/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/220812.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, August 12, 2022, Vol. 26, No. 223 Headlines 36TH STREET: Wins Cash Collateral Access Thru Sept 30 77 VARET: Sept. 22 Public Auction for LLC Interests Set ACM DEVELOPMENT: Wins Cash Collateral Access Thru Sept 29 AEARO TECHNOLOGIES: 3M, Veterans Fight Over Bankruptcy Bid ALLEGIANT TRAVEL: Moody's Rates New Senior Secured Notes 'Ba3' ALLEGIANT TRAVEL: S&P Rates New $500MM Senior Secured Notes 'BB-' ALLTHINGS INC: Taps Law Offices of Robert H. Gourley as Counsel ALTERA INFRASTRUCTURE: Incurs $40 Million Net Loss in 2nd Quarter ARMSTRONG FLOORING: Completes $59M Asian Sale to Giant ARTIVION INC: S&P Alters Outlook to Negative, Affirms 'B' ICR ASURION GROUP: S&P Rates New $1.184BB Term Loan B-10 'B+' ASURION LLC: Moody's Rates New $1.5BB First Lien Loans 'Ba3' AVINGER INC: Launches $5M Direct, Private Placement Offerings BEST CAPITAL: Plea to Access Cash Denied Amid Dismissal Bid BLT RESTAURANT: $50,000 DIP Loan from JL Holdings Wins Final OK CADIZ INC: Odey Asset Investors Acquire 6.5% Equity Stake CANO HEALTH: Appoints Bob Camerlinck as COO, Amy Charley as CAO CANOPY GROWTH: Reports First Quarter Net Loss of C$2.09 Billion CELSIUS NETWORK: Drops Move to Rehire Ex-CFO Rod Bolger CELSIUS NETWORK: Texas Regulators Say Crypto Sale Plans Too Risky CENTER CITY HEALTHCARE: Ex-Owners Reach Real Estate Deal in Ch. 11 CGSRE ACQUISITION: Case Summary & Five Unsecured Creditors CHRIS PETTIT & ASSOCIATES: Trustee Seeks Court Okay to Sell Mansion COINBASE GLOBAL: Posts $1.09 Billion Net Loss in Second Quarter CONSTRUCTION MODERN: Case Summary & Two Unsecured Creditors CORSAIR GAMING: S&P Alters Outlook to Negative, Affirms 'BB-' ICR CORSICANA BEDDING: U.S. Trustee Objects to Employee Bonuses COSMOS HOLDINGS: CEO Has 39.2% Stake as of July 29 CUENTAS INC: Reaches Deal With CIMA to Resolve License Issues CYTODYN INC: Finds Material Error in Previously Filed Financials DALTON CRANE: Files Emergency Bid to Use Cash Collateral DIAMOND SCAFFOLD: Seeks to Hire Ratcliff CPA as Accountant DIOCESE OF ROCKVILLE: Bishop Libasci Abuse Suit Stalled by Ch. 11 EASCO BOILER: Wins Final Cash Collateral Access EDUCATIONAL TRAVEL: Files Chapter 11 Subchapter V Case EYEPOINT PHARMACEUTICALS: Incurs $19.4M Net Loss in 2nd Quarter FORUM ENERGY: Posts $9.3 Million Net Income in Second Quarter FREE SPEECH: Jones' Attys. Could Face Disciplinary Action in Conn. FREE SPEECH: To Face Greater Probe After Jones Defamation Verdict HAWAIIAN HOLDINGS: Revises Director Nomination Notice Procedures HIE HOLDINGS: Subsidiary Seeks Cash Collateral Use, Secured Debt HIGHLAND PROPERTY: Amends Secured Investment High Yield Claim Pay JUST BELIEVE: Wins Cash Collateral Access K&N ENGINEERING: Hires Advisers for Debt Talks KOPIN CORPORATION: Incurs $5.65 Million Net Loss in Second Quarter LASHLINER INC: Files Chapter 11 Subchapter V Case LOUISVILLE PROCESSING: Wins Cash Collateral Access Thru Aug 29 MAGIC DESIGNS: Has Deal on Cash Collateral Access MAGNACOUSTICS INC: Taps Mayerson and Hartheimer as Legal Counsel MALLINCKRODT PLC: Noteholders Want to End Default Payment Appeal MARINE WHOLESALE: Seeks Interim Cash Collateral Access MARTINEZ QUALITY: Wins Cash Collateral Access Thru Sept 2 MATHESON FLIGHT: Creditors Panel Appointed in Affiliate's Case MEDWED PROPERTIES: Voluntary Chapter 11 Case Summary MODERN LAND: NY Judge Glenn Quells Ch. 15 Doubts of HK Judge NABORS INDUSTRIES: Incurs $69.9 Million Net Loss in Second Quarter NEW COAT PAINTING: Files Emergency Bid to Use Cash Collateral NEW HAPPY FOOD: Taps Rountree Leitman Klein & Geer as Legal Counsel NINE ENERGY: Incurs $978K Net Loss in Second Quarter NS8 INC: Chapter 11 Trustee Seeks Documents From Ex-CEO Adam Rogas NUZEE INC: Terminates Equity Distribution Pact With Maxim Group O-I GLASS: Moody's Assigns 'Ba3' CFR & Alters Outlook to Stable OSG GROUP: DOJ Says Proposed Bankruptcy Timeline Too Fast OSG GROUP: Wins Cash Collateral Access, $26 MM DIP Loan PANHANDLE EASTERN: Moody's Affirms Ba1 Rating on Jr. Sub. Bond PAVERS INC: Crushed Rock Supplier Files Subchapter V Case PEAK PROPERTY: Gets Court Approval to Hire Real Estate Brokers PEAK PROPERTY: Taps Wadsworth Garber Warner as Special Counsel PEGASUS SERVICES: Taps William G. Haeberle P.A. as Accountant PLAYA HOTELS: Posts $30.5 Million Net Income in Second Quarter POST OAK TX: Wins Interim Cash Collateral Access PREMIER PAVING: Wins Cash Collateral Access Thru Aug 19 REVLON INC: $1.4 Billion in DIP Loans Win Final OK REVLON INC: Appointment of Non-Insider Equity Holders Panel Sought RGIS HOLDINGS: S&P Withdraws 'B-' Issuer Credit Rating SAVANNAH CAPITAL: Property Sale Proceeds to Fund Plan Payments SKILLZ INC: Incurs $60.6 Million Net Loss in Second Quarter SOMM INC: Seeks to Hire 'Ordinary Course' Professionals SOMM INC: Taps MCA Financial Group as Restructuring Advisor SOUTH EDGE: Seeks Cash Collateral Access TALEN ENERGY: Parent Slows Down $1.9 Billion Equity Offering TBC COMPANIES: In Chapter 11 With Plan to Wrap Up by Sept. 30 TBC COMPANIES: Seeks Cash Collateral Access TBC COMPANIES: Unsecured Creditors Will Get 16% of Claims in Plan TECHNICAL COMMUNICATIONS: Incurs $842K Net Loss in Third Quarter THOMAS BEESON: Miriam R. Stein Appointed as Chapter 11 Trustee TRINSEO PLC: S&P Alters Outlook to Positive, Affirms 'B' ICR VIVAKOR INC: Closes $37.4MM Acquisition of Silver Fuels, White Claw VPR BRANDS: Settles Patent Infringement Suit With Myle Vape, MVH I WL HOUSTONS: Unsecured Creditors Will Get 100% of Claims in Plan WP REALTY: Unsecureds to Recover Between 12% & 100% Dividend ZOHAR FUNDS: Lynn Tilton Cleared $45 Mil. Bank Fraud Claim [^] BOOK REVIEW: THE ITT WARS: An Insider's View ********* 36TH STREET: Wins Cash Collateral Access Thru Sept 30 ----------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of New York authorized 36th Street Property Inc. and HR 442 Corp. to use cash collateral on an interim basis in accordance with its agreement with secured lender, Wilmington Trust, National Association, As Trustee For The Benefit of the Registered Holders of UBS Commercial Mortgage Trust 2019-C17, Commercial Mortgage Pass-Through Certificates Series 2019-C17. Pursuant to a loan agreement between the Debtors, as borrowers, and Ladder Capital Finance LLC, the Original Lender made a loan to the Debtors in the original principal amount of $14,200,000. The Debtors are jointly and severally liable for all obligations under the Loan. To evidence their indebtedness under the Loan Agreement, on September 3, 2019, the Debtors executed and delivered to the Original Lender a consolidated, Amended and Restated Promissory Note in the original principal amount of $14,200,000. To secure payment of the Note, on September 3, 2019, the Debtors executed, acknowledged and delivered a mortgage to the Original Lender. The Mortgage granted a first mortgage lien on the Property and a security interest in the Debtors' personal property to the Original Lender. On September 6, 2019, the Original Lender duly recorded the Mortgage against the Property in the Office of City Register of the City of New York as City Register File Number 2019000286575 and duly paid the mortgage recording taxes. As additional collateral security for the payment of the Loan, the Debtors executed, acknowledged, and delivered to the Original Lender an Assignment of Leases and Rents (ALR) dated as of September 3, 2019, pursuant to which the Debtors, inter alia, granted to the Original Lender a security interest in all Leases and Rents generated by the Property, which includes all Hotel revenue. On September 6, 2019, the Original Lender duly recorded the ALR in the City Register's Office as CRFN 2019000286576. The Original Lender further perfected its security interests in its collateral by filing UCC financing statements with the New York Secretary of State and New York City's Register Office with respect to the Debtors on September 3, 2019, bearing Filing Numbers 2019090930403150 and 2019090930403162. By virtue of, inter alia, a series of allonges to the Note, assignments of the Mortgage, and assignments of the ALR, Wilmington Trust acquired all of right, title and interest in and to the Note, the Mortgage, the ALR. As of the Petition Date, the total indebtedness due to the Secured Noteholder under the Loan was at least $21,360,276. The Debtors acknowledge and admit the indebtedness under the Note constitutes valid and binding obligations of the Debtors. The Debtor is permitted to use cash collateral in accordance with the budget, with a 10% variance. As adequate protection, the Secured Noteholder is granted replacement security interests and liens on all the Debtors' assets and property. The Replacement Liens are deemed valid, binding, enforceable and perfected upon entry of the Order and no further notice, filing, recording or order will be required to validate or perfect the Replacement Liens. The Replacement Liens will attach in the same order of priority that existed under applicable non-bankruptcy law as of the Petition Date. No later than the third business day of each month, the Debtors will make an adequate protection payment to the Secured Noteholder in an amount equal to the lesser of: (i) the Debtors' monthly payment under the Loan Documents; or (ii) amount of cash held by the Debtors on the last day of the previous month minus $30,000. The Secured Noteholder will apply the Adequate Protection Payment to the Loan in a manner permitted under the terms of the Loan Documents. As additional adequate protection, if and to the extent that the Replacement Liens prove insufficient to adequately protect the interests of the Secured Noteholder in the Collateral, then Secured Noteholder will have a super-priority administrative claims against the Debtors under section 507(b) of the Bankruptcy Code. The Post-Petition Liens will be subject to: (a) all fees required to be paid to the Clerk of the Bankruptcy Court during these Chapter 11 proceedings; (b) all fees payable to the United States Trustee pursuant to 28 U.S.C. section 1930(a); (c) reasonable fees and expenses incurred by a trustee appointed pursuant to section 726(b) of the Bankruptcy Code in an amount not exceeding $10,000; and (d) to a carve-out of $5,000 per month for the fees and expenses of Debtors' bankruptcy counsel, which carve out will not exceed a total of $75,000 in the Bankruptcy Cases. The Debtors' right to use cash collateral under the Order will terminate on the earlier to occur of the following: (i) an Event of Default, (ii) an order of the Court terminating the use of the Cash Collateral, (iii) the closing of a sale of the Property; or (iv) September 30, 2022 at 5:00 p.m. (Eastern Time). These events constitute an "Event of Default": a. Any violation or breach of any of the terms of the Order by the Debtors; b. Conversion of either of these bankruptcy cases to one under Chapter 7 of the Bankruptcy Code; c. The appointment under section 1104 of Bankruptcy Code of a trustee or an examiner in either of these bankruptcy cases; d. The dismissal of either of these Bankruptcy Cases under section 1112 of the Bankruptcy Code; (v) entry of an order under section 305 of Bankruptcy Code dismissing, staying, suspending or abstaining from hearing either of these bankruptcy cases; e. The lifting of the automatic stay under section 362 of the Bankruptcy Code with respect to the Debtors' interest in any of the Collateral; or (vii) the entry of any order modifying, reversing, revoking, staying, rescinding, vacating, or amending the Order without the prior express written consent of the Secured Noteholder. A copy of the order is available at https://bit.ly/3PcSUov from PacerMonitor.com. About 36th Street Property Inc. 36th Street Property Inc. is primarily engaged in renting and leasing real estate properties. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.Y. Case No. 22-40563) on March 22, 2022. In the petition signed by Ae Sook Choi, president, the Debtor disclosed up to $50,000 in assets and up to $50 million in liabilities. Judge Jil Mazer-Marino oversees the case. Lawrence Morrison, Esq., at Morrison Tenenbaum is the Debtor's counsel. 77 VARET: Sept. 22 Public Auction for LLC Interests Set ------------------------------------------------------- In accordance with the applicable provisions of the Uniform Commercial Code, Dime Community Bank ("Secured Party") will sell all of the limited liability company interests held by 77 Varet Holding Corp. ("Debtor") in 162-164 82nd St. LLC ("Pledged Entity") to the highest qualified bidder at a public sale on Sept. 22, 2022, at 11:00 a.m., remotely from the offices of Windels Marx Lane & Mittendorf LLP, 156 West 56th Street, 22nd Floor, New York, New York 10019, with access afforded in person and by remote auction via the Cisco WebEx Platform or web-based video conferencing and telephonic conferencing program selected by the Secured Party. The Secured Party's understanding is that the principal asset of the Pledged Entity is the parcels of real property commonly known as 162 and 164 East 82nd Street, New York, New York (Block 1501, Lots 46 and 45, respectively). The collateral will be sold to the highest qualified bidder; provided, however, that the Secured Party reserves the right to cancel the sale in its entirety, or adjourn the sale to a future date. The sale will be conducted by: Mannion Auctions LLC Attn: Matthew D. Mannion 305 Broadway, Suite 200 New York, New York Tel: (212) 267-6698 Email: info@mannionauctions.com Interested parties who intend to bid on the Debtor's assets must contact: Rosewood Realty Group Attn: Greg Corbin 152 W 57th Street, 5th Floor New York NY 10019 Email: Greg@rosewoodrg.com Tel: (212) 359-9904 77 Varet Holding Corp. was established on March 5, 1986, as a domestic business corporation type registered at 919 Third Avenue New York. ACM DEVELOPMENT: Wins Cash Collateral Access Thru Sept 29 --------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Orlando Division, authorized ACM Development, LLC to use cash collateral on an interim basis through the continued hearing scheduled on September 29, 2022. The Debtor is permitted to use cash collateral to pay: (a) amounts expressly authorized by the Court; (b) the current and necessary expenses set forth in the budget, plus an amount not to exceed 10% for each line item; and (c) additional amounts as may be expressly approved in writing by Cogent Bank, CT Corporation System, as representative of Lucid Tech, LLC, Libertas Funding, LLC, and Seaside National Bank & Trust. As adequate protection, Cogent, Lucid, Libertas and Seaside will have perfected post-petition liens against cash collateral to the same extent and with the same validity and priority as their prepetition liens, without the need to file or execute any documents as may otherwise be required under applicable non-bankruptcy law. As further adequate protection, Cogent is granted a post-petition first priority security interest and lien upon the Debtor's Employee Retention Tax Credit, to the extent Cogent's diminishment in value of its collateral from the Petition Date. The lien granted to Cogent to the ERTC will be valid and perfected as of the petition date without the need for execution or filing of any further document or instrument that may be required under applicable non-bankruptcy law. The Debtor will maintain insurance coverage for its property and operations in accordance with their obligations as debtors-in-possession and as required under the loan and security documents with the Secured Creditors. Proof of coverage will be provided upon request. A continued hearing on the matter is scheduled for September 29 at 10 a.m. A copy of the order and the Debtor's budget for the period from July to September 2022 is available at https://bit.ly/3QfDYr6 from PacerMonitor.com. The budget provides for total expenses, on a monthly basis, as follows: $581,971 for July 2022; $430,006for August 2022; and $500,006 for September 2022 About ACM Development ACM Development, LLC provides excavation services and is based in Ocoee, Fla. ACM Development filed a petition for Chapter 11 protection (Bankr. M.D. Fla. Case No. 22-00210) on Jan. 20, 2022, listing up to $10 million in assets and up to $50 million in liabilities. Eric R. Mynhier, manager, signed the petition. Judge Lori V. Vaughan oversees the case. The Debtor tapped Latham, Luna, Eden & Beaudine, LLP and Duerr & Cullen CPAs, P.A. as its legal counsel and accountant, respectively. AEARO TECHNOLOGIES: 3M, Veterans Fight Over Bankruptcy Bid ---------------------------------------------------------- Martina Barash of Bloomberg Law reports that the federal court overseeing vast litigation against 3M Co. and its Aearo Technologies LLC subsidiary over allegedly ineffective combat earplugs will quickly address arguments that the service members' suits should continue against 3M despite Aearo's bankruptcy filing. More than 290,000 product liability lawsuits filed against 3M and Aearo by service members claiming the earplugs failed to protect them from harm have been consolidated for pre-trial litigation in a Pensacola, Fla., federal court. Judge M. Casey Rodgers of the US District Court for the Northern District of Florida said Aug. 5, 2022 that she would conduct a hearing within a week. A full-text copy of the report is available at https://news.bloomberglaw.com/bankruptcy-law/3m-veterans-spar-over-effect-of-earplug-makers-bankruptcy-bid About Aearo Technologies Aearo Technologies -- https://earglobal.com/en -- is a 3M company that designs, manufactures, and sells personal protection equipment. The Company offers prescription and non-prescription safety eye wear, face shields, hard hats, and respirators. Aearo serves customers worldwide. To address claims related to the Combat Arms Earplugs Version 2, Aearo Technologies LLC and its affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Ind. Lead Case No. 22-02890) on July 26, 2022. In the petition filed by John R. Castellano, as authorized signatory, Aearo Technologies estimated assets and liabilities between $1 billion and $10 billion each. 3M is not a debtor in the Chapter 11 cases. 3M has committed $1 billion to fund a trust allocated for Combat Arms claims. Kirkland & Ellis LLP is serving as legal counsel and AlixPartners LLP is serving as restructuring advisor to Aearo Technologies. Ice Miller LLP, is serving as bankruptcy co-counsel to the Debtors. Kroll is the claims agent. PJT Partners is serving as financial advisor and White & Case LLP is serving as legal counsel to 3M. ALLEGIANT TRAVEL: Moody's Rates New Senior Secured Notes 'Ba3' -------------------------------------------------------------- Moody's Investors Service assigned a Ba3 rating to Allegiant Travel Company's new senior secured notes due August 2027. Allegiant will use the proceeds plus some cash on hand to retire its existing term loan, of which about $530 million was outstanding at June 30, 2022. The company's other ratings including the Ba3 corporate family rating and the stable outlook are unaffected by the refinancing of the term loan. Assignments: Issuer: Allegiant Travel Company Senior Secured Regular Bond/Debenture, Assigned Ba3 (LGD3) RATINGS RATIONALE The Ba3 corporate family rating reflects the financial benefits of Allegiant's differentiated airline operating model that results in limited competition across about 75% of its routes. Moody's expects Allegiant to continue to achieve one of the highest operating margins of the airlines it rates. Moody's also expects debt-to-EBITDA of about 5.5x at the end of 2022 and approaching 4.0x at the end of 2023. The full utilization of the $350 million Sunseeker Hotel construction loan, as well as debt that Allegiant will arrange to fund aircraft purchases – particularly the 50 Boeing 737 MAXes on order – will increase reported debt through 2025, keeping debt-to-EBITDA near the mid-4x level. Growth in the network and improved operating expense rates as the company inducts the more fuel, emission and maintenance efficient 737-7s and -8200s into its operations will support operating margins in the low double digits. The sustained high capital investment in the fleet that will weigh on free cash flow through 2025 and execution risk associated with the Sunseeker resort project are balancing factors against the company's relatively strong airline operating performance. Financial policy will remain conservative, with limited returns to shareholders given the negative free cash flow and the company's pursuit of lower financial leverage. Good liquidity supports the Ba3 rating. Moody's expects cash and short-term investments to remain above $900 million through 2025 and the company to maintain at least $100 million of committed revolving credit facilities. Annual free cash flow will be negative, between negative $250 million and $350 million while the company receives its 737s between 2023 and 2025. The stable outlook reflects Moody's expectations for improving earnings and margins and financial leverage, notwithstanding increases in debt as the company grows its fleet. The industry-wide shortage of pilots, to which Allegiant is subject, will slow the pace of growth in the company's earnings in upcoming years. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATING Sustaining positive free cash flow will be important before consideration of a higher rating. With positive free cash flow, the ratings could be upgraded if Allegiant maintains strong liquidity, with cash and short-term investments remaining above $700 million. Improved credit metrics, including debt-to-EBITDA sustained below 3.5x could also support an upgrade. The ratings could be downgraded if operating challenges or changes to the company's financial policy result in debt-to-EBITDA being sustained above 4.5x beyond 2023 or the company sustains a decline in operating margin to below 10%. Deterioration in liquidity, such that cash and short-term investments fall below $750 million while reported debt remains above $2.0 billion could also lead to a ratings downgrade. The principal methodology used in this rating was Passenger Airlines published in August 2021. Allegiant Travel Company, headquartered in Las Vegas, Nevada, is a publicly traded operator of a low-cost passenger airline marketed to leisure travelers in small cities, selling air travel, hotel rooms, rental cars and other travel related services on a stand-alone or bundled basis, for travel across the U.S. Allegiant reported $1.7 billion of revenue in 2021. ALLEGIANT TRAVEL: S&P Rates New $500MM Senior Secured Notes 'BB-' ----------------------------------------------------------------- S&P Global Ratings assigned its 'BB-' issue-level rating and '2' recovery rating to U.S.-based leisure travel company Allegiant Travel Co.'s proposed $500 million senior secured notes due 2027. The '2' recovery rating indicates its expectation of substantial (70%-90%; rounded estimate: 70%) recovery in the event of a default. The company intends to use proceeds from these notes, along with some cash on hand, to repay its currently outstanding $533 million term loan B due February 2024. The transaction will also include a proposed $75 million revolving credit facility due 2027 (not rated; undrawn at close). S&P's issue-level rating on Allegiant's existing $150 million senior secured notes due 2024 remains 'BB-'. Its '2' recovery rating is unchanged, though S&P revised its rounded estimate to 70% from 75% based on the company's revised capital structure. The proposed notes and revolving credit facility will be secured on a pari passu basis with the existing senior secured notes, with a first lien on all of the assets of the borrower other than aircraft and spare engines. The facility will be guaranteed by all of Allegiant Travel Co.'s subsidiaries other than Sunseeker Resorts Inc. and its related subsidiaries. S&P's 'B+' issuer credit rating on Allegiant is unchanged and continues to reflect its relatively small market share in the U.S. airline industry and low-operating-cost structure. ISSUE RATINGS--RECOVERY ANALYSIS Key analytical factors -- S&P said, "We assigned our 'BB-' issue-level rating to the company's proposed $500 million senior secured notes. This is based on a '2' recovery rating, that indicates our expectation of substantial (70%-90%; rounded estimate: 70%) recovery in the event of a default." -- S&P's 'BB-' issue-level rating and '2' recovery rating on the company's existing $150 million senior secured notes are unchanged, although it revised its rounded estimate to 70% from the current 75% based on the revised capital structure. -- The revolving credit facility and senior secured notes are secured on a pari passu basis, with a first lien on all the assets of the borrower and its restricted subsidiaries other than aircraft and spare engines (as well as Sunseeker). The company also benefits from fleet equity after satisfying aircraft secured notes. -- In addition, Allegiant and some of its fleet-owning subsidiaries also provide an unsecured guarantee to debt incurred at Sunseeker. S&P considers claims arising from the guarantee junior to the rated facilities. Simulated default assumptions: -- Year of default: 2026 -- S&P's simulated default scenario assumes Allegiant would not reorganize in bankruptcy and instead be liquidated. -- S&P's valuations reflect our estimate of the value of various assets at default based on net book value for current assets, and market appraisals for aircraft as adjusted for expected realization rates in a distressed scenario. Simplified waterfall: -- Net recovery value for waterfall after administrative expenses: $908 million. -- Valuation split (obligors/nonobligors): 48%/52% -- Value distributed to aircraft secured claims: $384.5 million -- Value available to rated senior secured (non-aircraft) claims: $523.5 million -- Estimated senior secured claims: $741.3 million --Recovery expectations: 70%-90% (rounded estimate: 70%) ALLTHINGS INC: Taps Law Offices of Robert H. Gourley as Counsel --------------------------------------------------------------- Allthings, Inc. received approval from the U.S. Bankruptcy Court for the Western District of North Carolina to employ the Law Offices of Robert H. Gourley, Jr., P.A. to serve as legal counsel in its Chapter 11 case. The firm's services include: a. providing the Debtor with legal advice concerning its responsibilities and the continued management of its business; b. negotiating, preparing and pursuing confirmation of a Chapter 11 plan, and approval of disclosure statement and all related reorganization documents; c. preparing legal papers; d. appear at court hearings; e. prosecuting and defending the Debtor in all adversary proceedings related to its Chapter 11 case. f. performing all other necessary legal services for the Debtor. The Law Offices of Robert H. Gourley will be paid at these rates: Robert H. Gourley, Jr. $250 per hour Paralegal $135 per hour Staff $65 per hour The firm will also be reimbursed for its out-of-pocket expenses. Robert Gourley, Jr., Esq., a partner at the firm, 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: Robert H. Gourley, Jr., Esq. Law Offices of Robert H. Gourley, Jr., P.A. 249 E Broad St. Statesville, NC 28677 Tel: (704) 872-5051 Email: bgourleyjr@ggglaw.com About Allthings Inc. Allthings, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D.N.C. Case No. 22-50141) on June 20, 2022, listing up to $1 million in assets and up to $50,000 in liabilities. Latoya Smith, president, signed the petition. Judge Laura T. Beyer oversees the case. Robert H. Gourley, Jr., Esq., at the Law Offices of Robert H. Gourley, Jr., P.A. is the Debtor's counsel. ALTERA INFRASTRUCTURE: Incurs $40 Million Net Loss in 2nd Quarter ----------------------------------------------------------------- Altera Infrastructure L.P. reported a net loss of $39.99 million on $296.23 million of revenues for the three months ended June 30, 2022, compared to a net loss of $28.49 million on $266.94 million of revenues for the three months ended June 30, 2021. For the six months ended June 30, 2022, the Company reported net income of $12.92 million on $619.89 million of revenues compared to a net loss of $22.59 million on $539.69 million of revenues for the same period in 2021. As at June 30, 2022, the Company had $3.83 billion in total assets, $3.71 billion in total liabilities, and $115.92 million in total equity. As at June 30, 2022, the Partnership had total liquidity of $186 million, compared to $241 million as at June 30, 2021, representing a decrease of $55 million. A full-text copy of the press release is available for free at: https://www.sec.gov/Archives/edgar/data/0001382298/000138229822000017/alteraq2-22erdocument.htm About Altera Altera Infrastructure L.P. is an international infrastructure services provider to the offshore oil and gas industry, focused on the ownership and operation of critical infrastructure assets in offshore oil regions of the North Sea, Brazil and the East Coast of Canada. The Company has the following five operating segments which are organized based on how management views business activities within particular sectors: FPSO, Shuttle Tanker, floating storage and off-take (or FSO), Units for Maintenance and Safety (or UMS) and Towage. Altera reported a net loss of $136.45 million for the year ended Dec. 31, 2021, a net loss of $346.16 million for the year ended Dec. 31, 2020, and a net loss of $159.07 million for the year ended Dec. 31, 2019. As of Dec. 31, 2021, the Company had $3.88 billion in total assets, $3.78 billion in total liabilities, and $100.68 million in total equity. * * * As reported by the TCREUR on Sept. 7, 2021, Fitch Ratings upgraded Altera Infrastructure L.P.'s (Altera) Issuer Default Rating (IDR) to 'CCC+' from 'C'. Fitch said Altera's ratings reflect expectations for cash flow stability supported by medium-to-long-term, fixed-fee contracts with large counterparties. In September 2021, Moody's Investors Service affirmed Altera Infrastructure's Caa1 Corporate Family Rating. ARMSTRONG FLOORING: Completes $59M Asian Sale to Giant ------------------------------------------------------ Armstrong Flooring, Inc., has completed its $59 million sale of its Asian operations to Zhejiang GIMIG Technology Co., Ltd. As previously disclosed, following evaluation of all qualified bids for the assets of the Company, the Company entered into: (a) a binding Asset Purchase Agreement (the "North America Purchase Agreement"), dated as of July 10, 2022, by and among the Debtors and a consortium of buyers consisting of AHF, LLC, a Delaware limited liability company, and Gordon Brothers Commercial & Industrial, LLC, a Delaware limited liability company, for the sale of substantially all of the Company's North American assets for a purchase price of $107 million in cash (subject to certain adjustments) and assumption of certain specified liabilities, including certain cure claims and certain equipment leases; (b) a binding Asset Purchase Agreement (the "Australia Purchase Agreement"), dated as of July 11, 2022, by and among the Company and Armstrong Flooring Pty Ltd, an Australian company limited by shares ("AFI Australia"), and Braeside Mills Investments Pty Ltd, Gippsland Lakes Victoria Holdings Pty Ltd, and HS McKendrick Family Nominees Pty Ltd as trustee of the Mills Unit Trust, for the sale of substantially all of AFI Australia's assets for a purchase price of $31 million in cash and the assumption of certain specified liabilities; and (c) a Stock Purchase Agreement (the "Asia Purchase Agreement"), dated as of July 11, 2022, by and between the Company and Zhejiang GIMIG Technology Co., Ltd., a company established under the laws of the People's Republic of China ("Giant"), pursuant to which Giant agreed to purchase the equity interests of Armstrong Flooring Hong Kong Limited, a private company limited by shares incorporated in Hong Kong and wholly owned subsidiary of the Company ("AFI Hong Kong"), for a purchase price of $59 million in cash. The Purchase Agreements were approved by the Bankruptcy Court on July 13, 2022. On Aug. 1, 2022, the Company consummated the transactions contemplated by the Asia Purchase Agreement and closed on the sale of the equity interests of AFI Hong Kong to Giant. The Company continues to cooperate with the Bankruptcy Court and work alongside its secured creditors to continue operating its business in Australia while it closes the remaining sale transaction. About Armstrong Flooring Armstrong Flooring, Inc. (NYSE: AFI) -- https://www.armstrongflooring.com/ -- is a leading global manufacturer of flooring products and one of the industry's most trusted and celebrated brands. The company continually builds on its resilient, 150-year legacy by delivering on its mission to create a stronger future for customers through adaptive and inventive solutions. Headquartered in Lancaster, Pennsylvania, Armstrong Flooring safely and responsibly operates eight manufacturing facilities globally. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10426) on May 8, 2022. In the petition signed by Michel S. Vermette, president and chief executive officer, the Debtor disclosed $517,000,000 in assets and $317,800,000 in liabilities. Judge Mary F. Walrath oversees the case. Skadden, Arps, Slate, Meagher and Flom, LLP is the Debtor's counsel. Riveron Consulting, LP is the financial advisor, Houlihan Lokey is the investment banker, and Epiq Corporate Restructuring, LLC, is the claims and noticing agent and administrative advisor. ARTIVION INC: S&P Alters Outlook to Negative, Affirms 'B' ICR ------------------------------------------------------------- S&P Global Ratings revised the outlook to negative from stable, and affirmed its 'B' ratings on Cardiovascular medical devices manufacturer Artivion Inc. S&P said, "The negative outlook reflects our expectation that the company's financial results could remain challenged by ongoing macroeconomic and industry trends. We could lower our rating over the next 12 months if the company's financial metrics do not improve sufficiently, leading us to believe credit metrics will be pressured for an extended period." The challenging operating environment creates an elevated risk for continuous elevated leverage and cash flow deficits. The company's operating margins and cash flow generation in the first half of 2022 were significantly impaired by industrywide challenges (i.e. elevated raw materials and freight cost, supply chain disruptions that create shortage of critical components, and staff shortage in hospitals that result in procedure delays). The company's accelerated investment in development projects also contributed to the margin pressure. The company's adjusted EBITDA margin in the first half of 2022 dropped to 14.3% from 20.5% in the first half of 2021. This resulted in S&P Global Ratings-adjusted leverage of 8.7x at the end of the second quarter 2022, compared to 7.6x at the end of 2021. S&P said, "We believe Artivion has a differentiated product portfolio and pricing power that will help it to partially offset some of the headwinds, but expect the company's profitability to remain pressured in 2022-2023. We also note that some of the margin compression stemmed from the company's accelerated investment in research and development (R&D) that supports its future growth. Although it adds to the pressure on near-term credit metrics, we believe R&D is critical to maintaining (and potentially growing) its competitive position. "In our base-case scenario, we assume high-single-digit organic growth over the next few years. At the same time, in the current expense environment the projected solid revenue growth may not be sufficient to facilitate deleveraging over the next 12-18 months, in our view. We now expect the company's adjusted EBITDA to lag the strong revenue growth due to the abovementioned headwinds. In addition, the company's significant sales in Europe expose it to euro/dollar exchange rate fluctuations, and a recent depreciation of euros versus U.S. dollars creates an additional financial headwind. "Thus, we see a risk that the company's leverage may remain elevated above 8x in 2022 and potentially in 2023, absent mitigating measures (i.e. additional price increases and cost management). We believe these factors, in combination with significant working capital investments and increasing interest rates, will reduce the company's cash generation in 2022. At the same time, we think it is likely the company will receive a milestone payment of $19 million as per its agreement with Baxter International Inc., and this will help offset cash flow deficits in 2022. Including the milestone payment, we now expect the company's reported free operating cash flow to be in $5 million-$10 million range. If the milestone payment is delayed to 2023, possibly due to a delay in the FDA approval of the product under agreement (PerClot), our base case suggests the company's FOCF will remain negative." The company's financial metrics may no longer be commensurate with a 'B' rating if the inflationary pressures persist and the company's EBITDA margin profile remains suppressed in the second half of 2022 with limited prospects for improvement in 2023. S&P said, "We believe Artivion's portfolio is well-positioned for growth in the coming years, providing an avenue for deleveraging. The company has a meaningful pipeline of new products that it plans to launch over the next few years. For example, new regulatory approvals for PROACT Mitral (a change in On-X mitral valve labeling to be the only mechanical mitral valve indicated for a lower dose Coumadin (warfarin) regimen, expected this year), PROACT Xa (On-X aortic valve with apixaban rather than warfarin, which should expand the patient cohort for On-X), PerClot (under agreement with Baxter, expected by the end of 2022), and AMDS (aortic arch remodeling device) present a meaningful growth opportunity. In addition, we believe the company's existing portfolio of specialized thoracic and abdominal stent grafts are well positioned for organic expansion. We think these new products will provide some pricing advantage in addition to potential market share gains. "Artivion's expenses have exceeded our expectations, and we are uncertain when margins will benefit from price increases and moderating inflation. We expect revenue to continue to grow when expense inflation moderates, so we see the potential for deleveraging in the next 12-18 months. In addition, the company has historically operated at lower leverage levels, so we think the company's financial policy is generally supportive of deleveraging. "The negative outlook reflects our expectation that the company's financial results could remain challenged by ongoing macroeconomic trends. We see elevated risk to our base case for adjusted debt to EBITDA of 7.5x-8.0x and adjusted free operating cash flow to debt of 3%. "We could lower the rating on Artivion if we expect its S&P Global Ratings-adjusted leverage remains above 8x and adjusted free cash flow to debt remains materially below 3% with limited prospects for improvement. This could occur if the company is unable to offset the cost headwinds, or alternatively, if it pursues debt funded acquisitions. "We would consider changing the outlook to stable if Artivion is successful in mitigating the operating headwinds, so that we expect S&P Global Ratings-adjusted leverage sustained below 8x and adjusted free cash flow to debt sustained above 3%." ASURION GROUP: S&P Rates New $1.184BB Term Loan B-10 'B+' --------------------------------------------------------- S&P Global Ratings assigned its 'B+' debt rating to Asurion Group Inc. and subsidiaries' proposed $1.184 billion term loan B-10 due 2028. S&P also assigned a '3' recovery rating, indicating its expectation of meaningful recovery (65%) in the event of payment default. Included in this transaction, the company intends to extend the maturity on its $250 million revolver to 2027. S&P said, "We rate the revolver and existing first-lien term loans 'B+', with a recovery rating of '3' (65%). We also rate the company's second-lien term loans 'B' with a recovery rating of '5', which indicates our expectation for modest recovery (10%) in the event of a default. "We expect the new financing to have identical terms to the company's existing first-lien term loans and for Asurion Group to use the proceeds to refinance the company's maturing $1.719 billion term loan B-6, as well as pay related fees and expenses. Additionally, with the planned refinancing, the company will pay down the remaining $600 million in B-6 term loan debt with cash on balance sheet. This would satisfy the cash flow sweep requirement that would be effective in the first quarter of 2023. We expect this transaction to result in a slight decline in leverage and for pro forma financial leverage as of the 12 months ended June 30, 2022, to be 5.6x with EBITDA interest coverage exceeding 2.0x. "In 2022, we expect Asurion Group's revenues and EBITDA to come under pressure. The Sprint contract loss that resulted in a flash cut of Sprint subscribers effective Nov. 1, 2021, is the main driver for this. Other contributing factors include a continued slower international recovery in mobile handset protection sales due to the pandemic as well as delayed savings initiatives with one of Asurion's international contracts and foreign exchange translation headwinds between the U.S. dollar and Japanese yen. While the company is fully hedged in its EBITDA contribution in yen, EBITDA is down because the hedging benefit is excluded from operating income." The tough labor markets and lower incidence rates in the U.S. are also contributing to Asurion's weaker-than-expected performance. While the company's expansion of its sales distribution channels through the 2018 acquisition of uBreakiFix (UBIF) stores, now renamed Asurion Tech Repair & Solutions, presents more revenue opportunity and customer foot traffic, understaffing is resulting in a slower ramp up in these new services. This is similarly affecting its recently launched Major Appliance business, where Asurion provides a warranty for all major appliances in the home. Additionally, the combination of newer phones being more durable and of higher quality, along with aggressive trade-in programs, is resulting in lower incidence rates--an emerging trend that is a drag on earnings. The company is also factoring a pending acquisition into its year-end earnings expectations and constraining EBITDA in 2022. Asurion expects to purchase a portion of the assets from bankrupt Enjoy Technologies. Since the business was performing at a loss, this will contribute to weakened earnings in 2022-2023. While an earnings headwind, Enjoy Technologies handles the delivery of new devices that are ordered through AT&T.com. This is a highly complementary service offering if Asurion acquires this business. The business would support the company's expansion of its addressable market to new phone purchases on AT&T's website and provide further opportunity to sell additional services, with expectations to be accretive in 2024. Offsetting the pressures highlighted, Asurion initiated a restructuring of its business in the second quarter of 2022, affecting less than 5% of its workforce. This is expected to generate savings in 2022-2023. S&P said, "Additionally, while we expect a weaker macroeconomic environment to strain consumers' discretionary spending, Asurion has weathered past recessions well and we therefore don't anticipate further earnings pressure driven by a potential recession." S&P said, "Overall, our forecast results in an 18%-22% revenue decline with margins expected to hold between 24%-25% in 2022. Additionally, S&P Global Ratings-adjusted debt to EBITDA is forecast to be in the mid-6.0x range with EBITDA interest coverage remaining above 2.0x. While leverage is elevated, Asurion has historically demonstrated its ability to deleverage, and it continues to demonstrate a favorable record of cash flow generation supported by limited working capital and capital expenditure needs. Additionally, we anticipate for Asurion to generate positive mid- to upper-single-digit revenue and EBITDA growth in 2023, further supporting our stable outlook." ASURION LLC: Moody's Rates New $1.5BB First Lien Loans 'Ba3' ------------------------------------------------------------ Moody's Investors Service has assigned Ba3 ratings to a new $1.2 billion six-year first-lien term loan and an amended and extended $250 million five-year first-lien revolving credit facility being issued by Asurion, LLC (Asurion, corporate family rating B1). The company will use net proceeds of the term loan plus cash on hand to repay a $1.7 billion first-lien term loan scheduled to mature in November 2023, and to pay related fees and expenses. The rating outlook for Asurion is unchanged at stable. RATINGS RATIONALE According to Moody's, Asurion's ratings reflect its strong market presence in mobile device services, including fulfillment, repair and administration, distributed through wireless carriers in the US, Japan and other selected international markets (Carrier segment). Asurion also has a smaller but growing presence in extended warranty, service and replacement plans for consumer electronics and appliances offered through major retailers, its own repair shop network, and a remote technician network (Retail and Direct segment). In both segments, a growing share of Asurion's revenue comes from comprehensive technical support bundled with other product offerings. Asurion has a record of efficient operations, good customer service, healthy profit margins, and broad access to debt and equity financing. Credit challenges for Asurion include its business concentrations among leading wireless carriers, underscored by the recent loss of an account following a merger of carriers, foreign exchange risk associated with its large Japanese business, and incremental costs and uncertainty related to its expanded product offerings. Asurion also has a record of borrowing substantial sums from time to time to help fund payments to shareholders. The loss of a major carrier account in late 2021, along with other charges and investments, has caused Asurion's run-rate EBITDA to decline by a double-digit percentage in 2022 versus 2021. In response, Asurion is reducing its cost structure (mainly through a modest staff reduction), shifting some resources toward new products and services, and reducing its debt by $535 million as part of the pending transaction. Giving effect to the pending transaction, Moody's estimates that Asurion will have a pro forma debt-to-EBITDA ratio of about 6.5x, (EBITDA - capex) interest coverage of 2.5x-3.0x, and a free-cash-flow-to-debt ratio in the mid-single digits. These pro forma metrics incorporate Moody's adjustments for operating leases, noncontrolling interest expense and foreign exchange hedging. The rating agency expects Asurion to return to EBITDA growth and reduce its financial leverage in the year ahead. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Factors that could lead to an upgrade of Asurion's ratings include (i) debt-to-EBITDA ratio consistently below 5x, (ii) (EBITDA - capex) coverage of interest exceeding 3.5x, (iii) free-cash-flow-to-debt ratio above 8%, and (iv) EBITDA margin exceeding 25%. Factors that could lead to a rating downgrade include: (i) debt-to-EBITDA ratio consistently above 6.5x, (ii) (EBITDA - capex) coverage of interest below 2x, (iii) free-cash-flow-to-debt ratio below 4%, (iv) EBITDA margins below 18%, or (v) loss of another major carrier relationship. Moody's has assigned the following ratings: $250 million senior secured five-year first-lien revolving credit facility at Ba3 (LGD3), $1.2 billion senior secured six-year first-lien term loan at Ba3 (LGD3). The rating outlook for Asurion is unchanged at stable. The principal methodology used in these ratings was Insurance Brokers and Service Companies published in June 2018. Based in Nashville, Tennessee, Asurion is a global provider of insurance, repair, replacement, installation and technical support for mobile devices and other consumer electronics and appliances. Asurion generated revenue of about $9 billion for the 12 months through June 2022. AVINGER INC: Launches $5M Direct, Private Placement Offerings ------------------------------------------------------------- Avinger, Inc. has entered into a definitive agreement with a single, healthcare-focused institutional investor for the sale and issuance of 1,484,019 shares of the Company's common stock (or pre-funded warrants in lieu thereof), in a registered direct offering priced at-the-market under Nasdaq rules. Concurrently with the registered direct offering, the Company entered into a definitive agreement with the investor in the registered direct offering for the sale and issuance of 1,369,864 shares of common stock (or pre-funded warrants in lieu thereof) in a private placement priced at-the-market under Nasdaq rules. The purchase price for one share of common stock (or pre-funded warrant in lieu thereof) and the associated preferred investment options is $1.752. In addition, the Company has agreed to issue to the investor in the offerings unregistered series A preferred investment options to purchase up to 2,853,883 additional shares of the Company's common stock and series B preferred investment options to purchase up to 2,853,883 additional shares of the Company's common stock. The Series A preferred investment options have an exercise price of $1.502 per share, will be immediately exercisable, and will expire five and one-half years from the date of issuance and the Series B preferred investment options have an exercise price of $1.502 per share, will be immediately exercisable, and will expire two years from the date of issuance. H.C. Wainwright & Co. is acting as the exclusive placement agent for the offerings. The gross proceeds to Avinger from the offerings are expected to be approximately $5 million, before deducting placement agent fees and other offering expenses payable by the Company. The Company intends to use the net proceeds from the offerings primarily 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 sales and marketing organizations and efforts, intellectual property protection and enforcement and capital expenditures. The Company has not yet determined the amount of net proceeds to be used specifically for any particular purpose or the timing of these expenditures. The Company may use a portion of the net proceeds to acquire complementary products, technologies or businesses or to repay principal on debt; however, the Company currently has no binding agreements or commitments to complete any such transactions or to make any such principal repayments from the proceeds of the offerings, although the Company does look for such acquisition opportunities. Accordingly, the Company's management will have significant discretion and flexibility in applying the net proceeds from the sale of these securities. The shares of common stock, pre-funded warrants and shares of common stock underlying the pre-funded warrants (but excluding the shares of common stock and pre-funded warrants to be issued in the private placement and the preferred investment options and the shares of common stock underlying the preferred investment options) being offered by the Company in the registered direct offering are being offered pursuant to a "shelf" registration statement on Form S-3 (File No. 333-263922) previously filed with the Securities and Exchange Commission on March 29, 2022, and declared effective by the SEC on April 7, 2022. The offering of the common stock and pre-funded warrants in the registered direct offering is made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. A final prospectus supplement and accompanying prospectus relating to the securities being offered will be filed with the SEC. Electronic copies of the final prospectus supplement and accompanying prospectus may be obtained, when available, on the SEC's website at http://www.sec.gov.and may also be obtained by contacting H.C. Wainwright & Co., LLC at 430 Park Avenue, 3rd Floor, New York, New York 10022, by phone at (212) 856-5711 or e-mail at placements@hcwco.com. About Avinger Headquartered in Redwood City, California, Avinger, Inc. -- 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. BEST CAPITAL: Plea to Access Cash Denied Amid Dismissal Bid ----------------------------------------------------------- The U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, denied the motion for authority to use cash collateral filed by Best Capital Group, LLC. The Court will hold a status conference on August 17, 2022, at 1:30 p.m. EST, at which time the Court will consider whether to dismiss or convert this bankruptcy case to Chapter 7. The Debtor's principal representative is ordered to attend the Status Conference. A copy of the order is available at https://bit.ly/3ddy6jf from PacerMonitor.com. About Best Capital Group, LLC Best Capital Group, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-01797) on May 3, 2022. In the petition signed by Pratikbhai S. Patel, president, the Debtor disclosed $1,409,369 in assets and $2,296,151 in liabilities. Judge Michael G. Williamson oversees the case. Buddy D. Ford, Esq., at Buddy D. Ford, PA is the Debtor's counsel. BLT RESTAURANT: $50,000 DIP Loan from JL Holdings Wins Final OK --------------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York entered a final order authorizing BLT Restaurant Group LLC to continue using cash collateral and obtain additional post-petition financing. The Debtor is permitted to borrow an aggregate principal amount of $50,000 from JL Holdings 2002 LLC to fund operations through the sale process. The loan proceeds include a $20,000 protective advance made on July 21, 2022. The borrowings are subject to the terms and conditions set forth in the DIP Loan Documents, the Interim Order and Final Order. Until the indefeasible payment in full in cash of all DIP Obligations and the termination of the DIP Lender's obligation to extend credit under the DIP Facility, the Debtor will insure and otherwise maintain the DIP Collateral as required under the Final Order and the DIP Loan Documents, as applicable. The Debtor will continue to maintain all property, operational and other insurance as required and as specified in the DIP Loan Documents. Notwithstanding the provisions of Section 362 of the Bankruptcy Code, and without order of or application or motion to the Court, immediately upon the occurrence and during the continuance of a Termination Event: (a) the DIP Lender may, by written notice to the Debtor, its counsel, the U.S. Trustee, counsel for the PrePetition Secured Party, and counsel for any committee terminate the DIP Facility, declare the DIP Obligations to be immediately due and payable, and subject to the immediately following clause (b), exercise all rights and remedies under the DIP Loan Documents and the Final Order; and (b) the automatic stay provisions of Section 362 of the Bankruptcy Code will be vacated and modified to the extent necessary to permit the DIP Lender to take any or all of the following actions, without further order of or application to the Court (as applicable): (i) cease making any extensions of credit under the DIP Facility to the Debtor; (ii) declare all DIP Obligations to be immediately due and payable; (iii) immediately enforce any and all rights against the DIP Collateral in the possession of the DIP Lender, including, without limitation, disposition of the DIP Collateral solely for application towards the DIP Obligations, subject to the limitations contained in the PrePetition Secured Party Adequate Protection Order; and (iv) take any other actions or exercise any other rights or remedies permitted under this Final Order, the DIP Loan Documents or applicable law to effect the repayment of the DIP Obligations; provided, however, that prior to the exercise of any right in clauses (iii) or (iv), the DIP Lender shall be required to provide seven calendar days written notice to the Debtor, counsel for Pre-Petition Secured Party and counsel for any committee of the DIP Lender's intent to exercise such rights and remedies. A copy of the order is available at https://bit.ly/3Adl3r4 from PacerMonitor.com. About BLT Restaurant Group BLT Restaurant Group owns and manages the restaurants BLT Steak LLC, BLT Steak Waikiki LLC, BLT Prime Lexington LLC, and BLT Steak DC LLC. BLT is a limited liability company organized under the laws of New York. At present, it has two members, JL Holdings 2002 LLC and Juno Investments LLC. JL Holdings 2002 LLC is a limited liability company organized under the laws of New York and is also a secured creditor of BLT. Juno Investments LLC is a limited liability company organized under the laws of New York. BLT sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-10335) on March 18, 2022. In the petition signed by CEO James Haber, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Lisa G. Beckerman oversees the case. Jennifer C. McEntee, Esq., at Ciardi Ciardi and Astin is the Debtor's counsel. CADIZ INC: Odey Asset Investors Acquire 6.5% Equity Stake --------------------------------------------------------- Odey Asset Management LLP, Odey Asset Management Group Ltd, Odey Holdings Ltd, and Robin Crispin William Odey disclosed in a Schedule 13G filed with the Securities and Exchange Commission that as of Aug. 2, 2022, they beneficially own 3,310,908 shares of common stock of Cadiz, Inc., representing 6.52 percent of the shares outstanding. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/727273/000092963822001274/sc13g.htm About Cadiz Inc. Founded in 1983 and headquartered in Los Angeles, California, Cadiz Inc. -- http://www.cadizinc.com-- is a natural resources development company dedicated to creating sustainable water and agricultural opportunities in California. The Company owns 70 square miles of property with significant water resources in Southern California and are the largest agricultural operation in San Bernardino, California, where we have sustainably farmed since the 1980s. The Company is also partnering with public water agencies to implement the Cadiz Water Project, which was named a Top 10 Infrastructure Project that over two phases will create a new water supply for approximately 400,000 people and make available up to 1 million acre-feet of new groundwater storage capacity for the region. Cadiz reported a net loss and comprehensive loss of $31.25 million for the year ended Dec. 31, 2021, a net loss and comprehensive loss of $37.82 million for the year ended Dec. 31, 2020, a net loss and comprehensive loss applicable to common stock of $29.53 million for the year ended Dec. 31, 2019, and a net loss and comprehensive loss of $26.27 million for the year ended Dec. 31, 2018. As of March 31, 2022, the Company had $119.74 million in total assets, $74.13 million in total liabilities, and $45.61 million in total stockholders' equity. CANO HEALTH: Appoints Bob Camerlinck as COO, Amy Charley as CAO --------------------------------------------------------------- Cano Health, Inc. announced two new senior positions on its executive leadership team to build on its success and help drive critical opportunities for a stronger professional infrastructure across the organization. Bob Camerlinck, president of Cano Health's Healthy Partners Medical Centers and Affiliates, will become chief operating officer, and Amy Charley will join the Company as chief administrative officer, effective Aug. 1, 2022. "We are thrilled to elevate Bob and welcome Amy to Cano Health to capitalize on a moment of extraordinary opportunity for the business," said Dr. Marlow Hernandez, chairman and chief executive officer of Cano Health. "Bob and Amy's impressive track record building comprehensive business solutions will be invaluable in helping us achieve the highest operational standards and strengthening the execution of Cano Health's value-based model of healthcare." Previously serving as president of Healthy Partners Medical Centers and Affiliates, Mr. Camerlinck has over 25 years of extensive experience in value-based care, introducing comprehensive Medicare Advantage health plans to primary care physicians and supporting physicians in value-based healthcare systems. As COO, Mr. Camerlinck will oversee Cano Health's daily business operations and work closely with Cano Health's executive leadership to implement Cano Health's strategy and drive sustained performance. "I am excited to take on this new role at Cano Health to enhance and expand the company's abilities to meet the needs of its patients and realize its long-term potential," said Bob Camerlinck, COO of Cano Health. "My experience leading value-based healthcare organizations to sustained success aligns with Cano Health's mission of providing accessible, equitable, and preventative care." Ms. Charley is a seasoned attorney with more than 20 years of broad-based experience in healthcare management, transactions, and administrative oversight. Ms. Charley joins Cano Health from Alteon Health, where she served as chief legal and administrative officer. As CAO, Ms. Charley will be responsible for the management of administrative functions and overseeing strategy development, organizational governance, and change management. "I am incredibly excited to join the Cano Health family and play a leading role in establishing processes that will help drive the success and efficiency of the business," said Amy Charley, CAO of Cano Health. "I am proud to be joining a company dedicated to achieving better health and wellness outcomes. I look forward to applying my experience to make Cano Health even more innovative and successful." In connection with Mr. Camerlinck's appointment as chief operating officer, the Company and Mr. Camerlinck entered into an employment agreement, dated Aug. 1, 2022, pursuant to which Mr. Camerlinck will serve as chief operating officer commencing on Aug. 1, 2022 on an "at will" basis for an initial term of two years, subject to automatic renewal for successive one-year periods unless the Company or Mr. Camerlinck delivers a written non-renewal notice. Pursuant to the Employment Agreement, Mr. Camerlinck will (i) receive a starting annual base salary of $468,277; (ii) be eligible for a discretionary annual cash bonus based on performance, which will not be less than 0% of his base salary; (iii) be eligible for an annual equity award with a target value of $1,000,000 under the Company's 2021 Stock Option and Incentive Plan; and (iv) receive a one-time sign-on grant of equity of 250,000 restricted stock units, which will vest pro-rata over four years commencing on the first anniversary of the date of grant. About Cano Health Cano Health (NYSE: CANO) -- canohealth.com -- is a primary care-centric, technology-powered healthcare delivery and population health management platform designed with a focus on clinical excellence. Cano Health reported a net loss of $116.74 million in 2021, a net loss of $71.06 million in 2020, and a net loss of $19.78 million in 2019. As of March 31, 2022, the Company had $2.17 billion in total assets, $1.33 billion in total liabilities, and $837.78 million in total stockholders' equity. CANOPY GROWTH: Reports First Quarter Net Loss of C$2.09 Billion --------------------------------------------------------------- Canopy Growth Corporation reported a net loss of C$2.09 billion on C$110.12 million of net revenue for the three months ended June 30, 2022, compared to net income of C$389.96 million on C$136.21 million of net revenue for the three months ended June 30, 2021. The increase in net loss was driven primarily by the non-cash $1,725 million impairment in goodwill, and non-cash fair value changes. As of June 30, 2022, the Company had C$3.52 billion in total assets, C$1.83 billion in total liabilities, and C$37.15 million in redeemable noncontrolling interest, and C$1.65 billion in total shareholders' equity. Cash and short-term investments amounted to $1.2 billion at June 30, 2022, representing a decrease of $0.2 billion from $1.4 billion at March 31, 2022 reflecting primarily EBITDA losses, and the upfront payment made as consideration for the options to acquire Jetty Extracts upon federal permissibility of THC in the U.S. "Through advancements in our North American brand led strategy we delivered a record quarter from BioSteel and maintained #1 share in the premium flower and pre-rolled joint segment, while driving growth of our premium Doja and mainstream Tweed brands. As our U.S. THC ecosystem continues to strengthen with Acreage operating in the recreational cannabis market in New Jersey, along with the expansion of Wana across North America, we remain focused on delivering a robust pipeline of innovation aligned to what consumers are looking for – premium, infused, and ready to enjoy," said David Klein, chief executive officer. "The cost saving program announced earlier in the quarter combined with sound expense discipline contributed to a meaningful decline in operating expenses during the quarter. We expect cost savings to ramp in the second half of the year, enabling us to execute on our path to profitability even as we continue to invest in strategic growth initiatives including in BioSteel and our U.S. THC ecosystem," stated Judy Hong, chief financial officer. A full-text copy of the press release is available for free at: https://www.sec.gov/Archives/edgar/data/1737927/000156459022028113/cgc-ex991_6.htm About Canopy Growth Corporation Canopy Growth Corporation is a diversified cannabis and cannabinoid-based consumer product company, driven by a passion to improve lives, end prohibition, and strengthen communities by unleashing the full potential of cannabis. Leveraging consumer insights and innovation, it offers product varieties in high quality dried flower, oil, softgel capsule, infused beverage, edible, and topical formats, as well as vaporizer devices by Canopy Growth and industry-leader Storz & Bickel. Its global medical brand, Spectrum Therapeutics, sells a range of full-spectrum products using its colour-coded classification system and is a market leader in both Canada and Germany. Canopy Growth reported a net loss attributable to the company of C$302.18 million for the year ended March 31, 2022, a net loss attributable to the company of C$1.74 billion for the year ended March 31, 2021, and a net loss attributable to the company of C$1.32 billion for the year ended March 31, 2020. * * * As reported by the TCR on July 11, 2022, Fitch Ratings downgraded the Long-Term Issuer Default Ratings (IDR) for Canopy Growth Corporation (Canopy) and 11065220 Canada Inc. to 'C' from 'CCC'. The downgrade follows Canopy's announcement that it has entered into privately negotiated exchange agreements with a limited number of convertible noteholders including Constellation Brands, Inc. (Constellation) through its wholly-owned subsidiary to acquire approximately CAD263 million principal amount of the notes in exchange for Canopy common shares and approximately CAD3 million in cash. Fitch considers the transaction a distressed debt exchange (DDE) per Fitch's criteria given the repayment of debt for equity. Also in July 2022, S&P Global Ratings lowered its issuer credit rating on Smiths Falls, Ont.-based Canopy Growth Corp. (CGC) to 'SD' (selective default) from 'CCC' following the consummation of private exchange transactions. S&P said, "We believe the transaction would constitute a distressed exchange because the noteholders will receive lower ranked common equity which are junior to the existing convertible notes." CELSIUS NETWORK: Drops Move to Rehire Ex-CFO Rod Bolger ------------------------------------------------------- Irina Ivanova of CBS News reports that cryptocurrency lender Celsius, which declared bankruptcy last July 2022, has dropped a request to pay a former executive $93,000 a month while it moves through legal proceedings. Celsius filed for bankruptcy in July with about $167 million in cash on hand and assets worth $4.3 billion, while owing about $4.7 billion to users, according to bankruptcy filings. The company froze users' accounts on June 13 as cryptocurrencies were plummeting in value and many investors were trying to withdraw their funds. Soon after filing, Celsius sought a judge's permission to pay its former chief financial officer, Rod Bolger, about $93,000 per month ($120,000 Canadian) while the bankruptcy is resolved. The company filed its request to bring on Bolger as a consultant on July 25, citing the "need for stability" and "institutional knowledge and experience concerning the unique features of cryptocurrency." On August 5, 2022, lawyers for Celsius withdrew that request in a court filing after a backlash from some Celsius customers, who expressed anger at what they saw as a cash grab by untrustworthy leaders. Over 100 investors have written directly to Judge Martin Glenn, who is overseeing the case -- some pleading for their lost funds to be returned and others accusing Celsius executives of criminal conduct. "[T]he lives of thousands of individuals have been destroyed by virtue of the actions of [Celsius]," wrote lawyers for investor Keith Suckno. "Before the Debtors cavalierly pay an insider nearly $100k per month, more information should be required from the Debtors including exactly what services will be required from Mr. Bolger, why those services cannot be performed by other employees." "This company is asking for more per month than the average citizen makes in a year!" wrote Celsius investor Mario Foti. Foti, who says he was a disabled Afghanistan war veteran, said he turned to Celsius as a means of raising funds because he had trouble finding employment. "I have been saving for years to amass the sum that I had in Celsius," he said. "This is gross negligence and a complete disrespect to the people that have lost their livelihoods over this. I pray the justice system does its job and does not allow the rich to continue stealing from the poor." It is not uncommon for a bankrupt company to offer a lucrative payday to an existing or former executive to help oversee its court-supervised reorganization. But such spending may leave less money left to distribute to creditors. A representative for Celsius did not immediately reply to a request for comment. "State of fear" Meanwhile, many Celsius investors said they lost substantial savings on the platform. "I've been in a state of fear, depression, anxiety, hopelessness at the prospect of losing this much of my life savings," wrote Lindsey Derence, a 72-year-old woman who said she lost money investing in the company. After years of accumulating cryptocurrency, Derence said she hoped to build her holdings until she could use the money to pay off her mortgage. "I was a depositor who thought I was depositing my cryptos in a safe digital bank," she wrote. "I'm begging you to side with us and recover our hijacked deposits from this criminal." Samuel Degregori wrote of losing $15,000, or about the bulk of his life savings. "I am ashamed, humiliated and quite frankly, disgusted, that I put all my trust into a company that has clearly participated in near fraudulent activity. I will be spending years trying to make back the money I lost," he wrote. About Celsius Network Celsius Network LLC -- http://www.celsius.network/-- is a financial services company that generates revenue through cryptocurrency trading, lending, and borrowing, as well as by engaging in proprietary trading. Celsius helps over a million customers worldwide to find the path towards financial independence through a compounding yield service and instant low-cost loans accessible via a web and mobile app. Celsius has a blockchain-based fee-free platform where membership provides access to curated financial services that are not available through traditional financial institutions. The Celsius Wallet claims to be one of the only online crypto wallets designed to allow members to use coins as collateral to get a loan in dollars, and in the future, to lend their crypto to earn interest on deposited coins (when they're lent out). Crypto lenders such as Celsius boomed during the COVID-19 pandemic, drawing depositors with high interest rates and easy access to loans rarely offered by traditional banks. But the lenders' business model came under scrutiny after a sharp sell-off in the crypto market spurred by the collapse of major tokens terraUSD and luna in May 2022. New Jersey-based Celsius froze withdrawals in June 2022, citing "extreme" market conditions, cutting off access to savings for individual investors and sending tremors through the crypto market. The list of major crypto firms that have filed for bankruptcy protection in 2022 now includes Celsius Network, Three Arrows Capital and Voyager Digital. Celsius Network LLC and its subsidiaries sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-10964) on July 14, 2022. In the petition filed by CEO Alex Mashinsky, the Debtor estimated assets and liabilities between $1 billion and $10 billion. Joshua A. Sussberg, of Kirkland & Ellis LLP, is serving as legal counsel, Centerview Partners is serving as financial advisor, and Alvarez & Marsal is serving as restructuring advisor. Kirkland & Ellis LLP is serving as legal counsel, Centerview Partners is serving as financial advisor, and Alvarez & Marsal is serving as restructuring advisor to Celsius. Stretto, the claims agent, maintain the page https://cases.stretto.com/celsius CELSIUS NETWORK: Texas Regulators Say Crypto Sale Plans Too Risky ----------------------------------------------------------------- Texas securities regulators asked a New York bankruptcy judge to reject cryptocurrency platform Celsius Network's request for permission to monetize the bitcoin it mines, saying that Celsius should not get "carte blanche" to dispose of its cryptocurrency as it sees fit. In an objection to the Debtors' motion for approval to sell mined bitcoin in the ordinary course, the Texas State Securities Board said the proposal would allow Celsius to engage in the same transactions that landed it in Chapter 11 bankruptcy. Although the Motion is styled as a request for authority to sell the Debtors' mined Bitcoin, the TSB notes that the specific authority sought by the Debtors is vastly broader and includes monetizing these assets by "sale, pledging, hypothecation, assignment, investment, use, transfer, or other disposal." The SSB does not object, generally, to the Debtor's sale of its mined Bitcoin for the benefit of the estate; however, the SSB is extremely concerned by the Debtors' request for a comfort order that allows ambiguously broad authority to use these assets. The SSB's concern is heightened further by the fact that the Debtors' "past practice" involves admittedly problematic asset deployment decisions, using the mined Bitcoin to repay intercompany loans, potential mismanagement, and a continued failure to comply with state regulatory requirements. The SSB notes that the Debtors have failed to adequately describe how they will utilize any profits from their proposed use of mined Bitcoin or whether those profits will be held for the benefit of creditors. "Since the Petition Date, more than two hundred and forty (240) consumers and other parties significantly affected by the actions and decisions of the Debtors' principals and directors have filed letters on the Court's docket. These letters demonstrate the significant risk of loss in these bankruptcy proceedings. Despite this ever-growing record of malfeasance, the Debtors now seek to be allowed to resume the prepetition activities that led us here. Allowing the Debtors to put their creditors and investors at additional risk is unreasonable and simply comes at too high a price," the TSB tells the Court. The hearing on the Motion is currently scheduled to take place on August 16, 2022, at 10:00 a.m., prevailing Eastern Time. About Celsius Network Celsius Network LLC -- http://www.celsius.network/-- is a financial services company that generates revenue through cryptocurrency trading, lending, and borrowing, as well as by engaging in proprietary trading. Celsius helps over a million customers worldwide to find the path towards financial independence through a compounding yield service and instant low-cost loans accessible via a web and mobile app. Celsius has a blockchain-based fee-free platform where membership provides access to curated financial services that are not available through traditional financial institutions. The Celsius Wallet claims to be one of the only online crypto wallets designed to allow members to use coins as collateral to get a loan in dollars, and in the future, to lend their crypto to earn interest on deposited coins (when they're lent out). Crypto lenders such as Celsius boomed during the COVID-19 pandemic, drawing depositors with high interest rates and easy access to loans rarely offered by traditional banks. But the lenders' business model came under scrutiny after a sharp sell-off in the crypto market spurred by the collapse of major tokens terraUSD and luna in May 2022. New Jersey-based Celsius froze withdrawals in June 2022, citing "extreme" market conditions, cutting off access to savings for individual investors and sending tremors through the crypto market. The list of major crypto firms that have filed for bankruptcy protection in 2022 now includes Celsius Network, Three Arrows Capital and Voyager Digital. Celsius Network LLC and its subsidiaries sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-10964) on July 14, 2022. In the petition filed by CEO Alex Mashinsky, the Debtor estimated assets and liabilities between $1 billion and $10 billion. Joshua A. Sussberg, of Kirkland & Ellis LLP, is serving as legal counsel, Centerview Partners is serving as financial advisor, and Alvarez & Marsal is serving as restructuring advisor. Kirkland & Ellis LLP is serving as legal counsel, Centerview Partners is serving as financial advisor, and Alvarez & Marsal is serving as restructuring advisor to Celsius. Stretto, the claims agent, maintain the page https://cases.stretto.com/celsius CENTER CITY HEALTHCARE: Ex-Owners Reach Real Estate Deal in Ch. 11 ------------------------------------------------------------------ Vince Sullivan of Law360 reports that the former owner of two Philadelphia hospitals proposed a settlement Monday in Delaware bankruptcy court that would resolve a long-running dispute with entities that own the real estate upon which the facilities sit. In the motion to approve the settlement, debtor Center City Healthcare said it had reached a deal that disposes of a series of legal controversies over the Philadelphia properties involving entities affiliated with Paladin Healthcare Capital founder Joel Freedman. The deal, reached through a lengthy mediation process with retired bankruptcy judge and Hogan Lovells senior counsel Kevin J. Carey, will see the debtor share in the proceeds. About Center City Healthcare Center City Healthcare, LLC, is a Delaware limited liability company that operates Hahnemann University Hospital. Its parent company is Philadelphia Academic Health System, LLC, which is also the parent company of St. Christopher's Healthcare, LLC and its affiliated physician groups. Center City Healthcare and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 19-11466) on June 30, 2019. At the time of the filing, the Debtors estimated assets of between $100 million and $500 million and liabilities of the same range. The cases are assigned to Judge Kevin Gross. The Debtors tapped Saul Ewing Arnstein & Lehr LLP as legal counsel; EisnerAmper LLP as restructuring advisor; SSG Advisors, LLC as investment banker; and Omni Management Group, Inc. as claims and noticing agent. CGSRE ACQUISITION: Case Summary & Five Unsecured Creditors ---------------------------------------------------------- Debtor: CGSRE Acquisition Corp. 68 Runyon Avenue, Yonkers, NY 10710 Business Description: CGSRE Acquisition Corp. Chapter 11 Petition Date: August 11, 2022 Court: United States Bankruptcy Court Southern District of New York Case No.: 22-22536 Judge: Hon. Sean H. Lane Debtor's Counsel: Joel M. Shafferman, Esq. SHAFFERMAN & FELDMAN LLP 137 Fifth Avenue 9th Floor New York, NY 10010 Tel: (212) 509-1802 Fax: (212) 509-1831 Email: shaffermanjoel@gmail.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by James Harte as president. A full-text copy of the petition containing, among other items, a list of the Debtor's five unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/DZNHN3I/CGSRE_Acquisition_Corp__nysbke-22-22536__0001.0.pdf?mcid=tGE4TAMA CHRIS PETTIT & ASSOCIATES: Trustee Seeks Court Okay to Sell Mansion ------------------------------------------------------------------- Patrick Danner of San Antonio News reports that the Chapter 11 trustee in Christopher "Chris" Pettit's bankruptcy is beginning to unwind the disgraced ex-San Antonio lawyer's empire. Trustee Eric Terry filed a motion late Friday, August 5, 2022, seeking court approval to hire real estate brokers to sell the mansion at 555 Argyle Ave. in Alamo Heights, which overlooks Olmos Dam. It's one of the area's most recognizable houses. The property is one of the more valuable assets in the consolidated bankruptcy cases of Pettit and his now-defunct law firm. They sought Chapter 11 protection June 1 after about a dozen lawsuits were filed alleging they had stolen millions of dollars from clients. They reported $40.5 million in assets and $115.2 million in debts. Pettit valued the Argyle property at $3.6 million in his bankruptcy, with Wells Fargo Home Mortgage owed about $2 million. Pettit doesn't live there. He has been leasing the mansion to former Spurs player and current team executive Brent Barry for $11,000 a month. Terry wants to hire broker Fred Hutt of Compass RE Texas Inc. and Corie Properties Group to sell the property. Pettit has claimed a house on Champions Run in a gated community in Stone Oak as his primary residence. He has valued that property at $1.8 million. It's almost certain that creditors will object to a claim that the Champions Run property is exempt from the bankruptcy estate and out of creditors' reach. Objections would have to be filed within 30 days of the conclusion of the meeting of creditors. The meeting resumes Friday, but it's not known if it will conclude that day. The bankruptcy code states that if a debtor engaged in "fraud, deceit or manipulation in a fiduciary capacity," then the debtor's homestead exemption is limited to about $190,000 -- taking into account inflation. It's likely the Chapter 11 trustee will file a motion seeking court approval to sell the Champions Run house. Terry was in Florida on Monday to inspect a mansion Pettit had been living in immediately before and after his bankruptcy filing. In an amended filing last month, Pettit claimed the mansion in Golden Oak, which is part of Disney World, is owned by an entity connected with a trust set up for the benefit of his 10-year-old son. In the June 1 bankruptcy petition, however, Pettit claimed the Golden Oak mansion as his own. He valued it at $6.4 million but had listed it for sale at more than $8 million prior to the bankruptcy. A lawyer for the trust told U.S. Chief Bankruptcy Judge Craig Gargotta last week they are working toward a sale of the mansion and a New Orleans apartment building the trust also owns. Wedding ring At a hearing Monday, Gargotta mentioned it had been pointed out to him that Pettit was was wearing a wedding ring in court last week. That prompted the judge to wonder if Pettit, if he is married, is obligated to report his spouse's income on the bankruptcy schedules. Gargotta didn't further elaborate. It couldn't immediately be determined if Pettit is married. The judge also granted the trustee's request to get numerous financial institutions Pettit or his firm did business with to turn over financial records and funds in bank, brokerage and investment accounts. Some 149 accounts have been identified. "We're not getting as much cooperation from the banks as we need," Patrick Huffstickler, an attorney for the Chapter 11 trustee, said in arguing for the motion. Leslie Luttrell, a lawyer for some creditors, joined the trustee in asking the judge to grant the motion. She recounted how she's been unable to get certain records from Wells Fargo Bank. Pettit maintained a trust account with the bank in New Mexico to hold funds for the benefit of clients, but evidence presented last week showed Pettit wrote numerous checks to himself from the account. Gargotta said it's critical for the trustee to get the financial records given Pettit's spending. He spent about $260,000 in the 50 days after filing bankruptcy. "Mr. Pettit, notwithstanding the fairly recent nature of these transactions in amounts that I suspect over my lifetime I'll never make ... could not recall a single one," the judge said. "He either didn't know or didn't recall. So the demonstrated need for this motion is more than met." Pettit practiced law for more than 30 years before giving up his law license and closing his law office. He specialized in estate planning and personal-injury cases, but also provided financial advice, prepared taxes and served as trustee for trusts. About Chris Pettit & Associates Chris Pettit & Associates, P.C., is a personal injury law firm in Texas. Chris Pettit & Associates and principal Christopher John Pettit sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Texas Lead Case No. 22-50591 and 22-50592) on June 1, 2022. In the petition filed by Christopher John Pettit, as president, the firm reported assets up to $50,000 and liabilities between $100,000 and $500,000. Judge Craig A. Gargotta oversees the case. Michael G. Colvard, Esq., at Martin & Drought, P.C. is the Debtors' counsel. COINBASE GLOBAL: Posts $1.09 Billion Net Loss in Second Quarter --------------------------------------------------------------- Coinbase Global Inc. suffered a net loss of $1.095 billion in the second quarter, a year after reporting a profit of $1.6 billion in the same quarter. Net revenue was $803 million, down 31% compared to Q1, driven by lower trading volume. "[W]e're a crypto company. So all our revenues will likely always have some correlation with broad crypto markets. However, we're working hard to diversify our product mix to reduce the volatility in our revenues," CFO Alesia Haas said in an earnings call. Net loss was $1.1 billion, which included $446 million in total non-cash impairment charges relating to our crypto investments and ventures investments. Absent these non-cash impairment charges, net loss would have been $647 million. In Q2, Adjusted EBITDA was negative $151 million. At the end of Q2, assets on its platform were $96 billion, down 63% from $256 billion at the end of Q1. The substantial majority of the sequential decline was driven by lower crypto asset prices, as the total crypto market cap at the end of Q2 declined approximately 60% compared to the end of Q1. The Company's market share of the total crypto market capitalization declined to 9.9% from 11.2% in Q1. In the second quarter, total trading volume was $217 billion and transaction revenue was $655 million, down 30% and 35%, respectively. Assuming that crypto market capitalization does not deteriorate meaningfully below July 2022 levels, the Company said it is working hard to operate within the $500 million Adjusted EBITDA loss guardrail that we communicated for 2022. "We're the responsible company in the space with plenty of cash on the balance sheet, strong fundamentals, if you look over the last 2 years, and we're winning deals with the largest companies to integrate crypto into their offerings. We're going to be here through the long-term through the ups and downs of this industry," Brain Armstrong, Co-Founder & CEO, told shareholders. SEC Investigation Coinbase Global acknowledged that it's being probed by the US Securities and Exchange Commission over its staking programs, which allow users to earn rewards for holding certain cryptocurrencies. "In May, the SEC sent us a voluntary request for information, including about our listings and listing process. We do not yet know if this inquiry will become a formal investigation. As with all regulators around the world, we are committed to productive discussion with the SEC about crypto assets and securities regulation, and to working alongside all policymakers to build a workable regulatory framework for the cryptoeconomy that addresses any areas of risk, while enabling the development and adoption of digital innovation for the benefit of the broader society," the Company said. Bloomberg notes that staking services are offered by many crypto exchanges as a key way to diversify revenue from trading, which tends to drop during market downturns. It allows users to generate yield on certain crypto holdings by delegating them to help verify transactions and secure the blockchain network. Customer Assets Coinbase noted that it hasn't blocked any client withdrawals, and customer assets are segregated and protected in Coinbase. "[T]he solvency concerns surrounding entities like Celsius, 3AC, Voyager and others, in our view, are a reflection of insufficient risk controls at those entities. To us, these issues were foreseeable and actually credit-specific rather than crypto-specific in nature. Many of these firms were under -- were overleveraged with short-term liabilities mismatched against longer duration or illiquid assets," CFO Alesia Haas told shareholders. "Those are common flaws that we've seen across TradFi and now crypto alike, but these are credit-specific issues. Coinbase had no financial exposure to these entities that I just spoke about. Further, we have not engaged in these types of risky lending practices and have focused on building a more sustainable financing business with prudent and deliberate taking lessons of the TradFi passed into consideration." About Coinbase Global Coinbase Global, Inc. (NASDAQ: COIN), branded Coinbase, is an American publicly traded company that operates a cryptocurrency exchange platform. Coinbase is a distributed company; all employees operate via remote work and the company lacks a physical headquarters. The company started in 2012 with the radical idea that anyone, anywhere, should be able to easily and securely send and receive Bitcoin. CONSTRUCTION MODERN: Case Summary & Two Unsecured Creditors ----------------------------------------------------------- Debtor: Construction Modern Design Inc. 300 Herkimer Street Brooklyn, NY 11216 Business Description: The Debtor is part of the residential building construction industry. The Debtor owns a vacant land (development site) located in Bronx, NY, with an assessment value of $600,000. It also owns a single family residence located in Freeport, NY having an appraised value of $429,000. Chapter 11 Petition Date: August 11, 2022 Court: United States Bankruptcy Court Eastern District of New York Case No.: 22-41943 Judge: Hon. Elizabeth S. Stong Debtor's Counsel: Francis E. Hemmings, Esq. LAW OFFICES OF FRANCIS E. HEMMINGS, ESQ. 228-18 Mentone Avenue Laurelton, NY 11413 Tel: 212-747-9560 ext. 22 Email: general@hemmingssnell.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $500,000 to $1 million The petition was signed by Andy Alege as president. A full-text copy of the petition containing, among other items, a list of the Debtor's two unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/BUPKABQ/Construction_Modern_Design_Inc__nyebke-22-41943__0001.0.pdf?mcid=tGE4TAMA CORSAIR GAMING: S&P Alters Outlook to Negative, Affirms 'BB-' ICR ----------------------------------------------------------------- S&P Global Ratings revised its outlook on Corsair Gaming Inc. to negative from stable and affirmed its 'BB-' issuer credit rating and issue-level rating on its senior credit facilities. The '3' recovery rating is unchanged, indicating its expectation for meaningful (50%-70%; rounded estimate: 60%) recovery in the event of a payment default. The negative outlook reflects S&P's expectation that a prolonged inventory correction period amid deteriorating macroeconomic conditions could hurt top-line growth, profitability, and free cash flow generation, constraining the company's ability to reduce S&P Global Ratings-adjusted leverage back below 3x. Weakening macroeconomic conditions will further pressure Corsair's performance as demand normalizes through an inventory correction. Corsair's second-quarter revenues declined 40% year over year as gamer and creator peripherals segment revenues fell 43% and gaming components and systems revenues declined 39%. Over the past six months, Corsair has faced multiple headwinds including global inflation, the Russia-Ukraine war which has affected consumer spending in Europe, and shortening supply chain lead times which has led to inventory build-up in both Corsair's warehouses and retail channel. The net impact results in our revised forecast for revenue to decline about 27% for full-year 2022, compared to our previous projection of a low-teens percentage area decline. S&P said, "Our negative outlook reflects our expectation that Corsair may struggle to reduce leverage back under 3x if slowing consumer demand and macroeconomic weakness combine with high channel inventory levels to depress sales for an extended period. While we forecast leverage to decline from a peak of over 7x in 2022 as inventory normalizes, the firm's ability to maintain its current rating will depend on consumer demand remaining strong and supporting a rapid recovery in EBITDA over the next 12 months." S&P would lower its rating on Corsair if: -- S&P views the company as unlikely to reduce leverage to under 3x within the next 12 months. This requires a rapid recovery of EBITDA generation, so we will closely monitor the firm's performance over the coming quarters, particularly the seasonally important December quarter; or -- Weakening consumer demand or supply chain challenges continue. S&P could revise the outlook to stable if: -- Leverage declines to below 3x and we believe the company intends to sustain it there or below through acquisitions and business cycles; or -- Performance recovers sharply through normalization in channel inventory with an improving macroeconomic environment. ESG credit indicators: E-2, S-2, G-3 S&P said, "Governance factors are a moderately negative consideration in our credit rating analysis of Corsair Gaming, as is the case for most rated entities owned by private-equity sponsors. We believe its aggressive financial risk profile points to corporate decision-making that prioritizes the interests of controlling owners. This also reflects the generally finite holding periods and a focus on maximizing shareholder returns." CORSICANA BEDDING: U.S. Trustee Objects to Employee Bonuses ----------------------------------------------------------- Rick Archer of Law360 reports that the U.S. Trustee's Office has asked a Texas bankruptcy judge to reject bankrupt mattress maker Corsicana Bedding's request to make nearly $1 million in bonus payments to employees, saying it needs to prove that the bonuses aren't retention payments to corporate insiders. In a filing August 4, 2022, the office said the court can't approve Corsicana bonus motion before the company produces evidence to justify the performance-based payments and show that they are not a "pay-to-stay" program for company insiders. About Corsicana Bedding Corsicana Bedding, LLC, is a U.S.-based manufacturer of mattresses and foundations. The Company is headquartered in Texas and operates manufacturing facilities located in Texas, Arizona, Connecticut, Florida, North Carolina, Tennessee, Washington, and Wisconsin. Corsicana Bedding and its affiliates sought Chapter 11 bankruptcy protection (Bankr. N.D. Tex. Lead Case No. 22-90016) on June 25, 2022. Corsicana Bedding disclosed total assets of $151 million against total liabilities of $260 million as of May 30, 2022. The Hon. Edward L. Morris is the case judge. The Debtors tapped Haynes and Boone, LLP as bankruptcy counsel; and Houlihan Lockey, Inc. and CR3 Partners, LLC, as financial advisors. Donlin Recano & Company, Inc., is the claims agent. COSMOS HOLDINGS: CEO Has 39.2% Stake as of July 29 -------------------------------------------------- Grigorios Siokas, Cosmos Holdings Inc.'s chief executive officer, disclosed in a Schedule 13D filed with the Securities and Exchange Commission that as of July 29, 2022, he beneficially owns 11,902,388 shares of common stock of Cosmos Holdings, Inc., representing 39.2 percent based on 25,328,936 shares issued and outstanding on July 29, 2022. A full-text copy of the regulatory filing is available for free at: https://www.sec.gov/Archives/edgar/data/1474167/000147793222005644/cosm_sc13d.htm About Cosmos Holdings Cosmos Holdings Inc., together with its subsidiaries, is an international pharmaceutical company with a proprietary line of nutraceuticals and distributor of branded and generic pharmaceuticals, nutraceuticals, over-the-counter (OTC) medications and medical devices through an extensive, established EU and UK distribution network. Cosmos Holdings reported a net loss of $7.96 million for the year ended Dec. 31, 2021, compared to net income of $820,786 for the year ended Dec. 31, 2020. As of March 31, 2022, the Company had $49.77 million in total assets, $39.17 million in total liabilities, $5.45 million in mezzanine equity, and $5.15 million in total stockholders' equity. San Francisco, California-based Armanino LLP, the Company's auditor since 2019, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company has suffered recurring losses and cash used in operations that raises substantial doubt about its ability to continue as a going concern. CUENTAS INC: Reaches Deal With CIMA to Resolve License Issues ------------------------------------------------------------- Cuentas, Inc. and CIMA Telecom, Inc., along with two of CIMA's wholly-owned subsidiaries, Knetik, Inc. and Auris, LLC, executed a Settlement Agreement and General Release which resolves the issues related to the July 8, 2022 notice of default from CIMA Telecom, Inc. related to that certain Platform Exclusive License Agreement, maintenance, and related agreements by and among Cuentas, CIMA, Knetik, Inc., and Auris, LLC. The Parties have signed Mutual General Releases and the settlement terms are as follows: In exchange for the consideration provided in the Settlement Agreement, (1) Cuentas will pay CIMA $350,000.00 on Aug. 2, 2022 and (2) on or before 5:00 p.m New York City time, on Aug. 15, 2022, Cuentas will pay CIMA the balance of the Unpaid Fees ($420,239.78) by wire transfer (3) will accept for a period of 30 days from execution date, the exclusive right to facilitate a third party (including to current shareholders and directors of Cuentas) purchase (without markup or broker fee) of, all of the shares of Cuentas held by CIMA at the higher of: (i) the average per share trading price for the three day average before notice in writing is provided by Cuentas of the intent to purchase CIMA's Cuentas shares, or (ii) the minimum price of $0.50 per share on or before 5:00 p.m. New York City time, on Aug. 31, 2022 pursuant to a purchase agreement delivered by and acceptable to CIMA without any changes thereto (provided, that CIMA shall not be required to provide any representations or warranties other than fundamental warranties related to (a) organization and good standing, (b) power and authority to undertake the transaction and (c) ownership of such shares, and ordinary representations and warranties that the Cuentas shares are being transferred free and clear of any liens, claims, or encumbrances); and (iv) on or before 5:00 p.m. New York City time, on Aug. 2, 2022, Cuentas shall, and shall cause (x) Dinar Zuz, LLC, (y) Michael De Prado and (z) Arik Maimon to provide signed waiver letters, expressly waiving any right of first refusal and co-sale rights granted in their favor under that certain letter agreement, dated Dec. 31, 2019, by and among CIMA, Dinar Zuz, LLC, Michael Del Prado and Arik Maimon, and (y) CIMA agrees: (i) to restore immediately Cuentas's access to the Platform upon receipt of the $350,000.00 payment ; (ii) to provide Cuentas with a limited license to utilize the Platform the terms of which are detailed specifically in Section 6 of the agreement, and to use reasonable efforts, subject to Cuentas' compliance hereto, to provide Cuentas' customer data to Cuentas through the end of the limited license term described below in Section 6 of the agreement; (iii) deliver to Cuentas the Source Code (as that term is defined in paragraph 1.18 of the License Agreement) relating to Out-Of-Scope Services, and as further detailed in Section 6 of the agreement; (iv) not enforce its rights under the Side Letter (as that term is defined in the paragraph 1.1 of the Purchase Agreement) through and including Aug. 31, 2022, and (v) shall not transfer, sale, or encumber its Cuentas shares through and including Aug. 31, 2022, except as permitted herein. Cuentas acknowledges and agrees that the amount of Unpaid Fees ($770,239.78) is valid and outstanding, and waives any right to dispute them. If Cuentas fails to comply with any term of this Settlement Agreement, in addition to the Stipulated Judgment described in Section 5 of the agreement, the limited license set forth in Section 6 and any of CIMA's obligations under this Settlement Agreement shall become null and CIMA shall have the right to shut off Cuentas access to the Platform without notice. The Settlement Agreement also provides for mutual general releases by Cuentas for the benefit of CIMA and by CIMA for the benefit of Cuentas of all claims other than claims relating to a breach of the Settlement Agreement. The settlement agreement by its terms in effect terminates the obligations under the license agreement, dated Dec. 31, 2019 by and between Cuentas and CIMA. About Cuentas Headquartered in Miami, Florida, Cuentas, Inc. -- http://www.cuentas.com-- invests in financial technology and engages in use of certain licensed technology to provide innovative telecommunications, mobility, and remittance solutions to unserved, unbanked, and emerging markets. The Company uses proprietary technology and certain licensed technology to provide innovative telecommunications and telecommunications mobility and remittance solutions in emerging markets. The Company also offers wholesale telecommunications minutes and prepaid telecommunications minutes to consumers through its Tel3 division. Cuentas reported a net loss attributable to the company of $10.73 million for the year ended Dec. 31, 2021, a net loss attributable to the company of $8.10 million for the year ended Dec. 31, 2020, a net loss attributable to the company of $1.32 million for the year ended Dec. 31, 2019, and a net loss of $3.56 million for the year ended Dec. 31, 2018. As of March 31, 2022, the Company had $9.68 million in total assets, $3.31 million in total liabilities, and $6.36 million in total stockholders' equity. CYTODYN INC: Finds Material Error in Previously Filed Financials ---------------------------------------------------------------- The Audit Committee of the Board of Directors of CytoDyn Inc., after consultation with management of the Company, Macias Gini & O'Connell LLP, the Company's current independent registered public accounting firm, and Warren Averett, LLC, the Company's former independent registered public accounting firm, determined that the Company's previously issued consolidated audited financial statements for (1) the fiscal year ended May 31, 2021, which were included in the Company's Annual Report on Form 10-K filed on July 30, 2021, and (2) the Company's previously issued unaudited interim consolidated financial statements as of and for the quarters ended Nov. 30, 2020, Feb. 28, 2021, Aug. 31, 2021, Nov. 30, 2021, and Feb. 28, 2022, will be restated and, accordingly, that the foregoing financial statements should no longer be relied upon. In its Annual Report on Form 10-K for the fiscal year ended May 31, 2022, to be filed no later than Aug. 15, 2022, the Company will file restated financial statements as of and for the periods ended: Nov. 30, 2020, Feb. 28, 2021, May 31, 2021, Aug. 31, 2021, Nov. 30, 2021, and Feb. 28, 2022. During the preparation and audit of the annual financial statements as of and for the fiscal year ended May 31, 2022, the Company concluded that a material error was identified in how the Company was accounting for common stock issued to settle certain convertible note obligations dating back to fiscal year 2021. The Company had been accounting for these transactions in accordance with debt extinguishment accounting. However, although the contractual terms did not explicitly describe the transactions as induced conversions, the transactions should be accounted for as induced conversions rather than extinguishments of debt and are therefore subject to induced conversion accounting. The Company anticipates that the restatement for these errors will result in changes of previously reported non-cash loss on convertible debt settlement, additional paid-in capital, accumulated deficit and net loss as follows in each presented period: (Understatement) overstatement 3-month fiscal Fiscal year-to- (in thousands) period ended date ended ---------------------------- -------------- --------------- November 30, 2020 $(2,555) $(2,555) February 28, 2021 $7,625 $5,070 May 31, 2021 $(24,305) $(19,235) August 31, 2021 $(13,879) $(13,879) November 30, 2021 $(3,473) $(17,352) February 28, 2022 $(8,957) $(26,309) The Company also anticipates the errors will have an impact on loss per share. The errors had no impact on operating loss, cash, net cash used in or provided by operating, financing, and investing activities, assets, liabilities, commitments and contingencies, total stockholders' (deficit) equity, number of shares issued and outstanding, basic and diluted weighted average common shares outstanding, and number of shares available for future issuance for any of the affected periods. Going forward, the Company expects to continue to account for similar inducement transactions, in which common stock is issued to settle certain convertible notes, if any, as induced conversions, which may have an adverse effect on its results of operations. In connection with the restatement, the Company's Principal Executive Officer and Principal Financial Officer have determined that a material weakness in the Company's internal control over financial reporting existed as of Aug. 31, 2020, Feb. 28, 2021, May 31, 2021 and Aug. 31, 2021. About CytoDyn Inc. Headquartered in Vancouver, Washington, CytoDyn Inc. -- http://www.cytodyn.com-- is a late-stage biotechnology company focused on the clinical development and potential commercialization of leronlimab (PRO 140), a CCR5 antagonist to treat HIV infection, with the potential for multiple therapeutic indications. Cytodyn reported a net loss of $154.67 million for the year ended May 31, 2021, compared to a net loss of $124.40 million for the year ended May 31, 2020. As of Nov. 30, 2021, the Company had $103.70 million in total assets, $116.40 million in total liabilities, and a total stockholders' deficit of $12.70 million. Birmingham, Alabama-based Warren Averett, LLC, the Company's auditor since 2007, issued a "going concern" qualification in its report dated July 30, 2021, citing that the Company incurred a net loss of approximately $154,674,000 for the year ended May 31, 2021 and has an accumulated deficit of approximately $511,294,000 through May 31, 2021, which raises substantial doubt about its ability to continue as a going concern. DALTON CRANE: Files Emergency Bid to Use Cash Collateral -------------------------------------------------------- Dalton Crane, L.C. asks the U.S. Bankruptcy Court for the Southern District of Texas, Houston Division, for authority to use cash collateral and provide adequate protection. Until approximately July 31, 2022, the Debtor was a company principally providing crane and related services within the Texas oil and gas industry. The Debtor's activities involved acquisition, renting, operating and disposition of crane and related assets currently deployed to various oil and gas operational sites within south Texas. To continue its operations in an orderly manner on a postpetition basis, the Debtor has used the cash collateral of The First State Bank pursuant to various cash collateral orders. As of the Petition Date, the Debtor owned accounts receivable of $152,599, inventory of $109,890 and cash on deposit at FSB of $87,993. The Debtor has completed existing jobs and all existing contracts, has laid off workforce in preparation for auction and/or private sale of remaining equipment, and has obtained approval to retain a real estate broker to market and sell real property. As of approximately August 1, 2022, the Debtor will no longer generate new accounts receivable to replace the original accounts pledged to FSB, and the cash on hand that is subject to FSB's security interests will continue to be consumed throughout the remainder of the Chapter 11 Case. FSB has withdrawn its consent for the continued use of its cash collateral absent receipt of reasonable adequate protection including a replacement lien in the available real property, similar to replacement granted to Jackson County and Old Second National Bank, but subject to a carve out for allowed and authorized attorney's fees payable by the Debtor. FSB is not adequately protected by its existing replacement lien in accounts and inventory due to the wind down of the Debtor's business. The Debtor has agreed to apply approximately 25% of the existing cash on deposit that constitutes cash collateral of FSB to the FSB secured claim and to grant FSB a replacement lien in the real property located at 599 State Highway 111 North, Edna, Texas 77957, in consideration for the further use of FSB's cash collateral, subject to the replacement liens of Jackson County and Old Second National Bank and agreed carve outs for authorized fees and expense payable to the Debtor's counsel. A copy of the Debtor's motion is available at https://bit.ly/3QfCahP from PacerMonitor.com. About Dalton Crane Dalton Crane, L.C. provides crane and related services within the Texas oil and gas industry, typically at wellhead or drill locations for oil and gas drilling and operational businesses. Its activities involve acquisition, renting, operating and disposition of crane and related assets currently deployed to various oil and gas operational cites within south Texas. Dalton Crane filed a petition for Chapter 11 protection (Bankr. S.D. Texas Case No. 21-33218) on Oct. 1, 2021, listing $22,113,730 in assets and $14,515,457 in liabilities. Joshua Dalton, chief executive officer and member of Dalton Crane, signed the petition. Judge Eduardo V. Rodriguez oversees the case. Michael G. Colvard, Esq., at Martin & Drought, P.C. and Michael S. Klingle, CPA, PLLC serve as the Debtor's legal counsel and accountant, respectively. Signature Financial LLC, as creditor, is represented by Frances Smith, Esq., at Ross and Smith PC and Morrit Hock and Hamroff LLP. First State Bank, as secured creditor, is represented by Richard Chapman, Esq., at Anderson, Smith, Null & Stofer, LLP. DIAMOND SCAFFOLD: Seeks to Hire Ratcliff CPA as Accountant ---------------------------------------------------------- Diamond Scaffold Services, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Alabama to employ Ratcliff CPA and Consultants, LLC to provide tax and accounting services. The firm will be paid at the rate of $200 per hour. Timothy Ratcliff, a partner at Ratcliff, 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: Timothy L. Ratcliff Ratcliff CPA and Consultants, LLC 123 Terrabella Blvd., Suite 1 Covington, LA 70433 Tel: (985) 674-3455 About Diamond Scaffold Services Diamond Scaffold Services, LLC -- https://www.diamondscaffold.com/ -- is an authorized distributor of Ring-lock, Cup-lock, Shoring, and Frame Scaffold. It is based in Slidell, La. Diamond Scaffold Services sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ala. Case No. 22-11208) on June 21, 2022, disclosing between $1 million and $10 million in assets and between $10 million and $50 million in liabilities. Jewell Wayne Sumrall, president of Diamond Scaffold Services, signed the petition. The Debtor tapped Alexandra K. Garrett, Esq., at Silver Voit & Garrett, Attorneys at Law, P.C. as bankruptcy counsel; Jason R. Watkins, Esq., at O'Hara Watkins, LLC as special counsel; and Ratcliff CPA and Consultants, LLC as accountant. DIOCESE OF ROCKVILLE: Bishop Libasci Abuse Suit Stalled by Ch. 11 ----------------------------------------------------------------- Damien Fisher of InDepthNH.org reports that the New York lawsuit filed last 2021 that accuses New Hampshire's Bishop Peter Libasci of sexually abusing a child in the 1980s is stalled in court, with nothing happening in the case since it was filed last July 2021. The reason for the inaction is the more than 500 other claims of abuse lodged against the Roman Catholic Diocese of Rockville Centre. The diocese filed for chapter 11 bankruptcy protection in 2020, which put a halt on all the potential abuse lawsuits. Now, it looks like a resolution to the cases is possible. The diocese is set to begin mediation talks with lawyers for the complainants next week, according to statements made during a bankruptcy court hearing this week. A dispute between the diocese and attorneys for some of the complainants threatened to stall the case further. There are attorneys representing child sex abuse victims, and an attorney representing a committee for adult victims of abuse. The matter boiled down to an issue about how the diocese is to publish notifications for the adult victims, letting them know of the deadline to file cases. Since there are currently no adult victims part of the bankruptcy proceedings, Southern District of New York United States Bankruptcy Court Judge Martin Glenn told the attorneys this dispute should no impact on the mediation with the child abuse survivors. “I would be very disappointed if someone used this as a reason not to push forward with the mediation,” Glenn said. “You’ve got to get in the same room. This case needs to get moving.” Libasci has maintained his innocence since news of the lawsuit, filed in the Suffolk County Supreme Court in New York, first became public. Libasci’s legal team filed a motion a year ago that denies all the allegations and demands that the case be dismissed. Libasci is also seeking to recover attorney fees from his accuser. The accuser’s complaint claims that he was groped by Libasci at around the age of 13, when Libasci was a parish priest in the Rockville Centre diocese. The lawsuit claims that church officials should have known Libasci should not have been around children. Libasci served as the auxiliary bishop in Rockville Centre starting in 2017. He’s been the bishop in Manchester for the last 10 years, taking over for scandal-plagued Bishop John McCormack who was found to have helped former Boston Archbishop Bernard Cardinal Law cover up decades of sexual abuse. The status of a separate Church investigation into the allegation against Libasci is unknown. Under the Vos Estis protocols put forward by Pope Francis in 2019, bishops accused of abuse are subject to a new form of discipline from Rome, including a Church investigation conducted within 90 days of the accusation being made. Such Vos Estis investigations are typically conducted by the local metropolitan, in this case, Archbishop Sean Cardinal O’Malley in Boston. Boston officials have declined to comment on the matter, and representatives for the United States Conference of Catholic Bishops have yet to return calls. About The Roman Catholic Diocese of Rockville Centre, New York The Roman Catholic Diocese of Rockville Centre, New York, is the seat of the Roman Catholic Church on Long Island. The Diocese has been under the leadership of Bishop John O. Barres since February 2017. The State of New York established the Diocese as a religious corporation in 1958. The Diocese is one of eight Catholic dioceses in New York, including the Archdiocese of New York. The Diocese's total Catholic population is approximately 1.4 million, roughly half of Long Island's total population of 3.0 million. The Diocese is the eighth largest diocese in the United States when measured by the number of baptized Catholics. The Roman Catholic Diocese of Rockville Centre, New York, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 20-12345) on Sept. 30, 2020, listing as much as $500 million in both assets and liabilities. The Diocese tapped Jones Day as legal counsel, Alvarez & Marsal North America, LLC, as restructuring advisor, and Sitrick and Company, Inc., as communications consultant. Epiq Corporate Restructuring, LLC is the claims agent. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors in the Diocese's Chapter 11 case. The committee tapped Pachulski Stang Ziehl & Jones, LLP and Ruskin Moscou Faltischek, PC as its bankruptcy counsel and special real estate counsel, respectively Robert E. Gerber, the legal representative for future claimants of the Diocese, is represented by the law firm of Joseph Hage Aaronson, LLC. Michael A. Hogan, a retired judge, serves as the Diocese's financial advisor. New Case Judge According to a notice, the Debtor's case has been reassigned from Judge Shelley C. Chapman to Judge Martin Glenn effective June 28, 2022. EASCO BOILER: Wins Final Cash Collateral Access ----------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York authorized Easco Boiler Corp. to use cash collateral on a final basis in accordance with the budget. Easco is authorized to use cash collateral to pay all expenses incurred by Easco in the operation of its ongoing business post-petition -- or if incurred pre-petition, those expenditures authorized by a specific Court Order -- as provided for in the Budget, including the quarterly fees owed to the Office of the United States Trustee, pending the final hearing on the Motion. As adequate protection, the Debtor's secured creditors are granted postpetition replacement liens and security interests against all property of Easco's estate, as set forth in the Motion, in an amount equivalent to the amount of cash collateral expended by Easco to the extent the Secured Creditors held validly perfected liens and security interests as of the Petition Date. The Post-petition Liens will be subject to the Carve-Out. The Post-petition Liens will attach to Easco's assets with the same priority, validity, and enforceability as the Secured Creditors' liens on their pre-petition collateral. The Carve-Out means the sum of (i) all fees required to be paid to the Clerk of the Court and to the United States Trustee under 28 U.S.C. sections 156(c) and 1930(a) plus interest, if any, as set forth in 31 U.S.C. section 3717; and (ii) all reasonable fees and expenses incurred by a trustee, if any, under section 726(b) of the Bankruptcy Code. A copy of the order is available at https://bit.ly/3Ph2bvV from PacerMonitor.com. About Easco Boiler Founded in 1926, Easco Boiler Corp. is the oldest minority owned and operated steel boiler and tank manufacturer in the country. Easco Boiler and affiliate, Leggett Real Estate Holdings, LLC, filed petitions under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 22-10881) on June 27, 2022. In their petitions, Easco Boiler listed up to $10 million in assets and up to $50 million in liabilities while Leggett Real Estate Holdings listed as much as $50 million in both assets and liabilities. Tyren Eastmond, president, signed the petitions. Judge James L. Garrity, Jr. oversees the cases. The Debtors tapped Riemer & Braunstein, LLP as legal counsel and ASI Advisors, LLC as financial advisor. EDUCATIONAL TRAVEL: Files Chapter 11 Subchapter V Case ------------------------------------------------------ Educational Travel Services Inc. filed for chapter 11 protection in the District of Oregon. The Debtor filed as a small business debtor seeking relief under Subchapter V of Chapter 11 of the Bankruptcy Code. The Debtor owns and operates a travel service for students and is located at 25 E 82nd Drive, Gladstone OR 97027. The Debtor on the Petition Date filed motions to use cash collateral, pay wages, and grant adequate assurance to utilities. The Debtor disclosed $516,500 in assets against $1.419 million in liabilities in its schedules. Dennis Tichenor and Judith Tichenor are the owners of the Debtor. According to the statement of financial affairs, the business had $116,600 in revenue in the fiscal year ended Aug. 31, 2020, $342,700 for the fiscal year ended Aug. 31, 2021, and $1.179 million for the period Sept. 1, 2021, through Aug. 4, 2022. According to court documents, Educational Travel Services Inc. estimates between 100 and 199 creditors. The petition states funds will be available to Unsecured Creditors. About Educational Travel Services Educational Travel Services Inc. is tour agency in Milwaukee, Oregon. Educational Travel Services filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Oregon Case No. 22-31272) on Aug. 5, 2022. In the petition filed by Katie Dunn, as president, the Debtor reported assets between $500,000 and $1 million and liabilities between $1 million and $10 million. Ted A. Troutman, of Troutman Law Firm P.C, is the Debtor's counsel. The Subchapter V Trustee: KENNETH S. EILER 515 NW SALTZMAN RD., PMB 810 PORTLAND, OR 97201 Tel: 503-292-6020 E-mail: kenneth.eiler7@gmail.com EYEPOINT PHARMACEUTICALS: Incurs $19.4M Net Loss in 2nd Quarter --------------------------------------------------------------- EyePoint Pharmaceuticals, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $19.41 million on $11.57 million of total revenues for the three months ended June 30, 2022, compared to a net loss of $10.01 million on $9.01 million of total revenues for the three months ended June 30, 2021. For the six months ended June 30, 2022, the Company reported a net loss of $40.38 million on $20.86 million of total revenues compared to a net loss of $22.29 million on $16.34 million of total revenues for the six months ended June 30, 2021. As of June 30, 2022, the Company had $233.43 million in total assets, $82.07 million in total liabilities, and $151.37 million in total stockholders' equity. Eyepoint stated, "We have had a history of operating losses and an absence of significant recurring cash inflows from revenue, and at June 30, 2022 we had a total accumulated deficit of $609.5 million. Our operations have been financed primarily from sales of our equity securities, issuance of debt and a combination of license fees, milestone payments, royalty income and other fees received from collaboration partners. In the first quarter of 2019, we commenced the U.S. launch of our first two commercial products, YUTIQ and DEXYCU. However, we have not received sufficient revenues from our product sales to fund operations and we do not expect revenues from our product sales to generate sufficient funding to sustain our operations in the near-term." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1314102/000095017022015071/eypt-20220630.htm About EyePoint Pharmaceuticals EyePoint Pharmaceuticals, Inc., formerly pSivida Corp. -- http://www.eyepointpharma.com-- headquartered in Watertown, MA, is a specialty biopharmaceutical company committed to developing and commercializing innovative ophthalmic products in indications with high unmet medical need to help improve the lives of patients with serious eye disorders. The Company currently has two commercial products: DEXYCU, the first approved intraocular product for the treatment of postoperative inflammation, and YUTIQ, a three-year treatment of chronic non-infectious uveitis affecting the posterior segment of the eye. EyePoint reported a net loss of $58.42 million for the year ended Dec. 31, 2021, a net loss of $45.39 million for the year ended Dec. 31, 2020, a net loss of $56.79 million for the year ended Dec. 31, 2019, and a net loss of $53.17 million for the year ended June 30, 2018. As of March 31, 2022, the Company had $244.56 million in total assets, $77.74 million in total liabilities, and $166.82 million in total stockholders' equity. FORUM ENERGY: Posts $9.3 Million Net Income in Second Quarter ------------------------------------------------------------- Forum Energy Technologies, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing net income of $9.26 million on $172.25 million of revenue for the three months ended June 30, 2022, compared to a net loss of $21.81 million on $137.42 million of revenue for the three months ended June 30, 2021. For the six months ended June 30, 2022, the Company reported net income of $65,000 on $327.42 million of revenue compared to a net loss of $51.47 million on $251.94 million of revenue for the same period during the prior year. As of June 30, 2022, the Company had $807.49 million in total assets, $499.04 million in total liabilities, and $308.45 million in total equity. As of June 30, 2022, the Company had cash and cash equivalents of $26.9 million and $114.3 million of availability under the Credit Facility. The Company anticipates that its future working capital requirements for its operations will fluctuate directionally with revenues. Furthermore, availability under the Credit Facility will fluctuate directionally based on the level of its eligible accounts receivable and inventory subject to applicable sublimits. In addition, the Company continues to expect total 2022 capital expenditures to be less than $10.0 million, consisting of, among other items, replacing end of life machinery and equipment. The Company expects its available cash on-hand, cash generated by operations, and estimated availability under the Credit Facility to be adequate to fund current operations during the next 12 months. In addition, based on existing market conditions and its expected liquidity needs, among other factors, the Company may use a portion of its cash flows from operations, proceeds from divestitures, securities offerings or other eligible capital to reduce the principal amount of its 2025 Notes outstanding. Neal Lux, president and chief executive officer, remarked, "Incremental oil and natural gas supply is needed to meet the world's current and growing energy demands. To address this challenge, our customers need to invest in Forum's highly engineered products and solutions to replace equipment that is obsolete or degraded through elevated service intensity and high utilization. This was evident in the second quarter as demand drove revenue and adjusted EBITDA up quarter-over-quarter by 11% and 74%, respectively, each exceeding the high-end of our guidance. Our strong operating leverage and efficient utilization of existing capacity was demonstrated by revenue and adjusted EBITDA growing by 25% and 138%, respectively, year-over-year. "We forecast third quarter revenue to be between $170 and $180 million, and adjusted EBITDA of $16 to $19 million. On a full year basis, our financial outlook has improved, and we now expect adjusted EBITDA to be near the top end of our previous guidance range of $50 to $60 million. "Our employees remain committed to serving our customers, operating safely, and delivering strong operating results. I am very pleased with their performance." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1401257/000140125722000046/fet-20220630.htm About Forum Energy Forum Energy Technologies, Inc. -- www.f-e-t.com -- is a global oilfield products company, serving the drilling, downhole, subsea, completions and production sectors of the oil and natural gas industry. The Company's products include highly engineered capital equipment as well as products that are consumed in the drilling, well construction, production and transportation of oil and natural gas. Forum is headquartered in Houston, TX with manufacturing and distribution facilities strategically located around the globe. Forum Energy reported a net loss of $82.65 million for the year ended Dec. 31, 2021, a net loss of $96.89 million for the year ended Dec. 31, 2020, a net loss of $567.06 million for the year ended Dec. 31, 2019, a net loss of $374.08 million for the year ended Dec. 31, 2018, a net loss of $59.40 million for the year ended Dec. 31, 2017, and a net loss of $81.95 million for the year ended Dec. 31, 2016. As of Dec. 31, 2021, the Company had $791.34 million in total assets, $462.21 million in total liabilities, and $329.13 million in total equity. * * * As reported by the TCR on July 28, 2022, Moody's Investors Service changed Forum Energy Technologies, Inc.'s outlook to positive from stable. Concurrently, Moody's affirmed Forum's Corporate Family Rating at Caa1, Probability of Default Rating at Caa1-PD and convertible senior secured notes rating at Caa2. The Speculative Grade Liquidity (SGL) rating is unchanged at SGL-3. "The change in Forum's rating outlook reflects our expectation that Forum will grow EBITDA through 2023, driving improved leverage," said Jonathan Teitel, a Moody's analyst. As reported by the TCR on Aug. 25, 2021, S&P Global Ratings revised its outlook on Forum Energy Technologies Inc. to stable from negative and affirmed its 'CCC+' issuer credit rating. The stable outlook reflects S&P's view that despite expecting leverage to remain at unsustainable levels over the next 12 months, including funds from operations (FFO) to debt of about 5%, S&P expects Forum will maintain adequate liquidity and generate a small amount of FOCF. FREE SPEECH: Jones' Attys. Could Face Disciplinary Action in Conn. ------------------------------------------------------------------ Christine DeRosa of Law360 reports that attorneys representing right-wing conspiracy theorist and Infowars website owner Alex Jones are set to appear in Connecticut court for possible disciplinary action after medical records were allegedly released to unauthorized parties. Judge Barbara N. Bellis of the Superior Court for the Judicial District of Waterbury ordered attorneys Norman Pattis of Pattis & Smith LLC and Federico Andino Reynal of The Reynal Law Firm PC to appear in person for show cause hearings to determine if they should be referred for disciplinary action or sanctioned by the court. The two are to appear before the court separately. About Free Speech Systems LLC Free Speech Systems LLC is a broadcast media production and distribution company that provides broadcasting aural programs by radio to the public. Free Speech Systems is a family-run business founded by Alex Jones. FSS is presently engaged in the business of producing and syndicating Jones' radio and video talk shows and selling products targeted to Jones' loyal fan base via the Internet. Today, FSS produces Alex Jones' syndicated news/talk show (The Alex Jones Show) from Austin, Texas, which airs via the Genesis Communications Network on over 100 radio stations across the United States and via the internet through websites including Infowars.com. Conspiracy theorist Alex Jones has been sued by victims' family members over Jones' lies that the 2012 Sandy Hook Elementary School shooting was a hoax. Jones' InfoW LLC and affiliates, IWHealth, LLC and Prison Planet TV, LLC, filed petitions under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-60020) on April 18, 2022. The Debtors agreed to the dismissal of the Chapter 11 cases in June 2022 after the Sandy Hook victim families dismissed the three bankrupt companies from their lawsuits. Jones' Free Speech Systems filed a voluntary petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-60043) on July 29, 2022. In the petition filed by W. Marc Schwartz, as chief restructuring officer, the Debtor reported assets and liabilities between $50 million and $100 million. Melissa A Haselden has been appointed as Subchapter V trustee. Raymond William Battaglia, of Law Offices of Ray Battaglia, PLLC, is the Debtor's counsel. FREE SPEECH: To Face Greater Probe After Jones Defamation Verdict ----------------------------------------------------------------- James Nani of Bloomberg Law reports that Infowars parent company, Free Speech Systems to face greater investigation after Alex Jones' defamation verdict. Infowars' parent company will likely face calls for greater scrutiny of its bankruptcy now that a Texas jury has ordered it and its founder, Alex Jones, to pay nearly $50 million in damages to the parents of a Sandy Hook victim for falsely claiming the school shooting was a hoax. Heightened scrutiny may include expanded trustee powers, examining the validity of the debt owed by Jones' company, and potentially forming a committee representing the victim families suing Jones. The Texas jury last week ordered the conspiracy theorist and Free Speech Systems LLC, the parent company of his website InfoWars, to pay $45.2 million in punitive damages and $4.1 million in actual damages. The jury awarded parents Neil Heslin and Scarlett Lewis the damages years after Jones alleged that the 2012 massacre in Newtown, Conn., was fabricated. Their 6-year-old, Jesse Lewis, was killed in the shooting. On July 29, 2022 in the middle of the two-week Texas trial, Free Speech Systems filed a petition for a special form of bankruptcy under Chapter 11—called Subchapter V—that gives those small business debtors several advantages over a typical Chapter 11 case. Now that some of the Sandy Hook families have monetary judgments against bankrupt Free Speech Systems, the company is poised to face an aggressive deep dive into its financial disclosures pushed along by creditors, according to Nicholas Koffroth, an attorney with Fox Rothschild LLP. Investigation In some large, complex bankruptcies, the judge will appoint an independent examiner who is tasked with investigating the bankrupt entity’s finances and activities that preceded the Chapter 11 case. But in Subchapter V cases, an examiner generally isn’t appointed, according to Samir Parikh, a bankruptcy law professor at Lewis & Clark Law School. Yet the Texas bankruptcy court in Free Speech System’s case may face a request to expand the powers of the Subchapter V trustee—which is appointed in every such small business bankruptcy—to give it similar tools to an examiner to look into the debtor’s financial disclosures. The powers of a Subchapter V trustee can be expanded for cause, according to bankruptcy attorney Alan Rosenberg of Markowitz Ringel Trusty & Hartog P.A. The power to investigate a debtor can be given by a court as an alternative to removing the debtor altogether from operating the business, a power that was recently affirmed by a New York court in the small business bankruptcy of In Re: Corinthian Communications Inc. The trustee in the case could be given the power by the court to investigate the "acts, conduct, assets, liabilities, and financial condition of the debtor," Rosenberg said. That probe could also include the operation of Free Speech's business "and the desirability of the continuance of such business, and any other matter relevant to the case or to the formulation of a [bankruptcy] plan," he said. While the bankruptcy case is still young, questions have already been raised about the validity of secured debt Free Speech Systems says it owes to PQPR Holdings Limited LLC, which is partially owned by Jones through several limited liabilities companies and managed by Jones’ father. The validity of that debt is being challenged by Connecticut families in a pending fraudulent transfer case in a Texas state court, according to court records. Since that debt is secured, it could be first in line to get paid back. "Given the allegations that have been made regarding the nature and validity of the PQPR debt, the litigation creditors may seek to expand the powers to allow the trustee to conduct an investigation," Rosenberg said. Avi Moshenberg, a lawyer in the Texas fraudulent transfer suit against Jones, said during an Aug. 1 Chapter 11 hearing for Free Speech Systems that he supported giving a trustee powers to investigate and the appointment of an unsecured creditors committee. "We certainly are going to consider adding any protections and strengths necessary to allow for a transparent process to allow this debtor and Alex Jones and his shell entities to be fully investigated so there’s oversight and transparency and ultimately, so that the Sandy Hook families can bring Alex Jones and his company to justice by liquidating these claims, and by recovering on them," Moshenberg said. The bankruptcy court has given Free Speech until Aug. 29 to file more information about its financial affairs. Committee appointment Committees representing unsecured creditors are a very common element of large Chapter 11 cases. And while a committee generally isn’t appointed in small business bankruptcy cases, Free Speech Systems' case is unique, said Donald L. Swanson, a bankruptcy attorney and shareholder at Koley Jessen. An unsecured creditors committee, which would likely be made up of Sandy Hook victims’ parents suing Jones and Free Speech, would get an official role in the case. Official committees typically get their legal fees paid for by the debtor. Ha Minh Nguyen, a lawyer for the US Trustee's office, the Justice Department bankruptcy watchdog, already suggested in a Free Speech bankruptcy hearing this month that a committee of people suing Jones and Infowars may need to be formed. A cause to appoint such a committee would have to be shown to the judge in order for it to be appointed, Rosenberg said. "In this particular case, the unsecured creditors as a combined class have a lot at stake," Rosenberg said. "Besides PQPR, they are the most significant creditor class by far. Given the scope of their claims and the sheer volume of members in the class, it may be advantageous in this case for the litigation creditors to seek the appointment of a committee to advocate for their collective interests." More to come While there's already a looming question over whether the punitive damages stemming out of defamation judgments can be discharged in a small business bankruptcy case, a battle may also be brewing over whether the Texas constitution allows the $45.2 million punitive award to be capped. Andino Reynal, Jones' attorney, told Bloomberg Law on Monday that punitive damages are capped at $1.5 million by Texas statute. But Mark Bankston, one of the plaintiffs’ attorneys, told Bloomberg Law his team doesn’t believe punitive damage caps are constitutional as applied to their case and they would litigate that issue "if necessary." Free Speech Systems is also facing a request for relief from the bankruptcy code's automatic stay for Sandy Hook families to get their day in court in Connecticut. That issue will likely be heard later this month. About Free Speech Systems LLC Free Speech Systems LLC is a broadcast media production and distribution company that provides broadcasting aural programs by radio to the public. Free Speech Systems is a family-run business founded by Alex Jones. FSS is presently engaged in the business of producing and syndicating Jones' radio and video talk shows and selling products targeted to Jones' loyal fan base via the Internet. Today, FSS produces Alex Jones' syndicated news/talk show (The Alex Jones Show) from Austin, Texas, which airs via the Genesis Communications Network on over 100 radio stations across the United States and via the internet through websites including Infowars.com. Due to the content of Alex Jones' shows, Jones and FSS have faced an all-out ban of Infowars from mainstream online spaces. Shunning from financial institutions and banning Jones and FSS from major tech companies began in 2018. Conspiracy theorist Alex Jones has been sued by victims' family members over Jones' lies that the 2012 Sandy Hook Elementary School shooting was a hoax. Jones' InfoW LLC and affiliates, IWHealth, LLC and Prison Planet TV, LLC, filed petitions under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-60020) on April 18, 2022. The Debtors agreed to the dismissal of the Chapter 11 cases in June 2022 after the Sandy Hook victim families dismissed the three bankrupt companies from their lawsuits. Free Speech Systems filed a voluntary petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-60043) on July 29, 2022. In the petition filed by W. Marc Schwartz, as chief restructuring officer, the Debtor reported assets and liabilities between $50 million and $100 million. Melissa A Haselden has been appointed as Subchapter V trustee. Raymond William Battaglia, of Law Offices of Ray Battaglia, PLLC, is the Debtor's counsel. HAWAIIAN HOLDINGS: Revises Director Nomination Notice Procedures ---------------------------------------------------------------- The Board of Directors of Hawaiian Holdings, Inc. amended and restated the Company's bylaws to, among other things, (1) update and revise the advance notice procedures for the nomination of directors or the proposal of other business at stockholder meetings; and (2) make a variety of other language and conforming changes and other technical edits and updates (including to account for changes in Delaware law). As a result of the adoption of the Bylaws, the dates by which stockholders must notify the Company in order to nominate directors or bring other business before the Company's 2023 Annual Meeting of Stockholders have been adjusted. Such notice must be in compliance with the Bylaws and must be received by the secretary of the Company at the principal executive offices of the Company no earlier than 8:00 a.m., Eastern time, on Jan. 18, 2023 and no later than 5:00 p.m., Eastern time, on Feb. 17, 2023. About Hawaiian Holdings Hawaiian Holdings, Inc.'s primary asset is sole ownership of all issued and outstanding shares of common stock of Hawaiian Airlines, Inc. The Company is engaged in the scheduled air transportation of passengers and cargo amongst the Hawaiian Islands (the Neighbor Island routes) and between the Hawaiian Islands and certain cities in the United States (the North America routes together with the Neighbor Island routes, the Domestic routes), and between the Hawaiian Islands and the South Pacific, Australia, New Zealand and Asia (the International routes), collectively referred to as its Scheduled Operations. Hawaiian Holdings reported a net loss of $144.77 million for the year ended Dec. 31, 2021, a net loss of $510.93 million for the year ended Dec. 31, 2020, and net income of $223.98 million for the year ended Dec. 31, 2019. As of June 30, 2022, the Company had $4.37 billion in total assets, $1.25 billion in total current liabilities, $1.60 billion in long-term debt, $1.14 billion in total other liabilities and deferred credits, and $375.55 million in total shareholders' equity. HIE HOLDINGS: Subsidiary Seeks Cash Collateral Use, Secured Debt ---------------------------------------------------------------- Royal Hawaiian Water Co., Ltd., dba Hawaiian Isles Water Company, a subsidiary of HIE Holdings, Inc., asks the U.S. Bankruptcy Court for the District of Hawaii for authority to use cash collateral and continue to incur secured debt from Alliance One, LLC pursuant to the terms of a Factoring Agreement. Prepetition, the Debtor entered into a factoring agreement with Alliance whereby Alliance purchased certain of the Debtor's accounts receivable. Under the Factoring Agreement, Alliance pays to the Debtor an 85% down payment within days of delivery, collects on the "factored" accounts, and thereafter pays the Debtor the balance of the purchase price of the account. As of the Petition Date, Alliance is the Debtor's sole secured creditor (excluding equipment lessors). Alliance has a blanket lien on substantially all of the Debtor's assets pursuant to a UCC-1 Financing Statement filed in the Bureau of Conveyances for the State of Hawaii on September 23, 2019 as Document No. A72051119, to secure the Debtor's obligations under the Factoring Agreement. As of the Petition Date, Alliance had acquired approximately $202,000 in pre-petition invoices for product delivered to CVS and Times Supermarket. The Debtor factors its CVS and Times Super Market receivables to assist its liquidity. The Factoring Agreement is arguably the sale of invoices (receivables) and not a secured transaction. The Debtor nevertheless seeks Court approval to continue factoring certain invoices in the ordinary course of its business out of an abundance of caution. Factoring provides the Debtor with the ability to more efficiently and quickly collect on its accounts receivable as the 85% down payment is received within a day or two of invoicing customers who are billed on 30-day terms. In order to address its working capital needs, the Debtor also requires the use of cash collateral of Alliance. The use of cash collateral will provide the Debtor with the necessary capital with which to pay expenses, and maximize value. With respect to Alliance, the Debtor believes Alliance is adequately protected by virtue of holding invoices from customers (Times Supermarket and CVS) that pay without fail. In addition, the Debtor proposes to provide adequate protection for its use of cash collateral existing as of the Petition Date actually used by the Debtor, by providing Alliance with a replacement lien on all post-petition cash collateral and all proceeds of said collateral having the same validity, priority and extent as Alliance's existing security interest in its Pre-Petition Collateral. As adequate protection, Alliance will be granted replacement liens in the estate's post-petition assets, and the proceeds thereof, to the same extent and priority as any lien held by Alliance in the Pre-Petition Collateral as of the Petition Date, limited to the amount of Pre-Petition Collateral as of the Petition Date. The Replacement Liens will be valid, perfected and enforceable against the Replacement Collateral without further filing or recording of any document or instrument or the taking of any further action. Alliance's Replacement Liens will have the same validity, extent and priority as the liens that Alliance possessed on the Petition Date. A copy of the motion is available at https://bit.ly/3SGRaqw from PacerMonitor.com. About HIE Holdings Inc. HIE Holdings Inc. is the parent entity of Royal Hawaiian Water Co., Ltd., and Hawaiian Isles Kona Coffee Company, Ltd. Holdings is, in turn, owned by Michael Boulware, Julie Boulware and the Glenn Boulware Trust. Royal Hawaiian operates a water bottling facility in Halawa, Oahu, while Kona Coffee Company roasts, packages and distributes coffee. Royal Hawaiian Water Co., Ltd., d/b/a Hawaiian Isles Water Company, filed a Chapter 11 petition (Bankr. D. Hawaii Case No. 22-00524) on July 30, 2022. HIE Holdings Inc. filed a Chapter 11 petition (Bankr. D. Hawaii Case No. 22-00534) on August 3, 2022. Hawaiian Isles Kona Coffee Company, Ltd., doing business as Hawaii Coffee Roasters, filed a Chapter 11 petition (Case No. 22-00546) on Aug. 5, 2022. The Debtors have sought joint administration of their cases under Case No. 22-00524. In the petitions filed by Michael H. Boulware, as president, each of the Debtors reported assets between $1 million and $10 million and liabilities between $1 million and $10 million. Chuck C. Choi, Esq., at Choi & Ito, is the Debtors' counsel. HIGHLAND PROPERTY: Amends Secured Investment High Yield Claim Pay ----------------------------------------------------------------- Highland Property, LLC submitted an Amended Disclosure Statement to accompany Plan dated August 9, 2022. All classes under the plan, priority, secured, and unsecured will be paid from the cash flow generated from the Debtor's business. The Debtor's principal, Mr. Bruce Roberts, will provide additional capital contributions, if needed, to fund the payment requirement under the plan. Debtor has also contemplated the sale of certain properties to reduce the secured value of claims. Under the current real estate market, certain properties may have a premium value that can be liquidated to fund plan payments. Class 2(b) consists of the secured claim of Secured Investment High Yield Fund II, LLC. This Class shall receive no payment under the plan. Like in the prior iteration of the Plan, Class 3 unsecured creditors will receive 100% of their claims over a 60-month period, paid on a quarterly basis. Class 3 creditors will not receive any interest on their allowed claims. Class 3 is impaired. State source of funds for planned payments, including funds necessary for capital replacement, repairs, or improvements: Profits from business operations; sale of real estate; and equity contributions from Debtor's owner, Mr. Bruce Roberts. The Debtor's business has maintained a steady cash flow from rental proceeds generated from approximately 50 properties. At this time, there are 10 rental units that are vacant or in the process of updating and repair. Debtor anticipates that these vacant properties will be rented over the next 6 months and will increase the monthly revenue by approximately $6,000.00. This increase from the vacant properties has not been included in the projected income for the next twelve months. The Debtor has reduced its monthly overhead following the surrender of five properties to Secured Investment High Yield Fund II, LLC. These properties did not generate significant revenues for the Debtor and will not materially affect the payments set forth under the plan. In fact, the reduction of the secured claim to $168,000.00, and the reduction of maintenance and upkeep costs will further support the feasibility of the plan. Finally, the monthly revenues that have constantly provided the Debtor with operating funds will be maintained and monitored by the Debtor. It is anticipated that approximately $30,000.00 of revenue will be maintained on a monthly basis to fund the plan. The historic summary of revenues generated from rental units clearly and unambiguously show that the Debtor's business generates sufficient income to maintain payments to the secured creditors and tax authorities under the plan. As previously stated, the Debtor will, if needed, sell part of the real estate inventory to maintain the projected plan payments. Also, as previously stated, the Debtor's principal, Mr. Bruce Roberts, will make future capital contributions from assets outside of the estate if the circumstances require such contributions. A full-text copy of the Amended Disclosure Statement dated August 9, 2022, is available at https://bit.ly/3bKmlAw from PacerMonitor.com at no charge. Attorney for the Debtor: Dennis J. Spyra, Esq. 3265 Long Hollow Road Elizabeth, PA 15037 About Highland Property Highland Property, LLC, filed a voluntary petition for Chapter 11 protection (Bankr. W.D. Pa. Case No. 21-22083) on Sept. 22, 2021. Judge Thomas P. Agresti oversees the case. Dennis J. Spyra, Esq., serves as the Debtor's legal counsel. JUST BELIEVE: Wins Cash Collateral Access ----------------------------------------- The U.S. Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, authorized Just Believe Recovery Center of Port Saint Lucie, LLC to use cash collateral on an interim basis in accordance with the budget, with a 10% variance. The Court ruled that, during the pendency of the bankruptcy and until further court order, all pre-petition and post-petition income shall be turned over and paid to the Debtor for deposit into the Debtor-in-Possession bank accounts. As adequate protection for and to the extent of the Debtor's use of "cash collateral" pursuant to the Order, ASD, Texas, AFG, City, Cloudfund and NewCo are granted, as of the Petition Date, a replacement lien to the same extent as any pre-petition lien, pursuant to 11 U.S.C. section 361(2) on the property set forth in its security agreements, on an interim basis, without any prejudice to any rights of the Debtor to seek to void the lien as to the extent, validity, or priority of said liens. A final hearing on the matter is scheduled for August 30 at 1:30 p.m. A copy of the order is available at https://bit.ly/3Ae0rz7 from PacerMonitor.com. About Just Believe Recovery Center Just Believe Recovery Center is a residential drug & alcohol addiction treatment center that offers personalized treatment options. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-15739) on July 27, 2022. In the petition signed by Cynthia Bellino, manager, the Debtor disclosed up to $50 million in assets and up to $10 million in liabilities. Judge Mindy A. Mora oversees the case. Craig I. Kelley, Esq., at Kelley, Fulton & Kaplan, P.L. is the Debtor's counsel. K&N ENGINEERING: Hires Advisers for Debt Talks ---------------------------------------------- Rachel Butt of Bloomberg Law reports that auto air-filter maker K&N Engineering Inc. has engaged Davis Polk & Wardwell and Evercore Inc. to help it navigate talks with lenders as it struggles with supply chain disruptions, according to people with knowledge of the situation. The Goldman Sachs Asset Management-backed company has around $230 million of first-lien term loan debt due October 2023 and a roughly $100 million second-lien term loan due October 2024, and is weighing its options to address the debts, the people said. Read the full article at https://news.bloomberglaw.com/bankruptcy-law/goldman-backed-auto-supplier-k-n-taps-advisers-for-debt-talks About K & N Engineering K & N Engineering designs, manufactures, markets, distributes, and/or sells oil filters, air filters, and other products designed for cars, trucks, motorcycles, engines, and other industrial applications. KOPIN CORPORATION: Incurs $5.65 Million Net Loss in Second Quarter ------------------------------------------------------------------ Kopin Corporation filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $5.65 million on $11.91 million of total revenues for the three months ended June 25, 2022, compared to a net loss of $3.85 million on $9.91 million of total revenues for the three months ended June 26, 2021. For the six months ended June 25, 2022, the Company reported a net loss of $7.02 million on $23.49 million of total revenues compared to a net loss of $8.03 million on $21.58 million of total revenues for the six months ended June 26, 2021. As of June 25, 2022, the Company had $55.57 million in total assets, $20.18 million in total liabilities, and $35.39 million in total stockholders' equity. Management Commentary "We had a good second quarter with overall revenues up 20% over the second quarter of last year, which were driven by the strong 30% year-over-year growth of product revenue," said Dr. John C.C. Fan, Kopin's CEO. "We achieved this growth while at the same time managing through the intermittent supply chain disruptions for some of our materials. We believe the supply issues are getting better, though they are not over." "Our defense business was very strong in the second quarter of 2022 with 87% year-over-year product revenue growth. In the second quarter of 2022, we announced another order of our displays for F-35 helmets and a follow-on development order for imaging systems used in armored vehicles. After quarter end we announced a new $3.8 million production order for our Brillian high-brightness color displays for helicopter pilot helmets. Each of these three programs use different Kopin microdisplays technologies. We are proud to point out that we are the sole-source microdisplay supplier to the three programs. In addition, we continue to see strong growth potential in defense markets due to the turbulence in Europe and geopolitical tensions. The growth in the defense business was partially offset by lower revenues in Industrial/Enterprise business, which declined 38% year over year in the second quarter of 2022 primarily driven by lower product sales for wearable headsets. During the second quarter we also announced a new Korean 3D automated optical inspection (AOI) customer for our spatial light modulators (SLMs). With this win we are now supplying our high speed, high performance SLMs to three leading Korean 3D AOI equipment manufacturers, in addition to other key manufacturers in China, Japan and Germany," said Dr. Fan. "Our funded Research and Development (R&D) revenues grew 4% in the second quarter of 2022 year over year, the $2.8 million in the second quarter of 2022 and $7.7 million for the first six months of 2022 represent significant investments by our partners into Kopin and in what we expect will be future production programs. Our customer-funded R&D revenue growth is largely driven by activities in both our organic light emitting diode (OLED) and inorganic light emitting diode (LED) microdisplay technologies and we are making good progress. We believe our experience in designing, developing and manufacturing advanced liquid crystal microdisplays, new duo stack OLED microdisplays and micro LED displays, together with our expertise in customized optics and ruggedized sub-system packaging, is a critical reason our customers seek us out to source sophisticated displays and sub-systems that they integrate into their products. Our microdisplays and optics are used in the most advanced defense pilot helmets and industrial wearable headsets and our experience in these markets will be a critical factor in our success as the headset technology migrates to consumer augmented and virtual reality applications," concluded Dr. Fan. "Lower production rates in the first quarter and into the second quarter of 2022 due to supply chain and other issues resulted in disruptions in our manufacturing processes which in turn affected working capital flows," said Richard Sneider, Kopin's CDO. "As we expect the helicopter program using the Brillian display and one other program to go into production in the second half of 2022, which may increase working capital needs, management deemed it prudent to partially fund our working capital through the use of the ATM," said Richard Sneider, Kopin's CFO. The Company has approximately $41.4 million worth of common stock remaining under the March 5, 2021 ATM. We have no long-term debt. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/771266/000149315222021314/form10-q.htm About Kopin Kopin Corporation -- http://www.kopin.com-- is a developer and provider of innovative display and optical technologies sold as critical components and subassemblies for military, industrial and consumer products. Kopin's technology portfolio includes ultra-small Active Matrix Liquid Crystal displays (AMLCD), Liquid Crystal on Silicon (LCOS) displays and Organic Light Emitting Diode (OLED) displays, a variety of optics, and low-power ASICs. Kopin reported a net loss of $13.47 million for the year ended Dec. 25, 2021, a net loss of $4.53 million for the year ended Dec. 26, 2020, and a net loss of $29.37 million for the year ended Dec. 28, 2019. As of Dec. 25, 2021, the Company had $63.01 million in total assets, $23.38 million in total liabilities, and $39.63 million in total stockholders' equity. LASHLINER INC: Files Chapter 11 Subchapter V Case ------------------------------------------------- LashLiner Inc filed for chapter 11 protection without stating a reason. The Debtor filed as a small business debtor seeking relief under Subchapter V of Chapter 11 of the Bankruptcy Code. According to court filings, LashLiner Inc. estimates between 1 and 49 creditors. The petition states funds will be available to unsecured creditors. Laura Hunter and Robert Kitzberger hold the membership interests of the Debtor. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for Sept. 9, 2022, at 10:30 AM at Telephonic Creditors Meeting Chapter 11. About LashLiner Inc LashLiner Inc., doing business as Lashliner LLC, is an innovative cosmetics brand. Our initial product is a patent-pending magnetic eyeliner and eyelash system. LashLiner Inc. filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wash. Case No. 22-11273) on August 8, 2022. In the petition filed by Robert Kitzberger, as president, the Debtor reported assets and liabilities between $1 million and $10 million. Kathryn E Perkins has been appointed as Subchapter V trustee. Dmitry Merrit, of Law Offices of D. Merrit & Associates, is the Debtor's counsel. LOUISVILLE PROCESSING: Wins Cash Collateral Access Thru Aug 29 -------------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Kentucky, Louisville Division, authorized Louisville Processing & Cold Storage, Inc. and Riverport Holding, LLC to use cash collateral on an interim basis to meet ordinary and necessary operating expenses through the week of August 29, 2022. As adequate protection for the Debtor's interim use of cash collateral, to GOF Finance, LLC is granted, in priority and scope and to the same extent as existed under applicable law prior to the Petition Date, replacement liens upon all of the post-petition property of LPCS that is similar to its interests in pre-petition collateral, including, without limitation, all post-petition property of the types constituting their respective collateral and the proceeds and products thereof, to secure the amount of the cash collateral actually used by the Debtor through the week of August 29, 2022. The post-petition security interests, liens, and other rights granted to GOF Finance will be and are deemed to be effective, valid, perfected, and enforceable as of the Petition Date without the necessity of taking any other act or recording any security agreements, financing statements, or any other instruments or documents, and no further notice, filing, recordation, or order will be required to effect such validity, perfection, and enforceability. A final hearing on the matter is scheduled for August 30 at 10 a.m. A copy of the order is available at https://bit.ly/3vUMdk2 from PacerMonitor.com. About Louisville Processing & Cold Storage, Inc. Louisville Processing & Cold Storage, Inc. is a one stop USDA processing and cold storage service offering USDA Processing, Co-pack and Private Label Processing services, Fully Cooked Operations (dry, smoke, steam), and long term or short term refrigerated and frozen storage. Its sole shareholder is David Phillips. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Ky. Case No. 22-31479) on August 3, 2022. In the petition signed by David Phillips, president, the Debtor disclosed up to $10 million in both assets and liabilities. Charity S. Bird, Esq., at Kaplan Johnson Abate & Bird LLP is the Debtor's counsel. MAGIC DESIGNS: Has Deal on Cash Collateral Access ------------------------------------------------- Magic Designs, Inc. and the United States of America, on behalf of its agency, the Internal Revenue Service, advised the U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, that they have reached an agreement regarding the Debtor's use of cash collateral and now desire to memorialize the terms of this agreement into an agreed order. The IRS asserts that it has a $345,169 secured claim for unpaid employment (Form 941) and unemployment (Form 940) taxes. The IRS recorded Notices of Federal Tax Lien, covering the tax liabilities on the proof of claim to be filed with the Court, with the California Secretary of State and Los Angeles County Recorder's Office. The IRS secured claim accrues interest at an approximate rate of $866.30 per month. The parties agree the Debtor is authorized to use the cash collateral of the U.S. pursuant to Section 363(c)(2), from August 9, 2022, through and including September 30, 2022, for ordinary and necessary expenses in accordance with its proposed budget. The Debtor will not use the IRS's cash collateral for payment to insiders, unless and until the Debtor has satisfied all requirements under the Code and Local Bankruptcy Rule 2014-1(a) for payment to insiders. Within 7 days of entry of a Court order approving the stipulation, the Debtors will make one adequate protection payment in the amount of $866 to the IRS. In addition, the Debtors will, beginning September 1, 2022, make monthly adequate protection payments in the amount of $866. Each payment will be received by the United States Attorney's Office no later than the first of each month. The adequate protection payments will continue on a monthly basis until the effective date of a confirmed plan. As additional adequate protection, and as ordered by the Court in its July 29, 2022 Order (Docket No. 29), the IRS will receive a replacement lien against all assets of the estate, subject to existing liens, to have the same extent, validity, scope, and priority as the prepetition liens held by the secured parties. This lien will be in addition to any other liens of the IRS against the assets and property of Debtor as of the Petition Date. A copy of the motion is available at https://bit.ly/3zLabzj from PacerMonitor.com. About Magic Designs, Inc. Magic Designs, Inc. is a clothing manufacturer. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-13987) on July 23, 2022. In the petition signed by Xanlhyl Zuleika Nuno Aquiono, president, the Debtor disclosed up to $50,000 in assets and up to $500,000 in liabilities. Judge Neil W. Bason oversees the case. Tamar Terzian, Esq., at Epps and Coulson, LLP is the Debtor's counsel. MAGNACOUSTICS INC: Taps Mayerson and Hartheimer as Legal Counsel ---------------------------------------------------------------- Magnacoustics, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to employ Mayerson and Hartheimer, PLLC as its legal counsel effective nunc pro tunc as of April 9, 2021. The firm's services include: a. advising the Debtor with respect to its powers and duties in the continued management of the operation of its business; b. attending meetings and negotiations with representatives of creditors and other parties-in-interest and advising and consulting on the conduct of the Subchapter V case, including all of the legal and administrative requirements of operating in Chapter 11; c. taking all necessary action to protect and preserve the Debtor's estate including the prosecution of actions on behalf of the estate, the defense of any actions commenced against the estate, negotiations concerning litigation in which the Debtor may be involved, and objections to claims filed against the estate; d. preparing legal papers; e. preparing and negotiating any transaction for the sale, merger, joint venture, or strategic investment in the Debtor; f. preparing and negotiating a Chapter 11 plan, disclosure statement, if any, and all related documents, and pursuing confirmation of such plan; g. appearing before the bankruptcy court, any appellate court and the Office of the U.S. Trustee; and h. performing other necessary legal services for the Debtor. Mayerson and Hartheimer will be paid at these rates: Partners $650 per hour Associates $400 to $450 per hour Paralegals $150 per hour The firm will also be reimbursed for its out-of-pocket expenses. The retainer fee is $100,000. David Hartheimer, Esq., a partner at Mayerson and Hartheimer, 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: Sandra E. Mayerson, Esq. David H. Hartheimer, Esq. Mayerson & Hartheimer, PLLC 845 Third Avenue, 11th Floor New York, NY 10022 Tel: (646) 778-4381 Fax: (646) 778-4384 Email: sandy@mhlaw-ny.com david@mhlaw-ny.com About Magnacoustics Inc. Magnacoustics, Inc., sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No. 21-70670) on April 9, 2021, listing as much as $1 million in both assets and liabilities. Judge Robert E. Grossman oversees the case. Sandra E. Mayerson, Esq., at Mayerson & Hartheimer, PLLC and A. Jonathan Trafimow, Esq., at Moritt Hock & Hamroff, LLP serve as the Debtor's bankruptcy counsel and special counsel, respectively. CliftonLarsonAllen LLP is the Debtor's bookkeeper, accountant, tax advisor and IT consultant. MALLINCKRODT PLC: Noteholders Want to End Default Payment Appeal ---------------------------------------------------------------- Rick Archer of Law360 reports that a group of Mallinckrodt noteholders are urging a Delaware federal judge to reject the appeal of a different noteholder group claiming they're owed $94 million due to the drugmaker's Chapter 11, saying the bankruptcy plan has been in place too long to be overturned. In a motion filed Friday, August 5, 2022, the second-lien noteholders said the ad-hoc first-lien noteholder group should have begun their appeal with a request to stay the enforcement of Mallinckrodt's Chapter 11 plan, adding that granting the appeal now would be unfair to the parties that have been trading the drugmaker's new debt. About Mallinckrodt PLC Mallinckrodt -- http://www.mallinckrodt.com/-- is a global business consisting of multiple wholly-owned subsidiaries that develop, manufacture, market and distribute specialty pharmaceutical products and therapies. The company's Specialty Brands reportable segment's areas of focus include autoimmune and rare diseases in specialty areas like neurology, rheumatology, nephrology, pulmonology and ophthalmology; immunotherapy and neonatal respiratory critical care therapies; analgesics; and gastrointestinal products. Its Specialty Generics reportable segment includes specialty generic drugs and active pharmaceutical ingredients. On Oct. 12, 2020, Mallinckrodt plc and certain of its affiliates sought Chapter 11 protection in Delaware (Bankr. D. Del. Lead Case No. 20-12522) to seek approval of a restructuring that would reduce total debt by $1.3 billion and resolve opioid-related claims against them. Mallinckrodt plc disclosed $9,584,626,122 in assets and $8,647,811,427 in liabilities as of Sept. 25, 2020. Judge John T. Dorsey oversees the cases. The Debtors tapped Latham & Watkins, LLP and Richards, Layton & Finger, P.A. as their bankruptcy counsel; Arthur Cox and Wachtell, Lipton, Rosen & Katz as corporate and finance counsel; Ropes & Gray, LLP as litigation counsel; Torys, LLP as CCAA counsel; Guggenheim Securities, LLC as investment banker; and AlixPartners, LLP as restructuring advisor. Prime Clerk, LLC is the claims agent. The official committee of unsecured creditors retained Cooley, LLP, as its legal counsel; Robinson & Cole, LLP as co-counsel; and Dundon Advisers, LLC as financial advisor. On Oct. 27, 2020, the U.S. Trustee for Region 3 appointed an official committee of opioid-related claimants. The OCC tapped Akin Gump Strauss Hauer & Feld, LLP as its lead counsel; Cole Schotz as Delaware co-counsel; Province, Inc. as financial advisor; and Jefferies, LLC as investment banker. * * * Mallinckrodt plc on June 16, 2022, announced that it has successfully completed its reorganization process, emerged from Chapter 11 and completed the Irish Examinership proceedings. Implementing the Plan and the Scheme strengthens the Company's balance sheet, reduces its total debt by approximately $1.3 billion and enables it to move forward with more than $250 million in cash and cash equivalents on hand. The Plan and Scheme include key legal settlements that resolve opioid claims brought against the Company and litigation matters involving Acthar Gel, among other claims, and provides for significant equitization of the Company's guaranteed unsecured notes. MARINE WHOLESALE: Seeks Interim Cash Collateral Access ------------------------------------------------------ Marine Wholesale and Warehouse Co. asks the U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, for authority to use cash collateral in accordance with the budget, with a 10% variance through November 30, 2022. Marine Wholesale asserts a need to access cash collateral to avoid immediate and irreparable harm to the bankruptcy estate. The Debtor sought Chapter 11 protection to thwart the Alcohol and Tobacco Tax and Trade Bureau's efforts to collect on an asserted liability. On June 28, 2020, Marine Wholesale obtained an Economic Injury Disaster Loan from the United States Small Business Administration. The SBA filed a UCC Financing Statement with the Secretary of State for the State of California on June 28, 2020. Pursuant to the SBA Financing Statement, the SBA has a lien on all of the Debtor's tangible and intangible property. As of the Petition Date, the amount due to the SBA for the Loan was approximately $146,455. Pursuant to the assessments and Tax Lien, the TTB asserts it has a secured claim against the Debtor in the amount of $25,225,465. According to Marine Wholesale, as to the Debtor's personal property, the TTB Claim is second in priority to the SBA Claim because the TTB did not file its Tax Lien until September 2, 2021. Marine Wholesale explains the TTB's entire claim against the Debtor arises from a single contested allegation that the Debtor's former owner, the late Robert L. Hartry, failed timely to report to the TTB a transfer of shares in the Debtor that occurred December 15, 2012, allegedly in violation of the TTB's regulations, specifically 27 C.F.R. section 44.107. Further, from December 2012 until March 31, 2017, the TTB continued to treat the Debtor as a bonded export warehouse proprietor, accepting the firm's custodial warehouse bonds, its annual Occupational Tax payment, and the company's monthly TTB returns. During that period, TTB agents routinely visited and examined the Debtor's bonded warehouse premises. United States Customs and Border Protection repeatedly approved the Debtor's applications to withdraw tobacco products from the bonded warehouse for delivery to qualified vessels. Despite these actions, the TTB proceeded with the Cease and Desist letter and the Inquiry Letter, and subsequently issued the assessments and Tax Lien. Marine Wholesale asserts that as the holder of a Federally-issued license, the Debtor was entitled to notice and an opportunity to demonstrate or achieve compliance with the TTB's regulation before its warehouse permit was revoked, as required by the Administrative Procedure Act, 5 U.S.C. section 558 and TTB's own regulations. Accordingly, the Debtor asserts the TTB Claim is meritless and should be treated as an unsecured claim and reduced to $0.00. While the TTB has a lien on both the Debtor's personal property and real properties, the only property that is cash collateral is the Debtor's personal property. The Debtor's real properties are utilized by the Debtor and therefore do not generate rent or other profits. Rather, the only cash collateral now in the Debtor's estate is its cash and accounts receivable, in which the SBA and the TTB assert security interests. Additionally, the SBA and the TTB will assert security interests in cash collateral that will arise as proceeds from the sale of the inventory as Debtor continues its business operations. The Debtor's unsecured claims total approximately $2,280,000. The Debtor has been profitable and has complied with the Budget. Additionally, as of approximately July 29, 2022, the Debtor had $145,073 in cash on hand, which is more than the cash on hand the Debtor possessed on the Petition Date. As adequate protection of the SBA's security interest, the Debtor will pay the SBA adequate protection payments, in cash, in the amount of $731 each month, which have commenced on August 1, 2022, and on the first business day of each month thereafter. This amount is equal to the amount owing under the SBA Loan Documents, which includes both principal and interest payments. This further protects the SBA and is sufficient to show that SBA will be paid its secured claim. Further, Debtor will offer a postpetition replacement lien on all of the Debtor's post-petition personal property, other than recoveries from avoiding power actions, which liens will have the same validity, priority, and extent as the prepetition lien, in further adequate protection of the SBA's interests, subject to the Debtor's ability to use the collateral upon request and Court order. As adequate protection for the TTB, the Debtor proposes a post-petition replacement lien on all of the Debtor's post-petition personal property, other than recoveries from avoiding power actions, which liens will have the same validity, priority, and extent as the prepetition lien, in further adequate protection of the TTB's interests, subject to Debtor's ability to use such collateral upon request and Court order. The Debtor also offers a replacement security interest in its post-petition acquired property to the extent of any diminution in value to the estate, which would be determined at a later time if and when such determination is appropriate. A copy of the motion is available at https://bit.ly/3pfb8Li from PacerMonitor.com. About Marine Wholesale and Warehouse Co. Marine Wholesale and Warehouse Co. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-13785) on July 12, 2022. In the petition signed by Jennifer Hartry, vice president and secretary, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Sheri Bluebond oversees the case. David R. Haberbush, Esq., at Haberbush, LLP is the Debtor's counsel. MARTINEZ QUALITY: Wins Cash Collateral Access Thru Sept 2 --------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of North Carolina, Charlotte Division, authorized Martinez Quality Painting & Drywall, Inc. to use cash collateral on an interim basis in accordance with the budget, with a 10% variance, through September 2, 2022. The Court held that the pre-judgment attachment freezing the funds in the Bank of America account is dissolved and Bank of America will hold uninterrupted $124,000 in the account ending in 9046 and remit the remaining excess funds to the Debtor so the Debtor may use the cash consistent with the terms of the court order. Carocon Corporation is directed to pay $187,076 of the $220,785 it is holding in retainage from the Madison HWY39 project to the Debtor pursuant to the payment procedures contained under its contract with the Debtor. Carocon Corporation may pay the remaining $33,709 of the retainage it holds from the Madison HWY39 project to certain second tier subcontractors of the Debtor. Those payments are: (i) $28,360 to Sherwin Williams, (ii) $4,723 to H&E Equipment, and (iii) $626 to L&W. Subject to the terms of the cash collateral order and its limitations, Carocon Corporation may make payments to the Debtor, the Debtor's suppliers, or the Debtor's subcontractors, irrespective of any UCC lien notice, claims of ownership, or similar notice regarding the Debtor's accounts receivable that parties may have received from any creditor of the Debtor or party claiming to have purchased accounts receivable from the Debtor. Blue Ridge Atlantic Construction, LLC is directed to pay the Debtor the undisputed retainage owed on the Peachtree Creek project in accordance with BRAC's contract with the Debtor and/or their pre-petition ordinary course of action, irrespective of any UCC lien notice, claims of ownership, or similar notice regarding the Debtor's accounts receivable that parties may have received from any creditor of the Debtor or party claiming to have purchased accounts receivable from the Debtor. As adequate protection, the Creditors, including, but not limited to, EBF Holdings, LLC, Fox Capital Group Inc., and Diverse Capital, are granted a replacement lien or other property interest under section 361 of the Bankruptcy Code to the extent said parties' collateral or property is used by the Debtor and to the extent and with the same priority in post-petition property, and the proceeds thereof, that the creditors hold in the pre-petition property. A hearing on the matter is scheduled for August 30 at 9:30 a.m. A copy of the order and the Debtor's budget is available at https://bit.ly/3AeP8H5 from PacerMonitor.com. The budget provides for total expenses, on a weekly basis, as follows: $91,341 for Week 1; $91,341 for Week 2; $91,341 for Week 3; and $91,341 for Week 4. About Martinez Quality Painting & Drywall, Inc. Martinez Quality Painting & Drywall, Inc. is a drywall and painting contractor serving the residential commercial customers. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. N.C. Case No. 22-30357) on August 1, 2022. In the petition signed by Ricardo Martinez, president, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Judge Craig J. Whitley oversees the case. John C. Woodman, Esq., at Essex Richards, PA, is the Debtor's counsel. MATHESON FLIGHT: Creditors Panel Appointed in Affiliate's Case -------------------------------------------------------------- The U.S. Trustee for Region 17 on Aug. 8 filed an amended notice with the U.S. Bankruptcy Court for the Eastern District of California, disclosing that it appointed one official committee to represent unsecured creditors in the jointly administered cases of Matheson Flight Extenders, Inc., Matheson Postal Services, Inc. and Matheson Trucking, 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 On May 25, the bankruptcy watchdog appointed an official unsecured creditors' committee in the jointly administered cases of Matheson Flight Extenders and Matheson Postal Services. On July 14, Matheson Trucking filed a voluntary Chapter 11 petition. On July 22, the court entered an order to jointly administer the Matheson Trucking case with the Matheson Flight Extenders and Matheson Postal Services cases. About Matheson Matheson Flight Extenders, Inc. and Matheson Postal Services, Inc. provide short and long-haul transportation, logistics and ground handling services. The companies are based in Sacramento, Calif. Matheson Flight Extenders and Matheson Postal Services sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Calif. Case Nos. 22-21148 and 22-21149) on May 5, 2022. On July 14, 2022, Matheson Trucking, Inc., an affiliate, filed for Chapter 11 protection (Bankr. E.D. Calif. Case No. 22-21758). The cases are jointly administered under Case No. 22-21148. 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. Nuti Hart, LLP and Development Specialists, Inc. serve as the Debtors' bankruptcy counsel and financial advisor, respectively. Donlin, Recano & Company, Inc. is the Debtors' claims, noticing and solicitation agent, and administrative advisor. The U.S. Trustee for Region 17 appointed an official committee of unsecured creditors in the Chapter 11 cases of Matheson Flight Extenders and Matheson Postal Services on May 25, 2022. The committee is represented by Felderstein Fitzgerald Willoughby Pascuzzi & Rios, LLP. MEDWED PROPERTIES: Voluntary Chapter 11 Case Summary ---------------------------------------------------- Debtor: Medwed Properties, LLC 1000 Broadmeadow Drive Monticello, MS 39654 Business Description: The Debtor is primarily engaged in renting and leasing real estate properties. Chapter 11 Petition Date: August 11, 2022 Court: United States Bankruptcy Court Southern District of Mississippi Case No.: 22-50882 Judge: Hon. Katharine M. Samson Debtor's Counsel: Randall R. Saxton, Esq. SAXTON LAW, PLLC 986 Madison Ave. Madison, MS 39110 Tel: (601) 790-0529 Email: randall@saxton.law Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Todd Medwed as member. 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/DMHZQ4Q/Medwed_Properties_LLC__mssbke-22-50882__0001.0.pdf?mcid=tGE4TAMA MODERN LAND: NY Judge Glenn Quells Ch. 15 Doubts of HK Judge ------------------------------------------------------------ James Nani of Bloomberg Law reports that global restructuring professionals are breathing a sigh of relief after a judge reaffirmed that a foreign restructuring can discharge debt governed by New York law -- a common element of global insolvencies recently brought into question by a Hong Kong judge. Judge Martin Glenn of the US Bankruptcy Court for the Southern District in July said his court would recognize and enforce, under Chapter 15 of US bankruptcy law, Chinese property developer Modern Land China Co.'s Cayman Islands court order that restructures $1.34 billion in debt governed by New York law. In doing so, Judge Glenn helped to allay concerns raised in June by a Hong Kong judge who suggested that a US court's recognition of a foreign company's restructuring under Chapter 15 doesn't discharge debt under US law. Judge Glenn's decision in Modern Land -- a company with assets in China and the US worth $12.49 billion as of June 2021 -- gave renewed confidence to cross-border restructuring professionals who had been left questioning the effectiveness of Chapter 15 for offshore companies that use foreign courts to restructure New York-law governed debt. The issue, which Judge Glenn deemed "critically important," is significant because the Hong Kong decision could have given creditors an opportunity to go after a debtor's property in Hong Kong, despite obtaining restructuring recognition in the US. The decision also has broader significance because of how common Modern Land's corporate structure is, with operations based in China but incorporation outside of the country, with debt raised in the US. Additionally, the decision is notable in that it affects a large Chinese real estate developer amid ongoing turmoil among China's real estate industry, which accounts for about a quarter of the world's second biggest economy. "Those who were holding their breath a little bit in the wake of the decisions out of the Hong Kong court can breathe a little easier," said Michael S. Etkin, a partner at Lowenstein Sandler LLP's Bankruptcy & Restructuring Department. Chapter 15 The Bankruptcy Code's Chapter 15, created in 2005, is meant to help facilitate corporate insolvencies that involve more than one country. Generally, a debtor's main insolvency case is brought outside of the US. Recent high profile Chapter 15 cases include a Luckin Coffee Inc., which has been described as the Starbucks of China, and Singapore-based Three Arrows Capital, a cryptocurrency hedge fund that filed in New York last month. Rare Earth The uncertainty around Chapter 15 commenced in June, when Hong Kong Justice Jonathan Harris issued a decision in the case of Rare Earth Magnesium Technology Group Holdings Limited. In Rare Earth, Harris said while Chapter 15 procedurally prevents a creditor from taking action against a debtor's property in the US, that "recognition does not appear as a matter of United States' law to discharge the debt." Judge Harris's opinion suggested a Hong Kong court wouldn't recognize a reorganization approved in an offshore court—then recognized in a US bankruptcy court under Chapter 15—because, in his view, it doesn't have a worldwide effect. "This is a distinction to which advisers need to be alert when dealing with transnational restructuring," Judge Harris wrote. "A scheme in an offshore jurisdiction purporting to compromise debt governed by United States law will not be effective in Hong Kong. Recognition of the scheme under Chapter 15 does not constitute a compromise of debt governed by United States law." Judge Harris applied an English common law rule from 1890 that declines to recognize a discharge or change of English law-governed debt approved by a court outside of England. While US courts don't follow that rule, it's a key international issue because it's used in jurisdictions around the world that include Cayman Islands, Bermuda, Canada, and Australia. The interpretation raised concerns that creditors that didn't participate in a foreign restructuring could go back to the Hong Kong court to take action against a debtor despite the debtor securing judicial recognition under Chapter 15. Dissenting creditors could try to avoid cramdowns—which allow debtors to implement a bankruptcy plan over creditor opposition—of a foreign restructuring if they could establish a connection in Hong Kong. "This is something that we for a long time thought was unremarkable, but then the Hong Kong court issued this decision that caused everybody to sit up and take notice," according to Madlyn Gleich Primoff, a restructuring partner at Freshfields Bruckhaus Deringer LLP. The opinion suggested that if a global restructuring that involves debt governed by laws in multiple countries,the debtor might have to go to each of those jurisdictions to separately deal with it, Primoff said. Conducting a full scale restructuring in each jurisdiction where debt was governed, while possible, would be expensive and inefficient, she said. Modern Land Judge Glenn granted Chapter 15 relief to Modern Land just six weeks after the Rare Earth decision, which is unrelated, came out. He recognized its Cayman restructuring, confirming the binding effect of its discharge of New York law-governed debt and the issuing of new notes. His decision, which allowed for Modern Land to restructure $1.4 billion in bonds, clarified that the Rare Earth ruling isn't the position under US or New York law, and that the court will continue to recognize foreign cases that file in the US under Chapter 15. As long as due process principles are observed in the foreign jurisdiction and other comity principles are satisfied, a foreign court can modify or discharge New York law governed debt, Glenn found. Those factors make Glenn's Modern Land response "huge," Primoff said. Though the Hong Kong court could respond again, Judge Glenn's decision should allow restructurings of offshore companies with US law debt to continue as they had before, Paul Apathy, a partner at Herbert Smith Freehills LLP said. "I think the Modern Land decision could be summarized as a return to the understood legal position of a Chapter 15 order prior to the uncertainty generated by the Rare Earth decision," Apathy said. About Modern Land Modern Land (China) Co., Limited, was established in 2000 and is headquartered in Beijing. It was listed on the Hong Kong Stock Exchange in 2013 under the stock code 1107.HK. The Group is a real estate developer that independently develops and operates green technology systems and expansion systems, and builds the iconic brand of green technology real estate in China-"MOMI". On April 14, 2022, Modern Land (China) filed a petition in the Cayman Islands commencing scheme proceedings under section 86 of the Cayman Islands Companies Act to pursue a restructuring pursuant to the terms of a restructuring support agreement with holders of existing notes. Modern Land is the subject of a restructuring proceeding entitled In the Matter of Modern Land (China) Co., Limited, concerning a scheme of arrangement between the Debtor and bondholders, currently pending before the Grand Court of the Cayman Islands, Cause Number 96 of 2022 (ASCJ). On June 3, 2022, Modern Land (China) Co. filed a Chapter 15 bankruptcy petition (S.D.N.Y. Case No. 22-10707) to seek U.S. recognition of its Cayman proceedings. The Hon. Martin Glenn is the case judge. Sidley Austin LLP, led by Anthony Grossi and Julina Hoffman, is counsel in the U.S. case. Houlihan Lokey (China) Limited serves as the Debtor's financial advisor. An hoc group of holders of the Company's existing notes is advised by Kirkland & Ellis LLP. NABORS INDUSTRIES: Incurs $69.9 Million Net Loss in Second Quarter ------------------------------------------------------------------ Nabors Industries Ltd. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $69.94 million on $631.77 million of total revenues and other income for the three months ended June 30, 2022, compared to a net loss of $190.40 million on $489.27 million of total revenues and other income for the three months ended June 30, 2021. For the six months ended June 30, 2022, the Company reported a net loss of $244.60 million on $1.20 billion of total revenues and other income compared to a net loss of $318.71 million on $951.05 million of total revenues and other income for the same period during the prior year. As of June 30, 2022, the Company had $4.80 billion in total assets, $3.52 billion in total liabilities, $680.40 million in redeemable noncontrolling interest in subsidiary, and $600.80 million in total equity. Management Commentary Anthony G. Petrello, Nabors Chairman, CEO and president, commented, "All of our operating segments contributed to the strong adjusted EBITDA growth in the second quarter. Results in U.S. Drilling reflect improved performance in the Lower 48 market, where our daily adjusted gross margin continued to grow on higher average pricing for the fleet. Daily margin and EBITDA also improved in our international markets. In Rig Technologies, sequential revenue growth of 23% helped drive that segment's EBITDA increase. "In the Lower 48 market, our daily margin reflects the strong pricing momentum and our success in capturing these higher rates. Our average daily revenue of $25,566 represents an increase of more than $2,500 versus the prior quarter. Leading-edge day rates remain at least $8,000 higher than the second quarter's average dayrates, and continued to increase in July. "Growth in Lower 48 oilfield activity remains robust. The industry drilling rig count in this market grew 13% in the second quarter, and recently totaled more than 700. The commodity price environment remains supportive of additional increases in this activity, and most of our largest U.S. customers indicate they will add rigs by the end of the year. In addition, several of our larger customers have initiated discussions on further rig additions for 2023 and for longer contract term. We expect to reach 100% utilization in our high specification rigs relatively early next year and we anticipate a significantly tighter Lower 48 market for the industry. "In our key International markets, tendering activity for additional rigs has increased. We remain optimistic for awards resulting in growth in these geographies. Already in the third quarter, our rig count in Saudi Arabia has increased, due to the deployment of the first newbuild rig in our SANAD joint venture with Saudi Aramco and we expect additional rig awards and deployments in Latin America within the next few months." Mr. Petrello concluded, "Nabors' second quarter financial results, and our future outlook, demonstrate the value of the strategies we've implemented over the past several years. In particular, our development and successful deployment of a robust, industry-leading portfolio of advanced process automation, robotization, and digitalization solutions have driven demand across the Nabors spectrum, including rigs, apps, services, and equipment. Our clients increasingly realize value from this expanding suite, by driving their productivity higher. "Looking ahead, with a constructive commodity price environment, we see significant potential for our portfolio across global markets. Our focus includes the third-party drilling rig market, which is fertile for the adoption of many of our technologies, and international expansion. In short, our prospects today are more favorable than they have been in many years. We are well positioned today to capitalize on this environment. We look forward to reporting our progress." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1163739/000155837022012143/nbr-20220630x10q.htm About Nabors Nabors (NYSE: NBR) owns and operates land-based drilling rig fleets and provides offshore platform rigs in the United States and several international markets. Nabors also provides directional drilling services, tubular services, performance software, and innovative technologies for its own rig fleet and those of third parties. Nabors reported a net loss of $543.69 million for the year ended Dec. 31, 2021, a net loss of $762.85 million for the year ended Dec. 31, 2020, a net loss of $680.51 million for the year ended Dec. 31, 2019, a net loss of $612.73 million for the year ended Dec. 31, 2018, and a net loss of $540.63 million for the year ended Dec. 31, 2017. As of March 31, 2022, the Company had $4.86 billion in total assets, $3.50 billion in total liabilities, $677.83 million in redeemable noncontrolling interest in subsidiary, and $680.73 million in total equity. * * * Also in November 2021, Fitch Ratings affirmed Nabors Industries, Ltd.'s and Nabors Industries, Inc.'s (collectively, Nabors) Issuer Default Ratings (IDRs) at 'CCC+'. NEW COAT PAINTING: Files Emergency Bid to Use Cash Collateral ------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Georgia, Gainesville Division, authorized New Coat Painting, Inc. to use cash collateral on an interim basis in accordance with the budget, with a 5% variance. The Debtor requires the use of cash collateral to fund critical operations. The Debtor asserts that it has received funding from Advance Financial Corp., Breakout Capital, LLC, Fundbox, Kabbage, and Legend Advance Funding II, LLC, who assert security interests in certain of the Debtor's personal property. The revenue from the Debtor's business may constitute cash collateral as that term is defined in 11 U.S.C. section 363. The Debtor believes AFC, Breakout, and the MCAs may assert an interest in the cash collateral. The Debtor is not aware of any other creditor asserting an interest in the cash collateral. As adequate protection, AFC, Breakout, and the MCAs are granted valid and properly-perfected liens on all property acquired by the replacement lien in post-petition collateral of the same Debtor after the Petition Date to the same extent, validity, and priority as AFC and the MCAs' respective pre-petition collateral positions, except that no replacement lien will attach to the proceeds of any avoidance actions under Chapter 5 of the Bankruptcy Code. The Adequate Protection Lien will be deemed automatically valid and perfected upon entry of the Order. The Debtor will deposit $1,000 per month to the Debtor's counsel for purposes of paying any compensation awarded to the Subchapter V Trustee in the case. The deposit will be held in trust by the Debtor's counsel until further order of the Court. A final hearing on the matter is scheduled for August 24, 2022 at 10 a.m. A copy of the order and the Debtor's three-week budget is available at https://bit.ly/3dlVKKy from PacerMonitor.com. The Debtor projects total outflows, on a weekly basis, as follows: $41,684 for Week 1; $41,684 for Week 2; and $41,684 for Week 3. About New Coat Painting, Inc. New Coat Painting, Inc. provides commercial and residential painting and all papering services. Since its inception, Debtor has operated proudly and profitably until 2021 when a growth explosion created a strain on the company's financial resources. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-20742-jrs) on August 4, 2022. In the petition signed by William Beasley, CFO, the Debtor disclosed up to $50,000 in assets and up to $10 million in liabilities. Judge James R. Sacca oversees the case. Will Geer, Esq., at Rountree, Leitman, Klein & Geer, LLC is the Debtor's counsel. NEW HAPPY FOOD: Taps Rountree Leitman Klein & Geer as Legal Counsel ------------------------------------------------------------------- New Happy Food Company and NHC Food Company, Inc. received approval from the U.S. Bankruptcy Court for the Northern District of Georgia to employ Rountree Leitman Klein & Geer, LLC as their legal counsel. The firm's services include: a. giving the Debtors legal advice with respect to their powers and duties in the management of their property; b. preparing legal papers; c. assisting in the examination of claims of creditors; d. assisting in the formulation and preparation of the disclosure statement and plan of reorganization and with the confirmation and consummation thereof; and e. performing all other necessary legal services for the Debtor. Rountree will be paid at these rates: Attorneys $275 to $495 per hour Law Clerks $195 per hour Paralegals $150 to $195 per hour The firm will also be reimbursed for its out-of-pocket expenses. Will Geer, Esq., a partner at Rountree, 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: Will Geer, Esq. Rountree Leitman Klein & Geer, LLC 2987 Clairmont Road, Suite 350 Atlanta, GA 30329 Tel: (678) 587-8740 Email: wgeer@rlkglaw.com About New Happy Food Company New Happy Food Company operates a grocery store in Atlanta, Ga. Its affiliate, NHC Food Company Inc. operates a warehouse business. New Happy Food Company and NHC Food Company sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Lead Case No. 21-54898) on June 29, 2021. In the petition signed by You Nay Khao, owner, NHC Food Company disclosed total assets of up to $1 million and total liabilities of up to $10 million. Meanwhile, New Happy Food Company listed up to $500,000 in assets and up to $10 million in liabilities. The Debtors tapped Rountree, Leitman & Klein, LLC as legal counsel and Chang Company, CPAs, PC as accountant. NINE ENERGY: Incurs $978K Net Loss in Second Quarter ---------------------------------------------------- Nine Energy Service, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $978,000 on $142.35 million of revenues for the three months ended June 30, 2022, compared to a net loss of $24.53 million on $84.83 million of revenues for the three months ended June 30, 2021. For the six months ended June 30, 2022, the Company reported a net loss of $7.88 million on $259.28 million of revenues compared to a net loss of $32.78 million on $151.46 million of revenues for the six months ended June 30, 2021. As of June 30, 2022, the Company had $395.75 million in total assets, $442.06 million in total liabilities, and a total stockholders' deficit of $46.32 million. Management Commentary "We had another very strong growth quarter," said Ann Fox, president and chief executive officer, Nine Energy Service, "with pricing and activity increases across the majority of our service lines." "We remain very optimistic on the market, and we continue to implement net price increases, enabling us to drive strong incremental margins again this quarter. Our cementing service line continues to outperform market drivers, increasing sequential quarterly revenue by approximately 22%, versus the average U.S. rig count, which increased by approximately 13%. Our Stinger Dissolvable plug technology is performing well in the field, demonstrated by the 33% increase in total units sold quarter over quarter, despite EIA-reported U.S. completions increasing by only 3%. Coiled tubing revenue increased by approximately 28%, driven by both higher utilization and price increases. There continues to be a shortage of qualified labor and equipment in the industry, which has been the main catalyst for price increases for Nine. This will only be exacerbated by any incremental activity added throughout the remainder of this year and into 2023." "The outlook for the remainder of 2022 and 2023 is positive. It is difficult to gauge the magnitude of any potential recessionary pressures, however, we believe North American shale and short-cycle projects will be vital for global supply. Additionally, oilfield service companies, including Nine, are demonstrating capital discipline, which has limited available equipment in the market. Any capital equipment orders being placed are delayed up to 12 months and will need to be staffed. This backdrop sets up very well for Nine. Commodity prices remain very supportive for our customers, and we anticipate we will continue to increase prices throughout the remainder of 2022 and into 2023." "With what we know today, we anticipate revenue, adjusted EBITDA and cash flow to improve sequentially for Q3. I like Nine's geographic and service line diversity and believe it positions us well for further growth. We have increased profitability over the last two quarters with additional runway to implement net price increases within our service lines and increase volumes for our tools." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1532286/000153228622000015/nine-20220630.htm About Nine Energy Service Nine Energy Service, Inc. is an oilfield services company that offers completion solutions within North America and abroad. The Company brings years of experience with a deep commitment to serving clients with smarter, customized solutions and resources that drive efficiencies. Nine Energy is headquartered in Houston, Texas with operating facilities in the Permian, Eagle Ford, SCOOP/STACK, Niobrara, Barnett, Bakken, Marcellus, Utica and throughout Canada. Nine Energy reported a net loss of $64.58 million for the year ended Dec. 31, 2021, compared to a net loss of $378.95 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $381.61 million in total assets, $420.88 million in total liabilities, and a total stockholders' deficit of $39.27 million. * * * In May 2021, Moody's Investors Service retained Nine Energy's ratings, including its Caa3 Corporate Family Rating (CFR). Nine's Caa3 CFR and negative outlook reflect Moody's view that the company has an untenable capital structure given the still high debt burden despite bond repurchases. As reported by the TCR on Nov. 23, 2020, S&P Global Ratings raised its issuer credit rating on Nine Energy to 'CCC' from 'SD', reflecting its assessment of the company's credit risk following debt repurchases. NS8 INC: Chapter 11 Trustee Seeks Documents From Ex-CEO Adam Rogas ------------------------------------------------------------------ The trustee appointed to administer the Chapter 11 plan of cybersecurity firm NS8 Inc. asked a Delaware bankruptcy judge late Thursday, August 4, 2022, to order the company's former CEO to produce documents related to a fraud scheme through which he received $17.5 million for worthless stock. In a motion made under Fed. R. Bankr. P. 2004, trustee Drivetrain LLC said former CEO Adam Rogas has pleaded guilty to securities fraud related to financial misrepresentations he made to induce more than $120 million in investments, and then executed a tender offer to buy back shares at inflated prices, netting himself $17.5 million. Drivetrain, as plan trustee of the Cyber Litigation Trust, the trust created under the confirmed plan of Cyber Litigation, formerly NS8 Inc., requires the ability to seek documents and information from Mr. Rogas to continue and to enhance its investigation into potentially avoidable transfers. "The Trustee seeks discovery from Mr. Rogas to investigate whether Mr. Rogas leveraged his control of Debtor to transfer Debtor's funds for his own benefit, including starting no later than the second half of 2019, when investors transferred millions to Debtor to purchase Debtor's Series A preferred shares. Additionally, Debtor also has learned facts regarding Debtor's response to subpoenas issued by the Securities and Exchange Commission ("SEC"), starting in late 2019, regarding whether Debtor was preparing false financial statements that were shared with investors and/or potential investors. The Trustee seeks information to enhance its understanding of conduct contemporaneous with the matters pertaining to the SEC subpoenas and Debtor's response, including information relating to any transfers that may be avoidable," according to the Plan Trustee's motion. "Moreover, around June 2020, to complete tender offers, Debtor transferred over $72 million (of the $123 million invested in Debtor) to defrauded investors and former employees, including Mr. Rogas (collectively, the "Transferees"). Pursuant to such tender offers, Debtor repurchased shares from the Transferees -- who held shares of Debtor prior to the fraudulent capital raise -- at substantially inflated values, resulting in recoveries far in excess of the Transferees' initial investment in most instances. The Trustee seeks information regarding the proceeds Mr. Rogas and/or entities that he controlled received in connection with the tender offers for the purpose of investigating potential avoidable transfers." About NS8 Inc. Las Vegas-based NS8 Inc. -- https://www.ns8.com/ -- is a developer of a comprehensive fraud prevention platform that combines behavioral analytics, real-time scoring, and global monitoring to help businesses minimize risk. NS8 sought Chapter 11 protection (Bankr. D. Del. Case No. 20-12702) on Oct. 27, 2020. The petition was signed by Daniel P. Wikel, the chief restructuring officer. The Debtor was estimated to have $10 million to $50 million in assets and $100 million to $500 million in liabilities at the time of the filing. The Hon. Christopher S. Sontchi is the case judge. The Debtor tapped Blank Rome LLP and Cooley LLP as its legal counsel, and FTI Consulting Inc. as its financial advisor. Stretto is the claims agent. * * * The company changed its name to Cyber Litigation after it sold substantially all of its assets to Codium Software LLC in December 2020. In March 2022, Cyber Litigation won approval of its plan to pay a total of at least $38 million to defrauded investors. NUZEE INC: Terminates Equity Distribution Pact With Maxim Group --------------------------------------------------------------- NuZee, Inc. terminated its Equity Distribution Agreement, dated Dec. 28, 2021, with Maxim Group LLC, pursuant to which the Company could from time to time offer and sell up to an aggregate of $20.0 million of shares of its common stock, subject to any applicable limits when using Form S-3, through Maxim Group in "at-the-market-offerings", as defined in Rule 415 under the Securities Act of 1933, as amended. Prior to termination, the Company issued and sold 49,326 shares of its common stock under the ATM Agreement, raising net proceeds of $95,256. The Company terminated the ATM Agreement because it does not intend to raise additional capital through the ATM Program. About NuZee NuZee, Inc. (d/b/a Coffee Blenders) is a specialty coffee company and a single-serve pour-over coffee pouch producer and co-packer. The Company owns packing equipment developed in Asia for single serve pour over production. It co-packs single-serve pour-over coffee and tea bag style coffees for customers in the U.S. market and also co-packs for the South Korean market. NuZee reported a net loss of $18.55 million for the year ended Sept. 30, 2021, a net loss of $9.52 million for the year ended Sept. 30, 2020, and a net loss of $12.21 million for the year ended Sept. 30, 2019. Nuzee reported a net loss of $2.80 million for the three months ended Dec. 31, 2021. As of March 31, 2022, the Company had $13.16 million in total assets, $2.69 million in total liabilities, and $10.47 million in total stockholders' equity. O-I GLASS: Moody's Assigns 'Ba3' CFR & Alters Outlook to Stable --------------------------------------------------------------- Moody's Investors Service assigned a Ba3 Corporate Family Rating, Ba3-PD Probability of Default Rating and SGL-1 Speculative Grade Liquidity rating to O-I Glass, Inc. (O-I). Concurrently, Moody's withdrew Owens-Illinois Group, Inc.'s B1 CFR, B1-PD Probability of Default Rating, and SGL-1 Speculative Grade Liquidity rating. Moody's also upgraded the ratings of OI European Group B.V to Ba3 from B1 and the ratings of Owens-Brockway Glass Container, Inc. to B2 from B3. The outlook has been changed to stable from positive. The ratings upgrade reflect Moody's expectation of the continued strengthening of O-I's credit profile following the successful and on-going repositioning of the company's portfolio, greater predictability of free cash flow generation, and a commitment by the management team to further reduce leverage. For year-end 2022, Moody's project total-debt-to EBITDA (inclusive of Moody's adjustment) to be around 4.4x and to approach 4.0x by year end 2023. The stable outlook reflects Moody's expectation that O-I will grow revenue organically, improve profitability and generate free cash flow that can be used to reduce debt. "Despite increased global economic and financial risks, Moody's expect O-I's defensive end markets, leading market position and lower leverage to provide operating stability, cash flow predictability and increased financial flexibility," said Emile El Nems, VP – Senior Credit Officer at Moody's. Assignments: Issuer: O-I Glass, Inc. Corporate Family Rating, Assigned Ba3 Probability of Default Rating, Assigned Ba3-PD Speculative Grade Liquidity Rating, Assigned SGL-1 Upgrades: Issuer: OI European Group B.V. Senior Unsecured Regular Bond/Debenture, Upgraded to Ba3 (LGD4) from B1 (LGD4) Issuer: Owens-Brockway Glass Container, Inc. Senior Unsecured Regular Bond/Debenture, Upgraded to B2 (LGD5) from B3 (LGD5) Withdrawals: Issuer: Owens-Illinois Group, Inc. Corporate Family Rating, Withdrawn , previously rated B1 Probability of Default Rating, Withdrawn , previously rated B1-PD Speculative Grade Liquidity Rating, Withdrawn , previously rated SGL-1 Outlook Actions: Issuer: O-I Glass, Inc. Outlook, Assigned Stable Issuer: OI European Group B.V. Outlook, Changed To Stable From Positive Issuer: Owens-Brockway Glass Container, Inc. Outlook, Changed To Stable From Positive Issuer: Owens-Illinois Group, Inc. Outlook, Changed To Rating Withdrawn From Positive RATINGS RATIONALE O-I's Ba3 Corporate Family Rating reflects the company's (i) leading market position as the largest glass packaging company in the world (measured by revenue and volume), (ii) broad manufacturing presence with 70 manufacturing facilities across 19 countries, (iii) high exposure to defensive end markets (beer, soft drinks, spirits, and food), and (iv) strategic relationships with blue chip customers. In addition, the rating is supported by O-I's revenue, EBITDA and operating free cash flow visibility with about 55% of sales being under long-term contracts, and which include provisions for raw material and energy costs pass-through. At the same time Moody's rating takes into consideration the company's debt leverage, European exposure, product concentration risk, low growth, and the expected levels of elevated capital expenditures over the next two years. O-I's SGL-1 Speculative Grade Liquidity Rating reflects Moody's view that the company will maintain very good liquidity over the next 12 to 18 months, generate free cash flow and maintain significant revolver availability. The company's very good liquidity is supported by (i) $661 million in cash, (ii) a $1,250 million undrawn revolving credit facility expiring in March 2027, and (iii) pre-funding the agreed upon $610 million in asbestos liabilities. The revolver and term loan (not rated by Moody's) have one financial covenant, a maximum net senior secured leverage ratio of 2.5x. As of June 30, 2022, O-I was in compliance with its financial covenants. Moody's expects the company to comply and maintain a healthy cushion under these covenants over the next 12-18 months. ENVIRONMENTAL, SOCIAL, GOVERNANCE CONSIDERATIONS Environmental, social and governance risks (ESG) are incorporated into O-I's credit profile. Governance risk considered by Moody's is O-I's commitment towards (i) lower leverage and (ii) maintaining a conservative approach to liquidity. Moody's changed O-I's organizational structure risk score to moderately negative (3) from highly negative (4) after Paddock (a direct subsidiary of O-I) reached an agreement and emerged out bankruptcy court by accepting to fund a trust covering all asbestos liabilities. This final settlement absolves O-I from pending and future claims related to asbestos. Moody's expects these asbestos liabilities to be fully funded from additional borrowing under the senior secured credit facility, and for which Moody's had already adjusted O-I's debt. Lastly, O-I's moderately negative organizational structure score stems from the company's complex corporate structure, with multiple tiers of holding and operating companies. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS The ratings could be upgraded if adjusted debt-to-EBITDA is below 4.0x, EBITDA-to-interest coverage is above 5.5x, and free cash-to-debt is above 7.5%. The ratings could be downgraded if adjusted debt-to-EBITDA is above 4.75x, EBITDA-to-interest coverage is below 4.5x, and free cash-to-debt is below 5.0%. The principal methodology used in these ratings was Packaging Manufacturers: Metal, Glass and Plastic Containers published in December 2021. Headquartered in Perrysburg, Ohio, Owens-Illinois Group, Inc. is the leading global glass packaging company (measured by revenue). At June 30, 2022, O-I's last twelve months revenue was $6.7 billion. OSG GROUP: DOJ Says Proposed Bankruptcy Timeline Too Fast --------------------------------------------------------- OSG Group Holdings Inc. is seeking bankruptcy court approval of its pre-negotiated plan to restructure $824 million of debt without giving creditors and stakeholders adequate time to review the proposal, the Justice Department said. The New Jersey-based firm filed for Chapter 11 relief with a creditor-supported plan to reduce its debt by $134 million and inject $70 million of fresh capital into the company. As part of its initial requests for relief in bankruptcy court, OSG asked to have a hearing to approve its Chapter 11 plan on August 26, 2022, or as soon thereafter as the Bankruptcy Court's calendar permits. "The Debtors seek to confirm a prepackaged plan, which would restructure about $824 million of debt, nineteen days after the Petition Date. These Debtors and their non-Debtor subsidiaries provide outsourced communication services to clients all over the world, and they employ over 4,700 individuals and service over 6,000 customers in nineteen different countries. See Plan Art. I. Federal Rule of Bankruptcy Procedure 2002(b) mandates that "the clerk, or some other person as the court may direct shall give all creditors . . . not less than 28 days' notice by mail" of the deadline for filing objections to a disclosure statement and confirmation of a plan. Fed. R. Bankr. P. 2002(b) (emphasis added). Although the Debtors assert they have complied with Rule 2002(b) because solicitation began pre-petition on July 26, 2022 and the Debtors sent certain notices on that date, the Debtors have not complied with the Rule because their cases were not filed until the evening of Saturday, August 6, 2022. In short, the earliest possible "start" date for calculating notice under Rule 2002(b) is Monday, August 8, 2022," the U.S. Trustee said. On Aug. 9, 2022, the Court entered an order providing that the combined hearing, at which time the Bankruptcy Court will consider, among other things, the adequacy of the Disclosure Statement and confirmation of the Plan, will commence at 10:00 a.m. (prevailing Eastern Time) on August 29, 2022. About OSG Group Holdings OSG Group Holdings Inc. -- https://osgconnect.com/ -- through its subsidiaries, offers outsourced communications solutions to corporate clients primarily in North America and Europe, the Middle East, and Asia. The Company provides complementary services such as online payment portals, call centers, document scanning and accounts payable software. OSG Group Holdings and affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10718) on August 7, 2022. In the petition filed by Erik W. Ek, as president, secretary and treasurer, OSG reported assets between $500,000 and $1 billion and liabilities between $1 billion and $10 billion. The Debtors tapped ROPES & GRAY LLP as general bankruptcy counsel; BAYARD, P.A., as Delaware bankruptcy counsel; FTI CONSULTING, INC., as financial advisor; and EVERCORE GROUP L.L.C. as investment banker. STRETTO, INC. as claims agent. OSG GROUP: Wins Cash Collateral Access, $26 MM DIP Loan ------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware authorized OSG Group Holdings, Inc. and its debtor-affiliates to use cash collateral and obtain postpetition financing on an interim basis. The Debtors sought to obtain postpetition financing on a junior secured superpriority basis in the aggregate principal amount of approximately $26.259 million consisting of (a) an aggregate principal amount of approximately $15 million in "new money" loans, plus commitment fees and (b) an aggregate principal amount of approximately $10.4 million plus accrued interest from June 1, 2022, through the date of the Interim DIP Order constituting "rolled-up" 2022 Incremental Loans of DIP Term Loans resulting from a partial "roll-up" of outstanding obligations under the Existing Second Lien Credit Agreement, pursuant to the terms and conditions of the Junior Secured Debtor-in-Possession Term Loan Credit Agreement, by and among Output Services Group, Inc., as borrower, OSG Holdings, Inc. and each of the other Debtors, as guarantors, and Wilmington Trust, National Association, as administrative agent and collateral agent. The Debtors also sought to borrow $7.5 million in New Money DIP Term Loans under the Junior DIP Facility, during the period before the entry of the Final DIP Order, upon entry of the Interim DIP Order to avoid immediate and irreparable harm. Pursuant to the First Lien Credit Agreement, dated as of March 27, 2018, among Output Services Group, Inc., Holdings, the other Loan Parties party thereto, the lenders party thereto, and Barclays Bank PLC, as the administrative agent and collateral agent the First Lien Lenders provided loans to the First Lien Borrower. As of the Petition Date, the First Lien Obligors were indebted to the First Lien Secured Parties under the Existing First Lien Credit Agreement in respect of outstanding Loans in an aggregate principal amount of not less than $618.055 million under the Existing First Lien Credit Agreement. The First Lien Term Loans more specifically comprise: $19.6 million in an aggregate principal amount of Existing First Lien Revolving Loans, $369.802 million in an aggregate principal amount of Term Loan B Loans, $180.294 million in an aggregate principal amount of 2019-A Incremental Term A Loans, and GBP40.115 million in an aggregate principal amount of GBP 2019-A Incremental Term Loans. Pursuant to the Second Lien Credit Agreement, dated as of September 13, 2019, among the Borrower, Holdings, the other Loan Parties party thereto and Wilmington Trust, National Association, as the administrative agent and collateral agent, the Second Lien Lenders provided term loans to the Second Lien Borrower on a secured basis. As of the Petition Date, the Second Lien Obligors were indebted to the Second Lien Lenders under the Second Lien Documents, in respect of outstanding Loans in the aggregate principal amount of not less than approximately $168.808 under the Second Lien Documents. The Debtors have a need to use cash collateral on an interim basis and to obtain credit in an amount equal to the Initial Borrowing pursuant to the Junior DIP Facility in order to, among other things, enable the orderly continuation of their operations and to administer and preserve the value of their estates. As adequate protection, the First Lien Agent and Second Lien Agent are granted valid, binding, enforceable and automatically perfected postpetition liens on all of the DIP Collateral, with the relative priorities set forth on the budget and subject and junior only to (i) the Carve-Out, (ii) the Permitted Prior Liens, and (iii) the Junior DIP Liens. The First Lien and Second Lien Secured Parties are granted superpriority administrative expense claims against each of the Debtors as provided in section 507(b) and 364(c)(1) of the Bankruptcy Code, with priority in payment over any and all administrative expenses of the kinds specified or ordered pursuant to any provision of the Bankruptcy Code. The final hearing on the matter is scheduled for August 29, 2022 at 10 a.m. A copy of the order is available at https://bit.ly/3p7bwM9 from PacerMonitor.com. About OSG Group Holdings OSG Group Holdings Inc. -- https://osgconnect.com/ -- through its subsidiaries, offers outsourced communications solutions to corporate clients primarily in North America and Europe, the Middle East, and Asia. The Company provides complementary services such as online payment portals, call centers, document scanning and accounts payable software. OSG Group Holdings and affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10718) on August 7, 2022. In the petition filed by Erik W. Ek, as president, secretary and treasurer, OSG reported assets between $500,000 and $1 billion and liabilities between $1 billion and $10 billion. The Debtors tapped Ropes & Gray LLP as general bankruptcy counsel; Bayard, P.A., as Delaware bankruptcy counsel; FTI Consulting, Inc., as financial advisor; and Evercore Group L.L.C. as investment banker. Stretto, Inc., serves as claims agent. PANHANDLE EASTERN: Moody's Affirms Ba1 Rating on Jr. Sub. Bond -------------------------------------------------------------- Moody's Investors Service affirmed Panhandle Eastern Pipe Line Company, LP's (PEPL) Baa3 senior unsecured and Ba1 junior subordinated ratings. The ratings outlook remains stable. Affirmations: Issuer: Panhandle Eastern Pipe Line Company, LP Junior Subordinated Regular Bond/Debenture, Affirmed Ba1 Senior Unsecured Regular Bond/Debenture, Affirmed Baa3 Outlook Actions: Issuer: Panhandle Eastern Pipe Line Company, LP Outlook, Remains Stable RATINGS RATIONALE The affirmation of PEPL's Baa3 senior unsecured rating reflects the stable cash flow associated with its Federal Energy Regulatory Commission (FERC) regulated interstate natural gas pipeline assets, limited business risk and its modest debt leverage. Although PEPL has faced increased competition from gas moving west from Appalachia, the company benefits from its interconnection with the Rover Pipeline (of which ET is the largest owner and operator) which allows PEPL (primarily through its Trunkline pipeline) to move gas to LNG export facilities on the Gulf Coast. Longer term, the fundamentals for Appalachian gas are strong and the ability to access supply from the region provides an important buffer against weakening Midcontinent natural gas production, which has been in decline since 2013. PEPL continues to repay an intercompany loan from ET, reducing leverage to levels which comfortably support its Baa3 rating. The rating also reflects the ownership and control of PEPL by Energy Transfer LP (ET, Baa3 stable). PEPL's average contract life is relatively short (less than 5 years on Panhandle Eastern and 6.4 years on Trunkline) compared to its peers. However, volumes delivered into the PEPL system from Rover are sticky despite the underpinning of a long-term contract in many cases, due to their producers' limited egress options. PEPL also faces a measure of regulatory risk with the potential for lower approved tariffs by the FERC. PEPL's Junior Subordinated Notes are rated Ba1, one notch below its Baa3 senior unsecured rating. The one notch differential is based on the notes' subordination to PEPL's senior notes. PEPL has limited liquidity needs as cash from operations readily covers maintenance capital requirements. The bulk of PEPL's free cash flow is being applied to repay an intercompany loan from ET, reducing the balance to $29 million as of June 30, 2022 from $550 million at year-end 2020. PEPL does not maintain a bank revolving credit facility; should there be a liquidity requirement, such as upcoming debt maturities, Moody's would expect PEPL to be funded through ET such as it was in 2019. ET has good liquidity backed by a large committed revolving credit facility with ample available borrowing capacity. The stable outlook reflects PEPL's lower risk pipeline operations, the stability of its cash flow and modest debt leverage. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS A rating upgrade could be considered if PEPL's average contract life improves to more than 7 years or through an upgrade of ET. Ratings could be lowered due to a downgrade of ET's ratings or if FFO/debt decreases below 20%. The principal methodology used in these ratings was Natural Gas Pipelines published in July 2018. Panhandle Eastern Pipe Line Company LP is a wholly owned subsidiary of Energy Transfer, LP, and is engaged in the interstate transportation and storage of natural gas. PAVERS INC: Crushed Rock Supplier Files Subchapter V Case --------------------------------------------------------- Pavers Inc. filed for chapter 11 protection in the District of Kansas. The Debtor filed as a small business debtor seeking relief under Subchapter V of Chapter 11 of the Bankruptcy Code. The Debtor owns and operates a crushed rock sales and supply company, which has historically included the provision of construction related services in and around Salina, Kansas. The Debtor owns an office building, several open lots, an events center, a Quonset hut, and a tract of farm ground, together with a variety of furniture, fixtures, machinery, equipment, rolling stock, and inventory used in the operation. The Debtor is in the process of liquidation and intends to sell all of its assets in an orderly fashion. In order to do so, Debtor must continue to pay its ongoing expenses for labor, utilities, maintenance and repairs, professionals, and other ordinary operational costs, together with the costs of preparing its assets for liquidation and related marketing expenses. The Debtor filed motions to use cash collateral, and prohibit utilities from discontinuing service. According to court filing, Pavers Inc. estimates between 100 and 199 creditors. The petition states funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for Sept. 8, 2022, at 2:30 PM at Conf Call by US Trustee. Proofs of claim are due by Oct. 17, 2022. About Pavers Inc. Pavers Inc. provides design and installation of pavers, retaining walls, water features and outdoor living areas. Pavers Inc. filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. D. Kan. Case No. 22-40463) on August 8, 2022. In the petition filed by Jeffrey B. Wilson, as president, the Debtor reports estimated assets between $1 million and $10 million and estimated liabilities between $1 million and $10 million. Kent L Adams has been appointed as Subchapter V trustee. David T Prelle Eron, of Prelle Eron & Bailey, PA, is the Debtor's counsel. SMG Unlimited (Cherise Hughes) is the Debtor's bookkeeper and Pickel & Bruckner, LLC (Thomas E. Pickel) is the accountant. PEAK PROPERTY: Gets Court Approval to Hire Real Estate Brokers -------------------------------------------------------------- Peak Property Group, LLC received approval from the U.S. Bankruptcy Court for the District of Colorado to employ California-based real estate brokers, David Dufresne of Solutions4realestate, Inc. and Lisa Platts. The Debtor requires the assistance of real estate brokers to market for sale its real property located at 54830 Avenida Obregon, La Quinta, Calif. Each broker will get a commission of 2.5 percent of the gross sale price. If there is a buyer's agent, such agent will also be paid a 2.5 percent commission from the gross sale proceeds. As disclosed in court filings, Mr. Dufresne and Ms. Platts are "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code. The brokers can be reached at: David Dufresne Solutions4realestate, Inc. 409 Merriwood Place San Ramon, CA 945582 Tel: (925) 855-8444 Fax: (888) 244-6923 Email: david@solutions4realestate.com -- and -- Lisa Platts 43521 Ridge Park Drive, Suite 201 Temecula, CA 92590 Tel: (951) 639-8777 About Peak Property Group Peak Property Group, LLC owns four properties in Denver, Colo., and La Quinta, Calif., having an aggregate comparable sale value of $1.09 million. Peak Property Group sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 20-16088) on Sept. 12, 2020, listing $1,102,686 in assets and $1,685,781 in liabilities. Kip Korthuis, sole member, signed the petition. Judge Kimberley H. Tyson oversees the case. Shilliday Law, P.C. and Wadsworth Garber Warner Conrardy P.C. serve as the Debtor's bankruptcy counsel and special counsel, respectively. PEAK PROPERTY: Taps Wadsworth Garber Warner as Special Counsel -------------------------------------------------------------- Peak Property Group, LLC received approval from the U.S. Bankruptcy Court for the District of Colorado to employ Wadsworth Garber Warner Conrardy P.C. as its special counsel. The Debtor needs the firm's expert opinions and testimony regarding the nature, amount and reasonableness of attorney fees claimed by USA Loans, LLC in its Chapter 11 case and in an adversary case captioned as Peak Property Group, LLC v. USA Loans, LLC, Adv. Proc. No. 20-01309-KHT. The firm will be paid at the rate of $450 per hour. Aaron Garber, Esq., a partner at Wadsworth, 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: Aaron A. Garber, Esq. Wadsworth Garber Warner Conrardy P.C. 2580 Main Street, Suite 200 Littleton, CO 80120 Direct: 303-296-3905 Office: 303-296-1999 Fax: 303-296-7600 Email: agarber@wgwc-law.com About Peak Property Group Peak Property Group, LLC owns four properties in Denver, Colo., and La Quinta, Calif., having an aggregate comparable sale value of $1.09 million. Peak Property Group sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 20-16088) on Sept. 12, 2020, listing $1,102,686 in assets and $1,685,781 in liabilities. Kip Korthuis, sole member, signed the petition. Judge Kimberley H. Tyson oversees the case. Shilliday Law, P.C. and Wadsworth Garber Warner Conrardy P.C. serve as the Debtor's bankruptcy counsel and special counsel, respectively. PEGASUS SERVICES: Taps William G. Haeberle P.A. as Accountant ------------------------------------------------------------- Pegasus Services Group, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ William G. Haeberle, P.A., an accounting firm in Jacksonville, Fla., to provide tax preparation services. The firm will be paid an hourly fee of $250 and a retainer in the amount of $1,500. It will also receive reimbursement for its out-of-pocket expenses. William Haeberle, a partner at the firm, 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: William G. Haeberle William G. Haeberle, P.A. 4446-1A Hendricks Ave. Ste 245 Jacksonville, FL 32207 About Pegasus Services Group Pegasus Services Group, LLC -- http://www.pegasussupport.com/-- operates in the defense and space manufacturing industry. It provides facilities operations and maintenance (O&M) and logistics support services to a wide range of government customers. It is based in Woodstock, Ga., and provides services nationwide. Pegasus Services Group sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-01043) on May 23, 2022. In the petition filed by CRO Neil Metzger, Pegasus Services Group listed up to $50,000 in assets and up to $500,000 in liabilities. Judge Jason A. Burgess oversees the case. Thomas C. Adam, Esq., at Adam Law Group, P.A., and William G. Haeberle, P.A. are the Debtor's legal counsel and accountant, respectively. PLAYA HOTELS: Posts $30.5 Million Net Income in Second Quarter -------------------------------------------------------------- Playa Hotels & Resorts N.V. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing net income of $30.53 million on $221.27 million of total revenue for the three months ended June 30, 2022, compared to a net loss of $7.77 million on $128.80 million of total revenue for the three months ended June 30, 2021. For the six months ended June 30, 2022, the Company reported net income of $73.27 million on $440.84 million of total revenue compared to a net loss of $77.51 million on $206.55 million of total revenue for the same period a year ago. As of June 30, 2022, the Company had $2.10 billion in total assets, $1.39 billion in total liabilities, and $715.84 million in total shareholders' equity. As of June 30, 2022, the Company held $348.8 million in cash and cash equivalents, with no restricted cash balance. Total interest-bearing debt was $1,115.3 million, comprised of its Senior Secured Term Loan due 2024 and Property Loan due 2025. Effective March 29, 2018, the Company entered into two interest rate swaps to fix LIBOR at 2.85% on $800.0 million of its variable rate Term Loan. As of June 30, 2022, there was no balance outstanding on our $68.0 million Revolving Credit Facility. Bruce D. Wardinski, chairman and CEO of Playa Hotels & Resorts, commented, "Playa had another excellent quarter and continues to execute on our strategy of delivering a high-quality experience at attractive prices to both our guests and our stakeholders. Our value proposition is resonating with guests, as our Occupancy rate in the second quarter improved to a post-pandemic high, our NPS scores remain at healthy levels, and our bookings pace remains strong. "I am very excited and encouraged by the progress in Jamaica, reporting the highest Occupancy rate of any segment during the second quarter as flight capacity and international passenger arrivals into Montego Bay accelerated meaningfully. The removal of COVID-19 related travel restrictions in April have helped both leisure and MICE demand in Jamaica, with the segment leading the way in bookings for 2023 in recent months. Jamaica was our best performing segment prior to the pandemic and we continue to believe there is room for ADR improvement as the recovery catches up with Mexico and the Dominican Republic. "We continued to see solid guest demand, with our second half 2022 booked revenue position remaining well ahead of last year and MICE group bookings for 2023 building a base to carry momentum into next year." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1692412/000169241222000091/plya-20220630.htm About Playa Hotels & Resorts Playa Hotels & Resorts N.V. 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. POST OAK TX: Wins Interim Cash Collateral Access ------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, authorized Post Oak TX, LLC to continue using cash collateral on an interim basis, in accordance with the budget. As previously reported by the Troubled Company Reporter, RSS JPMBB20I4-C25 - TX POT, LLC asserts an interest in the Debtor's cash collateral. A further interim hearing on the Debtor's continued cash collateral access is set for August 31, 2022, at 1:30 p.m. The terms of the October 4 Second Interim Order (I) Authorizing Use of Cash Collateral Pursuant to 11 U.S.C. section 363, (II) Providing Secured Lender Adequate Protection Pursuant to 11 U.S.C. sections 361 and 363 and (III) Scheduling a Further Interim Hearing, are incorporated therein. As set forth in Paragraph 13 of the October 4 Order, the Debtor and Rialto can agree on an amended budget, on written consent, and file the amended budget with the court without seeking court approval of the amended budget. The Prior Cash Collateral Order authorized the Debtor to use cash collateral for July 2022. The order provided that the deadline for the Debtor to challenge the validity or priority of the Lender's asserted lien against the Debtor's assets will be July 15, 2022, which would be the last extension of the Lien Challenge Deadline. Notwithstanding the terms of the Prior Cash Collateral Order, with the consent of the Lender, the Lien Challenge Deadline has been extended to August 15, 2022. Absent timely action by the Debtor on or before the Lien Challenge Deadline, the Debtor will be deemed to have stipulated to the validity and priority of the Lender's lien, the specific language of which shall be memorialized in a further Court order. A copy of the order and the Debtor's August 2022 budget is available at https://bit.ly/3SH7t6u from PacerMonitor.com. The Debtor projects $1,500,883 in revenue cash collections and $1,583,036 in total operating expenses. About Post Oak TX, LLC Post Oak TX, LLC is part of the traveler accommodation industry. Post Oak TX sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 21-18563) on August 31, 2021. E. Llywd Ecclestone, Jr., president of Hotel Resort Company, a Florida corporation, as general partner, of Hotel Resort Properties, LLLP, the Debtor's member/manager, signed the petition. The Debtor disclosed between $50 million to $100 million in both assets and liabilities. Judge Erik P. Kimball oversees the case. Andrew Zaron, Esq., at Leon Cosgrove, LLP, is the Debtor's counsel. KapilaMukamal, LLP is the Debtor's financial advisor. PREMIER PAVING: Wins Cash Collateral Access Thru Aug 19 ------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division, authorized Premier Paving, Ltd. to use cash collateral on an interim basis in accordance with the budget, with a 10% variance, during the period beginning August 5 and ending on August 19, 2022. The Debtor requires the use of cash collateral to make payroll and pay other direct operating expenses needed to carry on its business during this sensitive period in a manner that will avoid irreparable harm to the Debtor's estate. As adequate protection for any secured creditor that holds a valid unavoidable security interest in prepetition cash or cash equivalents for the Debtor's use of cash collateral, to the extent that the Debtor's use of cash collateral results in a diminution in value of the Lender's interest in the cash collateral as of the Petition Date, each such Lender is granted a replacement lien in the Debtor's assets that serve as collateral under each Lenders' applicable agreements, in the same order of priority that existed as of the Petition Date. As additional partial adequate protection for the Debtor's use of cash collateral, to the extent of any diminution in value and a failure of the other adequate protection provided by the Order, the Lenders will have an allowed superpriority administrative expense claim in the case and any successor case as provided in and to the fullest extent allowed by Sections 503(b) and 507(b) of the Bankruptcy Code. The Replacement Liens are subject and subordinate to a carve-out of funds for all fees required to be paid to the Clerk of the Bankruptcy Court and to the Office of the United States Trustee pursuant to 11 U.S.C. Section 1930(a). The Replacement Liens are valid, perfected, enforceable and effective as of the Petition Date without the need for any further action by the Debtor or the Lenders, or the necessity of execution or filing of any instruments or agreements. A final hearing on the matter is scheduled for August 18 at 9:30 a.m. A copy of the order and the Debtor's budget is available at https://bit.ly/3p9fjIB from PacerMonitor.com. The budget provides for, total expenses, on a weekly basis, as follows: $110,062 for the week ending August 5, 2022; $72,407 for the week ending August 12, 2022; and $72,407 for the week ending August 19, 2022. About Premier Paving, Ltd. Premier Paving, Ltd. provides asphalt paving and asphalt milling subcontractor services to general contractors within a 100-mile radius of Fort Worth, Texas. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 22-41560-11) on July 13, 2022. In the petition signed by Herbert D. Severin, III, the Debtor disclosed up to $50 million in both assets and liabilities. Dylan T.F. Ross, Esq., at Forshey Prostok is the Debtor's counsel. REVLON INC: $1.4 Billion in DIP Loans Win Final OK -------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York authorized Revlon, Inc. and affiliates to, among other things, use cash collateral and obtain postpetition financing on a final basis. Revlon is permitted to borrow money pursuant to the DIP Credit Agreements, in an aggregate principal amount not to exceed: * $1,025,000,000 under the Term DIP Credit Agreement by and among Revlon Consumer Products Corporation, as Borrower, and Jefferies Finance LLC, as administrative agent and collateral agent; and * $400,000,000 under the ABL DIP Credit Agreement the Debtors entered into with MidCap Funding IV Trust and Crystal Financial LLC. The Term Loan included $375,000,000 in immediately available funds, including $76.875 million in Initial Draw amount, which was used exclusively for the purpose of refinancing all of the Foreign ABTL Facility. The ABL revolving credit facility consists of: (i) the roll-up and conversion of all Prepetition LIFO ABL Obligations and any unused Revolving Commitments into the ABL DIP Facility pursuant to commitments of the LIFO ABL DIP Lenders in an aggregate principal amount equal to $270 million, of which an aggregate principal amount equal to $109 million was deemed drawn automatically upon the date of entry of the Interim Order and applied automatically in satisfaction of the outstanding Prepetition LIFO ABL Obligations; and (ii) the roll up and conversion of all Prepetition SISO ABL Obligations and any unused SISO Term Commitments into the ABL DIP Facility pursuant to term loan commitments of the SISO ABL DIP Lenders in an aggregate principal amount equal to $130 million, of which the entire amount of the SISO ABL DIP Loans was deemed drawn automatically upon the date of entry of the Interim Order and applied automatically in satisfaction of the outstanding Prepetition SISO ABL Obligations. The Debtors also have entered into a superpriority junior secured debtor-in-possession intercompany credit facility in an aggregate principal amount not to exceed at any time the aggregate amount of the royalty payments owed to the BrandCos under the BrandCo License Agreements that have become due and payable on or after the Petition Date, by and among, RCPC, as borrower, and the BrandCos, as lenders, which Royalty Payments will be deemed to have been paid to the applicable BrandCo in satisfaction of the obligation to make such payments to the BrandCo as and when the Royalty Payments are due and then immediately loaned to RCPC. As of the Petition Date, the Prepetition BrandCo Borrower was indebted and liable to the Prepetition BrandCo Secured Parties in the aggregate principal amount of not less than $1,878,019,219, including (a) $938,986,931 in outstanding principal amount of Term B-1 Loans, (b) $936,052,001 in outstanding principal amount of Term B-2 Loans, and (c) $2,980,287 in outstanding principal amount of the Initial Term B-3 Loans and (y) for the Applicable Premium in the amount of$98,593,628, which became due and payable on the Petition Date as a result of commencement of the Chapter 11 Cases, which Prepetition BrandCo Credit Facility Debt has been guaranteed on a joint and several basis by each of the Prepetition BrandCo Guarantors, each of which Prepetition BrandCo Guarantors, as of the Petition Date, was justly and lawfully indebted and liable to the Prepetition BrandCo Secured Parties for all Prepetition BrandCo Credit Facility Debt. Jefferies Finance LLC, serves as First Lien Collateral Agent, Second Lien Collateral Agent and Third Lien Collateral Agent under the Prepetition BrandCo Credit Facilities. As of the Petition Date, the Prepetition ABL Borrowers were indebted to the Prepetition ABL Secured Parties in the aggregate principal amount of not less than $289,000,000, including (a) $109,000,000 in outstanding principal amount of "Tranche A Revolving Loans," (b) $130,000,000 in outstanding principal amount of "SISO Term Loans," and (c) $50,000,000 in outstanding principal amount of "Tranche B Term Loans", which Prepetition ABL Credit Facility Debt has been guaranteed on a joint and several basis by each of the Prepetition ABL Guarantors. A copy of the order is available at https://bit.ly/3PXz81m from PacerMonitor.com. About Revlon Inc. Revlon Inc. manufactures, markets and sells an extensive array of beauty and personal care products worldwide, including color cosmetics; fragrances; skin care; hair color, hair care and hair treatments; beauty tools; men's grooming products; anti-perspirant deodorants; and other beauty care products. Today, Revlon's diversified portfolio of brands is sold in approximately 150 countries around the world in most retail distribution channels, including prestige, salon, mass, and online. Since its breakthrough launch of the first opaque nail enamel in 1932, Revlon has provided consumers with high quality product innovation, performance and sophisticated glamour. In 2016, Revlon acquired the iconic Elizabeth Arden company and its portfolio of brands, including its leading designer, heritage and celebrity fragrances. Revlon is among the leading global beauty companies, with some of the world's most iconic and desired brands and product offerings in color cosmetics, skin care, hair color, hair care and fragrances under brands such as Revlon, Revlon Professional, Elizabeth Arden, Almay, Mitchum, CND, American Crew, Creme of Nature, Cutex, Juicy Couture, Elizabeth Taylor, Britney Spears, Curve, John Varvatos, Christina Aguilera and AllSaints. Revlon sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 22-10760) on June 15, 2022. Fifty affiliates, including Almay, Inc, Beautyge Brands USA, Inc., and Elizabeth Arden, Inc., also sought bankruptcy protection on June 15 and June 16, 2022. Revlon disclosed total assets of $2,328,093,000 against total liabilities of $3,689,240,395 as of April 30, 2022. The Hon. David S. Jones is the case judge. The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP as bankruptcy counsel; Mololamken, LLC as special litigation counsel; PJT Partners, LP as investment banker; KPMG, LLP as tax services provider; and Alvarez & Marsal North America, LLC as restructuring advisor. Robert M. Caruso of Alvarez & Marsal serves as the Debtors' chief restructuring officer. Meanwhile, Kroll Restructuring Administration, LLC is the Debtors' claims agent and administrative advisor. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors on June 24, 2022. Brown Rudnick, LLP, Province, LLC and Houlihan Lokey Capital, Inc. serve as the committee's legal counsel, financial advisor and investment banker, respectively. A group of Revlon, Inc.'s shareholders has sought the appointment of an official committee of non-insider equity security holders. The group is represented by lawyers at White & Case, LLP. REVLON INC: Appointment of Non-Insider Equity Holders Panel Sought ------------------------------------------------------------------ A group of Revlon, Inc.'s shareholders asked the U.S. Bankruptcy Court for the Southern District of New York to issue an order directing the U.S. Trustee for Region 2 to appoint an official committee that will represent non-insider equity security holders in the company's Chapter 11 case. The group, which calls itself the ad hoc group of non-insider Revlon, Inc. shareholders, said the company is not "hopelessly insolvent," pointing out that its stock price and market capitalization indicate that there is significant stockholder value. In the week following Revlon's bankruptcy filing, the company's stock increased over 650% from the stock's low on June 16, indicating the market believes there is material equity value behind the approximately $3.54 billion of funded debt. Revlon shares have traded as high as $10.74 per share on Aug. 2 and are still trading at $8.38 per share on Aug. 8, representing an equity market capitalization of approximately $457 million. "These indications of solvency belie any argument that [Revlon] appears to be hopelessly insolvent," the group said in a motion filed in court. The group is represented by: Thomas E. Lauria, Esq. White & Case, LLP 200 South Biscayne Boulevard, Suite 4900 Miami, FL 33131 Telephone: (305) 371-2700 Facsimile: (305) 358-5744 Email: tlauria@whitecase.com - and – J. Christopher Shore, Esq. David M. Turetsky, Esq. Barrett Lingle, Esq. White & Case, LLP 1221 Avenue of the Americas New York, NY 10020 Telephone: (212) 819-8200 Facsimile: (212) 354-8113 Email: cshore@whitecase.com david.turetsky@whitecase.com barrett.lingle@whitecase.com - and - Gregory F. Pesce, Esq. White & Case, LLP 111 South Wacker Drive, Suite 5100 Chicago, IL 60606 Telephone: (312) 881-5400 Facsimile: (312) 881-5450 Email: gregory.pesce@whitecase.com About Revlon Inc. Revlon Inc. manufactures, markets and sells an extensive array of beauty and personal care products worldwide, including color cosmetics; fragrances; skin care; hair color, hair care and hair treatments; beauty tools; men's grooming products; anti-perspirant deodorants; and other beauty care products. Today, Revlon's diversified portfolio of brands is sold in approximately 150 countries around the world in most retail distribution channels, including prestige, salon, mass, and online. Since its breakthrough launch of the first opaque nail enamel in 1932, Revlon has provided consumers with high quality product innovation, performance and sophisticated glamour. In 2016, Revlon acquired the iconic Elizabeth Arden company and its portfolio of brands, including its leading designer, heritage and celebrity fragrances. Revlon is among the leading global beauty companies, with some of the world's most iconic and desired brands and product offerings in color cosmetics, skin care, hair color, hair care and fragrances under brands such as Revlon, Revlon Professional, Elizabeth Arden, Almay, Mitchum, CND, American Crew, Creme of Nature, Cutex, Juicy Couture, Elizabeth Taylor, Britney Spears, Curve, John Varvatos, Christina Aguilera and AllSaints. Revlon sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 22-10760) on June 15, 2022. Fifty affiliates, including Almay, Inc, Beautyge Brands USA, Inc., and Elizabeth Arden, Inc., also sought bankruptcy protection on June 15 and June 16, 2022. Revlon disclosed total assets of $2,328,093,000 against total liabilities of $3,689,240,395 as of April 30, 2022. The Hon. David S. Jones is the case judge. The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison, LLP as bankruptcy counsel; Mololamken, LLC as special litigation counsel; PJT Partners, LP as investment banker; KPMG, LLP as tax services provider; and Alvarez & Marsal North America, LLC as restructuring advisor. Robert M. Caruso of Alvarez & Marsal serves as the Debtors' chief restructuring officer. Meanwhile, Kroll Restructuring Administration, LLC is the Debtors' claims agent and administrative advisor. The U.S. Trustee for Region 2 appointed an official committee of unsecured creditors on June 24, 2022. Brown Rudnick, LLP, Province, LLC and Houlihan Lokey Capital, Inc. serve as the committee's legal counsel, financial advisor and investment banker, respectively. RGIS HOLDINGS: S&P Withdraws 'B-' Issuer Credit Rating ------------------------------------------------------ S&P Global Ratings withdrew its 'B-' issuer credit rating on RGIS Holdings LLC at the company's request. The outlook was stable at the time of the withdrawal. S&P also withdrew its 'B-' issue rating and '3' recovery rating on senior secured debt issued by RGIS Services, LLC a wholly owned subsidiary of RGIS Holdings LLC. SAVANNAH CAPITAL: Property Sale Proceeds to Fund Plan Payments -------------------------------------------------------------- Savannah Capital, LLC and New Broughton Street, LLC filed with the U.S. Bankruptcy Court for the Middle District of Florida a Disclosure Statement describing Plan of Liquidation dated August 9, 2022. Debtor, Savannah Capital is a Georgia limited liability company with its principal place of business at 111 W. Fortune Street, Tampa, FL 33602, and is owned by 16 separate members. Debtor, New Broughton Street is a Georgia limited liability company that is fully owned and operated by Debtor, Savannah Capital, LLC. Savannah Capital, LLC and New Broughton Street, LLC's cases were filed on emergency basis due to impending judgment collection efforts resulting from a lawsuit filed by Edgar L.T. Gay, later re-styled as Ryan Roa, as Trustee for the Callen Trust (the "Callen Trust"), which owns a 6.25% Membership Interest in Savannah Capital, LLC, along 15 other members. The Callen Trust sued Savannah Capital in Hillsborough County, Florida, case number 15-CA001040, Edgar L.T. Gay, as Trustee for The Callen Trust v. Savannah Capital, LLC, for breach of promissory note in the amount of $4,711,680.00. On November 24, 2021, Final Judgment was entered against Debtor for $4,285,067.00, which is pending on appeal in the Second District Court of Appeals, Case No.:2D22-0318. Savannah Capital disputes the alleged debt to the Callen Trust. This is a partially liquidating plan. Debtor, Savannah Capital will sell real property including the property of New Broughton Street, LLC. The Debtors' real and personal property will be sold to pay allowed creditors. Debtor, Savannah Capital will procure a buyer for the Real Property located at the following addresses: Parcel M45 081 located at 307 S. Terrel Street, Metter, GA ("Parcel M45") and Parcel M56 001 located at Trapnell Street, Metter, GA ("Parcel M56") (the "Savannah Capital Real Property"). Debtor is going to list the Savannah Capital Real Property for $250,000.00. Debtor, New Broughton has procured a real estate agent and broker for the Real Property Located at 322, 320, 318, 312, 310 West Broughton Street, Savannah, Georgia, 31401 (the "New Broughton Street Property"). New Broughton Street, LLC listed the New Broughton Street Property for sale on August 7, 2022. The initial listing price is $6.9 million. Debtors expect to receive approximately $6,500,000 after closing costs and broker fees from the sale of the real property. The Plan is based upon the Debtor's belief that an orderly liquidation of the assets would yield substantially more to priority and general unsecured creditors than in a Chapter 7 bankruptcy case because the Debtor is selling assets at market value as opposed to auction value. The Plan will be funded through the sale of Debtors' property and other assets. Class 4 consists of Disputed General Unsecured Creditors. Claim No. 2 of Ryan Roa, as Trustee for the Callen Trust. The Callen Trust alleges a secured claim as result of a final judgement entered against Savannah Capital, LLC in the amount of $4,285,067.00. Proceeds from the sale of the assets after administrative claims, Classes 1, 2 and 3 are paid, will be held in trust until the Appeal is decided. If Savannah Capital prevails on the Appeal the funds will be released to pay general unsecured creditors, then to equity holders. If Savannah Capital loses the Appeal, The Callen Trust will have a general unsecured claim that will be paid in accordance with the general unsecured class, Class 5. Class 5 consists of Allowed General Unsecured Claims. Upon the sale of the assets, the Debtor will use the net sale proceeds (after the payment of closing cost, allowed secured claims, and all administrative expense claims), if any, to pay claimants in with allowed unsecured claims. Claimants will be paid their pro-rata share of the net sale proceeds from the sales of the Debtor's real property. The Debtor will make distributions to the Class 5 general unsecured creditors within 30 days from the final closing of the sale. Class 6 consists of Equity Security Holders of Debtor (Members of the Savannah Capital, LLC). Equity will retain ownership in the Debtor postconfirmation. Equity and insider claims will receive no payment on their claims unless the Class 5 creditors are paid the full value of their allowed claims. Equity Security Holders reserve the right to raise capital if the sale of assets is not enough to retain their equity position in Savannah Capital, which will continue to hold the Deville Corp. Stock postconfirmation. The Plan will be funded through the sale of Debtor's Real Property. A full-text copy of the Disclosure Statement dated August 9, 2022, is available at https://bit.ly/3bLy2qP from PacerMonitor.com at no charge. Attorney for the Debtor: Jake C. Blanchard, Esq. Blanchard Law, P.A. 1501 Belcher Road South Unit 6B Largo, FL 33771 Tel: (727) 531-7068 Fax: (727) 535-2086 Email: jake@jakeblachardlaw.com About Savannah Capital Savannah Capital, LLC is an asset management company based in Savannah, Ga. Savannah Capital and its affiliate, New Broughton Street, LLC, sought Chapter 11 protection (Bankr. M.D. Fla. Lead Case No. 22-01431) on April 11, 2022. In the petitions filed by Kris Callen, as manager, both Debtors listed up to $50,000 in assets and up to $10 million in liabilities. Judge Catherine Peek Mcewen oversees the case. Jake C. Blanchard, Esq., at Blanchard Law, P.A. is the Debtor's counsel. SKILLZ INC: Incurs $60.6 Million Net Loss in Second Quarter ----------------------------------------------------------- Skillz Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing a net loss of $60.61 million on $73.34 million of revenue for the three months ended June 30, 2022, compared to a net loss of $79.60 million on $89.49 million of revenue for the three months ended June 30, 2021. For the six months ended June 30, 2022, the Company reported a net loss of $208.72 million on $166.77 million of revenue compared to a net loss of $133.19 million on $173.17 million of revenue for the same period in 2021. As of June 30, 2022, the Company had $858.90 million in total assets, $354.02 million in total liabilities, and $504.89 million in total stockholders' equity. "We are driving the company towards profitability and are making changes to our programs and personnel accordingly. We reduced our Net Loss by 59% quarter-over-quarter in Q2 2022," said Skillz CEO Andrew Paradise. "We are building for the long term future and are repositioning Skillz to grow profitably in 2023 and beyond." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1801661/000162828022021059/sklz-20220630.htm About Skillz Inc. Skillz Inc. -- www.skillz.com -- is a mobile games platform that connects players in fair, fun, and meaningful competition. The Skillz platform helps developers build multi-million dollar franchises by enabling social competition in their games. Leveraging its patented technology, Skillz hosts billions of casual esports tournaments for millions of mobile players worldwide, and distributes millions in prizes each month. Skillz reported a net loss of $181.38 million in 2021, a net loss of $145.51 million in 2020, and a net loss of $23.60 million in 2019. As of March 31, 2022, the Company had $932.54 million in total assets, $380.90 million in total liabilities, and $551.64 million in total stockholders' equity. * * * As reported by the TCR on March 31, 2022, S&P Global Ratings lowered its issuer credit rating on San Francisco-based mobile gaming platform operator Skillz Inc. to 'CCC+' from 'B-'. Also in March 2022, Moody's Investors Service downgraded the Corporate Family Rating of Skillz Inc. to Caa1 from B3 following the company's recent guidance for greater cash flow losses over the next year, reflecting higher governance risk. SOMM INC: Seeks to Hire 'Ordinary Course' Professionals ------------------------------------------------------- Somm, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of California to employ professionals used in the ordinary course of its business. The "ordinary course professionals" are: G2 Management Services, LLC Management Services Daly, PR PR/Marketing Services June Hudson, BSBA, MPA Controller Services Lewis Hurwitz, E.A., Hurwitz Wheeler Tax Preparation Gallagher & Kennedy, P.A. Special Counsel on Trademark Matters Each ordinary course professional will be compensated, without formal fee application to the court, 100 percent of its fees and will be reimbursed 100 percent of its expenses. About Somm Inc. Somm Inc. is a wine wholesaler and importer in Sonoma, Calif. It conducts business under the name SommSelect. Somm filed a petition for relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Calif. Case No. 22-10267) on July 14, 2022. Mark M. Sharf has been appointed as Subchapter V trustee. Judge Roger L. Efremsky oversees the case. The Debtor's balance sheet as of June 30, 2022, reflects total assets of $1,907,983 and total liabilities of $2,520,780. The Law Offices of Michael C. Fallon and MCA Financial Group, Ltd. serve as the Debtor's legal counsel and restructuring advisor, respectively. SOMM INC: Taps MCA Financial Group as Restructuring Advisor ----------------------------------------------------------- Somm, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of California to employ MCA Financial Group, Ltd. as restructuring advisor. The Debtor requires a restructuring advisor to: a. supervise and direct all operations and cash activities of the Debtor and have sole authorization to approve all expenditures by the Debtor, hire and terminate officers, managers and other employees, and pay expenses of the Debtor; b. oversee the Debtor's business operations; c. lead any sales process; d. act as primary liaison between the Debtor and its creditors; e. conduct and discuss directly with creditors and shareholder constituencies and their respective advisors regarding all activities including operations, financial information, refinancing, capital formation, business sale or other activities; f. review and approve all transactions with, and payments to, affiliates, shareholders, officers, and insiders; g. assist in executing the Debtor's Chapter 11 case; h. maximize the value of the Debtor's assets and operations by seeking court approval for debtor-in-possession financing and exit financing, sale of the Debtor's assets, refinancing of existing debt, recapitalization, and restructuring or reorganizing of the Debtor's business in whole or in part; i. provide assistance in connection with motions, responses, or other court activity as directed by legal counsel; j. assist in the preparation of schedules of assets and liabilities and statements of financial affairs; k. prepare periodic reporting to stakeholders, the bankruptcy court, and the Office of the U.S. Trustee; and l. evaluate and develop restructuring plans and other strategic alternatives to maximize the value of the Debtor's assets. MCA will be paid at these rates: Senior Managing Directors $550 per hour Managing Directors $450 per hour Directors $375 per hour Associates $295 per hour Administrative and research personnel $125 per hour The firm will also be reimbursed for its out-of-pocket expenses. The retainer is $50,000. Morris Aaron, a senior managing director at MCA, 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: Morris C. Aaron MCA Financial Group, Ltd. 4909 N 44th St Phoenix, AZ 85018 Tel: (602) 710-2500 About Somm Inc. Somm Inc. is a wine wholesaler and importer in Sonoma, Calif. It conducts business under the name SommSelect. Somm filed a petition for relief under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Calif. Case No. 22-10267) on July 14, 2022. Mark M. Sharf has been appointed as Subchapter V trustee. Judge Roger L. Efremsky oversees the case. The Debtor's balance sheet as of June 30, 2022, reflects total assets of $1,907,983 and total liabilities of $2,520,780. The Law Offices of Michael C. Fallon and MCA Financial Group, Ltd. serve as the Debtor's legal counsel and restructuring advisor, respectively. SOUTH EDGE: Seeks Cash Collateral Access ---------------------------------------- The South Edge asks the U.S. Bankruptcy Court for the Northern District of California, Santa Rosa Division, for authority to use cash collateral in accordance with the budget, with a 20% variance; and provide adequate protection through December 31, 2022, or the confirmation of a Chapter 11 Plan, whichever occurs first. The Debtor requests authority to use cash collateral consistent with the Budget to pay the ordinary expenses of owning and operating the rental properties located at 2115 Old Adobe Road, Petaluma, California, which generates rental income. Poppy Bank may assert a secured interest in the Debtor's cash. The Debtor is indebted to Poppy by virtue of loan agreements, secured by way of a recorded deed of trust. The Debtor offers as adequate protection of Poppy Bank's interests, pending further order: a. To the extent of the present value of their interest in cash collateral, a continuing first-in-priority lien on receivables from the operation of the business of the Debtor; b. The Debtor will make monthly adequate protection payments to Poppy Bank in the amount of $12,000 by the 15th day of each month. c. The Debtor also offers a replacement lien in favor of Poppy Bank. The replacement lien shall secure any post-petition diminution in the value of the secured creditor's interest in the collateral, provided such lien will be subordinated to the compensation and administrative expense reimbursements allowed. The replacement lien will encumber only post petition property of the same type as such creditor's prepetition collateral, the cash proceeds of which the debtor is authorized to use. To the extent multiple creditors assert an interest in the same collateral, the Debtor requests that the replacement liens be granted to each creditor in the same priority as such creditor's liens attach to the cash collateral used. A hearing on the matter is scheduled for September 12, 2022 at 11 a.m. A copy of the order is available at https://bit.ly/3bK5VbA from PacerMonitor.com. About The South Edge, Inc. The South Edge, Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 14-10176) on February 5, 2014. In the petition signed by JoAnn Claeyssens, vice president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Alan Jaroslovsky oversees the case. The Law Office of Gina R. Klump is the Debtor's counsel. TALEN ENERGY: Parent Slows Down $1.9 Billion Equity Offering ------------------------------------------------------------ Daniel Gill of Bloomberg Law reports that Talen Energy Corp. is slowing down its bankrupt unit Talen Energy Supply LLC's pursuit of a $1.9 billion equity offering, as a bankruptcy judge postponed a hearing on approval of a creditor "backstop" agreement supporting the offering. Judge Marvin Isgur of the US Bankruptcy Court for the Southern District of Texas granted a motion Monday, August 8, 2022, to continue the previously scheduled Aug. 16 hearing until Aug. 29, 2022 despite TES's protestations that a delay could ruin its plan to obtain the financing. "If the case falls apart, it falls apart," Judge Isgur said during the hearing. After two months on file, and several adjournments, the Ad Hoc Noteholder Group has insisted that the Debtors' motion to enter into the Backstop Commitment Letter must go forward on Aug. 16. On June 13, 2022, the Debtors filed a motion seeking approval of the Backstop Commitment Letter, pursuant to which the Noteholder Group has committed to backstop $1.3 billion of the up to $1.65 billion common equity rights offering that will fund the Debtors' reorganization plan. On Aug. 3, 2022, the parties executed an amended BCL which increased the backup commitment to $1.55 billion. TEC says it is entitled to discovery on the reasonableness, fairness, and negotiation of all of these new provisions -- along with the depositions which the Debtors canceled in advance of the original Backstop Hearing dates in July and the additional depositions warranted by the new documents attached to the Notice of Amendments. The August 16 hearing date and August 11 objection deadline proposed by the Debtors would deny TEC such discovery and an adequate opportunity to prepare an objection, and accordingly should be postponed, TEC told the Court. The Noteholders' Group asserts that the Ad Hoc Term Loan and Secured Notes Group, the Ad Hoc Group of First Lien Lenders, and Riverstone's Talen Energy Corp. did not file legitimate objections to the Backstop Motion, they filed them simply to delay. "Their only interest at this point is maximizing the amount of their secured claims, knowing that their claims, to the extent allowed and oversecured, accrue postpetition interest and eat into recoveries for unsecured creditors. Meanwhile Riverstone has nothing to play for in these cases other than extending a long-shot out-of-the-money equity option that it has not been willing to underwrite and burying claims of the estates. Cost and delay in these chapter 11 cases, including as a result of the litigation tactics of these parties, is being born entirely by unsecured creditors," the Ad Hoc Noteholders' Group said. "The need for discovery is similarly manufactured. Approval of the Backstop Motion depends on a straightforward business judgment analysis, and the Debtors' decision is globally supported by unsecured creditors. The fees for the backstop commitments reflect an actual and necessary cost for a long-dated commitment to fund a highly volatile business and the backstopping parties are entitled to be compensated. That should be the end of the inquiry. This is not a confirmation hearing or a hearing on the business plan, and the Ad Hoc Term Loan and Secured Notes Group, the Ad Hoc Group of First Lien Lenders, and Riverstone have all had access and opportunity to consult regarding the updated business plan. Sixty-four days -- an eternity in bankruptcy court -- is more than enough time to prepare what can only be frivolous bases for objection. Enough is enough." About Talen Energy Corp. Allentown, Pennsylvania-based Talen Energy Corp. is an independent power producer founded in 2015. Riverstone Holdings LLC completed its acquisition of the remaining 65% stake of Talen Energy in 2016 for $5.2 billion. Talen Energy Corporation, through subsidiary Talen Energy Supply LLC, is one of the largest competitive power generation and infrastructure companies in North America. Through subsidiary Cumulus Growth, TEC is developing a large-scale portfolio of renewable energy, battery storage, and digital infrastructure assets across its expansive footprint. On the Web: https://www.talenenergy.com/ TES owns and/or controls approximately 13,000 Megawatts of generating capacity in wholesale U.S. power markets, principally in the Mid-Atlantic, Texas and Montana. Woodlands, Texas-based TES runs 18 power generation facilities, at eight of which rely on natural gas to make electricity. Talen Energy Supply, LLC, and 71 affiliates sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 22-90054) on May 9, 2022. The Hon. Marvin Isgur is the case judge. Talen Energy Corporation (TEC), its Cumulus Growth subsidiary, and TES' LMBE subsidiaries are excluded from the in-court process. TES has retained Weil Gotshal & Manges LLP as its legal advisor, Evercore as its investment banker and Alvarez & Marsal as its financial advisor for its restructuring. Kroll is the claims agent. TEC is represented by PJT Partners as financial advisors and Vinson & Elkins as legal counsel. Cumulus Growth is represented by Ardea Partners and DH Capital as its investment bankers, and Gibson Dunn as legal counsel. The Consenting Noteholders are represented by Kirkland & Ellis LLP and Rothschild & Co US Inc. TBC COMPANIES: In Chapter 11 With Plan to Wrap Up by Sept. 30 ------------------------------------------------------------- TBC Companies LLC filed for chapter 11 protection in the Eastern District of North Carolina with a Chapter 11 plan to pay off outstanding claims. The Debtor is a North Carolina limited liability company that has operated for the past three years as a construction company providing roofing and solar panel installation services. According to the Plan, the Debtor will complete all work on its final projects and then, after payment of allowed administrative expenses, will pay all remaining funds for the secured claims of U.S. Small Business Administration and then the secured claim of Mulligan Funding, LLC. General unsecured claims totaling $540,468 are expected to receive $84,000, which will result in a payment of 16%. The Debtor will complete all work on remaining projects. At this time, the only remaining work is punch list items, repairs and inspections and one small change order. The Debtor believes that all work will be completed by Sept. 30, 2022, and all outstanding receivables collected. Upon final cessation of all work and liquidation of all estate assets, the Debtor shall be dissolved and no equity interest will remain. About TBC Companies TBC Companies LLC -- https://www.trianglebc.com -- doing business as Triangle Building Company, provided exceptional construction solutions in the Raleigh, NC, area since 2005. The business provides free inspections and is family-owned. TBC Companies LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 22-01737) on Aug. 8, 2022. In the petition filed by Joseph Keller, as member, the Debtor reported assets between $100,000 and $500,000 and liabilities between $500,000 and $1 million. Danny Bradford, of Paul D. Bradford, PLLC, is the Debtor's counsel. TBC COMPANIES: Seeks Cash Collateral Access ------------------------------------------- TBC Companies, LLC asks the U.S. Bankruptcy Court for the Eastern District of North Carolina, Raleigh Division, for authority to use cash collateral. The Debtor believes the parties that may have an interest in its accounts receivables are: a. U.S. Small Business Administration, by way of Security Agreement and UCC-1 financing statement number 20200062465J, filed on May 27, 2020 with the North Carolina Secretary of State. b. Mulligan Funding, LLC, by way of Security Agreement and UCC1 financing statement number 20210075433J, filed on June 7, 2021 with the North Carolina Secretary of State. These potentially secured parties have not yet consented to the Debtor's use of cash collateral. The Debtor has already filed a Chapter 11 plan and believes it can wind down its operations, complete all remaining jobs, and offer a significant cash payment to secured and unsecured creditors through liquidation in the Chapter 11 case. The Debtor does not have significant daily expenses and does not intend to use cash collateral for any overhead or salary expenses. However, in order to complete its final jobs and collect the $130,491 in outstanding receivables, the Debtor will be required to purchase some materials and pay some subcontractors. The Debtor contends that amounts on-hand on the Petition Date are not subject to the perfected lien of any creditor and intends to segregate those funds and use them to pay Allowed Administrative Expenses and to pay Allowed Class 3 claims if its Plan is confirmed. The Debtor contends that all amounts it receives after the Petition Date are subject to the secured claims of the SBA and Mulligan and intends to segregate those funds and use them to pay the expenses referred to in the Motion, and then to pay the balance to Secured Claims pursuant to the terms contained in its Plan if ultimately confirmed. A copy of the motion is available at https://bit.ly/3zOENzU from PacerMonitor.com. About TBC Companies, LLC TBC Companies, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 22-01737-5-PWM) on August 8, 2022. In the petition signed by Joseph Keller, member, the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Paul D. Bradford, PLLC is the Debtor's counsel. TBC COMPANIES: Unsecured Creditors Will Get 16% of Claims in Plan ----------------------------------------------------------------- TBC Companies, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of North Carolina a Disclosure Statement describing Chapter 11 Plan dated August 9, 2022. The Debtor is a North Carolina limited liability company owned solely by Joseph Keller. The company was formed in 2019 as TBC Roofing, LLC. The Debtor changed its name to TBC Companies, LLC on August 9, 2021 to reflect that it was no longer offering only roofing services, but was expanding to provide solar installation services. The filing of this liquidating Chapter 11 petition is intended to provide the maximum return to secured and unsecured creditors from assets on-hand as well as the collection of outstanding receivables. Class 3 consists of General Unsecured Claims. The Debtor believes that Allowed Genera Unsecured Claims total $540,468.04. The Debtor will complete all work on its final projects and then, after payment of Allowed Administrative Expenses, pay all remaining funds on hand in its Class 3 DIP account to Allowed General Unsecured Claims on a pro rata basis. The Debtor anticipates to have approximately $84,000.00 to disburse to Class 3, which will result in an approximate payment of 16% to Allowed General Unsecured Claims. Class 4 consists of Joseph Keller's interest in property of the Estate. Title to and ownership of all property of the estate will vest in the Debtor upon confirmation of the Plan, subject to all valid liens of Secured Creditors under the Confirmed Plan. Liens of bifurcated Claims will be valid only to the extent of the Allowed Secured Amount of the Claim. Upon final cessation of all work and liquidation of all estate assets, the Debtor shall be dissolved and no Equity interest will remain. The Debtor will complete all work on remaining projects. At this time, the only remaining work is punch list items, repairs and inspections and one small change order. The Debtor believes that all work will be completed by September 30, 2022 and all outstanding receivables collected. All net funds on-hand on the petition date shall be deposited into the DIP account for payment to Class 3 general unsecured creditors (the "Class 3 DIP"). The Debtor anticipates that it will receive approximately $130,491.55 net funds for receivables remaining after the petition date and believes that all such receivables constitute collateral for the Class 1A and Class 1B claims. All receivables collected after the petition date shall be segregated in a separate DIP account, ("the Receivables DIP"), and shall first be used to pay Allowed Administrative Claims, to the extent funds in the Class 3 DIP are insufficient to satisfy all Allowed Administrative Claims, shall then be used to pay all Allowed Secured Claims in Classes 1A and 1B, in that order. In the unlikely event that the amount of receivables exceeds the balances owed to Classes 1A and 1B, then all excess funds shall be used to pay Class 3 Allowed General Unsecured Claims. A full-text copy of the Disclosure Statement dated August 9, 2022, is available at https://bit.ly/3dqfg8V from PacerMonitor.com at no charge. Attorney for the Debtor: Danny Bradford Paul D. Bradford, PLLC 919-758-8879 dbradford@bradford-law.com About TBC Companies TBC Companies LLC -- https://www.trianglebc.com -- doing business as Triangle Building Company, provided exceptional construction solutions in the Raleigh, NC, area since 2005. The business provides free inspections and is family-owned. TBC Companies LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 22-01737) on Aug. 8, 2022. In the petition filed by Joseph Keller, as member, the Debtor reported assets between $100,000 and $500,000 and liabilities between $500,000 and $1 million. Danny Bradford, of Paul D. Bradford, PLLC, is the Debtor's counsel. TECHNICAL COMMUNICATIONS: Incurs $842K Net Loss in Third Quarter ---------------------------------------------------------------- Technical Communications Corporation reported a net loss of $842,000 on $146,000 of net revenue for the quarter ended June 25, 2022, compared to a net loss of $490,000 on $426,000 of net revenue for the quarter ended June 26, 2021. For the nine months ended June 25, 2022, the Company reported a net loss of $1.98 million on $1.14 million of net revenue compared to a net loss of $1.16 million on $1.21 million of net revenue for the nine months ended June 26, 2021. As of June 25, 2022, the Company had $1.64 million in total assets, $3.23 million in total liabilities, and a total stockholders' deficit of $1.60 million. Carl H. Guild Jr., president and CEO of Technical Communications Corporation, commented, "The Company continues to be impacted by the international COVID pandemic. Customers have been reluctant to have in-person meetings and performance demonstrations, which are necessary to consummate sales. We are seeing opportunities starting to open up and are hopeful this trend will continue and allow us to begin recovery in the near future." A full-text copy of the press release is available for free at: https://www.sec.gov/Archives/edgar/data/96699/000117184322005423/exh_991.htm About Technical Communications Concord, Massachusetts-based Technical Communications Corporation -- http://www.tccsecure.com-- specializes in secure communications systems and customized solutions to protect highly sensitive voice, data and video transmitted over a wide range of networks, serving government entities, military agencies, and corporate enterprises. Technical Communications Corporation reported a net loss of $1.09 million for the year ended Sept. 25, 2021 compared to a net loss of $910,650 for the year ended Sept. 26, 2020. As of Dec. 25, 2021, the Company had $1.83 million in total assets, $2.09 million in total liabilities, and a total stockholders' deficit of $256,296. Westborough, Massachusetts-based Stowe & Degon LLC, the Company's auditor since 2019, issued a "going concern" qualification in its report dated Dec. 22, 2021, citing that the Company has an accumulated deficit, has suffered significant net losses and negative cash flows from operations and has limited working capital that raises substantial doubt about its ability to continue as a going concern. THOMAS BEESON: Miriam R. Stein Appointed as Chapter 11 Trustee -------------------------------------------------------------- Judge Janet S. Baer of the U.S. Bankruptcy Court for the Northern District of Illinois approved the appointment of Miriam R. Stein as Chapter 11 Trustee for Thomas E. Beeson and Donna L. Beeson's Chapter 11 case. The appointment resulted from the Court's entry of an order directing the U.S. Trustee to appoint a disinterested individual to serve as Chapter 11 Trustee for the Beesons. About the Beesons Thomas E. Beeson and Donna L. Beeson operate a nursery business through their wholly owned corporation, Beeson Plantation, Inc. Through Plantation, the Beesons utilize the South Parcel located at 1300 Half Day Road, Deerfield, Illinois, for retail nursery operations and the property at 12526 W. Highway 22, Bannockburn, Illinois, for its wholesale nursery operations. Thomas E. Beeson and Donna L. Beeson filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 16-00783) on January 11, 2016, and are represented by: Joseph A. Baldi, Esq. Julia D. Loper, Esq. Baldi Berg, Ltd. 20 N. Clark St., Suite 200 Chicago, IL 60602 Tel: (312) 726-8150 The Debtors filed their Plan of Reorganization on Jan. 5, 2017. TRINSEO PLC: S&P Alters Outlook to Positive, Affirms 'B' ICR ------------------------------------------------------------ S&P Global Ratings revised its outlook on Trinseo PLC to stable from positive and affirmed its 'B' issuer credit rating. S&P said, "At the same time, we affirmed our 'B' issue-level rating on Trinseo's unsecured notes. Our '4' (rounded estimate: 30%) recovery rating on the notes remains unchanged. Our 'BB-' issue-level rating and '1' recovery rating (rounded estimate: 95%) on the company's B-2 term loan facility are also unchanged. "The stable outlook reflects our expectation that Trinseo's credit metrics will remain appropriate for the current rating over the next 12 months. "Trinseo's second-quarter 2022 performance was weaker than we initially expected. Furthermore, following the company's lowering of its guidance, we now anticipate its 2022 earnings will be in line with the current rating, rather than outperforming as we previously expected. Trinseo was negatively affected by continued raw material cost inflation and supply chain issues, especially across Europe and Asia. Therefore, we anticipate its leverage metrics will be appropriate, but not strong, for the current rating over the next 12 months." The company recently announced that it is pausing the sale process for its styrene business due to the deteriorating conditions in financing markets and the economic uncertainty stemming from the Russia-Ukraine conflict, particularly its effect on the European energy markets. While the polystyrene segment accounts for a large portion of Trinseo's business, it is exposed to cyclical end markets and contributes to the company's high earnings volatility. However, through the sale of its synthetic rubber business and its acquisitions of Aristech Surfaces and PMMA in 2021, Trinseo is working to transform itself into a faster-growth, higher-margin, and less volatile specialty material and sustainable solutions provider. S&P now anticipates the company's weighted average funds from operations (FFO) to debt will be in the mid- to low-teen percent range over the next couple years. That said, Trinseo's FFO to debt could be weaker after accounting for potential volatility in its EBITDA and credit measures. S&P said, "Our weak assessment of the company's business risk profile reflects its exposure to volatile raw material costs and cyclical key end markets, as well as its modest geographic concentration, particularly in Europe (57% of net sales in 2021). However, we believe its recent acquisitions of PMMA and Aristech Surfaces will partially offset these factors by increasing its EBITDA and margins and reducing its earnings volatility over the next couple years. Furthermore, Trinseo has favorable market shares in key niches and technological advantages relative to its competitors. We also expect the company will continue to benefit from high operating rates. "The stable outlook on Trinseo reflects our expectation that its credit metrics will remain consistent with the current rating over the next 12 months. Our base-case scenario also assumes the company maintains its styrenics business, at least for the near term. We forecast S&P Global Ratings-adjusted debt to EBITDA of 4x-5x and FFO to debt of 12%-15% in 2022, which we consider appropriate for the rating after adjusting for potential volatility in the company's EBITDA and credit measures." S&P could downgrade Trinseo over the next 12 months if: -- Its debt to EBITDA increases and approaches 7x or its FFO to debt drops to the mid- to high-single digit percent range. This could occur if the company's EBITDA margins decline significantly due to the stalled global economic recovery, which leads to volatility in the styrene markets, or it experiences issues in integrating the PMMA business; or -- Its liquidity weakens such that its ratio of liquidity sources to uses falls below 1.2x or S&P believes it will be difficult for it to remain in compliance with its covenants. S&P could consider a one-notch upgrade of Trinseo over the next 12 months if: -- The company expands its EBITDA margins to the mid-teen percent range supported by favorable conditions in the styrene market; -- Its debt to EBITDA approaches 4x or its FFO debt rises to the high-teens percent range on a sustained basis; and -- S&P believes its financial policies would support its maintenance of these improved credit metrics. VIVAKOR INC: Closes $37.4MM Acquisition of Silver Fuels, White Claw ------------------------------------------------------------------- Vivakor, Inc. has closed on the acquisitions of Silver Fuels Delhi, LLC and White Claw Colorado City, LLC pursuant to the previously announced June 15, 2022 Membership Interest Purchase Agreement among the Company, Jorgan Development, LLC and JBAH, LLC. Total consideration paid for SFD and WCCC was $37.4 million consisting of shares of restricted common stock equal to 19.99% of the total issued and outstanding shares of Vivakor's common stock that are subject to lock-up agreements preventing their sale for a period of up to 18 months, promissory notes and certain assumed liabilities which are subject to post-closing adjustments. SFD owns and operates a crude oil gathering, storage, and transportation facility located on approximately 9.3 acres near Delhi, Louisiana. For a period of 10 years, SFD is, under existing crude oil supply agreements with White Claw Crude, LLC, guaranteed a minimum gross margin under a take or pay contract. At present, SF Delhi is gathering approximately 1,400 to 1,700 barrels of crude oil on a daily basis. WCCC owns a 120,000 barrel oil tanking facility, in the heart of the Permian Basin, located near Colorado City, Texas. The tanking facility is presently connected to the Lotus pipeline system and Vivakor intends to further connect the tanking facility to additional pipeline systems. Under the terms of an already existing agreement, White Claw Crude, LLC has agreed to lease the oil storage tank for a period of 10 years. As with SF Delhi, WCCC would provide Vivakor with the infrastructure to blend and sell oil which has been recovered via Vivakor's Remediation Processing Center machine from tank bottom sludge and contaminated soil which exists in the Permian Basin. SFD and WCCC generated approximately $33 million of aggregate revenue and positive Earnings before Interest, Taxes, Depreciation, and Amortization ("EBITDA") during 2021. "Vivakor is pleased to announce the closing of the acquisitions of SFD and WCCC. The synergistic acquisitions of SFD and WCCC represent a momentous and transformative event for Vivakor and our valued shareholders. Given the long-term contracts presently in place at both SFD and WCCC, we expect to realize significant annual revenue and for both entities to generate meaningful EBITDA and profitability. We continue to be excited for the future of Vivakor and believe adding SFD and WCCC to our portfolio of assets will accelerate the Company's business plan," stated Matthew Nicosia, CEO and President of Vivakor. James Ballengee of Jorgan and JBAH added "I could not be more excited to become a major shareholder of Vivakor. The shared vision of combining Vivakor's proprietary RPC machines with the assets located at SFD and WCCC is something I believe will propel the Company to great heights. I look forward to becoming a shareholder of Vivakor and am excited to participate in the Company's future growth." Advisors EF Hutton, division of Benchmark Investments, LLC served as financial advisor and Lucosky Brookman LLP served as legal advisor to Vivakor. About Vivakor Inc. Coralville, Iowa-based Vivakor, Inc., is a clean energy technology company focused in the area of oil remediation and natural resources. The company currently focuses on its patented Remediation Processing Centers that allows for the environmentally friendly recovery of bitumen (heavy crude) and other hydrocarbons from the remediation of contaminated soils. It is believed to be the only remediation system that can clean soils with more than 5% by weight oil contamination while fully recovering the oil and leaving the soil fully viable for reuse. Vivakor reported a net loss attributable to the company of $5.48 million for the year ended Dec. 31, 2021, compared to a net loss attributable to the company of $2.18 million for the year ended Dec. 31, 2020. As of March 31, 2022, the Company had $54.82 million in total assets, $18.28 million in total liabilities, and $36.54 million in total stockholders' equity. VPR BRANDS: Settles Patent Infringement Suit With Myle Vape, MVH I ------------------------------------------------------------------ VPR Brands, LP entered into a Settlement Agreement and Release by and between the Company on the one hand, and Myle Vape, Inc. and MVH I, Inc. on the other hand. VPR Brands previously filed a lawsuit in the United States District Court for the Eastern District of New York (Civil Action No. 1:21-cv-02445) alleging patent infringement of its U.S. Patent No. 8,205,622 by Myle Vape and MVH I. Pursuant to the terms of the settlement agreement, the companies agreed to settle the action. In addition, Myle Vape and MVH I agreed to pay VPR Brands $125,000. VPR Brands also granted to Myle Vape and MVH I a fully paid-up, royalty-free, non-exclusive license to practice the invention set forth in the patent and all related patents and applications. About VPR Brands Headquartered in Ft. Lauderdale, FL, VPR Brands, LP -- http://www.VPRBrands.com-- is company engaged in the electronic cigarette and personal vaporizer business. As of March 31, 2022, the Company had $1.14 million in total assets, $3.40 million in total liabilities, and a total partners' deficit of $2.26 million. Los Angeles, California-based Paris Kreit & Chiu CPA's LLP, the Company's auditor since 2022, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company has an accumulated deficit of $10,214,999 and a working capital deficit of $1,834,867 at Dec. 31, 2021. These factors, among others, raise substantial doubt regarding the Company's ability to continue as a going concern. WL HOUSTONS: Unsecured Creditors Will Get 100% of Claims in Plan ---------------------------------------------------------------- W L Houstons Business Investments LLC submitted a First Amended Disclosure Statement and Combined Plan dated August 9, 2022. The Debtor owns one piece of real estate located at 3402 Crosby Landing, Missouri City, Texas 77459 valued at approximately $550,000.00. Debtor plans to sell the property located at 3402 Crosby Landing, Missouri City, Texas 77459, and pay the note off along with all other creditors associated with the property. At this time, there are no disputed debts. The restructuring of Debtor's repayment of its debt will help Debtor to meet all of its business plan and financial obligations to its employees, State and Federal Taxing authorities, and its suppliers. The proposed plan provides for a 100% distribution to unsecured creditors. The proposed plan also provides that Warren L. Houston will retain his respective percentage equity ownership of the Debtor. Under §1129 of the Bankruptcy Code, Warren L. Houston is allowed to retain his equity interest only if the class of unsecured creditors votes to accept the plan. At the date of filing, June 2, 2022, the Debtor had a secured claim by LJC Financial, LLC. Since the filing date, the Debtor has learned of more existing secured creditors, namely taxing authorities seeking payment of ad valorem taxes. The allowed secured claims total $318,896.11. The creditors are the only known secured creditors of the Debtor. The debtor will sell the secured asset and pay the claim in full according to the filed proof of claim. Ad Valorem Taxes include estimated amounts for pre-petition tax year 2022 and are subject to change at a later date pursuant to the Texas Property Tax Code. The estimated amounts do not constitute a final amount of the tax claims, and the Debtor shall be bound to the final tax amount as determined under applicable non-bankruptcy law. At the date of filing, June 2, 2022, the Debtor had two unsecured creditors. In this regard, the Debtor proposes to pay the unsecured debt 100% of the allowed claims. Total payment will represent 100% of the current balance or $13,351.01. Warren L. Houston is President and 100% owner of Debtor. Warren L. Houston has infused personal cash into the Debtor. Warren L. Houston will not be paid any money toward repayment of any cash infused into Debtor, unless and until all other debts are paid in full as represented in the plan. The debtor is not aware of any priority claims. If any priority claims are brought forth and allowed, the Debtor proposes to pay any priority claims, secured claims, and unsecured creditors 100% after the sale of the asset listed herein. Equity security holders shall retain their equity in the Debtor. Debtor believes that since the plan proposes to pay all creditors of their claims in full upon completing the sale of the listed asset, it is likely that Debtor will be able to make the payments proposed in this Plan. A full-text copy of the First Amended Disclosure Statement and Combined Plan dated August 9, 2022, is available at https://bit.ly/3zSLyRz from PacerMonitor.com at no charge. Attorney for Debtor: SAMUEL L. MILLEDGE State Bar No. 14055300 2500 East T.C. Jester Blvd., Suite 510 Houston, Texas 77008 Telephone: (713)812-1409 Telecopier: (714)812-1418 About W L Houstons Business Investments W L Houstons Business Investments LLC is a Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)). W L Houstons Business Investments LLC sought protection under Subchapter V of Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-31575) on June 6, 2022. In the petition filed by Warren Houston, as managing member, the Debtor reported assets and liabilities of up to $50,000 each. Samuel L Milledge, of The Milledge Law Firm, PLLC, is the Debtor's counsel. WP REALTY: Unsecureds to Recover Between 12% & 100% Dividend ------------------------------------------------------------ WP Realty Acquisition III, LLC, filed with the U.S. Bankruptcy Court for the Southern District of New York a Disclosure Statement accompanying Plan of Liquidation dated August 9, 2022. The Debtor initially acquired the Property (which was previously used for public storage) from Cedarland LLC with the intent of pursuing real estate development at the site. The Debtor hoped to build a state of the art branded Hotel and Events Center along the I-95 corridor in New Rochelle (the "Project"). The Plan seeks to implement the anticipated closing on the sale of the Debtor's real property at 115- 117 Cedar Street, New Rochelle, New York (the "Property") to CS Cedar Street LLC (the "Stalking Horse") for a total purchase price of $4.8 million. The closing shall occur promptly after the confirmation of the Plan, so the Debtor is eligible for transfer tax emptions under 11 U.S.C. §1146(a). Anticipating a total purchase price of $4.8 million (subject to 4% brokerage and other closing costs and adjustments), the Plan is the vehicle to distribute the sale proceeds to the holders of Allowed Claims in accordance with the bankruptcy priority scheme. Class I consists of the Filed Claim of Cedarland LLC in the principal amount of $2,550,000, together with disputed prepetition default rate interest of $75,706.90 plus post-petition interest to be fixed at either contract rate of 5% (as per the Debtor) or default rate of 17% (as claimed by Cedarland). This Class shall be paid in full in the amount of at least $2,550,000, plus interest of at least $191,250, and perhaps interest of as much as $878,956.90, depending on allowance of certain prepetition and post-petition default interest. Class II consists of the Disputed Judgment Claim of Bradley Gold and his affiliated company, BGFI Manager LLC in the amount of $154,020 plus estimated interest of $37,939.56 and alleged legal fees of $84,718, for a total of approximately $276,678. Although fully disputed, the amount of $276,678 shall be reserved for the benefit of Mr. Gold (the "Gold Reserve") pending completion of the claims objection process. This Class shall be paid in full if the Gold Claim is ultimately allowed after claims objection process. The Debtor projects, however, that the Gold Claim will be expunged since the Confession of Judgment lacks any consideration running to the benefit of the Debtor. Allowed General Unsecured Claims in Class III are projected to be at least $1,249,375.06 after completion of reconciliation and claim objection process. Unfiled claims totaling $1,141,707.77 which were scheduled as disputed have been disallowed, and filed claims in the amount of $2,144.695.76 are in dispute and will be subject to objection. This Class shall receive Pro Rata Distribution of Net Sale Proceeds after payment of Unclassified Claims and Class I and Class II Claims. The Debtor projects a dividend of between 12% and 100%. The 12% dividend assumes every objection to claims is unsuccessful, leaving $378,556.68 in Distributable Cash for Class III General Unsecured Creditors with total allowed claims of $3,102,518.79. The 100% dividend assumes every objection to claims is successful, leaving $1,342,943.14 in Distributable Cash for Class III General Unsecured Creditors with total allowed claims of $1,249.375.06. The equity holders of the Debtor shall retain no continuing ownership interests in the Debtor, and all Equity Interests shall be cancelled and extinguished without any distributions. The Plan shall become effective at closing, whereupon the sale proceeds shall be treated as Distributable Cash to be paid to holders of Allowed Claims in accordance with the terms of the Plan. The Plan is feasible since creditors will be paid from the net sale proceeds to be collected at closing. Proof of the Stalking Horse's ability to fund the purchase of the Property shall be provided to the Court at the Confirmation Hearing. A full-text copy of the Disclosure Statement dated August 9, 2022, is available at https://bit.ly/3pcV6Sm from PacerMonitor.com at no charge. Attorneys for the Debtor: Kevin J. Nash, Esq. Goldberg Weprin Finkel Goldstein LLP 1501 Broadway New York, NY, 10036 Telephone: (212) 221-5700 About WP Realty Acquisition III WP Realty Acquisition III LLC is engaged in activities related to real estate. It owns a property located in New Rochelle, New York having a current value of $4.1 million (estimated without development). WP Realty Acquisition III filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 20-23038) on Sept. 11, 2020. The Debtor disclosed $4,177,531 in total assets and total liabilities $4,674,589. Judge Sean H. Lane oversees the case. Goldberg Weprin Finkel Goldstein LLP, led by Kevin J. Nash, is the Debtor's legal counsel. ZOHAR FUNDS: Lynn Tilton Cleared $45 Mil. Bank Fraud Claim ---------------------------------------------------------- Rachel Scharf of Law360 reports that distressed debt mogul Lynn Tilton did not knowingly lie to a German bank about her investment strategy, a New York state jury held Friday, August 5, 2022, following a weekslong civil fraud trial. Jurors took six hours to reach a 5-1 verdict rejecting the $45 million fraudulent concealment and misrepresentation claim brought against Tilton and her Patriarch Partners companies by Hanover, Germany-based Norddeutsche Landesbank Girozentrale, or Nord/LB. Lynn Tilton had fought the allegations at trial, testifying that she disclosed the Zohar investment strategy to Nord/LB during deal talks in 2004 and 2006. About the Zohar Funds New York-based Patriarch Partners, LLC, is a private equity firm specializing in acquisition, buyouts, and turnaround investment in distressed American companies and brands. Patriarch Partners was founded by Lynn Tilton in 2000. Lynn Tilton and her affiliates held substantial equity stakes in portfolio companies, which include iconic American manufacturing companies with tens of thousands of employees. The Zohar funds were created to raise money through selling a form of notes called collateralized loan obligations to investors that was then used to extend loans to dozens of distressed mid-size companies, often in connection with the acquisition of those companies out of bankruptcy. Patriarch bought "distressed" companies via funding from a series of collateralized loan obligations (CLOs) marketed through Patriarch via its $2.5 billion "Zohar" funds. Tilton placed the funds into bankruptcy in 2018 in an attempt to keep Patriarch's portfolio from being liquidated by Zohar creditors including bond insurer MBIA, which insured $1 billion worth of Zohar notes. Combined debt of the funds is estimated at $1.7 billion. Zohar CDO 2003-1, Zohar CDO 2003-1 Corp., Zohar II 2005-1, Limited, Zohar II 2005-1 Corp., Zohar III, Limited, and Zohar III, Corp. (collectively, the "Zohar Funds"), sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case Nos. 18-10512 to 18-10517) on March 11, 2018. In the petition signed by Lynn Tilton, director, the Debtors were estimated to have $1 billion to $10 billion in assets and $500 million to $1 billion in liabilities. Young Conaway Stargatt & Taylor, LLP, is the Debtors' bankruptcy counsel. [^] BOOK REVIEW: THE ITT WARS: An Insider's View ------------------------------------------------ of Hostile Takeovers Author: Rand Araskog Publisher: Beard Books Softcover: 236 pages List Price: $34.95 http://www.beardbooks.com/beardbooks/the_itt_wars.html This book was originally published in 1989 when the author was Chairman and Chief Executive Officer of ITT Corporation, a $25 billion conglomerate with more than 100,000 employees and operations spanning the globe with an amazing array of businesses: insurance, hotels, and industrial, automotive, and forest products. ITT owned Sheraton Hotels, Caesars Gaming, one half of Madison Square Garden and its cable network, and the New York Knickerbockers basketball and the New York Rangers hockey teams. The corporation had rebounded from its troubles of the previous two decades. Araskog was made CEO in 1978 to make sense of years of wild acquisition and growth. Under Harold Greenen, successor to ITT's founder and champion of "growth as business strategy," ITT's sales had grown from $930 million in 1961 to $8 billion in 1970 and $22 billion in 1979. It had made more than 250 acquisitions and had 2,000 working units. (It once acquired some 20 companies in one month.) ITT's troubles began in 1966, when it tried to acquire ABC. National sentiments against conglomerates became endemic; the merger became its target and was eventually abandoned. Next came a variety of allegations, some true, some false, all well publicized: funding of Salvador Allende's opponents in Chile's 1970 presidential elections; influence peddling in the Nixon White House; underwriting the 1972 Republican National Convention. ITT's poor handling of several antitrust cases was also making headlines. Then came recession in 1973. ITT's stock plummeted from 60 in early 1973 to 12 in late 1974. Geneen found himself under fire and, in Araskog's words, the "succession wars" among top ITT officers began. Geneen was forced out in 1977, and Araskog, head of ITT's Aerospace, Electronics, Components, and Energy Group, with more than $1 billion in sales, won the CEO prize a year later. Araskog inherited a debt-ridden corporation. He instituted a plan of coherent divesting and reorganization of the company into more manageable segments, but was cut short by one of the first hostile bids by outside financial interests of the 1980's, by businessmen Jay Pritzker and Philip Anschutz. This book is the insider's story of that bid. The ITT Wars reads like a "Who's Who" of U.S. corporations in the 1970s and 1980s. Araskog knew everyone. His writing reflects his direct, passionate, and focused management style. He speaks of wars, attacks, enemies within, personal loyalty, betrayal, and love for his company and colleagues. In the book's closing sentences, Araskog says, "We fought when the odds are against us. We won, and ITT remains one of the most exciting companies of the twentieth century, we hope to keep the wagon train moving into the twenty-first century and not have to think about making a circle again. Once is enough." Araskog wrote a preface and postlogue for the Beard Books edition, and provide us with ten years of perspective as well as insights into what came next. In 1994, he orchestrated the breakup of ITT into five publicly traded companies. Wagon circling began again in early 1997 when Hilton Hotels made a hostile takeover offer to ITT Corporation. Araskog eventually settled for a second-best victory, negotiating a friendly merger with the Starwood Corporation, in which ITT shareholders became majority owners of Starwood and Westin Hotels, with the management of Starwood assuming management of the merged entity. Rand Araskog served as CEO of ITT Corporation until 1998. He later headed his own investment company RVA Investments. He also served on the Board of Directors of Cablevision and the Palm Beach Civic Association. Araskog was born in Fergus Falls, Minnesota, in 1931. He died August 9, 2021, in Palm Beach, Florida. ********* 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. 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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 ***