerMonitor.com. The Debtor projects $12,500 in net revenue and $11,577 in total expenses. About Pegasus Group Services, LLC Pegasus Group Services, LLC is a Florida limited liability company based in Jacksonville, Florida. Pegasus Group's primary business of providing administrative, accounting, human resources, and other back office and related service to North Star Group, LLC and Pegasus Restaurant Group, LLC. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 3:22-bk-01043) on May 23, 2022. In the petition signed by Neil Metzger, chief executive manager, the Debtor disclosed up to $50,000 in assets and up to $500,000 in liabilities. Thomas C. Adam, Esq., at The Adam Law Group P.A. is the Debtor's counsel. PIAGGIO AMERICA: Unsecureds to Get Pro Rata of Distribution ----------------------------------------------------------- Piaggio America, Inc., submitted a First Amended Plan of Liquidation. The Plan contemplates the liquidation of substantially all of the Debtor's assets through court authorized sales pursuant to 11 U.S.C. Sec. 363. The Debtor anticipates that any and all sales of assets will be consummated on or before the Effective Date of the Plan or shortly after the Effective Date by the Disbursing Agent. Following the Effective Date of the Plan, the Disbursing Agent will make Distributions in accordance with the Plan and take all actions necessary to perform its duties under the Plan. Under the Plan, Class 2 Allowed Unsecured Priority Claims consists of Section 507(a)(8) Priority Claims of the Internal Revenue Service in the amount of $3,221.53 and Texas Workforce Commission in the amount of $252.00. The holders of Allowed Class 2 Claims shall receive-in full and final satisfaction, such Claims-lump sum cash distributions totaling 100% of the Allowed Amount of such Claims on the latter of (i) the first interim Distribution date, or, (ii) if an objection is filed against a Class 2 Claim, on the date that an order resolving the objection to claim becomes a Final Order. Class 2 is unimpaired. Class 3 Allowed General Unsecured Claims total approximately $12,694,374, not including: (1) the reduced claim of Piaggio Italy which is addressed in Section 4.03(b); and (2) the 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. Each holder of Allowed Class 3 Claim shall receive Pro Rata distributions of the Distribution Assets in full satisfaction of their respective Allowed Claims. In accordance with agreements between Piaggio Italy, FAST Enterprises, LLC and Peregrine Falcon, LLC, (1) the Claim of Piaggio Italy is being reduced from its asserted claim amount of $11,336,903.00 to an Allowed Class 3 Claim amount that will yield a distribution payment of $65,000 to Piaggio Italy, and (2) the Allowed Claims of FAST Enterprises, LLC and Peregrine Falcon, LLC will be in the combined total amount of $12,250,471. "Distribution Assets" means from and after the Effective Date all Assets of the Debtor, including GUC Pool Assets, that are not abandoned in accordance with the Plan, any sale proceeds thereof, and/or collection proceeds. On the latter of 10 days following the expiration of the Objection to Rejection Claim Deadline or 14 days following the Effective Date, the Disbursing Agent shall file with the Court and serve on all parties in interest via U.S. Mail a notice of proposed Pro Rata interim distribution payments (the "Notice of Proposed Pro Rata Distributions"). Any subsequent Notices of Proposed Pro Rata Distributions for other interim or final Distributions shall be filed and served by U.S. Mail 30 days prior to any proposed interim or final Distribution. The Notice of Proposed Pro Rata Distributions shall identify each holder of a Class 3 Claim, including holders of Rejection Claims, the allowed amount of each Class 3 Claim, whether such Claim is Allowed or Disputed, and the Debtor's proposed interim Pro Rata distribution to each holder on behalf of their Class 3 Allowed Claim. A holder of a Class 3 Claim may file with the Court and serve upon the Debtor a written objection to any Notice of Proposed Pro Rata Distributions (an "Objection to Proposed Pro Rata Distributions") within 14 days following the filing of the Notice of Pro Rata Distributions and any amendment thereto (the "Objection to Proposed Pro Rata Distributions Deadline"). An Objection to Proposed Pro Rata Distributions shall be in writing, state with specificity the legal and factual basis thereof, filed with the Court by the Objection to Proposed Pro Rata Distributions Deadline, and served on the Debtor. If a holder of a Class 3 Claim, including a holder of a Rejection Claim, fails to file with the Court and serve on the Debtor an Objection to Proposed Pro Rata Distributions by the Objection to Proposed Pro Rata Distributions Deadline, the holder shall be forever barred from asserting any such objection with regard to the Debtor's proposed interim and final Pro Rata distributions, and the amounts set forth in any Notice of Pro Rata Distributions and any amendment thereto shall be controlling and shall be the only amounts that holders of Class 3 Claims shall be entitled to and necessary for the Debtor to pay to satisfy this Section of the Plan. The Court shall conduct a hearing on any Objection to Proposed Pro Rata Distributions. Class 3 is impaired. Class 4 Subordinated General Unsecured Claim of National Union First Insurance Company of Pittsburgh, PA is in the approximate amount of $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. Class 4 is impaired. The Plan shall be funded from the Distribution 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. 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 A copy of the Plan dated May 20, 2022, is available at https://bit.ly/3wLk8eL from PacerMonitor.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. In the petition signed by CEO Paolo Ferreri, 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. PLAYA HOTELS: All Eight Proposals Passed at Annual Meeting ---------------------------------------------------------- Playa Hotels & Resorts N.V. held its annual general meeting of shareholders at which the shareholders: (1) elected Bruce D. Wardinski, Hal Stanley Jones, Mahmood Khimji, Elizabeth Lieberman, Maria Miller, Leticia Navarro, and Karl Peterson as directors to serve one-year terms; (2) approved the adoption of the Company's Dutch Statutory Annual Accounts for the fiscal year ended Dec. 31, 2021; (3) ratified the selection of Deloitte & Touche LLP as the Company's independent registered accounting firm for the fiscal year ending Dec. 31, 2022; (4) approved the instruction to Deloitte Accountants B.V. for the audit of the Company's Dutch Statutory Annual Accounts for the fiscal year ending Dec. 31, 2022; (5) approved the non-binding, advisory vote to approve the compensation of the Company's named executive officers; (6) approved the discharge of the Company's directors from liability for the year ended Dec. 31, 2021; (7) approved the authorization of the board of directors to acquire shares (and depository receipts for shares) in the capital of the Company; and (8) approved the delegation to the board of directors of the authority to issue shares and grant rights to subscribe for shares in the capital of the Company and to limit or exclude pre-emptive rights for 10% of the Company's issued share capital. All nominees were elected as non-executive directors except for Mr. Wardinski, who was elected as sole executive director. About Playa Hotels & Resorts Playa Hotels & Resorts is an owner, operator and developer of all-inclusive resorts in prime beachfront locations in popular vacation destinations in Mexico and the Caribbean. As of March 31, 2022, Playa owned and/or managed a total portfolio consisting of 22 resorts (8,366 rooms) located in Mexico, Jamaica, and the Dominican Republic. In Mexico, Playa owns and manages Hyatt Zilara Cancun, Hyatt Ziva Cancun, Wyndham Alltra Cancun, Wyndham Alltra Playa del Carmen, Hilton Playa del Carmen All-Inclusive Resort, Hyatt Ziva Puerto Vallarta and Hyatt Ziva Los Cabos. In Jamaica, Playa owns and manages Hyatt Zilara Rose Hall, Hyatt Ziva Rose Hall, Hilton Rose Hall Resort & Spa, Jewel Grande Montego Bay Resort & Spa and Jewel Paradise Cove Beach Resort & Spa. In the Dominican Republic, Playa owns and manages the Hilton La Romana All-Inclusive Family Resort, the Hilton La Romana All-Inclusive Adult Resort, Hyatt Zilara Cap Cana and Hyatt Ziva Cap Cana. Playa owns two resorts in the Dominican Republic that are managed by a third-party and manages five resorts on behalf of third-party owners. Playa Hotels reported a net loss of $89.68 million for the year ended Dec. 31, 2021, a net loss of $262.37 million for the year ended Dec. 31, 2020, and a net loss of $4.36 million for the year ended Dec. 31, 2019. As of Dec. 31, 2021, the Company had $2.06 billion in total assets, $1.43 billion in total liabilities, and $630.83 million in total shareholders' equity. PLAYA HOTELS: Names Jeanmarie Cooney as Interim Non-Exec Director ----------------------------------------------------------------- Playa Hotels & Resorts N.V. appointed Jeanmarie Cooney to serve as an interim non-executive director of the Company's Board of Directors, effective July 1, 2022, for a term lasting until the Company's 2023 annual general meeting of shareholders. Ms. Cooney, 56, is an accomplished Global Finance Executive with over thirty years' experience providing strategic financial and operational management across a diverse spectrum of industries. She is the former executive vice president and chief financial officer for Wyndham Hotel Group (now Wyndham Hotels & Resorts), having served in that capacity from 2015 through 2018. She was a key executive and partner with the business and was charged with leading financial reporting, strategic planning, budgeting & forecasting, audit, acquisition, risk management, IT, and shared services. After playing a critical role in splitting Wyndham into two publicly traded companies, she served from 2019 to 2020 as the principal of JM Consulting and Coaching Services, where she advised companies on financial and operational growth, and since 2020 has served as the SVP, Finance, Strategy and Planning at New York Road Runners Inc., where she leads finance, strategy, analytics and planning at the nonprofit, premier running organization. Ms. Cooney began her career at Ernst & Young and has held many senior-level positions with blue-chip corporations including Cendant and PepsiCo. She is a graduate of Iona College with a BBA in accounting and earned her CPA. Ms. Cooney will serve on the Audit Committee of the Board. About Playa Hotels & Resorts Playa Hotels & Resorts is an owner, operator and developer of all-inclusive resorts in prime beachfront locations in popular vacation destinations in Mexico and the Caribbean. As of March 31, 2022, Playa owned and/or managed a total portfolio consisting of 22 resorts (8,366 rooms) located in Mexico, Jamaica, and the Dominican Republic. In Mexico, Playa owns and manages Hyatt Zilara Cancun, Hyatt Ziva Cancun, Wyndham Alltra Cancun, Wyndham Alltra Playa del Carmen, Hilton Playa del Carmen All-Inclusive Resort, Hyatt Ziva Puerto Vallarta and Hyatt Ziva Los Cabos. In Jamaica, Playa owns and manages Hyatt Zilara Rose Hall, Hyatt Ziva Rose Hall, Hilton Rose Hall Resort & Spa, Jewel Grande Montego Bay Resort & Spa and Jewel Paradise Cove Beach Resort & Spa. In the Dominican Republic, Playa owns and manages the Hilton La Romana All-Inclusive Family Resort, the Hilton La Romana All-Inclusive Adult Resort, Hyatt Zilara Cap Cana and Hyatt Ziva Cap Cana. Playa owns two resorts in the Dominican Republic that are managed by a third-party and manages five resorts on behalf of third-party owners. Playa Hotels reported a net loss of $89.68 million for the year ended Dec. 31, 2021, a net loss of $262.37 million for the year ended Dec. 31, 2020, and a net loss of $4.36 million for the year ended Dec. 31, 2019. As of Dec. 31, 2021, the Company had $2.06 billion in total assets, $1.43 billion in total liabilities, and $630.83 million in total shareholders' equity. PLUS THERAPEUTICS: All Five Proposals Passed at Annual Meeting -------------------------------------------------------------- The Annual Meeting of Stockholders of Plus Therapeutics, Inc. was held on May 16, 2022, at which the stockholders: (1) elected Howard Clowes, An van Es-Johansson, Richard J. Hawkins, Marc H. Hedrick, M.D., Robert Lenk, and Greg Petersen as directors to serve until the 2023 annual meeting or until their successors are duly elected and qualified; (2) ratified the appointment of BDO USA, LLP as the Company's independent auditors for the 2022 fiscal year; (3) approved the issuance of shares of common stock to Lincoln Park pursuant to Nasdaq Listing Rules 5635(a), 5635(b) and 5635(d); (4) approved the second amendment and restatement of the Company's 2020 Stock Incentive Plan; and (5) approved a proposal to provide a non-binding advisory vote on the compensation of the Company's named executive officers. About Plus Therapeutics Headquartered in Austin, Texas, Plus Therapeutics, Inc. -- http://www.plustherapeutics.com-- is a clinical-stage pharmaceutical company focused on the discovery, development, and manufacturing scale up of complex and innovative treatments for patients battling cancer and other life-threatening diseases. Plus Therapeutics reported a net loss of $13.40 million for the year ended Dec. 31, 2021, a net loss of $8.24 million on $303,000 for the year ended Dec. 31, 2020, a net loss of $10.89 million for the year ended Dec. 31, 2019, a net loss of $12.63 million for the year ended Dec. 31, 2018, and a net loss of $22.68 million for the year ended Dec. 31, 2017. As of March 31, 2022, the Company had $24.52 million in total assets, $9.87 million in total liabilities, and $14.64 million in total stockholders' equity. PREMIUM PRODUCTS: Glass Contractor Starts Subchapter V Case ----------------------------------------------------------- Premium Products of Louisiana Inc. and affiliate Mackenzie Real Estate, LLC, each filed in Lafayette, Louisiana, petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code. Premium Products is a glass contractor in Lafayette, Louisiana, and MacKennzieth Real Estate owns Premium's facility. According to court documents, Premium Products of Louisiana 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 8, 2022 at 11:00 a.m. About Premium Products of Louisiana Premium Products of Louisiana Inc. is a glass contractor in Lafayette, Louisiana. Affiliate MacKennzie Real Estate, LLC, owns Premium's facility. Premium Products of Louisiana Inc. and Mackenzie Real Estate, LLC, sought protection under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. W.D. La. Case No. 22-50307) on May 11, 2022. In the petition filed by Andrea Niccole Davis, as president, Premium Products estimated assets between $50,000 and $100,000 and estimated liabilities between $1 million and $10 million. The cases are assigned to Honorable Bankruptcy Judge John W. Kolwe. Thomas E. St. Germain, of Weinstein & St. Germain, LLC, is the Debtors' counsel. PRITHVI INVESTMENTS: Case Summary & 13 Unsecured Creditors ---------------------------------------------------------- Debtor: Prithvi Investments LLC 458 33rd Avenue San Francisco, CA 94121 Business Description: The Debtor is part of the hotels and motels industry. Chapter 11 Petition Date: May 25, 2022 Court: United States Bankruptcy Court Northern District of California Case No.: 22-30259 Judge: Hon. Dennis Montali Debtor's Counsel: Christopher D. Sullivan, Esq. DIAMOND MCCARTHY LLP 150 California Street, Suite 2200 San Francisco, CA 94111 Tel: 415-692-5200 Email: csullivan@diamondmccarthy.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Hitesh Patel as president. 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/ZIKZ65I/Prithvi_Investments_LLC__canbke-22-30259__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 13 Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Choice Hotels International Franchise Fees $78,236 1 Choice Hotels Circle Rockville, MD 20850 2. PG&E Utilities $3,235 PO Box 99730 Sacramento, CA 95407 3. Recology Sonoma Trade Claim $1,534 3400 Standish Ave. Santa Rosa, CA 95407 4. Comcast Trade Claim $894 1701 John F. Kennedy Blvd. Philadelphia, PA 19103 5. Sysco Trade Claim $289 245000 Hwy 290 Cypress, TX 77429 6. NFS Leasing Inc. Lease Unknown 900 Cummings Ctr., Ste. 226-U Payments Beverly, MA 01915 7. AT&T Trade Claim Unknown 208 S. Akard St. Dallas, TX 75202 8. Deep Blue Wireless Trade Claim Unknown 433 River St., Ste. 4002 Troy, NY 12180 9. Ecolab Trade Claim Unknown 370 Wabasha St. N St. Paul, MN 55102 10. HD Supply Trade Claim Unknown 3400 Cumberland Blvd. SE Atlanta, GA 30339 11. Royal Cup Coffee Trade Claim Unknown 160 Cleage Dr. Birmingham, AL 35217 12. Terminix Trade Claim Unknown 860 Ridge Lake Blvd. Memphis, TN 38120 13. Sonoma County Tax Collector Taxes $355,976 585 Fiscal Drive, Ste 100 Santa Rosa, CA 95403 PRODUCE DEPOT: Luis Ruelas to Appear in $1.6-Mil. Bankruptcy Case ----------------------------------------------------------------- Micheal Kurt of Techno Trenz reports that Luis Ruelas is scheduled to appear in court for a $1.6 million bankruptcy case. Luis "Louie" Ruelas, star of "The Real Housewives of New Jersey," is due in court for a hearing in a $1.6 million bankruptcy case related to a series of lawsuits filed in federal court in 2021. A court hearing for Produce Depot LLC is set for May 26, 2022 in federal bankruptcy court in New York. Although Teresa Giudice's businessman fiance is listed as a partner in the company in court documents, he has stated in legal filings that he had no direct management over the Bronx-based produce wholesaler. Produce Depot filed for voluntаry bаnkruptcy in the Eаstern District of New York in Mаrch 2022 аmid multiple legаl bаttles, court records obtаined by Heаvy show. Ruelаs is nаmed in the documents, which cаn be reаd here, but he did not personаlly file for bаnkruptcy. The Mаy 26, 2022 initiаl cаse mаnаgement heаring is scheduled for 10:30 а.m. in Brooklyn before U.S. Bаnkruptcy Court Judge Elizаbeth S. Stong. It wаs initiаlly scheduled for April but wаs pushed bаck аt the request of Produce Depot's аttorney. According to court documents obtаined by Heаvy, the legаl drаmа for Ruelаs' compаny begаn with lаwsuits filed by two vendors аccusing Produce Depot of fаiling to pаy them money owed for orders. Produce Depot owes more thаn $1.6 million to severаl creditors, аccording to the Chаpter 11 bаnkruptcy filing. According to the New York Secretаry of Stаte's office, Produce Depot wаs founded in 2019. Ruelаs owns 60% of Produce Depot through his New Jersey-bаsed Book 3 LLC, аccording to court documents filed by the compаny's аttorney. Records show thаt Gаetаno "Guy" Bаlzаno аlso owns the compаny. Produce Depot sold $10.3 million worth of product in 2020, аccording to court documents, but аfter expenses, the compаny lost $878,741. Ruelаs' аnd his compаny's аttorneys аnd representаtives could not be reаched for comment immediаtely. A Minnesotа compаny clаims Louie Ruelаs' Produce Depot owes them $113,404 for а fresh fruit аnd vegetаble order plаced in 2020. C.H. filed а lаwsuit, аccording to the lаwsuit. Produce Depot, а subsidiаry of Robinson Worldwide Inc. in Eden Prаirie, Minnesotа, fаiled to pаy $113,404.40 for orders of fresh fruits аnd vegetаbles delivered between October аnd November 2020. C.H. Robinson supplied Produce Depot with bulk orders of pineаpple, аpples, tomаtoes, аnd sweet potаtoes. Robinson, аccording to records. The lаwsuit is still in progress, but it hаs been put on hold due to the bаnkruptcy filing. On Mаy 3,2022, а settlement conference wаs held. C.H. wаs nаmed аs а defendаnt in the suit. Robinson Internаtionаl Inc. According to the lаwsuit, Ruelаs wаs "in chаrge of, аnd responsible for, Produce Depot's dаy-to-dаy operаtions аnd the disposition of Produce Depot's аssets... The Individuаl Defendаnts hаd full decision-mаking аuthority over Produce Depot's аssets аnd аre chаrged with continuing stаtutory fiduciаry duty" to C.H. The lаwsuit nаmes Ruelаs аnd his Book 3 LLC, аs well аs Produce Depot, аs defendаnts in order "to ensure full pаyment promptly." However, Ruelаs denies hаving control over the compаny's dаy-to-dаy operаtions. "Plаintiff's Complаint fаils to аllege fаcts thаt stаte аny clаim upon which relief cаn be grаnted becаuse, аmong other reаsons, the defendаnts Guy аnd Luis аre not individuаls who аre or were in custody, control, or mаnаgement of the defendаnt Produce's business," Rueleаs' аttorney writes in his own court filing. Produce Depot hаs reаched а settlement with а vendor who clаimed they were suffocаted on а $127,000 аvocаdo order. Mаrgаret Josephs tells Andy Cohen why she seems so interested in Teresа Giudice's relаtionship with Luis "Louie" Ruelаs аnd clаims he lied аbout the video. 'Wаtch Whаt Hаppens: Live' is Brаvo's...2022-03-23T02:26:30Z Wаtch Full Episodes: brаvotv.com/wаtch-whаt-hаppens-live/videos Wаtch WWHL Sun-Thu 11/10c: WWHL Website: brаvotv.com/wаtch-whаt-hаppens-live/ Like WWHL: fаcebook.com/WаtchWhаtHаppensLive/ WWHL Tumblr: brаvowwhl.tumblr In July 2021, а new lаwsuit wаs filed in federаl court аgаinst Produce Depot. Prometo Produce, bаsed in Cаliforniа, clаims Ruelаs owes them $127,540 for not pаying for аvocаdo orders between August аnd September 2020. Ruelаs аnd his pаrtners filed а counterclаim аgаinst Prometo Produce, аlleging breаch of contrаct by the Cаliforniа-bаsed аvocаdo seller. In the court filing, Ruelаs' аttorney clаims thаt Prometo Produce misrepresented itself аs аn аvocаdo grower when, in reаlity, the compаny is а broker who resells аvocаdos from Mexico. Produce Depot аlso clаimed in its counterclаim thаt Prometo Produce's аvocаdos "suffered from vаrious end-of-seаson defects аnd were not of the quаlity necessаry or аppropriаte for sаle." When Produce Depot declаred bаnkruptcy, the lаwsuit wаs on the verge of being settled. According to records obtаined by Heаvy, Prometo Produce is now listed аs one of the debtors in the Produce Depot bаnkruptcy filing, with а heаring to аpprove the settlement set for June 15, 2022. Produce Depot hаs hаd а history of legаl issues. R & L Sunset Produce sued Produce Depot in federаl court in New York in April 2021, аlleging thаt the compаny fаiled to pаy for $101,594 in fruit аnd vegetаble orders. In June 2021, the lаwsuit wаs settled. Green Light Go Inc. will be incorporаted in Mаrch 2021. Produce Depot wаs аccused of fаiling to pаy $77,200 in orders. Produce Depot wаs ordered by а federаl judge to pаy Green Light Go the money it owed, plus interest, under а defаult judgment. Northeаst Bаnаnа Corporаtion Ruelаs аnd Produce Depot were sued in Februаry 2021, аlleging а debt of $44,900. In Jаnuаry 2021, Cedro Bаnаnаs filed а lаwsuit аgаinst Produce Depot for $283,191 in unpаid bills. New Eаstern Fresh Produce filed а lаwsuit аgаinst Produce Depot, аlleging а debt of $77,626, plus interest. About Produce Depot Produce Depot LLC is a merchant wholesaler of grocery and related products. Produce Depot sought Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case No: 22-40412) on March 2, 2022. In the petition filed by Gaetano Balzano, as principal, Produce Depot listed total liabilities of $1,660,488. Alla Kachan, Esq., of LAW OFFICES OF ALLA KACHAN, P.C., is the Debtor's counsel. QUOTIENT LIMITED: Amends Supply and Manufacturing Deal With Stratec ------------------------------------------------------------------- Quotient Limited agreed to amend its Supply and Manufacturing Agreement and Development Agreement with Stratec SE. Pursuant to those agreements, which were originally entered into in 2014 and subsequently amended, Stratec develops, manufactures and supplies the Company's MosaiQ instruments. The amendments principally govern how the instruments are ordered and paid for. The Company believes these amendments will help it meet anticipated demand for the instruments following a key European regulatory clearance obtained earlier this year. About Quotient Limited Penicuik, United Kingdom-based Quotient Limited is a commercial-stage diagnostics company committed to reducing healthcare costs and improving patient care through the provision of innovative tests within established markets. With an initial focus on blood grouping and serological disease screening, Quotient is developing its proprietary MosaiQTM technology platform to offer a breadth of tests that is unmatched by existing commercially available transfusion diagnostic instrument platforms. The Company's operations are based in Edinburgh, Scotland; Eysins, Switzerland and Newtown, Pennsylvania. Quotient Limited reported a net loss of $108.47 million for the year ended March 31, 2021, a net loss of $102.77 million for the year ended March 31, 2020, and a net loss of $105.38 million for the year ended March 31, 2019. As of Dec. 31, 2021, the Company had $208.77 million in total assets, $334.38 million in total liabilities, and a total shareholders' deficit of $125.61 million. REID'S EDUCATIONAL: Seeks Cash Collateral Access ------------------------------------------------ Reid's Educational Child Care Centre, LLC asks the U.S. Bankruptcy Court for the Middle District of Florida, Jacksonville Division, for authority to use cash collateral and provide adequate protection. The Debtor requires the use of cash collateral to meet post-petition contractual and tax obligations related to payroll, inventory and equipment owned by the Debtor and ongoing business operations. On June 18, 2013, the Borrower executed and delivered to James P. Flanders a Promissory Note and Wrap Around Mortgage and Security Agreement and Assignment of Leases and Rents in the original principal amount of $85,000 in which the rents, accounts receivables, chattel paper, contracts, documents, cash, bank accounts, etc. were pledged as collateral. This loan was subject to an existing first mortgage executed by the mortgagee prior to the filing of the Chapter 11 case. On September 23, 2021, the Debtor executed a UCC-1 in favor of the United States of America Small Business Administration. The UCC-1 was secured by rents, accounts receivables, chattel paper, contracts, documents, cash, bank accounts, etc. The Debtor is willing to enter into an agreement with the primary secured creditor to provide a post-petition replacement lien of a continuing nature on all post-petition accruing cash collateral to the secured creditor. A copy of the motion and the Debtor's budget for January to May 17, 2022 is available at https://bit.ly/3wHEghW from PacerMonitor.com. The Debtor projects $63,368 in total income and $34,090 in total expenses. About Reid's Educational Child Care Centre, LLC Reid's Educational Child Care Centre, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 3:22-bk-01037) on May 23, 2022. In the petition signed by Nickesha V. Reid, manager, the Debtor disclosed up to $500,000 in both assets and liabilities. Bryan K. Mickler, Esq. at Law Offices of Mickler & Mickler, LLP is the Debtor's counsel. REPLICEL LIFE: BCSC Issues Temporary Management Cease Trade Order ----------------------------------------------------------------- RepliCel Life Sciences Inc. provided a default status report in accordance with the alternative information guidelines set out in National Policy 12-203 – Management Cease Trade Orders. On May 3, 2022, the Company announced that it made an application to the British Columbia Securities Commission (the "BCSC") to approve a temporary management cease trade order ("MCTO") on the basis that it would be unable to file its annual financial statements, accompanying management's discussion and analysis and required certifications for the year ended Dec. 31, 2021 on or before the prescribed filing deadline of May 2, 2022 as required by National Instrument 51-102, Continuous Disclosure Obligations and NI 52-109, Certification of Disclosure in Issuer's Annual and Interim Filings, respectively. The application was approved by the BCSC on May 2, 2022 and the MCTO was issued by the BCSC on May 3, 2022. The MCTO prohibits trading in securities of the Company by certain insiders of the Company, whether direct or indirect. The MCTO requires the Annual Filings to be filed on or before June 30, 2022. The Company anticipates that the Annual Filings will be filed on or before June 15, 2022. There have been no material changes to the information contained in the Default Announcement or any other changes required to be disclosed under NP 12-203. The Company will continue to provide bi-weekly updates, as required by NP 12-203, until the Annual Filings have been filed. The Company confirms it will continue to satisfy the provisions of the alternative information guidelines set out in Sections 9 and 10 of NP 12-203 so long as it remains in default of the requirement to file the Annual Filings. About Replicel RepliCel is a regenerative medicine company focused on developing cell therapies for aesthetic and orthopedic conditions affecting what the Company believes is approximately one in three people in industrialized nations, including aging/sun-damaged skin, pattern baldness, and chronic tendon degeneration. These conditions, often associated with aging, are caused by a deficit of healthy cells required for normal tissue healing and function. These cell therapy product candidates are based on RepliCel's innovative technology, utilizing cell populations isolated from a patient's healthy hair follicles. Replicel reported a net loss and comprehensive loss of C$1.58 million for the year ended Dec. 31, 2020, compared to a net loss and comprehensive loss of C$3 million for the year ended Dec. 31, 2019. Vancouver, British Columbia-based BDO Canada LLP, the Company's auditor since 2010, issued a "going concern" qualification in its report dated April 30, 2021, citing that the Company has accumulated losses of $38,158,327 since its inception and incurred a loss of $1,580,285 during the year ended Dec. 31, 2020. These events or conditions, along with other matters, indicate that a material uncertainty exists that may cast substantial doubt about its ability to continue as a going concern. RESOLUTE INVESTMENT: S&P Lowers ICR to 'B', Outlook Stable ---------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Resolute Investment Managers Inc. to 'B' from 'B+'. The outlook is stable. S&P also lowered its ratings on the company's first-lien term loan to 'B' from 'B+' and on its second-lien term loan to 'CCC+' from 'B-'. The recovery rating on the company's first-lien secured debt remains '3', indicating its expectation for meaningful (50%) recovery, and the recovery rating on its second-lien secured debt remains '6', indicating its expectation for negligible (0%) recovery. S&P said, "As a result of sustained market declines, we are lowering our earnings forecast for Resolute. In the first quarter of 2022 the company continued to have mixed assets under management (AUM) flows in the Beacon Funds and Resolute's investment affiliates. In combination with performance losses, AUM (excluding American Beacon Institutional) declined approximately 4.5% over the quarter to around $44.9 billion. We expect market performance to continue to erode AUM over the remainder of 2022. While much of Resolute's expenses are variable and therefore decline along with declining revenue, and margins have remained strong and supportive of the rating, we expect EBITDA generation to decline in 2022 beyond our prior expectations." Supported by earnings growth at Resolute's former affiliate, ARK Invest, Resolute issued $420 million in debt over the course of 2021 to fund distributions to its sponsors. Resolute repaid $185 million in debt using the proceeds of the sale of its 22% interest in ARK in August 2021. Because of the elevated gross debt, loss of its share in ARK's earnings (though Resolute still earns distribution fees from ARK) and our lowered earnings forecast, S&P expects leverage to increase above our 5.0x downside threshold and remain elevated over the next 12 months. The stable outlook reflects S&P's expectation that Resolute will maintain leverage of 5x-7x over the next 12 months while net flows remain stable. S&P could lower the ratings if leverage rises above 7x on a sustained basis. It could also lower the rating if AUM or EBITDA margins erode substantially. S&P does not anticipate raising the ratings over the next 12 months. Over the longer term, we could raise the ratings if Resolute maintains leverage comfortably below 5.0x. RITCHIE BROS: S&P Affirms BB+' Long-Term ICR, Off Watch Negative ---------------------------------------------------------------- S&P Global Ratings affirmed its ratings on Ritchie Bros. Auctioneers Inc. (RBA), including the 'BB+' long-term issuer credit rating, and removed the ratings from CreditWatch, where they were placed with negative implications Aug. 9, 2021. The stable outlook primarily reflects S&P's expectation that the company's credit measures will remain relatively stable through 2023, including adjusted debt-to-EBITDA of about 2x, underpinned by steady revenue growth and relatively consistent profitability. The CreditWatch removal follows the company's decision to discontinue its planned Euro Auctions acquisition. On April 29, 2022, RBA announced it had discontinued its planned acquisition of Euro Auctions Group. The original CreditWatch placement reflected our expectation of a material increase in RBA's leverage from the largely debt-financed transaction. However, the company has since redeemed the senior notes previously issued to fund the acquisition. S&P said, "RBA's operating results have remained steady in the past several quarters, and we expect modest growth over the next two years. In the past 12 months, operating results have trended largely in line with our expectations and we expect the company will generate higher earnings and cash flow over the next two years, led by our assumed low-single digit percentage growth in gross transaction value (GTV). We believe GTVs will benefit from strong demand in the company's key equipment end markets, particularly commodities, construction, and transportation. Demand growth and tight equipment supply should facilitate higher prices and fees for the company's services and underpin improvement in our cash flow forecast. "Moreover, we believe the company is somewhat insulated from weaker-than-expected macroeconomic conditions. S&P Global Economics believes the risks to global GDP growth are rising; lower-than-expected GDP growth could temper currently tight supply/demand fundamentals, which contributed to a material increase in first-quarter 2022 revenues (up 19% year over year). However, slowing demand could also facilitate increased equipment auction sales. Moreover, although rising inflation--particularly fuel costs and expenses related to live auctions--would pressure the company's profitability, we expect RBA's margins will remain relatively stable over the next two years, in the low-to-mid-20% area. "The company's aggressive growth strategy increases the risk of higher leverage. Based on our operating expectations over the next two years, we estimate RBA will sustain adjusted debt-to-EBITDA of about 2x and continue to generate positive free cash flows. We believe the company will continue to use its estimated free cash flows for shareholder returns (mostly dividends) and acquisitions, thereby limiting improvement in credit measures from higher earnings. While the amount is speculative, we estimate annual acquisitions of $200 million, which is above our previous assumptions (pre-Euro Auctions transaction). In our view, RBA is unlikely to sustain leverage below our estimate given its history of growth via acquisitions and increased tolerance for debt, which became evident following the Euro Auctions acquisition announcement. "The company demonstrated a more aggressive financial policy than we had previously expected with its intention to acquire Euro Auctions. The transaction would have added about $1 billion of debt and led to much higher leverage, in the mid-3x area. We now believe there is an increased risk that the company could pursue large debt-funded acquisitions (beyond our assumptions). However, this event risk is not sufficient to lead to a lower rating, particularly given our higher expectations for operating results over the next two years and regulatory considerations that could limit the scale of future investments. "Our ratings continue to reflect RBA's favorable competitive position. RBA is the largest industrial auctioneer in the world, with well-recognized brands across multiple platforms and geographies. Our ratings incorporate our view of RBA's No. 1 position, with a multichannel strategy and adequate geographic diversity that reduces earnings volatility. We expect the company will generate favorable return on capital (averaging close to 20% on an S&P Global Ratings' adjusted basis) over the next two years and believe it has some earnings diversity with customers across multiple industries and geographies, which adds a degree of stability." That said, RBA operates in the highly fragmented and competitive used equipment resale market. The auction business is characterized by relatively low barriers to entry, is of limited scale when compared with that of higher-rated global capital goods companies, and has significant exposure to sectors with cyclical demand for equipment such as construction and oil and gas, which could contribute to earnings volatility. S&P said, "The stable outlook primarily reflects our expectation credit measures will remain relatively stable in the next couple of years, underpinned by steady revenue growth and relatively stable adjusted EBITDA margins. Our base-case scenario assumes leverage will remain at about 2x, with positive free cash flow generation available to fund potential acquisitions and shareholder returns. "We could lower the issuer credit rating on RBA within the next 12 months if credit measures materially deteriorate, including adjusted leverage that approaches 2.5x. This could also occur if we expect RBA to fund acquisitions or shareholder rewards with a material amount of debt. We could also lower the rating if the company incurs higher-than-expected operating costs or experiences sharply weaker demand, resulting in a material decline in revenue and cash flow. "We are unlikely to raise the issuer credit rating over the next 24 months because we believe there is an increased risk of an outsize debt-funded acquisition, which could lead to higher-than-expected leverage. However, we could raise the rating if we expect RBA to demonstrate a commitment to achieving a more conservative financial policy, such that adjusted leverage is sustained below 1.5x, while maintaining stable profitability." ESG credit indicators: E-2, S-2, G-2 ROCKALL ENERGY: Counterparty Archrock Awaits Buyer -------------------------------------------------- Archrock Partners Operating LLC filed a Limited Objection and Reservation of Rights to Debtors' Motion for Order Approving the Sale of Assets, Rockall Energy Holdings, LLC, et al.'s Disclosure Statement and Amended Chapter 11 Plan. Archrock has both executory contract rights and lien rights that are at issue in these bankruptcy cases. Archrock provides gas compression services to the Debtors in Louisiana pursuant to various contract documents and has timely filed statutory lien claims relating to an undisputed prepetition balance of $229,365.67 as set forth in the bankruptcy schedules of Petro Harvester Operating Company, LLC ("Petro Harvester"). Archrock asserts that its prepetition claims are secured by Senior Priority Liens against the Encumbered Properties and their proceeds, and should be treated as a Class 2-Other Secured Claim under the Plan if not fully resolved through the executory contract assumption and cure process. The Encumbered Properties are presumably part of the Debtor's Sale Process. However, at this time, Archrock does not know the identity of any buyer and cannot evaluate whether such buyer will be assuming any agreements with Archrock and whether such buyer is capable of demonstrating adequate assurance of future performance under any agreements. Archrock files this Limited Objection and Reservation of Rights while it evaluates the outcome and implications of any sale Debtors may attempt to complete. Archrock does not oppose the sale of the Encumbered Properties but seeks assurance that its Senior Priority Liens are not impaired by the Plan and that its executory contracts are properly treated in accordance with Section 365 of the Bankruptcy Code. Attorneys for the Archrock Partners Operating LLC: Kevin M. Maraist, Esq. ANDERSON LEHRMAN BARRE & MARAIST, LLP Gaslight Square, 1001 Third Street, Ste. 1 Corpus Christi, Texas 78404 Tel: (361) 884-4981 Fax: (361) 884-9618 E-mail: kmaraist@albmlaw.com About Rockall Energy Holdings Rockall Energy Holdings, LLC is a mid-sized oil exploration and production company. Rockall Energy and its affiliates sought Chapter 11 bankruptcy protection (Bank. N.D. Tex. Lead Case No. 22-90000) on March 9, 2022. In the petition filed by David Mirkin, as chief financial officer, Rockall Energy Holdings listed $100 million and $500 million in both assets and liabilities. The cases are handled by Honorable Judge Mark X. Mullin. The Debtors tapped Vinson & Elkins, LLP as legal counsel; Lazard Freres & Co., LLC as investment banker; and Ankura Consulting Group, LLC, as restructuring advisor. Stretto, Inc. is the claims agent. On March 18, 2022, the Office of the U.S. Trustee appointed an official committee of unsecured creditors. The committee tapped Pachulski Stang Ziehl & Jones LLP as its counsel and Riveron RTS, LLC, as financial advisor. RYBEK DEVELOPMENTS: Creditors to Get Proceeds From Liquidation -------------------------------------------------------------- Rybek Developments, LLC, filed with the U.S. Bankruptcy Court for the District of Arizona a Disclosure Statement describing Chapter 11 Plan dated May 23, 2022. Rybek Developments was formed in Arizona with the intent of developing and building multi-family properties in Tempe, Arizona. Rybek was formed in 2015, owning several rental structures on adjacent properties with the intent of demolishing the dilapidated structures to clear the properties for new multi-family structures. Rybek's only real estate asset was real property located at 1916 East Hayden Lane, Tempe, Arizona (the "Property"). On October 19, 2021 the Court entered an Order authorizing the Debtor to employ Robert Romanet of Kenneth James Realty, Inc. as real estate agent to assist the Debtor in marketing and selling the Property. On October 18, 2021, the Debtor filed an Application to Sell the Property to ready and willing buyers for the sum of $850,000.00. The Court entered an Order approving the sale on November 22, 2021. The sale of the Property closed on December 21, 2021 and a Report to the Court was filed on December 23, 2021. Debtor's Counsel is currently holding $72,336.74 in his IOLTA Trust Account pending further Order of the Court. The question of ownership of these funds has yet to be litigated and, if ownership is determined to belong to the Debtor, said funds will be used to pay the creditors of this estate to the extent possible. The Debtor does not operate and has several assets including cash proceeds from the sale of real estate and potential claims against third parties, through which it will pay as much to its creditors as is possible. This is a liquidating plan. As reflected in the schedules filed by the Debtor and supplemented by various Proof of Claims that have been filed, Debtor has general unsecured claims, most of which are disputed, in the amount of $498,333.33. The Debtor's Chapter 11 Plan of Reorganization will be a base Plan with payments to creditors based upon a determination of ownership of the funds held by Debtor's Counsel and the allowance of claims against the estate. Class 2 consists of General Unsecured Claims. All allowed and approved claims under this Class shall be paid from the liquidation of estate assets. This Class is impaired. This is a liquidating Plan. Payment to creditors will be on a pro rata basis when funds are available with the first available funds being used to pay any remaining administrative claims and then Class 2. The equity owner of the Debtor, Dennis Green, shall receive a distribution after the liquidation of all assets of the estate and only after all creditors of the estate holding allowed claims are paid in full. This is a non-voting class. The funds necessary for the payment of approved and allowed claims will be derived from the Debtor's liquidation of estate asset. The asset is cash held in Debtor's Counsel's IOLTA Trust Account in the amount of $72,336.74 plus any recovery against third parties on claims held by the estate. Disputed Claimants, Sandra Williamson and Manny Guyot allege some sort of entitlement to these funds. A full-text copy of the Disclosure Statement dated May 23, 2022, is available at https://bit.ly/38ofcUY from PacerMonitor.com at no charge. Attorney for Debtor: Allan D. NewDelman, Esq. Allan D. Newdelman, P.C. 80 East Columbus Avenue Phoenix, AZ 85012 Tel: (602) 264-4550 Email: anewdelman@adnlaw.net About Rybek Developments Rybek Developments, LLC, filed a petition for Chapter 11 protection (Bankr. D. Ariz. Case No. 21-07697) on Oct. 13, 2021, listing as much as $1 million in both assets and liabilities. Judge Daniel P. Collins oversees the case. Allan D. NewDelman, P.C., serves as the Debtor's legal counsel. RYBEK DEVELOPMENTS: July 5 Disclosure Statement Hearing Set ----------------------------------------------------------- Judge Daniel P. Collins has entered an order within which July 5, 2022, at 11:00 a.m. in 25 Courtroom 602, at the U.S. Bankruptcy Court, 230 N. First Ave., Phoenix, AZ 85003 is the hearing to consider the approval of the Disclosure Statement of Rybek Developments, LLC. In addition, June 28, 2022 is fixed as the last day for any party desiring to object to the approval of the Disclosure Statement to file a written objection with the Court. A copy of the order dated May 23, 2022, is available at https://bit.ly/3GtqROY from PacerMonitor.com at no charge. Attorney for Debtor: Allan D. NewDelman, Esq. Allan D. Newdelman, P.C. 80 East Columbus Avenue Phoenix, AZ 85012 Tel: (602) 264-4550 Email: anewdelman@adnlaw.net About Rybek Developments Rybek Developments, LLC filed a petition for Chapter 11 protection (Bankr. D. Ariz. Case No. 21-07697) on Oct. 13, 2021, listing as much as $1 million in both assets and liabilities. Judge Daniel P. Collins oversees the case. Allan D. NewDelman, P.C., serves as the Debtor's legal counsel. SANUWAVE HEALTH: Delays Filing of 1st Quarter Form 10-Q ------------------------------------------------------- Sanuwave Health, Inc. filed a Form 12b-25 with the Securities and Exchange Commission notifying the delay in the filing of its Quarterly Report on Form 10-Q for the period ended March 31, 2022. The Company was unable to file its Quarterly Report within the prescribed time period without unreasonable effort or expense because of the Company's lack of internal accounting staff. Due to the lack of the Company's staffing, the independent registered public accounting firm is still in the process of completing the review of the financial statements for the period ended March 31, 2022 and the Company will need additional time to complete its audit of such financial statements. Although the Company continues to work expeditiously to complete the work necessary to file the Quarterly Report as soon as practicable, the Company does not anticipate filing the Quarterly Report within the five-day period provided by Rule 12b-25. The Company expects to report revenue for the quarter ended March 31, 2022 of approximately $3.2 million compared to $2.1 million for the quarter March 31, 2021. The change is primarily due to the increased sales of UltraMIST systems and applicators. The Company is not able to provide a further estimate of results at this time as the Company has not yet completed the reporting process and review relating to the Company's financial statements. About SANUWAVE Health Headquartered in Suwanee, Georgia, SANUWAVE Health, Inc. (OTCQB:SNWV) -- http://www.SANUWAVE.com-- is a shock wave technology company using a patented system of noninvasive, high-energy, acoustic shock waves for regenerative medicine and other applications. The Company's initial focus is regenerative medicine utilizing noninvasive, acoustic shock waves to produce a biological response resulting in the body healing itself through the repair and regeneration of tissue, musculoskeletal, and vascular structures. SANUWAVE reported a net loss of $27.26 million for the year ended Dec. 31, 2021, compared to a net loss of $30.94 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $18.62 million in total assets, $57.58 million in total liabilities, and a total stockholders' deficit of $38.96 million. New York, NY-based Marcum LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated May 13, 2022, citing that the Company has incurred significant losses and needs to raise additional funds to meet its obligations and sustain its operations and the occurrence of the events of default on the Company's debt. These conditions raise substantial doubt about the Company's ability to continue as a going concern. SB MILLTOWN: Case Summary & 14 Unsecured Creditors -------------------------------------------------- Debtor: SB Milltown Industrial Realty Holdings, LLC 237 South Street Morristown, NJ 07960 Business Description: The Debtor is primarily engaged in renting and leasing real estate properties. Chapter 11 Petition Date: May 25, 2022 Court: United States Bankruptcy Court District of New Jersey Case No.: 22-14233 Debtor's Counsel: Morris S. Bauer, Esq. DUANE MORRIS LLP, A Delaware Limited Liability Partnership One Riverfront Plaza 1037 Raymond Blvd., Suite 1800 Newark, NJ 07102 Tel: 973-424-2000 Email: msbauer@duanemorris.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Lawrence S. Berger as manager. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/DTWJR3Y/SB_Milltown_Industrial_Realty__njbke-22-14233__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 14 Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. All American Landscape $392 135 North Lehigh Avenue Cranford, NJ 07016 2. Art Levy Associates $350 18 Dexter Drive South Basking Ridge, NJ 07920 3. Avalanche Snow $7,213 13 Carriage Way Millstone Township, NJ 08510 4. Avon Roof Services $259 c/o Jerry Kotler 44 Standish Avenue West Orange, NJ 07052 5. BJR Development $234,545 13 Applegate Street Red Bank, NJ 07701 6. Bussel Realty $3,333 2 Ethel Road Suite 202A Edison, NJ 08817 7. Petillo Enterprises $117,549 47 Dell Avenue Kenvil, NJ 07847 8. Pinilis-Halpern, LLC $1,721 160 Morris Street Morristown, NJ 07960 9. Robinowitz Lubetkin & Tully $198,000 Attn: Jay L. Lubetkin, Esq. 293 Eisenhower Parkway Suite 100 Livingston, NJ 07039 10. Rasmussen Construction $17,197 P.O. Box 4174 Middletown, NJ 07748 11. Ritter & Plante $9,700 Associates, LLC 4220 Main Street Philadelphia, PA 19127 12. Snow Removal Specialists $1,342 c/o Berger & Bornstein 237 South Street Morristown, NJ 07960 13. The Pavese Group, P.A. $953 60 Washington Street Clark, NJ 07066 14. Verizon $42 P.O. Box 4833 Trenton, NJ 08650 STEEL BRITE: Files for Chapter 11 Bankruptcy Protection ------------------------------------------------------- Steel Brite Polishing Corp. filed for chapter 11 protection in the District of New Jersey without stating a reason. The Debtor disclosed $1.3 million in assets against $785,000 in liabilities in its schedules. The Debtor's sole asset is an equitable interest in property located at 127 Franklin Street, in Elizabeth, New Jersey. According to court filing, Steel Briter Polishing 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. Section 341(a) is slated for June 15, 2022 at 9:00 A.M. About Steel Brite Polishing Corp. Steel Brite Polishing Corp. has equitable interest in a property located at 127 Franklin Street, Elizabeth, NJ. The current value of the Debtor's interest in the Property is $1.3 million. Steel Brite Polishing Corp. sought relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 22-13883) on May 12, 2022. In the petition filed by Eliott Gindi, as president, Steek Brite Polishing Corp. listed estimated total assets amounting to $1,300,000 and total liabilities of $785,000. Bruce Duke, Esq.,BRUCE J DUKE LLC, is the Debtor's counsel. SUN PACIFIC: Unit Signs Deal to Build Solar Panel Facility ---------------------------------------------------------- Sun Pacific Holding Corp.'s subsidiary, Sun Pacific Power Corp, and PT. IDN Solar Tech have signed an agreement to help build a solar panel facility to manufacture up to 1GW of solar panels per year, leading annual revenues to $450 million, as disclosed in a Form 8-K filed with the Securities and Exchange Commission. About Sun Pacific Headquartered in Manalapan NJ, Sun Pacific Holding Corp -- http://www.sunpacificholding.com-- offers "Next Generation" solar panel and lighting products by working closely with design, engineering, integration and installation firms in order to deliver turnkey solar and other energy efficient solutions. It provides solar bus stops, solar trashcans and "street kiosks" that utilize advertising offerings that provide State and local municipalities with costs efficient solutions. The Company provides general, electrical, and plumbing contracting services to a range of both public and commercials customers in support of its goals of expanding its green energy market reach. As of Dec. 31, 2021, the Company had $286,705 in total assets, $3.17 million in total liabilities, and a total stockholders' deficit of $2.88 million. Dallas, Texas-based Turner, Stone & Company, L.L.P., the Company's auditor since 2017, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company has suffered recurring losses from operations since inception and has a significant working capital deficiency, both of which raise substantial doubt about its ability to continue as a going concern. SUSSEX RANDOLPH: Claims to be Paid From USLR, Rents --------------------------------------------------- Sussex Randolph Building, L.P., submitted a Chapter 11 Plan and a Disclosure Statement. This is a reorganizing plan. In other words, the Debtor seeks to satisfy claims under the Plan from the application of rents generated from its real property, and by funding to be provided by an affiliate, United States Land Resources, L.P. ("USLR"). The Debtor's Property is identified on the tax map of Randolph Township, Morris County, New Jersey as Lot 5, Block 101. The Property consists of an 8,000 sq. ft. retail building. Class 5 Allowed General Unsecured Claims will be paid 5 annual aggregate dividends of $20,000, with the first payable 90 days after the Effective Date, and the rest annually thereafter for the next 4 years, with each non-insider Unsecured Creditor receiving its pro rata share of each such dividend amount. The $100,000 amount shall be provided to the Debtor as loan funds by USLR. Class 5 is impaired. The insider General Unsecured Creditors shall subordinate their Claims until all dividend payments under the Plan are satisfied. The monies necessary for funding this Plan will be derived from (i) the rents generated from the Property; and (ii) unsecured loans from USLR pursuant to that letter commitment to the Debtor in such amounts and at such times as is necessary to enable the Reorganized Debtor to satisfy its obligations set forth in the Plan. The Debtor anticipates the maximum funding required from USLR shall be $298,000 annually, calculated as $19,200 to be paid to Evolve Bank & Trust, $247,200 constituting the maximum amount payable to VNB, which shall be reduced by base rent payments paid directly to VNB, $12,000 to the IRS, and $20,000 to Unsecured Creditors. USLR has sufficient equity in excess of $100,000,000 and sufficient cash flow to fund these amounts. Counsel for the Debtor: Jay L. Lubetkin, Esq. RABINOWITZ, LUBETKIN & TULLY, LLC 293 Eisenhower Parkway, Suite 100 Livingston, New Jersey 07039 Tel: (973) 597-9100 A copy of the Disclosure Statement dated May 20, 2022, is available at https://bit.ly/3wC8Uu7 from PacerMonitor.com. About Sussex Randolph Building Sussex Randolph Building is a Single Asset Real Estate debtor (as defined in 11 U.S.C. Section 101(51B)). It owns a commercial retail building of approximately 8,000 square feet located at 1204 Sussex Turnpike, Randolph, New Jersey. Sussex Randolph Building previously sought bankruptcy protection (Bankr. D.N.J. Case No. 14-34505) on Dec. 3, 2014. On Dec. 18, 2015, SRB obtained confirmation of its first modified plan of reorganization in its prior bankruptcy proceeding, which, inter alia, resulted in the reinstatement of the mortgage due VNB's predecessor in interest, Oritani, requiring monthly installments of $12,578.85. However, BOWM stopped paying rent, due in large part due to the COVID-19 pandemic that affected all retail business enterprises from and after March 2020. In order to delay VNB's eviction action and to restructure the mortgage indebtedness with VNB, Sussex Randolph Building, L.P., again sought Chapter 11 protection (Bankr. D.N.J. Case No. 22-11369) on Feb. 22, 2022. The Debtor is represented by Rabinowitz, Lubetkin & Tully, LLC. TALEN ENERGY: U.S. Trustee Appoints Creditors' Committee -------------------------------------------------------- The U.S. Trustee for Region 7 on May 23 appointed an official committee to represent unsecured creditors in the Chapter 11 cases of Talen Energy Supply, LLC and its affiliates. The committee members are: 1. The Bank of New York Mellon, as Trustee Attention: Alex T. Chang, VP 240 Greenwich Street New York, NY 10286 Phone: (212) 815-2816 Email: alex.chang@bnymellon.com Counsel: Glenn E. Siegel, Esq. Charlie Liu, Esq. Morgan, Lewis & Bockius, LLP 101 Park Avenue New York, NY 10178 Phone: (212) 309-6000 Email: glenn.siegel@morganlewis.com charlie.liu@morganlewis.com 2. GE International Attention: Glenn Reisman 12 Old Hollow Road Trumbull, CT 06611 Phone: (203) 944-0401 Email: Glenn.Reisman@GE.com Counsel: Glenn E. Siegel, Esq. Charlie Liu, Esq. Morgan, Lewis & Bockius, LLP 101 Park Avenue New York, NY 10178 Phone: (212) 309-6000 Email: glenn.siegel@morganlewis.com charlie.liu@morganlewis.com 3. The Merrick Group, Inc. Attention: Daniel Merrick 100 Unico Drive West Hazleton, PA 18202 Phone: (570) 455-0600 Email: djmerrick@mginc.net 4. Enerfab Power & Industrial, LLC Attention: Steven R. Harbison 300 Bursca Drive, Suite 302 Bridgeville, PA 15017 Phone: (412) 220-1100 Email: steve.harbison@enerfab.com 5. Framatome, Inc. Attention: Michael Hill 3315 Old Forest Road Lynchburg, VA 14501 Phone: (202) 368-9559 Email: michael.hill1@framatome.com Counsel: Lucian B. Murley, Esq. Saul Ewing Arnstein & Lehr LLP 1201 North Market Street, Ste 2300 Wilmington, DE 19801 Phone: (302) 421-6898 Email: Luke.Murley@saul.com 6. Pension Benefit Guaranty Corporation Attention: Cynthia Wong 1200 K Street, N.W. Washington, DC 20005-4026 Phone: (202) 229-3033 Email: wong.cynthia@pbgc.gov Counsel: Joel Ruderman, Esq. Carolyn Lachman, Esq. Sarah Meiman, Esq. 1200 K Street, N.W. Phone: (202) 229-3601 Email: Ruderman.joel@pbgc.gov Email: Lachman.carolyn@pbgc.gov Meiman.sarah@pbgc.gov 7. Brandywine Operating Partnership, L.P. Attention: Ronald Becker 555 East Lancaster Ave, Suite 100 Radnor, PA 19087 Phone: (610) 832-4297 Email: ron.becker@bdnreit.com Counsel: Regina Kelborn, Esq. Blank Rome, LLP One Logan Square Philadelphia, PA 19103 Phone: (215) 569-5500 Email: regina.kelborn@blankrome.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 Talen Energy Supply Talen Energy Supply, LLC, and its affiliates are energy and power generation companies in North America, owning and/or controlling approximately 13,000 megawatts of generating capacity in wholesale U.S. power markets in the mid-Atlantic, Massachusetts, Texas, and Montana. In addition to geographic diversity, the Company's generation fleet reflects significant technological and fuel diversity including nuclear, natural gas, oil, and coal, with certain of the Company's facilities capable of utilizing multiple fuel sources. The Debtors sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 22-90054) on May 9, 2022. In the petitions signed by Andrew M. Wright, general counsel and secretary, the Debtors disclosed up to $50 billion in both assets and liabilities on a consolidated basis. Judge Marvin Isgur oversees the cases. The Debtors tapped Weil, Gotshal & Manges, LLP as legal counsel; Evercore Group, LLC as investment banker; Alvarez and Marsal North America, LLC as financial advisor; and Kroll Restructuring Administration, LLC as claims agent. TAVERN ON LAGRANGE: Wins Cash Collateral Access Thru June 7 ----------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division, authorized Matthew Brash, the Subchapter V trustee of Tavern on Lagrange Corp., to use cash collateral through June 7, 2022, under the terms of the Agreed Order entered May 9, 2022. As previously reported by the Troubled Company Reporter, the Debtor and its creditors Fox Capital Group, Inc., Swift Financial, LLC as Servicing Agent for WebBank, and Kapitus Servicing, Inc, as agent of Kapitus LLC, agreed that Fox claims an interest in the cash collateral on account of a prepetition security interest that the Debtor granted. In addition, Fox has a prepetition judgment against the Debtor and also claims a secured interest in the Debtor's cash collateral by virtue of a UCC-1 filing on February 17, 2021. Swift claims an interest in the cash collateral on account of a prepetition security interest that the Debtor granted. Swift also claims an interest in the Debtor's cash collateral by virtue of a UCC-1 filing on June 28, 2018. Kapitus claims an interest in the cash collateral resulting from a perfected, unavoidable lien on, and in, prepetition collateral, and asserts the Debtor owes Kapitus at least $75,249 as of the petition date, as detailed in the Kapitus proof of claim filed in the case. In the May 9 order, the Debtor was permitted to use cash collateral to pay its employees, except that no payments may be made to any insider, or any relative of any insider, or to Gregory Perkins or Tiffany Perkins. No person may be paid any amount in excess of the statutory priority amount in 11 U.S.C. section 507(a)(4). The Debtor may also use cash collateral for other necessary expenses to preserve the value of the Debtor's estate. As adequate protection, Fox, Swift and Kapitus were granted replacement liens attaching to their collateral, but only to the extent of their prepetition liens and only to the extent of priority on the petition date, and each is granted a valid, perfected lien upon, and security interest in, to the extent and in the order of priority of any valid prepetition lien. A further hearing on the matter is scheduled for June 6 at 10 a.m. A copy of the order and the Debtor's budget for the period from May 11 to June 7, 2022, is available at https://bit.ly/3MJArPQ from PacerMonitor.com. The Debtor projects $102,776 in total sales and $126,359 in total operating disbursements for the week ending June 7, 2022. About Tavern on Lagrange Corp. Tavern on Lagrange Corp. is a privately held company that operates an upscale bistro at 5403 South La Grange Road, Countryside, IL 60525. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 22-04773) on April 26, 2022. In the petition signed by Estevein G. Perkins, as manager and designated corporate representative, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge Benjamin A. Goldgar oversees the case. J. Kevin Benjamin, Esq., at Benjamin Legal Services is the Debtor's counsel. TC TELEPHONE: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: TC Telephone, LLC 752 Carriage Hill Road Melbourne, FL 32940 Chapter 11 Petition Date: May 26, 2022 Court: United States Bankruptcy Court Middle District of Florida Case No.: 22-01887 Debtor's Counsel: R.Scott Shuker, Esq. SHUKER & DORRIS, P.A. 121 S. Orange Avenue Suite 1120 Orlando, FL 32801 Tel: (407) 337-2060 Email: rshuker@shukerdorris.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Robert Costello as member. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/AWKJZRI/TC_Telephone_LLC__flmbke-22-01887__0001.0.pdf?mcid=tGE4TAMA TRIUMPH GROUP: Incurs $42.8 Million Net Loss in Fiscal 2022 ----------------------------------------------------------- Triumph Group, Inc. filed with the Securities and Exchange Commission its Annual Report on Form 10-K disclosing a net loss of $42.76 million on $1.46 billion of net sales for the year ended March 31, 2022, compared to a net loss of $450.91 million on $1.87 billion of net sales for the year ended March 31, 2021. As of March 31, 2022, the Company had $1.76 billion in total assets, $602.14 million in total current liabilities, $1.59 billion in long-term debt (less current portion), $301.30 million in accrued pension and other postretirement benefits, $7.21 million in deferred income taxes, $51.71 million in other noncurrent liabilities, and a total stockholders' deficit of $787.42 million. The Company's working capital needs are generally funded through its current cash and cash equivalents, cash flows from operations, and proceeds from the Securitization Facility. For the fiscal year ended March 31, 2022, the Company had a net cash outflow of $137.0 million from operating activities, compared with a net cash outflow of $173.1 million for the fiscal year ended March 31, 2021, an improvement of $36.1 million. Cash flows included reduced inventory levels and lower accounts payable and contract liabilities, including approximately $83.2 million in the liquidation of prior period customer advances. Reflecting the change in its portfolio of businesses that is a result of its strategic divestitures, working capital stability has improved in the twelve months ended March 31, 2022, compared with the twelve months ended March 31, 2021. Including $9.1 million in redemption premiums, interest payments were approximately $147.0 million for the twelve months ended March 31, 2022, as compared with approximately $116.5 million for the twelve months ended March 31, 2021. The increase in interest payments was the specific timing of interest payments under the First Lien Notes and the 2022 Notes as compared with the related redemptions. A full-text copy of the Form 10-K is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001021162/000095017022010497/tgi-20220331.htm About Triumph Headquartered in Berwyn, Pennsylvania, Triumph Group, Inc. -- http://www.triumphgroup.com-- designs, engineers, manufactures, repairs and overhauls a broad portfolio of aerospace and defense systems, components and structures. The company serves the global aviation industry, including original equipment manufacturers and the full spectrum of military and commercial aircraft operators. * * * As reported by the TCR on Aug. 18, 2021, Moody's Investors Service upgraded its ratings for Triumph Group, Inc., including the company's corporate family rating to Caa2 from Caa3 and Probability of Default Rating to Caa2-PD from Caa3-PD. The upgrades reflect Moody's expectations for stronger operating performance that will result in a gradual improvement in credit metrics through 2023. In June 2020, S&P Global Ratings lowered its issuer credit rating on Triumph Group Inc. to 'CCC+' from 'B-'. US INTERNATIONAL REALTOR: Seeks Chapter 11 Bankruptcy ----------------------------------------------------- US International Realtor LLC filed for chapter 11 protection in Brooklyn, New York, without stating a reason. The Company listed in its schedules $0 in assets against $1.667 million in liabilities. According to court filings, US International Realtor 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. 34(a) is slated for June 10, 2022 at 9:30 a.m. About US International Realtor US International Realtor LLC is a Brooklyn-based realtor. On May 10, 2022, US International Realtor LLC filed for chapter 11 protection (Bankr. E.D.N.Y. Case No. 22-40998). In the petition filed by Samy Lasheen as managing member, US International Realtor disclosed liabilities of $1,166,611. The case is overseen by Honorable Bankruptcy Judge Nancy Hershey Lord. Bruce Weiner, of Rosenberg Musso & Weiner LLP, is the Debtor's counsel. WC ALAMO INDUSTRIAL: Trustee Taps Graves Dougherty as Legal Counsel ------------------------------------------------------------------- John Patrick Lowe, the Chapter 11 trustee for WC Alamo Industrial Center, LP, seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to employ Graves Dougherty Hearon & Moody, PC as his legal counsel. The firm's services include: a. advising the trustee with respect to efforts to administer and possibly liquidate assets of the Debtor's estate; b. assisting the trustee in performing his due diligence with respect to the investigation and prosecution of potential claims asserted by or against the estate; and b. investigating and pursuing avoidance actions, analyzing and objecting to claims, and assisting the trustee in other matters that may arise during the administration of the estate. The hourly rates charged by the firm's attorneys and paralegals are as follows: Attorneys $285 to $550 per hour Paralegals $20 to $195 per hour In addition, the firm will seek reimbursement for out-of-pocket expenses. Brian Cumings, Esq., a partner at Graves, 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: Brian T. Cumings, Esq. Graves Dougherty Hearon & Moody, PC 401 Congress Avenue, Suite 2700 Austin, TX 78701 Tel: (512) 480-5626 Fax: (512) 536-9926 Email: bcumings@gdhm.com About WC Alamo Industrial Center WC Alamo Industrial Center, LP filed a Chapter 11 bankruptcy petition (Bankr. W.D. Texas Case No. 22-10226) on April 4, 2022. Judge Tony M. Davis oversees the case. Brian T. Cumings, Esq., at Graves Dougherty Hearon & Moody, PC serves as the Debtor's legal counsel. WESTERN URANIUM: Incurs $1.2 Million Net Loss in First Quarter -------------------------------------------------------------- Western Uranium & Vanadium Corp. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $1.17 million on $156,226 of revenues for the three months ended March 31, 2022, compared to a net loss of $291,614 on $16,155 of revenues for the three months ended March 31, 2021. As of March 31, 2022, the Company had $29.79 million in total assets, $3.95 million in total liabilities, and $25.84 million in total shareholders' equity. The Company has incurred continuing losses from its operations and negative operating cash flows from operations. As of March 31, 2022, the Company had an accumulated deficit of $14,335,099 and working capital of $6,849,079. Since inception, the Company has met its liquidity requirements principally through the issuance of notes and the sale of its common shares. On Jan. 20, 2022, the Company closed a non-brokered private placement of 2,495,575 units at a price of C$1.60 per unit. The aggregate gross proceeds raised in the private placement amounted to C$3,992,920 (US$3,011,878 in net proceeds). During the three months ended March 31, 2022, the Company received $341,850 in proceeds from the exercise of warrants. "The Company's ability to continue its planned operations and to pay its obligations when they become due is contingent upon the Company obtaining additional financing. Management's plans include seeking to procure additional funds through debt and equity financing, to secure regulatory approval to fully utilize its kinetic separation ("Kinetic Separation") technology, and to initiate the processing of ore to generate operating cash flows," Western Uranium said. "There are no assurances that the Company will be able to raise capital on terms acceptable to the Company or at all, or that cash flows generated from its operations will be sufficient to meet its current operating costs. If the Company is unable to obtain sufficient amounts of additional capital, it may be required to reduce the scope of its planned product development, which could harm its financial condition and operating results, or it may not be able to continue to fund its ongoing operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern to sustain operations for at least one year from the issuance of these condensed consolidated financial statements. The accompanying condensed consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties," Western Uranium said. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1621906/000121390022028578/f10q0322_westernuranium.htm About Western Uranium & Vanadium Western Uranium & Vanadium Corp. is engaged in the business of exploring, developing, mining and production from its uranium and vanadium resource properties. Western Uranium reported disclosing a net loss of $2.07 million for the year ended Dec. 31, 2021, compared to a net loss of $2.39 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $27.40 million in total assets, $4.30 million in total liabilities, and $23.10 million in total shareholders' equity. Mississauga, Canada-based MNP LLP, the Company's auditor since 2015, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company has incurred continuing losses and negative cash flows from operations and is dependent upon future sources of equity or debt financing in order to fund its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. WHISPER LAKE: Court Confirms Plan of Liquidation ------------------------------------------------ Judge Timothy W. Dore has entered an order approving and confirming the Fourth Amended Plan of Liquidation and/or Reorganization of Whisper Lake Developments, Inc. The Lilly Settlement Agreement and the Thor Settlement Agreement and all terms therein are approved. The Westerra PSA is rejected. Chapter 11 Plan Whisper Lake Developments, Inc. submitted a Fourth Amended Plan of Liquidation and/or Reorganization. Pursuant to and in accordance with the specific terms of the Plan, proceeds generated from sale of the Debtor's assets will be distributed to Holders of Allowed Claims against the Debtor in accordance with the priorities set forth in the Bankruptcy Code. At the time of Richter's acquisition of the shares of Whisper Lake, Whisper Lake owned a 38- acre parcel of undeveloped real property located in Blaine, Washington (the "Property"). On April 13, 2022, the Debtor filed a Motion for (1) Order Authorizing Sale of Real Property and (2) Order Approving Bid and Sale Procedures and Setting Hearing on Approval of Sale (the "Sale Motion") seeking approval of a sale to Skagit Highland Homes, LLC pursuant to a purchase and sale agreement in the amount of $5,940,000, plus the assumption of certain surety obligations of the Debtor (the "Skagit Highlands Purchase Agreement"), or to another purchaser submitting a higher and/or better bid pursuant to the bid procedures for which the Sale Motion sought approval. All funds of the Estate (the "Estate Funds") held by the Post-Confirmation Debtor from the Net Proceeds of the liquidation of Estate Property after (a) payment of Claims in Classes 1-13 in accordance with the Plan, or appropriate reserve therefor, and (b) payment of Estate Post-Confirmation Expenses, or appropriate reserve therefor, shall constitute the "Unsecured Creditors Fund." Under the confirmed Plan, Class 14 Allowed General Unsecured Claims total $212,188. Each Holder of Class 14 Claim shall be paid its Pro Rata portion of the Unsecured Creditors Fund. Class 14 is impaired. The distributions under the Plan will be made from the Estate Property Proceeds, provided, however, that Non-Debtor Funds may be used to make distributions required under the Plan. Attorneys for the Debtor: Christine M. Tobin-Presser, Esq. Thomas A. Buford, Esq. BUSH KORNFELD LLP 601 Union Street, Suite 5000 Seattle, WA 98101 E-mail: ctobin@bskd.com tbuford@bskd.com A copy of the Disclosure Statement dated May 20, 2022, is available at https://bit.ly/38H0BUA from PacerMonitor.com. About Whisper Lake Developments Whisper Lake Developments, Inc., is a Ferndale, Wash.-based company engaged in activities related to real estate. It is the owner of five real properties in Washington having a total current value of $9.53 million. Whisper Lake Developments sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wash. Case No. 21-12060) on Nov. 10, 2021, disclosing $9,666,063 in assets and $5,562,777 in liabilities. Judge Timothy W. Dore oversees the case. Thomas A. Buford, Esq., at Bush Kornfield, LLP and Tousley Brain Stephens, PLLC, serve as the Debtor's bankruptcy counsel and special counsel, respectively. Orse & Co. is the Debtor's restructuring advisor. YOUNGEVITY INT'L: Declares May Monthly Dividend ----------------------------------------------- Youngevity International, Inc. declares its regular monthly dividend of $0.203125 per share of its 9.75% Series D Cumulative Redeemable Perpetual Preferred Stock (OTCM:YGYIP) for May 2022. The dividend will be payable on June 15, 2022, to holders of record as of May 31, 2022. The dividend will be paid in cash. About Youngevity Chula Vista, California-based Youngevity International, Inc. -- https://ygyi.com -- is a multi-channel lifestyle company operating in three distinct business segments including a commercial coffee enterprise, a commercial hemp enterprise, and a direct marketing enterprise. The Company features a multi country selling network and has assembled a virtual Main Street of products and services under one corporate entity, The Company offers products from the six top selling retail categories: health/nutrition, home/family, food/beverage (including coffee), spa/beauty, apparel/jewelry, as well as innovative services. Youngevity reported a net loss attributable to common stockholders of $52.67 million for the year ended Dec. 31, 2019, compared to a net loss attributable to common stockholders of $23.50 million for the year ended Dec. 31, 2018. As of Dec. 31, 2019, the Company had $89.69 million in total assets, $59.52 million in total liabilities, and $30.17 million in total stockholders' equity. Houston, Texas-based MaloneBailey, LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated June 24, 2021, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. [*] Subchapter V Eligibility Requirements Bankruptcy Developments ----------------------------------------------------------------- Schuyler G. Carroll, Bethany D. Simmons and Noah Weingarten, attorneys at Loeb & Loeb LLP's Restructuring and Bankruptcy practice, wrote on Reuters about the bankruptcy developments in Subchapter V eligibility requirements: A debtor electing to proceed under Subchapter V of the Bankruptcy Code as a Small Business Debtor must meet certain eligibility requirements. A decision on April 12, 2022, by Judge Ernest Robles of the Bankruptcy Court for the Central District of California highlights what appears to be a substantial drafting error in the provisions of Subchapter V that may cause certain Small Business Debtors to be ineligible to proceed under Subchapter V than may have been intended. In In re Phenomenon Marketing & Entertainment, No. 2:22-bk-10132-ER, Judge Robles ruled that a debtor was not eligible to proceed under Subchapter V because the debtor was an "affiliate" of an "issuer" as defined in section 3 of the Securities Exchange Act of 1934 (15 U.S.C. Sec. 78c) (the "Exchange Act"). Under Bankruptcy Code Sec. 1182(1)(B)(iii), affiliates of issuers may not be debtors under Subchapter V. Most significantly, Judge Robles found that the term "issuer" is not limited to publicly traded companies and includes privately held companies. Thus, a debtor with a non-public affiliate may be excluded from proceeding under Subchapter V. Background In Phenomenon Marketing & Entertainment, the debtor ("PME") filed a voluntary Chapter 11 petition and elected treatment under Subchapter V. The court appointed a Subchapter V trustee and authorized PME to reject a commercial lease. The landlord moved for a finding that PME was not eligible to proceed under Subchapter V because it was an "affiliate of one or more entities that were 'issuers.'" The debtor bears the burden of proving eligibility for Subchapter V As a threshold matter, the court observed that Subchapter V does not specify who has the burden of proving a debtor's Subchapter V eligibility. The court followed the "vast majority of courts addressing the issue," finding that the debtor bears the burden of proof to establish eligibility to proceed under Subchapter V. The court expressly rejected the "minority approach," which places the burden of proof on a creditor to prove that a debtor is ineligible, because "Subchapter V offers many advantages to debtors that are unavailable in standard Chapter 11 cases," including: * A debtor does not have to submit a disclosure statement for approval. * A debtor is not required to comply with the absolute priority rule. * A debtor's ownership interests are left intact upon a showing that the debtor will make payments equal to its projected disposable income over the life of the plan. PME failed to prove its eligibility to proceed under Subchapter V because two of PME’s affiliates were issuers Under Bankruptcy Code section 1182(1)(B)(iii), a debtor is not eligible for Subchapter V if it is an "affiliate" of an "issuer." The Bankruptcy Code defines an "affiliate" to be an entity that owns 20 percent or more of the voting securities of a debtor. The definition of "issuer" incorporates the definition from the Exchange Act, which defines an "issuer" to be an issuer of a "security." The Exchange Act broadly defines the term "security" to include, among other things, a "stock" or "investment contract." The Exchange Act does not limit the definition to securities that are publicly traded. In considering the landlord's motion, the court relied on PME's statements that its sole member was Phe.no LLC ("Phe.no") and that Phe.no's sole member was Phenomenon Holdings, LLC ("Holdings"). The court ruled that Phe.no and Holdings were both affiliates of PME — and issuers — and therefore, PME was not eligible to proceed under Subchapter V. Specifically, the court found that Phe.no was an affiliate because it owned 100% of PME as its sole member. The court found that Phe.no was an issuer because it was a corporation — and a corporation, by definition, has either issued or is proposing to issue stock to its stockholders — even though the stock is not publicly traded. The court also found that Holdings was an issuer. The court found that a membership interest in a limited liability company (an "LLC") — such as Holdings — constitutes a security if it is an "investment contract." The court found that an investment contract is "(1) an investment of money, (2) in a common enterprise, (3) with an expectation of profits produced by the efforts of others." PME failed to provide Holdings' operating agreement and thus, the court drew a negative inference that Holdings' LLC interests constituted an investment contract. An issuer does not need to be publicly traded The court also held that an issuer does not need to be publicly traded. PME argued that it was Subchapter V eligible because Sleeping Bear Capital, LLC ("Sleeping Bear") -- a member of the board of managers of Holdings -- was its only affiliate and was not publicly traded. The court rejected this argument, finding that the term security is "extremely broad" and "not limited to securities that trade on public exchanges." Citing to the Exchange Act's definition of a security, the court concluded that "an entity can still qualify as an 'issuer' even if the securities that it issues are not publicly listed." The court observed that at the Bankruptcy Code section 341 meeting, PME's principal testified that Sleeping Bear's objective was to "make investments" and "ultimately create value . . . . and effectively make money . . . for ourselves and our limited partners." The court concluded that it would be "difficult to fathom" how an entity like Sleeping Bear could operate without having issued securities. The court recognized that a debtor may be unfairly disqualified from Subchapter V because one of its major, nonpublic shareholders qualifies as an issuer, and thus recommended that Congress amend the definition of issuer for purposes of Subchapter V to provide that an issuer must be publicly listed. However, the court was obligated to follow the statute's plain meaning. The ruling also highlights another potential error in the drafting of Subchapter V's eligibility requirements: A debtor that is an affiliate of an issuer is ineligible from proceeding under Subchapter V while a debtor that is itself a privately traded issuer is eligible. Practice pointers Parties to a potential Subchapter V case need to carefully scrutinize a debtor's organizational structure to ensure that it is eligible to proceed under Subchapter V and to preclude any collateral liability that might flow from a determination that an affiliate issues securities. Phenomenon Marketing & Entertainment is a cautionary tale for debtors, creditors, and the debtors' affiliates alike: * Debtors should carefully review the organizational structure because it is important to determine a debtor's Subchapter V eligibility. * Creditors objecting to a debtor's Subchapter V election should review the debtor's organizational structure and determine if the debtor has non-individual stakeholders. If so, then the debtor may be disqualified if the stakeholder is found to be an issuer. This case also makes clear that a court is likely to find an LLC to be an issuer of securities if it has investors or an intention of making a profit. [] ABI NYC Bankruptcy Conference Slated for June 10 --------------------------------------------------- The American Bankruptcy Institute's (ABI's) New York City Bankruptcy Conference is scheduled for June 10 at the New York Hilton Midtown in Manhattan. The day-long conference brings together a faculty of New York-area bankruptcy judges with practitioners from the top national insolvency firms in New York City to discuss timely bankruptcy issues. The conference features an expanded workshop format: Each of the six concurrent breakout sessions will be presented twice with different panelists, offering attendees two points of view on the same topic. Additionally, a judges' roundtable featuring a panel of bankruptcy judges from the Southern and Eastern Districts of New York will discuss current bankruptcy case developments. Topical sessions include: * Judges' Roundtable: Selected Current Topics * Mediation in Large Cases * * Bankruptcy Litigation Panel * Update on Topical Issues in Bankruptcy * Recent Confirmation Developments * Impacts of the Global Pandemic on Valuation: "An Invitation for a Fight" * DIP Financing * The State of the Economy and Opportunities for Distressed Investors * Corporate Governance in Distressed Situations, Including the Role of Sponsors and Senior Management * Ethics Panel * Cross-Border Bankruptcy Issues * Mass-Tort Cases: Recurring Issues * Revisiting Bad-Faith Filings: Exiting Chapter 11 * Anatomy of a Hundred-Cent Case: Deconstructing Hertz and Garrett Motion Approval for 7.5 hours of general CLE credit, including 1.25 hours of ethics, is pending in states calculating CLE on a 60-minute hour, and 9 hours of general CLE credit, including 1.5 hours of ethics, are pending in 50-minute-hour states. Nine hours of CPE credit, including 1.5 hours of ethics, are also available. Sandeep Qusba of Simpson Thacher & Bartlett LLP (New York) and Leon Szlezinger of Jefferies are the program chairs for the conference. Bankruptcy Judge Hon. Michael E. Wiles (S.D.N.Y.; New York) serves as the judicial chair. Press interested in attending the New York City Bankruptcy Conference should contact ABI Public Affairs Officer John Hartgen at (703) 894-5935 or jhartgen@abiworld.org. For more information about the New York City Bankruptcy Conference, call ABI at (703) 739-0800 or click https://www.abi.org/hybrid/conference/ny22/page About ABI ABI is the largest multi-disciplinary, nonpartisan organization dedicated to research and education on matters related to insolvency. ABI was founded in 1982 to provide Congress and the public with unbiased analysis of bankruptcy issues. The ABI membership includes nearly 10,000 attorneys, accountants, bankers, judges, professors, lenders, turnaround specialists and other bankruptcy professionals, providing a forum for the exchange of ideas and information. For additional information on ABI, visit http://www.abiworld.org/ For additional conference information, visit http://www.abi.org/calendar-of-events [^] BOOK REVIEW: The Story of The Bank of America ------------------------------------------------- Author: Marquis James and Bessie R. James Publisher: Beard Books Softcover: 592 pages List Price: $31.80 Order your personal copy today at http://www.amazon.com/exec/obidos/ASIN/1587981459/internetbankrupt The Bank of America began as the Bank of Italy in 1904. A. P. Giannini was motivated to found the Bank out of his indignation over the neglect by other banks of the Italian community in San Francisco's North Beach area. Local residents were quickly drawn to Giannini's new type of bank suited for their social circumstances, financial needs, and plans and aspirations. Before Giannini's Bank of Italy, the field was dominated by large, well-connected, and politically influential banks typified by the magnate J. P. Morgan's House of Morgan catering to corporations and the wealthy industrialists and their families of the Gilded Age. Giannini's Bank proved to be a timely enterprise with great potential far beyond its founder's original aims. The early 1900s following the Gilded Age was a time of spreading democratization in American society with large numbers of immigrants being assimilated. It was also a time of considerable industrial growth after the heyday of the tycoons such as Morgan, Rockefeller, and Carnegie in the latter 1800s. Giannini's idea was also helped by the growth of California in its early stages of becoming one of the most prosperous and most populous states. As California grew, so did the Bank of America. A. P. Giannini was the perfect type of individual to oversee the growth of a bank that stood in sharp contrast to the House of Morgan and which reflected broad changes in American society and business. Giannini followed the quick success of his North Beach bank with Bank of Italy branches elsewhere in San Francisco. With the success of these followed branches throughout California's agricultural valleys and Los Angeles as Giannini reached out to populations of other average persons generally ignored by the traditional banks. Throughout the rapid growth of his bank, Giannini never lost touch with his original motive for creating a bank suited for the average individual. When he died at 80 years of age in 1949, he lived in the same house as he did when he opened the original Bank of Italy; and his estate was less than half a million dollars. Throughout all the stages of the Bank of America's growth, business recessions and depressions, and changes in American society, including increased government regulation, the Bank continued to reflect its founder's purposes for it. In the 1920s, the Bank of Italy became a part of the corporation Transamerica. In 1930, the Bank was merged with the Bank of America of California. The newly formed bank was given the name the Bank of America National Trust and Savings Association, with Giannini appointed as chairman of the committee to work out the details of the merger. In 1930, he selected Elisha Walker to head Transamerica so he could be free to pursue his interest of establishing a national bank with the same goals and nature as his original Bank of Italy. But becoming alarmed over Walker's proposed measures for dealing with the pressures of the Depression, Giannini waged a battle involving board members, stockholders, and allies he had worked with in the past to regain control of Transamerica. In 1936, A. P. Giannini's son, Lawrence Mario, succeeded his father as president of Bank of America, with A. P. remaining as chairman of the board. The story of Bank of America is largely the story of A. P. Giannini: his ideas, his values, his ambitions, his goals, his personality. The co-authors follow the stages of the Bank's growth by focusing on the genteel, yet driven and innovative, A. P. Giannini. There's a balance of basic business material such as stock prices, rationale of momentous business decisions, and balance-sheet data, with portrayals of outsized characters of the time. Among these, besides Giannini, are the federal government official Henry Morgenthau and Charles Stern, California's superintendent of banks in the early 1900s. With this balance, The Story of the Bank of America is an engaging and informative work for readers of more technical business books and human-interest business stories alike. ********* 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 ***