/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/220823.mbx T R O U B L E D C O M P A N Y R E P O R T E R Tuesday, August 23, 2022, Vol. 26, No. 234 Headlines 1419 WK OWNER: Public Auction Sale Set for September 20 8233 ROXBURY: SARE Files Subchapter V Case ACTIVA RESOURCES: Plan Solicitation Period Extended to Oct. 18 AEARO TECHNOLOGIES: 3M Stopped From Relitigating MDL in Chapter 11 ARRAY MIDCO: S&P Downgrades ICR to 'CCC+', Outlook Negative BAIRN LLC: Seeks to Hire Jones Obenchain as Bankruptcy Counsel BETHESDA SENIOR LIVING: S&P Cuts 2018B Rev. Bond Ratings to 'BB+' BG WILLIAMS: Unsecureds Will Get 15% of Claims in 72 Months BLACK CREEK: Sept. 13 Disclosure Statement Hearing Set CELSIUS NETWORK: Weighs Various Financing Proposals CHINECHEREM EZE: Files for Chapter 11 to Stop Foreclosure CINEWORLD GROUP: Acosta Says There's Still Appetite for Industry CINEWORLD GROUP: Considering Chapter 11 Filing CLEAVER-BROOKS CO: S&P Withdraws 'CCC' Issuer Credit Rating CM RESORT: Unsecureds to Split $1.3M Via Quarterly Payments CONCRETE PAVERS: Unsecureds Will Get 5% of Claims in 12 Quarters CRYSTAL SPOON: Continued Operations to Fund Plan Payments CURO GROUP: S&P Affirms 'B-' Issuer Credit Rating, Outlook Stable DIGIPATH INC: Posts $577K Net Loss in Third Quarter DIOCESE OF ROCKVILLE: ASA Claim Filing Deadline Slated for Oct. 10 GENAPSYS INC: Defeats Founders' Move to Dismiss Chapter 11 Case GEO GROUP: S&P Downgrades ICR to 'SD', Cuts Secured Debt to 'D' HIE HOLDINGS: Seeks to Hire Choi & Ito as Bankruptcy Counsel HIGHPOINT LIFEHOPE: Case Summary & 20 Largest Unsecured Creditors INFOW LLC: Case vs. Jones Can Proceed, Says Connecticut Judge INSULATION COATINGS: Seeks to Hire Knox McLaughlin as Counsel ION GEOPHYSICAL: Fine-Tunes Plan Documents LENDINGTREE INC: S&P Downgrades ICR to 'B-', Outlook Stable MALLINCKRODT PLC: Trust to Accept Opioid Personal Injury Claims MATTIES HOME: Files Subchapter V Case Without Counsel MATTRESS FIRM: S&P Alters Outlook to Stable, Affirms 'B+' ICR QUALTEK LLC: S&P Downgrades ICR to 'CCC+', Outlook Negative RAMJAY INC: Seeks to Hire Stenson Tamaddon as Special Counsel RE-PRODECON: Seeks Approval to Hire Jonathan Stone as Appraiser RED RIVER: Aug. 24 Hearing on Bid to Extend Solicitation Period REVLON INC: Seeks Up To $36M in Additional Bankruptcy Bonuses SALEM HARBOR POWER: Gets Court Approval for Creditor Takeover SALEM HARBOR: Updates Restructuring Plan Disclosures SAVANNAH CAPITAL: October 6 Plan Confirmation Hearing Set SEARS HOLDINGS: Creditors Can Get Payday on New Settlement STAGWELL INC: S&P Upgrades ICR to 'BB-' on Improving Leverage STONERIDGE INC: S&P Downgrades ICR to 'B+', Outlook Negative TEXAS MADE SPORTS: Exclusivity Period Extended to Nov. 15 USA GYMNASTICS: Liberty Owes $2.2 Mil. for Nassar Defense VPR BRANDS: Posts $74K Net Income in Second Quarter VTV THERAPEUTICS: Incurs $3.2 Million Net Loss in Second Quarter VTV THERAPEUTICS: Names Jonathan Isaacsohn as Board Chair, Director WISECARE LLC: Unsecureds Will Get 5 Cents on Dollar in Plan [] Financial Advisors Are Not the Enemy: Three New Perspectives ********* 1419 WK OWNER: Public Auction Sale Set for September 20 ------------------------------------------------------- In accordance with applicable provisions of the Uniform Commercial Codes as enacted in the State of New York, or any other applicable jurisdiction and on account of a default under a certain pledge and security agreement, 1400-1900 Imperial PV LLC ("secured party") will sell at public auction sale to the qualified bidder submitting the highest bid certain collateral, including all right, title and interest of 1419 WK Holding LLC ("pledgor") as the sole member of 1419 WK Owner LLC ("company"). The sale will take place on Sept. 20, 2022, at 2:00 p.m., via Cisco WebEx Platform or other web-based video conferencing and telephonic conferencing program selected by the secured party, as well as in person at the offices of counsel for secured party: Farrell Fritz, PC Attn: Patrick Collins, Esq. 622 Third Avenue, Suite 37200 New York, New York 10017 The principal asset of the company is the real property located at Block 64.01, Lot 1.09 (formerly lots 1.08 and 1.09), in the City of Weehawken, Hudson County, State of New Jersey, the street address of which is 1800 Avenue at Port Imperial (also known as 1400 Avenue at Port Imperial and 1900 Avenue at Port Imperial), Weehawken, New Jersey. The sale will be conducted by Mannion Auctions LLC by Matthew D. Mannion or William Mannion, with offices at 305 Broadway, Suite 200, New York, New York 10007. Parties interested in bidding on the collateral may contact the secured party's broker, Newmark, Attn: Brock Cannon, brock.cannon@nmrk.com, Tel: 212-372-2066. 8233 ROXBURY: SARE Files Subchapter V Case ------------------------------------------ 8233 Roxbury LLC filed for bankruptcy protection in California. The Debtor filed as a small business debtor seeking relief under Subchapter V of Chapter 11 of the Bankruptcy Code. The Debtor's principal asset is located at 8233 Roxbury Road, Los Angeles, CA 90069. According to court filing, 8233 Roxbury LLC estimates between 1 and 49 unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for Sept. 14, 2022, at 1:30 PM at UST-LA2, TELEPHONIC MEETING. CONFERENCE LINE:1-866-816-0394, PARTICIPANT CODE:5282999. Proofs of claim are due by Oct. 25, 2022. About 8233 Roxbury LLC 8233 Roxbury LLC is a Single Asset Real Estate (as defined in 11 U.S.C. § 101(51B)). 8233 Roxbury LLC filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-14444). In the petition filed by Rick Langley, as owner, the Debtor reported assets and liabilities between $1 million and $10 million. Gregory Kent Jones has been appointed as Subchapter V trustee. Kevin T Simon, of Law Offices of Kevin T. Simon, APC, is the Debtor's counsel. ACTIVA RESOURCES: Plan Solicitation Period Extended to Oct. 18 -------------------------------------------------------------- Activa Resources, LLC and Tiva Resources, LLC obtained an order from the U.S. Bankruptcy Court for the Western District of Texas, which extended to Oct. 18 the period within which the Debtors have the exclusive right to solicit votes in favor of their proposed plan to exit Chapter 11 protection. The companies on Aug. 19 filed a joint Chapter 11 plan of reorganization, which proposes to pay in full all allowed claims, including general unsecured claims. The plan anticipates the companies will drill new wells, including in the Pruitt project, which seeks to develop the Olmos reservoir with horizontal wells. The companies intend to utilize 75% of the net operating revenue from oil and gas produced from these new wells to reduce the balance of the new credit facility and use the remaining 25% to fund operations and make payments required by the plan. About Activa Resources and Tiva Resources Activa Resources, LLC and Tiva Resources, LLC operate in the oil and gas extraction industry. Both companies are based in San Antonio, Texas. On Feb. 3, 2022, Activa Resources and Tiva Resources sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Texas Lead Case No. 22-50117). In the petitions signed by John Hayes, president, Activa Resources disclosed as much as $50 million in both assets and liabilities while Tiva Resources disclosed up to $10 million in assets and up to $50 million in liabilities. Judge Michael M. Parker oversees the cases. The Debtors tapped Bernard R. Given II, Esq., at Loeb and Loeb, LLP as legal counsel, and Haynie & Company as accountant and auditor. Donlin, Recano & Company, Inc. is the claims, noticing and solicitation agent. On Aug. 19, 2022, the Debtors filed their proposed joint Chapter 11 plan of reorganization and disclosure statement. AEARO TECHNOLOGIES: 3M Stopped From Relitigating MDL in Chapter 11 ------------------------------------------------------------------ Carolina Bolado of Law360 reports that a Florida federal judge on Tuesday, August 16, 2022, blocked 3M Co. from using a subsidiary's bankruptcy to relitigate issues that have already been resolved in multidistrict litigation over its allegedly faulty earplugs, but deferred to the bankruptcy judge on the question of whether to extend an automatic stay to 3M. U.S. District Judge M. Casey Rodgers granted part of service member Richard Valle's request to stop 3M, issuing an injunction that prevents 3M from attacking her court's prior orders in a bankruptcy court in Indiana, where 3M subsidiary Aearo Technologies LLC filed for Chapter 11 protection last July 2022. 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. ARRAY MIDCO: S&P Downgrades ICR to 'CCC+', Outlook Negative ----------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Toronto-based in-store marketing solutions provider Array Midco Corp. to 'CCC+' from 'B-'. S&P also revised its liquidity assessment to less than adequate from adequate. At the same time, S&P lowered its issue-level rating on Array's term loan A to 'CCC+' from 'B-'. The '3' recovery rating on the debt is unchanged, reflecting meaningful (50%-70%; rounded estimate: 50%) recovery in default. The negative outlook reflects elevated risks that Array might face heightened cost pressures and that it might not be able to generate a level of EBITDA sufficient to fully cover its mandatory fixed charges. S&P said, "The downgrade reflects our view that Array faces both inflationary and macroeconomic headwinds that could pressure EBITDA and EBITDA margins. Array's operating performance for year-to-date June 30, 2022, was weaker than the same period last year. Although revenues grew in the double- -digit percentage area, EBITDA and margins dropped compared with the same year-to-date period in 2021. Cost headwinds, including but not limited to expedited freight, higher outsourcing and manufacturing costs, and one-time consulting costs, pressured EBITDA margins. Although we forecast revenues will increase and recognize that the company has ability to pass through increased costs, nevertheless, against a backdrop of stubbornly high inflation and global supply-chain challenges, we believe some cost headwinds will persist in the near term and continue to affect margins. Furthermore, due to the project-based and quick turnaround nature of Array's business, the company could face the risk of cost overruns and freight charges during peak periods. In addition, Array plans to invest in its business will lead it to incur additional operating expenses in the form of employee additions and associated salaries . While we view these investments as necessary to support revenue growth they will weigh on EBITDA margins in the next few quarters. In addition, Array has undertaken cost-efficiency measures, we believe the savings will only meaningfully benefit its operating performance in 2023. Considering these factors, we are now forecasting Array to maintain its low-double-digit revenue growth for 2022 while EBITDA on an S&P Global Ratings-adjusted basis is expected to remain flat at 2021 levels due to investments in operations and higher costs. "The company's capital structure could become unsustainable in the next 12 months. We now forecast 2022 debt to EBITDA on an S&P Global Ratings-adjusted basis to be about 8x-9x area from our previous expectations of 6.5x. Therefore, due to the sizable debt burden relative to EBITDA, albeit lower compared with pre-debt restructuring levels, Array's capital structure could be unsustainable in our view. We believe the company's EBITDA generation depends on favorable business and economic conditions and only if the company succeeds in all its cost-savings initiatives would it see some improvement in 2023. In our view, Array's EBITDA is small and therefore any unexpected underperformance could lead to greater volatility in EBITDA, cash flows, and credit measures. In addition to pressure on EBITDA margins, rising benchmark interest rates could affect coverage metrics and the company's EBITDA might be insufficient to cover its fixed charges consisting of interest, debt amortization, and maintenance capital expenditure (capex). Therefore, we estimate tight fixed-charge coverage of below 1x for 2022, with a modest improvement in 2023." Array will rely on its balance-sheet cash and undrawn revolver facility to maintain its liquidity cushion. Array's business is working-capital intensive and the company is required to make upfront investments of US$25 million-US$30 million during the first half of the year to support its revenue order book. S&P said, "In addition, we expect the company will incur about US$9 million-US$10 million in capex. As a result, we estimate free cash flow deficits for 2022. We believe Array will rely on its balance-sheet cash of US$20 million as of June 30, 2022, and undrawn revolver availability of US$28 million (including the Willson & Brown facility) to meet its cash requirements and liquidity cushion in the near term." Although the company has an adequate liquidity cushion at present, there is risk of a shortfall should there be any delays in cash collections or unforeseen circumstances demand a drag on liquidity. The negative outlook reflects elevated risks of a downgrade indicating that Array might face heightened cost pressures and might not be able to generate sufficient EBITDA to fully cover its mandatory fixed charges. Furthermore, the negative outlook reflects vulnerability to shifts in its macroeconomic environment, given the company's small EBITDA base, which could lead to higher-than-expected volatility in EBITDA and keep credit measures elevated over the next 12 months. S&P said, "We could lower the ratings if the company's liquidity position deteriorated by way of diminishing cash balances and lower availability on Array's asset-based lending (ABL) facility, and if we believed that a distressed exchange is imminent in the next 12 months. "We could raise the ratings and revise the outlook to stable if the company can demonstrate stability and growth in EBITDA and cash flows such that it can comfortably cover its mandatory fixed charges." ESG credit indicators: E-2, S-3, G-3 S&P said, "Social factors are a moderately negative consideration in our credit rating analysis of Array, which provides in-store marketing products for retailers and brand manufacturers in the beauty and cosmetics space. Store closures related to the COVID-19 pandemic had an impact on Array's profitability. Social trends and supply-chain considerations also can affect demand for cosmetic products and display units. Governance is a moderately negative consideration, as is the case for most rated entities owned by private-equity sponsors. We believe the company's highly leveraged financial risk profile points to corporate decision-making that prioritizes the interests of the controlling owners. This also reflects the generally finite holding periods and a focus on maximizing shareholder returns." BAIRN LLC: Seeks to Hire Jones Obenchain as Bankruptcy Counsel -------------------------------------------------------------- Bairn, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Indiana to employ Jones Obenchain, LLP to substitute for McNaughton Law Group, LLC. McNaughton Law Group withdrew as bankruptcy counsel for the Debtor. Jones Obenchain has agreed to provide legal services at the following rates: Jacqueline Sells Homann, Esq. $350 per hour Paralegal $150 per hour As disclosed in court filings, Jones Obenchain is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Jacqueline Sells Homann, Esq. Jones Obenchain, LLP 130 South Main Street, Suite 400 P.O. Box 4577 South Bend, IN 46601 Tel: (574) 233-1194 Fax: (574) 233-8957 Email: jsh@jonesobenchain.com About Bairn LLC Bairn, LLC is the fee simple owner of 69 real properties in Lafayette, Ind., having an aggregate value of $6.06 million. Bairn filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. N.D. Ind. Case No. 21-40250) on Oct. 8, 2021, listing $6,479,598 in assets and $2,626,905 in liabilities. Judge Robert E. Grant oversees the case. Jacqueline Sells Homann, Esq., at Jones Obenchain, LLP serves as the Debtor's legal counsel. Douglas R. Adelsperger, the Subchapter V trustee appointed in the Debtor's case, is represented by May Oberfell Lorber, a law firm based in Mishawaka, Ind. BETHESDA SENIOR LIVING: S&P Cuts 2018B Rev. Bond Ratings to 'BB+' ----------------------------------------------------------------- S&P Global Ratings lowered its rating on Colorado Health Facilities Authority's series 2018A-1 and 2018A-2 revenue bonds, issued for Bethesda Senior Living Communities (BSLC) Obligated Group, Colo., one notch to 'BBB-(sf)' from 'BBB(sf)' and its rating on the authority's series 2018B revenue bonds, issued for BSLC, one notch to 'BB+(sf)' from 'BBB-(sf)'. The outlook is negative. The rating action reflects our opinion of the properties' lower rental income collected following consecutive years of decreasing occupancy and the potential for weaker debt service coverage (DSC) during the next two years compared with the project as reported in recent years. "Our current analysis considers a weighted average coverage of 1.45x spanning fiscal years 2019-2021. Should coverage in fiscal 2022 weaken the trailing three-year average to further below 1.5x, such that our assessment of the project's senior-lien bonds' coverage and liquidity is very weak rather than the current weak-to-very weak, the anchor rating would be capped in the 'bb' category for the senior-lien bonds. This could simultaneously lead to a lowering of the rating on the subordinate-lien bonds. Increased operating expenses without improvement in revenue collections could be a factor of this scenario," said S&P Global Ratings credit analyst David Greenblatt. "As of August 2022, occupancy among the obligated group was about 84%, up from 76% in September 2021. Higher and sustained occupancy could increase revenue and lift the average coverage ratio closer to 1.5x, without substantial increases in operating expenses. This could also alleviate weaknesses on the project's market position, which currently includes adequate demand and supply characteristics, in our opinion. These factors could lead us to raise the rating or revise the outlook to positive. "We have analyzed environmental, social, and governance (ESG) risks relative to DSC and liquidity, management and governance, and market position. We consider these risks neutral within our credit rating analysis." The project has a first-mortgage lien on the obligated group's nine senior-living facilities and a pledge of all project revenue from the properties: 844 rentable units for various independent- and assisted-living and memory-care needs across nine properties in Colorado, Texas, and Missouri. The series 2018A-1 and 2018A-2 bonds are on parity with each other. The series 2018B bonds are subordinate to series 2018A-1 and 2018A-2 bonds. Bondholders benefit from a debt-service-reserve fund, totaling about $896,000 at March 2022, for second-tier 2018B bonds. There is no debt-service-reserve fund on senior-lien bonds. The ratings affect approximately $120 million in bonds outstanding. BG WILLIAMS: Unsecureds Will Get 15% of Claims in 72 Months ----------------------------------------------------------- BG Williams Farms, LLC, filed with the U.S. Bankruptcy Court for the Southern District of Georgia a Disclosure Statement describing Plan of Reorganization dated August 16, 2022. BGW commenced operations in 2007 under the leadership of Brett Williams. Mr. Williams received his engineering degree from Georgia Tech and prior to graduation worked as an intern engineer at the Edwin I. Hatch Nuclear Power Plant. Following his time at Hatch, Mr. Williams started a small farming operation in Uvalda, Georgia. In mid 2019, BGW began working with Altamaha Bank to structure an operating loan to provide money for its operations. In November of 2019, prior to the loan with Altamaha Bank being approved, a major creditor initiated state court action to recover a piece of equipment vital to BWG's continued operation. To prevent that from happening, BGW filed an emergency Chapter 11 petition on November 13, 2019. BGW's relationship with Altamaha Bank (AB) has been critical to BGW remaining in business. In January 2020, AB agreed to extend further credit to BGW, in the form of an operating line of credit (OLC), that allowed the farm to remain in business and work towards filing a Chapter 11 Plan. That loan was renewed in September 2020, and again in October of 2021. BGW is currently in discussions with AB to obtain operating funds for 2022-2023. With funding from the bank and the protection afforded by the Chapter 11, BGW was able to purchase supplies necessary for the timely and efficient planting and harvesting of its crops. As security for the OLC, AB has a first lien approved by the Court on all personal property of BGW including crops and crop proceeds. BGW has met all its payment obligations relating to the line of credit in a timely manner. In order to meet the farm's on going needs, AB has increased the loan amount from $1,200,000, to its current level of $2,600,000. AB's continued support and the availability of an operating line of credit are critical in order for BGW to meet it financial projections and to make the payments to creditors provided for in the Plan. In September 2021, real estate loans held by Bank of Hazlehurst and the Small Business Assistance Corporation (SBAC) secured by BGW's real property, were sold to a third-party, Edward Moses Farms, Inc., ("Moses Farms"). Negotiations with Bank of Hazlehurst, the SBAC and Moses Farms and closing the transaction took over a year. Moses Farms now occupies a first priority lien position with respect to all Debtor's real property. As part of the transaction Bank of Hazlehurst and SBAC have assigned their claims in this matter to Moses Farms. While not a direct party to these transactions BGW has benefitted greatly by enjoying more favorable repayment terms, including a reduced monthly payment amount. The Plan's primary objective is to provide for the continuation of the Reorganized Debtor's business and to pay the allowed claims of creditors according to its terms. Class 7 consists of Allowed Non-Contingent Unsecured Claims Without Priority (Including the Unsecured Portions of any Secured Claim). Each Class 7 creditor holding an Allowed Claim shall receive a total amount equal to 15% of the allowed amount of such creditor's claim, plus interest at the rate of 6.5% per annum, simple. Payments to the Class 7 Creditors shall commence January 15, 2023 and continue each month for 72 consecutive months thereafter. The allowed Claims of the Class 7 Creditor's total $2,713,355.00. The Class 7 Creditors are impaired. Payments (including any made in kind), provided for Classes 1 through 7, inclusive, once made, shall constitute full satisfaction and settlement of all such claims against the Debtor and the Reorganized Debtor and said Creditors are to promptly deliver to the Debtor, the Reorganized Debtor or other appropriate person, any necessary lien cancellation(s). The Reorganized Debtor shall be entitled at any time to pay in full any balance owed to any Class of Claims, without penalty. The money necessary for the Reorganized Debtor to make payments pursuant to the Plan shall come from the future income. The Plan shall be implemented on the Effective Date. A full-text copy of the Disclosure Statement dated August 16, 2022, is available at https://bit.ly/3PwHJHq from PacerMonitor.com at no charge. Attorney for the Debtor: James L. Drake, Jr. P.C. 7 E Congress St # 901 Savannah, GA 31401 Phone: +1 912-790-1533 About BG Williams Farms BG Williams Farms LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ga. Case No. 19-60436) on Nov. 13, 2019. At the time of the filing, the Debtor disclosed assets of between $1 million and $10 million and liabilities of the same range. Chief Judge Edward J. Coleman III oversees the case. The Debtor tapped James L. Drake, Jr. PC as its legal counsel and D. Paul Graham, chief executive officer of Graham Capital Partners, LLC, as its financial advisor. No official committee of unsecured creditors has been appointed and no request has been made for the appointment of a trustee or examiner. BLACK CREEK: Sept. 13 Disclosure Statement Hearing Set ------------------------------------------------------ Judge Stacey L. Meisel has entered an order within which September 13, 2022 at 11:00 a.m. in Courtroom 3A, United States Bankruptcy Court, 50 Walnut St., Newark, New Jersey 07102 is the hearing on the adequacy of the Disclosure Statement of Black Creek Condos LLC. Judge Meisel further ordered that written objections to the adequacy of the Disclosure Statement shall be filed and served no later than 14 days prior to the hearing. About Black Creek Condos Black Creek Condos LLC filed a Chapter 11 petition (Bankr. D.N.J. Lead Case No. 21-15192) on June 24, 2021, together with its two affiliates, Black Creek Condos 57592 LLC and Black Creek Condos 57593 LLC. A third affiliate, Camp Monte LLC, sought Chapter 11 protection (Bankr. D.N.J. Case No. 21-15195) the next day. The Debtors own a combined total of 23 condominium units in the Black Creek Sanctuary Condominium Association development known as the Black Creek Sanctuary located in the Township of Vernon, New Jersey. In the petitions signed by Moshe Rudich, managing member, each Debtor estimated $1 million to $10 million in both assets and liabilities. The cases are jointly administered under Black Creek Condos LLC's case. Judge Stacey L. Meisel oversees the cases. Hook & Fatovich, LLC, serves as counsel for the Debtors. CELSIUS NETWORK: Weighs Various Financing Proposals --------------------------------------------------- Jeremy Hill of Bloomberg News reports that Celsius Network LLC has received multiple offers of fresh cash to help fund its restructuring process, a lawyer for the bankrupt crypto lender said Tuesday, August 16, 2022. The company is weighing financing packages of "various shapes and sizes," Joshua Sussberg of Kirkland & Ellis said on behalf of Celsius in a bankruptcy hearing Tuesday, August 16, 2022. Several more offers are expected, he said, without providing details about the existing proposals. Celsius needs to raise additional money if it hopes to restructure or sell its business and avoid a liquidation. 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 CHINECHEREM EZE: Files for Chapter 11 to Stop Foreclosure --------------------------------------------------------- Chinecherem Eze LLC has sought bankruptcy protection. The Debtor filed as a small business debtor seeking relief under Subchapter V of Chapter 11 of the Bankruptcy Code. The Debtor filed for Chapter 11 protection to stop foreclosure of its property. Its property is located at 24929 Palmilla Drive, Calabasas, CA 91302. According to court filings, Chinecherem Eze LLC estimates between 1 and 49 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. 15, 2022, at 10:00 AM at UST-SVND1, TELEPHONIC MEETING. CONFERENCE LINE:1-866-902-1354, PARTICIPANT CODE:7380000. Proofs of claim are due by Oct. 25, 2022. About Chinecherem Eze LLC Chinecherem Eze LLC is a Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)). Chinecherem Eze LLC filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-10954). In the petition filed by Chinecherem Faith Eze, as owner and CEO, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. John-Patrick McGinnis Fritz has been appointed as Subchapter V trustee. Gary S Saunders, of Saunders Law Group, is the Debtor's counsel. CINEWORLD GROUP: Acosta Says There's Still Appetite for Industry ---------------------------------------------------------------- Joseph Acosta, a partner at the international law firm Dorsey & Whitney, provided his insights regarding the news surrounding the predicted bankruptcy filing of Regal Cinema's owner, Cineworld and concerns that have arisen regarding the movie industry. Mr. Acosta has been involved in some of the largest and most complex restructurings, Chapter 11 bankruptcies, and litigation projects in the U.S. Mr. Acosta says: "Even prior to the COVID-19 pandemic, the traditional movie theatres were under pressure due to increasing competition from streaming services and periodic fluctuations in attendance rates. Of course, the pandemic was the definitive game-changer, bringing all movie theatres to a halt and leaving the entire industry strapped for cash for most of 2020 and 2021" "Every player in the theatre industry was significantly affected by the pandemic. In the Fall 2020, AMC Entertainment Holdings Inc, the world's largest cinema chain, announced that it might need to file for bankruptcy to survive. Ultimately, AMC did escape bankruptcy, by raising $2.2 billion in the capital markets. However, the smaller players, like Florida-based Cinemex Holdings USA and Texas-based Alamo Draft House and Movie Studio Grill, were not as fortunate and had to be reorganized or sold in bankruptcy," says Acosta. "Despite the eventual removal of governmental restrictions on operating theatres, recovery from the effects of the pandemic has been slow. Some theatres initially opened in limited markets, while others delayed opening for the remainder of 2020. None operated at full capacity until 2021. They also had to implement numerous safety initiatives, like social distancing, special food-and-beverage packaging and sterilization, which came at significant costs." "Now a new threat to the movie theatre industry has emerged. The movie studios that produce the films that attract movie-goers have started postponing the release of new content, like the blockbuster film "Top Gun: Maverick," or bypassing theater releases altogether, in favor of streaming on media sites, as in the case of "Trolls World Tour." Due, in large part, to the limited film slate at theatres, attendance by consumers has continued to lag. This has left the movie theatre industry struggling and, in some cases, looking for ways to survive," adds Mr. Acosta. "The latest victim is parent of Regal Cinema, Cineworld Group Plc, which is the second largest cinema business in the world. This 27 year old, London-based chain narrowly escaped bankruptcy in 2020, with the help of concessions from its creditors, but this week it announced that it was planning to file bankruptcy within the next several weeks, with the help of notable advisors." "Cineworld announced that it is evaluating strategic options to generate liquidity and potentially restructure its balance sheet through a comprehensive deleveraging transaction, which could be accomplished through an in-court process. Such deleveraging generally occurs by wiping out existing equity and converting the company's long-term debt into new equity," says Mr. Acosta. "No one is yet gambling that the movie theatre industry is extinct or will go away any time soon. As the successful turnaround of AMC has shown, investment appetite for this industry is still alive. In the type of deleveraging transaction that Cineworld has announced, however, the debt holders of Cineworld will need to be convinced that the industry will pick up, in the not so distant future, before electing to become the new owners of the Company. There is certainly reason to believe that things will get back to normal soon," added Mr. Acosta. About Cineworld Group PLC Cineworld Group PLC was founded in 1995 and is now one of the leading cinema groups in Europe. The Company offers a range of venues for corporate or private events where its digital projection facilities can display any type of media, from powerpoint presentations to feature films. Cineworld Group serves customers in the United Kingdom. CINEWORLD GROUP: Considering Chapter 11 Filing ---------------------------------------------- Cineworld Group PLC, the world's second largest cinema chain operator, said it was considering a possible voluntary Chapter 11 filing in the United States as part of its restructuring objectives. "The strategic options through which Cineworld may achieve its restructuring objectives include a possible voluntary Chapter 11 filing in the United States and associated ancillary proceedings in other jurisdictions as part of an orderly implementation process. Cineworld is in discussions with many of its major stakeholders including its secured lenders and their legal and financial advisers," Cineworld said in a statement Aug. 22, 2022. "Any such filing would be expected to allow the Group to access near-term liquidity and support the orderly implementation of a fully funded deleveraging transaction. Cineworld would expect to maintain its operations in the ordinary course until and following any filing and ultimately to continue its business over the longer term with no significant impact upon its employees. As previously announced, any deleveraging transaction would, however, result in very significant dilution of existing equity interests in Cineworld." Cineworld says its evaluation of these strategic options remains ongoing. In the meantime, Cineworld and Regal theaters globally are open for business as usual and continue to welcome guests and members. The Wall Street Journal earlier reported that Cineworld Group is preparing to file for Chapter 11 bankruptcy in the U.S. The London-based cinema company has engaged lawyers from Kirkland & Ellis LLP and consultants from AlixPartners to advise on the bankruptcy process, The Journal's sources said. The Guardian notes that a debt-for-equity swap deal is likely to see the stake held by investors, including the chief executive, Mooky Greidinger, and his family, who control 20% of the business, substantially wiped out. According to The Guardian, the Griedinger family, including Mooky's brother and deputy chief executive, Israel, have struggled to maintain control of the ailing business but have been forced to reduce their stake from 28% in recent years. Cineworld's top five investors include the Chinese Jangho Group at 13.8%, Polaris Capital Management (7.82%), Aberdeen Standard Investments (4.98%) and Aviva Investors (4.88%). The London-listed Cineworld, which has run up debt of more than $4.8 billion after losses soared during the pandemic, is pinning its hopes on a meatier slate of movies in 2022 to bounce back from a two-year lull. "Despite a gradual recovery of demand since re-opening in April 2021, recent admission levels have been below expectations. These lower levels of admissions are due to a limited film slate that is anticipated to continue until November 2022 and are expected to negatively impact trading and the Group's liquidity position in the near term," Cineworld said Aug. 17. About Cineworld Group PLC London-based Cineworld Group PLC was founded in 1995 and is the world's second-largest cinema chain. Cineworld operates 751 sites with 9,000 screens in 10 countries, including the Cineworld and Picturehouse screens in the UK and Ireland, Yes Planet in Israel, and Regal Cinemas in the US. CLEAVER-BROOKS CO: S&P Withdraws 'CCC' Issuer Credit Rating ----------------------------------------------------------- S&P Global Ratings withdrew all ratings including its 'CCC' issuer credit rating on Georgia-based manufacturer of boiler room and burner systems The Cleaver-Brooks Co. Inc. due to a lack of sufficient information. At the time of the withdrawal, S&P's outlook on the company was negative. CM RESORT: Unsecureds to Split $1.3M Via Quarterly Payments ----------------------------------------------------------- MAR Living Trust (the "Plan Proponent") filed with the U.S. Bankruptcy Court for the Northern District of Texas a Joint Plan of Reorganization and Disclosure Statement for CM Resort, LLC and its Debtor Affiliates dated August 16, 2022. The MAR Living Trust is a creditor and 100% equity owner of all the Debtors. CM Resort LLC is the owner of approximately 1,854 acres in Palo Pinto County, Texas; Specfac Group LLC is the owner of approximately 470 acres in Palo Pinto County, Texas; and Sundance Lodge LLC is the owner of approximately 105 acres of land in Palo Pinto County, Texas (collectively the "Real Property"). The other Debtors in this jointly-administered Case own Assets consisting solely of unliquidated inter-company and third party Claims of unknown value. The Plan is a joint plan of reorganization. The Plan will pay Secured Claims and nonInsider Unsecured Claims 100% of their Claims. Insider Claims will receive nothing under the Plan and all equity Interests will be cancelled. On the Effective Date of the Plan, the Debtors will issue 100% of the new membership interests in each of the Reorganized Debtors to CM Capital Group, LLC, a new entity funded by a third-party investor ("CM Capital"), in exchange for CM Capital's new capital infusion of $2,700,000.00 (the "CM Capital Contribution") and a commitment to provide a new working capital line of credit not to exceed $450,000.00 (the"CM Credit Line"), which will be used to pay Administrative Expenses, help fund Plan payments and develop lots for sale from the undeveloped Real Property. Although some of the Debtors own only litigation claims of indeterminate value, all Claimants in similar Classes in these Cases will receive the same Plan treatment as the Claimants in the Cases in which the Debtors own material Assets, i.e., the Real Property. This simplification is justified because all the Debtors are in large part co-debtors on each other's liabilities, most of the Claims filed or scheduled in all the Cases are held by Insiders, and the Claims filed or scheduled in each of the Cases are in large part duplicates of Claims filed in the other Cases. The Plan provides for the CM Capital Contribution of $2.7 million, the CM Credit Line of $450,000.00, and income from the development and sale of undeveloped land. The Debtors will incur expenses in the form of normal operating expenses and the costs of land development. Class CM Resort 3 Allowed Unsecured Claims Other than Class 4 Claims. These Claims shall each receive their pro rata share of a pool of up to $1,300,000.00. This shall be a single pool of funds to be shared by all non-duplicative Allowed Unsecured nonInsider Claims in all the Cases. The amount of the recovery of each of these Claimants depends on the collective amount of the Allowed Claims (i.e., should the total Claims payable from this fund exceed $1,300,000, the total amount paid to such Claims shall be capped at $1,300,000.00). These Claims shall receive payment in twelve equal quarterly installments commencing on the first day of the first month following the Effective Date and continuing on the first day of each calendar quarter thereafter until paid in full. These Claims are Impaired. Class CM Mgt. 1 Allowed Unsecured Claims Other Than Class 2 Claims. These Claims shall each receive their pro rata share of a pool of up to $1,300,000.00. This shall be a single pool of funds to be shared by all non-duplicative Allowed Unsecured nonInsider Claims in all the Cases. The amount of the recovery of each of these Claimants depends on the collective amount of the Allowed Claims (i.e., should the total Claims payable from this fund exceed $1,300,000, the total amount paid to such Claims shall be capped at $1,300,000.00). These Claims shall receive payment in twelve equal quarterly installments commencing on the first day of the first month following the Effective Date and continuing on the first day of each calendar quarter thereafter until paid in full. These Claims are Impaired. Class DD Ptrs. 1 Allowed Unsecured Claims Other Than Class 2 Claims. These Claims shall each receive their pro rata share of a pool of up to $1,300,000.00. This shall be a single pool of funds to be shared by all non-duplicative Allowed Unsecured nonInsider Claims in all the Cases. The amount of the recovery of each of these Claimants depends on the collective amount of the Allowed Claims (i.e., should the total Claims payable from this fund exceed $1,300,000, the total amount paid to such Claims shall be capped at $1,300,000.00). These Claims shall receive payment in twelve equal quarterly installments commencing on the first day of the first month following the Effective Date and continuing on the first day of each calendar quarter thereafter until paid in full. These Claims are Impaired. Class DD Comm. 1 Allowed Unsecured Claims Other Than Class 2 Claims. These Claims shall each receive their pro rata share of a pool of up to $1,300,000.00. This shall be a single pool of funds to be shared by all non-duplicative Allowed Unsecured nonInsider Claims in all the Cases. The amount of the recovery of each of these Claimants depends on the collective amount of the Allowed Claims (i.e., should the total Claims payable from this fund exceed $1,300,000, the total amount paid to such Claims shall be capped at $1,300,000.00). These Claims shall receive payment in twelve equal quarterly installments commencing on the first day of the first month following the Effective Date and continuing on the first day of each calendar quarter thereafter until paid in full. These Claims are Impaired. Class Specfac 3: Allowed Unsecured Claims Other than Class 4 Claims. These Claims shall each receive their pro rata share of a pool of up to $1,300,000.00. This shall be a single pool of funds to be shared by all non-duplicative Allowed Unsecured nonInsider Claims in all the Cases. The amount of the recovery of each of these Claimants depends on the collective amount of the Allowed Claims (i.e., should the total Claims payable from this fund exceed $1,300,000, the total amount paid to such Claims shall be capped at $1,300,000.00). These Claims shall receive payment in twelve equal quarterly installments commencing on the first day of the first month following the Effective Date and continuing on the first day of each calendar quarter thereafter until paid in full. These Claims are Impaired. Class Sun. Ldg. 3 Allowed Unsecured Claims Other than Class 4 Claims. These Claims shall each receive their pro rata share of a pool of up to $1,300,000.00. This shall be a single pool of funds to be shared by all non-duplicative Allowed Unsecured nonInsider Claims in all the Cases. The amount of the recovery of each of these Claimants depends on the collective amount of the Allowed Claims (i.e., should the total Claims payable from this fund exceed $1,300,000, the total amount paid to such Claims shall be capped at $1,300,000.00). These Claims shall receive payment in twelve equal quarterly installments commencing on the first day of the first month following the Effective Date and continuing on the first day of each calendar quarter thereafter until paid in full. These Claims are Impaired. Class Sun. Club 1 Allowed Unsecured Claims Other Than Class 2 3 Claims. These Claims shall each receive their pro rata share of a pool of up to $1,300,000.00. This shall be a single pool of funds to be shared by all non-duplicative Allowed Unsecured nonInsider Claims in all the Cases. The amount of the recovery of each of these Claimants depends on the collective amount of the Allowed Claims (i.e., should the total Claims payable from this fund exceed $1,300,000, the total amount paid to such Claims shall be capped at $1,300,000.00). These Claims shall receive payment in twelve equal quarterly installments commencing on the first day of the first month following the Effective Date and continuing on the first day of each calendar quarter thereafter until paid in full. These Claims are Impaired. Class Sun. Ptrs. 1 Allowed Unsecured Claims Other Than Class 2 Claims. These Claims shall each receive their pro rata share of a pool of up to $1,300,000.00. This shall be a single pool of funds to be shared by all non-duplicative Allowed Unsecured nonInsider Claims in all the Cases. The amount of the recovery of each of these Claimants depends on the collective amount of the Allowed Claims (i.e., should the total Claims payable from this fund exceed $1,300,000, the total amount paid to such Claims shall be capped at $1,300,000.00). These Claims shall receive payment in twelve equal quarterly installments commencing on the first day of the first month following the Effective Date and continuing on the first day of each calendar quarter thereafter until paid in full. These Claims are Impaired. Class Sun. Res. 1 Allowed Unsecured Claims Other Than Class 2 Claims. These Claims shall each receive their pro rata share of a pool of up to $1,300,000.00. This shall be a single pool of funds to be shared by all non-duplicative Allowed Unsecured nonInsider Claims in all the Cases. The amount of the recovery of each of these Claimants depends on the collective amount of the Allowed Claims (i.e., should the total Claims payable from this fund exceed $1,300,000, the total amount paid to such Claims shall be capped at $1,300,000.00). These Claims shall receive payment in twelve equal quarterly installments commencing on the first day of the first month following the Effective Date and continuing on the first day of each calendar quarter thereafter until paid in full. These Claims are Impaired. Class Icarus 1 Allowed Unsecured Claims Other Than Class 2 Claims. These Claims shall each receive their pro rata share of a pool of up to $1,300,000.00. This shall be a single pool of funds to be shared by all non-duplicative Allowed Unsecured nonInsider Claims in all the Cases. The amount of the recovery of each of these Claimants depends on the collective amount of the Allowed Claims (i.e., should the total Claims payable from this fund exceed $1,300,000, the total amount paid to such Claims shall be capped at $1,300,000.00). These Claims shall receive payment in twelve equal quarterly installments commencing on the first day of the first month following the Effective Date and continuing on the first day of each calendar quarter thereafter until paid in full. These Claims are Impaired. The Plan is a joint plan of reorganization. The Debtors shall continue their businesses after the Confirmation Date. The Plan will be substantially consummated upon the commencement of payments under the Plan. On the Effective Date CM Capital will make the CM Capital Contribution of $2,700,000.00 to the Debtors, divided among the Debtors. In exchange, CM Capital will receive 100% of the new equity interests in the Debtors. Current equity interests will be cancelled. CM Capital will also execute a commitment to provide the CM Credit Line of up to $450,000.00 to CM Resort, LLC to be used as necessary during the term of the Plan. The Reorganized Debtors will use the new capital and financing to fund the Plan payments to Administrative Expense Claims and classified Claims and to develop new residential lots for sale. The Reorganized Debtors will develop lots for sale from the undeveloped Real Property in Palo Pinto County, Texas, and will use the net revenue from the sale of the lots to fund the Plan payments over 36 months to classified Claimants. A full-text copy of the Joint Disclosure Statement dated August 16, 2022, is available at https://bit.ly/3QFAazA from PacerMonitor.com at no charge. Attorneys for the Plan Proponent: Joyce W. Lindauer State Bar No. 21555700 1412 Main St. Suite 500 Dallas, Texas 75202 Telephone: (972) 503-4033 Facsimile: (972) 503-4034 About CM Resort Based in Gordon, Texas, CM Resort LLC, a single asset real estate, filed a voluntary petition for bankruptcy under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Case No. 18-43168) on Aug. 15, 2018. The case is jointly administered with the Chapter 11 cases filed by CM Resort Management LLC and nine other companies. Case No. 18-43168 is the lead case. In the petition signed by Mark Ruff, member and authorized agent, CM Resort estimated $1 million to $10 million in assets and $10 million to $50 million in liabilities. Judge Russell F. Nelms presides over the case. Gerrit M. Pronske, Esq., at Pronske Goolsby & Kathman, P.C., is CM Resort's legal counsel. John Dee Spicer was appointed as Chapter 11 trustee. The trustee is represented by Cavazos Hendricks Poirot, P.C. CONCRETE PAVERS: Unsecureds Will Get 5% of Claims in 12 Quarters ---------------------------------------------------------------- Concrete Pavers, Inc., filed with the U.S. Bankruptcy Court for the Eastern District of Louisiana a First Amended Plan of Reorganization under Subchapter V dated August 16, 2022. The Debtor is a structural and civil contracting company providing concrete services in the commercial, industrial and residential fields. The company was started in 2008 by Jack Frost ("Mr. Frost"), the 100% owner of the Debtor, who continues to manage the company. The Debtor filed bankruptcy due to both tax and financing issues. The tax issues dealt with whether the Debtor should be taxes as a S-corporation or a C corporation. Upon the filing of the bankruptcy petition, Patrick Gros (Debtor's Court authorized CPA) prepared and filed the Debtor's company tax returns as a Sub-S corporation for 2016-2020. It is the Debtor's understanding that the Internal Revenue Service ("IR") has agreed to the retroactive (and future) classification of the Debtor as an S-corporation. Debtor also faced financial pressure from Fidelity National Bank ("Fidelity"), which financed two of the Debtor's 2019 international trucks ("Fidelity Truck Loan") and an unsecured line of credit for $100,000.00, which is crossed collateralized with the Fidelity Truck Loan. Since the filing of the Debtor's Plan, the two trucks have been sold and Fidelity has been paid in full and is no longer a creditor in this proceeding. Additionally, the IRS received a reduction for its secured claim based upon application of the excess truck sale proceeds. The Debtor proposes to pay creditors from its projected disposable income over a period of five years. Class 1 consists of the IRS Secured Claim. The IRS has a Secured Claim of $115,263.98 based upon the value of the Debtor's unencumbered assets. The Secured Claim shall be paid with 3.00% interest over a period of 72 months, in monthly installments of $1,752.00 due on the 15th day of each month, beginning on the 15th day of the first full month following the Effective Date. Total payout on the IRS Secured Claim is $126,092.47. The Debtor may pre-pay this liability at any time. Class 2 consists of Convenience Class Unsecured Creditors (with claims of less than $,5,000.00). All Creditors in this Class will be paid in full on the Effective Date. Based upon the Claims filed, the only creditor in this Class is IPFS Corporation with a claim of $141.00. Class 3 consists of General Unsecured Creditors. There are six creditors with General Unsecured Claims totaling $307,338.36, excluding the IRS. All Creditors in this Class will receive a pro rata distribution equal to 5.00% of the amount of each creditor's claim, to be paid by the Debtor in 12 quarters beginning on the 15th day of the first full month following the Plan Effective Date and continuing thereafter each quarter on the same date until paid in full. Total payout to this Class is $15,367.00. Each Quarterly Payment will be in the total amount of $1,281.00, divided pro rata based upon the amount of the total unsecured claims. The Debtor will fund the Plan payments from its future operations. Although the Debtor's net income based upon the previous six-month operating reports results in a negative net cash flow, these reports are based upon a cash basis as opposed to accrual. As of the filing of this Plan, the Debtor has total outstanding accounts receivable of $795,747.62 which it believes are fully collectable and payable over the next six months, although the Debtor anticipates reinvesting some amount of these proceeds back into the company to cover expenses for future jobs. Because the Debtor has no ongoing accounts payable but satisfies all of its outstanding debt on a monthly basis, 40% of the Accounts Receivable will be net profit to the Debtor, or $318,299.05. Under the Bankruptcy Code, the Debtor must devote all of its "Disposable Income" to its Plan. In this case, Disposable Income means the income that is received by the Debtor and that is not reasonably necessary to be expended for the payment of expenditures necessary for the continuation, preservation or operation of the business of the Debtor. A full-text copy of the First Amended Plan of Reorganization dated August 16, 2022, is available at https://bit.ly/3ADcWVf from PacerMonitor.com at no charge. Counsel for Debtor: Robin De Leo, Esq. The De Leo Law Firm, LLC 800 Ramon Street Mandeville, LA 70448 Tel: (985) 727-1664 Fax: (985) 727-4388 Email: elaine@northshoreattorney.com lisa@northshoreattorney.com About Concrete Pavers Inc. Concrete Pavers, Inc., filed a Chapter 11 bankruptcy petition (Bankr. E.D. La. Case No. 21-11088) on Aug. 19, 2021, listing as much as $1 million in both assets and liabilities. Judge Meredith S. Grabill oversees the case. The De Leo Law Firm, LLC and Patrick Gros, CPA APAC serve as the Debtor's legal counsel and accountant, respectively. CRYSTAL SPOON: Continued Operations to Fund Plan Payments --------------------------------------------------------- The Crystal Spoon Corp. filed with the U.S. Bankruptcy Court for the Southern District of New York a Small Business Subchapter V Plan of Reorganization dated August 16, 2022. The Debtor is a New York Corporation with its principal place of business at 175 Clearbrook Road, Elmsford, NY 10523 which it occupies pursuant to a written lease. The Debtor is in the business primarily of co-packing and distributing prepared meals. The Debtor's current financial predicament was the result of losses suffered from the COVID-19 pandemic and loss of various customers. In addition, the Debtor's inability to collect on its receivables caused a severe strain on its finances. The Debtor filed for Chapter 11 relief after New York State commenced collection efforts on a disputed obligation. The Debtor believed that Chapter 11 would provide a mechanism for paying all creditors in an orderly fashion rather than a proverbial race to the courthouse. Since the filing, the Debtor has continued in the management of its property as a debtor-in-possession pursuant to Sections 1107 and 1108 of the Bankruptcy Code. Since the filing, the Debtor has continued its operations which primarily consist of supplying nutritious and affordable prepared meals to individuals, many of whom are elderly, home bound, and/or on public assistance and may not otherwise have access to nutritious meals. The Debtor also continues to produce human grade canine food. The Debtor believes that under the Plan, holders of Allowed Claims will receive a distribution of 100% of their claims over a 5-year period. The actual distributions depend upon whether the Claims filed by the IRS, NYS and the US Trustee are reduced. Class 1 consists of the Landlord Claim. The Allowed Claim of the Landlord shall be paid in full in Cash by the Debtor within 30 days following later of the Effective Date or the date that the Landlord's Claim is deemed Allowed. Class 2 consists of the US SBA Claim. The Allowed Claim of the US SBA shall be paid in full in accordance with the terms of the loan. Each month the Debtor will make monthly payments of or about $731.00. The Debtor will commence making monthly payments on the earlier of the Effective Date or the date that the Debtor is required to make payment under the terms of the agreement with the SBA. Payments will be made by the Debtor directly to the SBA pursuant to the terms of the loan until it is satisfied. Class 3 consists of Priority Claims. Allowed Priority Claims shall be paid in full in Cash from the Plan Fund, after the payment if Administrative claims and the Class 1 Landlord Claim from the Plan Fund pro rata on a quarterly basis until satisfied. Class 4 consists of General Unsecured Claims. Holders of Allowed General Unsecured Claims shall receive their Pro Rata share of the balance of the Plan Fund after the payment of Administrative Claims, the Landlord Claim, and Priority Claims. Holders of Class 4 Claims are impaired under the Plan and therefore entitled to vote to accept or reject the Plan. Class 5 consists of Equity Interests. Ghiron, the holder of the Allowed Interest, shall retain her Interest in the Debtor and continue to operate at no or minimal compensation. The Debtor shall make payments from future operations. The Debtor will fund the Plan with payments of $25,000.00 per quarter ($100,000.00) per year. The payments by the Debtor shall be paid into the Plan Fund which shall be administered by the Disbursing Agent. The initial payment would be made to the Disbursing Agent on March 1, 2023. Successive payments would be made on June 1, September 1, January 1 and March 1 for each successive year until December 31, 2028. A full-text copy of the Plan of Reorganization dated August 16, 2022, is available at https://bit.ly/3R2HEMz from PacerMonitor.com at no charge. Counsel for Debtor: Anne Penachio, Esq. Penachio Malara LLP 245 Main Street, Suite 450 White Plains, NY 10601 Tel: (914) 946-2889 Email: frank@pmlawllp.com About The Crystal Spoon Corp. Headquartered in Elmsford, N.Y., The Crystal Spoon Corp., also known as Top Chef Meals, is into distribution of prepared meals, co-packing for other suppliers and catering. Crystal Spoon sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Case No. 22-22277) on May 18, 2022, listing as much as $1 million in both assets and liabilities. Paul Ghiron, president of Crystal Spoon, signed the petition. Judge Sean H. Lane oversees the case. Anne Penachio, Esq., at Penachio Malara, LLP and Armaan Shaviri & Company, E.A., serve as the Debtor's legal counsel and accountant, respectively. CURO GROUP: S&P Affirms 'B-' Issuer Credit Rating, Outlook Stable ----------------------------------------------------------------- S&P Global Ratings affirmed its 'B-' issuer credit rating on Curo Group Holdings Corp. and its 'CCC+' rating on the company's senior secured notes. The outlook remains stable. In July 2022, Curo Group Holdings completed the sale of its legacy U.S. direct lending business and its acquisition of First Heritage Credit, a near-prime consumer lender. The transaction allows Curo to continue lowering risk in its loan portfolio, transitioning to longer-duration, lower-risk U.S. consumer loans. S&P said, "We affirmed our 'B-' rating on Curo following the application of our financial institutions rating methodology. Curo completed transformational transactions over the past two years: the Flexiti and Heights acquisitions in 2021, and the sale of its legacy U.S. direct lending business and acquisition of First Heritage Credit in July 2022. Combined, these transactions have lowered risk in the company's loan portfolio, eliminating short-term payday loans in the U.S. and transitioning to longer-duration, lower-risk consumer loans in both U.S. and Canada. As a result, we now believe Curo is a better peer to consumer lenders rated under our financial institutions rating methodology. "Our rating on Curo is based on the company's negative tangible equity, weak profitability, concentrated funding profile, weaker liquidity than rated consumer lender peers, and exposure to nonprime lending, which carries high net charge-offs and the potential for heightened regulatory scrutiny." Curo generates most of its revenue by offering high-yield, medium-term, unsecured installment loans in the U.S. and Canada. Consumer lending is highly competitive with low barriers to entry, and Curo faces competition from traditional lenders like credit cards and credit unions, as well as new players like web-based peer-to-peer lenders. The company has three primary business segments: U.S. direct lending, Canada direct lending, and Canada point-of-sale (POS) (also known as Flexiti). The average duration of direct lending loans is over 24 months. Pro forma the July 2022 transaction, the company's U.S. direct lending business has over 500 branches across 13 Southern and Midwestern states. The Canadian direct lending business has over 200 branches in eight provinces. The company is diversified by customer base and geography, with adequate diversification among U.S. states and Canadian provinces. S&P said, "Despite ongoing U.S. state regulations that limit interest rates charged by consumer finance companies, we expect Curo to be better positioned post-transaction than other companies that rely on short-term payday loans. Regulatory risk remains material because we expect U.S. loans with annual percentage rates (APRs) of over 36% to remain a significant part of Curo's U.S. loan portfolio over the next 12-24 months. "Curo currently has negative tangible equity and negative adjusted total equity (ATE), and we expect tangible equity and ATE to remain negative over the next 12 months. To calculate ATE, we start at tangible equity and add back general loan loss reserves. We also think debt will increase as the company draws on its funding facilities to fund originations. "Net income was negative in the first half of 2022, and we expect the July 2022 transaction to weaken earnings and profitability because the legacy U.S. direct lending business was more profitable than First Heritage. In addition, weakening consumer credit quality or further interest rate hikes could hamper earnings and profitability. While earnings will likely be pressured over the next few quarters, we think Curo's earnings could improve starting in the second half of 2023 as its loan book continues to grow and its Canada POS segment becomes profitable." Curo's concentration in nonprime consumer lending increases its credit risk and weighs on the rating. Despite the lower-risk loan portfolio after the transformational transactions, the company's direct lending loans still have high APRs of around 45%. Only a small portion of the company's loan portfolio is secured, which tends to have lower losses relative to unsecured loans and is relatively less volatile in times of stress. Most of the company's business also lacks an extensive track record since the U.S. direct lending and Canada POS segments were recently acquired. S&P said, "We expect net charge-offs to average gross receivables will be 11%-13% for U.S. direct lending and 15%-19% for Canada direct lending, and for combined net charge-offs to be around 15%. While Canada POS loans have lower net charge-offs and delinquencies, the segment is still unprofitable and a relatively small contributor to revenues. Over the longer term, we think net charge-offs could decrease as the company continues to lower risk in its loan portfolio by expanding its under-36% APR loans in the U.S. and growing its secured loan portfolio." Funding is concentrated, with a large single maturity of Curo's $1 billion senior secured notes due 2028. The remaining $1.3 billion of debt, as of June 30, 2022, are primarily draws on the company's funding facilities, which include revolvers, credit facilities, and a securitization facility. Curo's funding costs are relatively expensive compared with rated peers like World Acceptance and goeasy, with most of its credit facilities having an effective interest rate of over 6.5% in the current interest rate environment. The company has no unsecured debt outstanding as of June 30, 2022. Most of Curo's debt has a net recourse leverage covenant of 4.0x, though this is an incurrence covenant, not a maintenance covenant. Liquidity is weaker than other rated consumer lender peers, in S&P's view. Pro forma the July 2022 transaction, the company had over $180 million of liquidity, including unrestricted cash and availability under funding facilities. Most of Curo's consumer loans are encumbered under its nonrecourse funding facilities, which limits the company's liquidity flexibility. Curo's interest expense for the first half of 2022 was $80.5 million. S&P said, "In the current rising interest rate environment, we expect the company's funding costs, which are predominantly floating, to increase and potentially strain the company's liquidity. As such, we believe the company might have to cut back on originations in a stress scenario to continue paying operating and interest expenses." S&P said, "We continue to rate Curo's senior secured notes one notch below the issuer credit rating. We treat the notes as junior secured debt because of the large amount of borrowings under nonrecourse funding facilities, which have claims to assets more senior than the notes. The one notch difference from the issuer credit rating reflects our view that unencumbered assets may be less than the amount of senior secured notes outstanding over the next 12 months, after deducting assets pledged to nonrecourse secured debt. "The stable outlook reflects our view that over the next 12 months, Curo will maintain adequate liquidity for operations, negative tangible equity, sufficient covenant cushion, and no imminent refinancing risk. "We could lower the ratings over the next 12 months if liquidity weakens materially (especially if it places doubt on the company's ability to address rising funding costs), credit performance deteriorates, covenant cushions meaningfully erode, Curo faces material integration risk related to its acquisitions, or regulatory changes significantly impede the company's operating performance. We could also lower the ratings if the company buys back debt at distressed levels, which we could view as de facto restructuring tantamount to default." An upgrade is unlikely over the next 12 months. -- Environmental, Social, and Governance ESG Credit Indicators: E-2, S-3, G-2 S&P said, "Social factors are a moderately negative consideration in our credit rating analysis of Curo. Curo's consumer borrowers are subprime, and we believe lending to these customers heightens compliance, reputational, and regulatory risks. Despite ongoing U.S. state regulations that limit interest rates charged by consumer finance companies, we expect Curo to be better positioned than other companies that rely on short-term payday loans because it has exited all U.S. single-pay loans after the sale of its legacy U.S. direct lending business." DIGIPATH INC: Posts $577K Net Loss in Third Quarter --------------------------------------------------- Digipath, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $576,733 on $682,665 of revenues for the three months ended June 30, 2022, compared to a net loss of $177,214 on $764,015 of revenues for the three months ended June 30, 2021. For the nine months ended June 30, 2022, the Company reported a net loss of $1.24 million on $1.99 million of revenues compared to a net loss of $549,650 on $1.90 million of revenues for the nine months ended June 30, 2021. As of June 30, 2022, the Company had $1.94 million in total assets, $3.96 million in total liabilities, $333,600 in series B convertible preferred stock, and a total stockholders' deficit of $2.35 million. Digipath stated, "As of June 30, 2022, our balance of cash on hand was $225,233, and we had negative working capital of $2,189,146 and an accumulated deficit of $19,192,307 resulting from recurring losses. We currently may not have sufficient funds to sustain our operations for the next twelve months and we may need to raise additional cash to fund our operations and expand our lab testing business. As we continue to develop our lab testing business and attempt to expand operational activities, we expect to experience net negative cash flows from operations in amounts not now determinable, and will be required to obtain additional financing to fund operations through common stock offerings to the extent necessary to provide working capital. We have and expect to continue to have substantial capital expenditure and working capital needs. "The Company has incurred recurring losses from operations resulting in an accumulated deficit, and, as set forth above, the Company's cash on hand is not sufficient to sustain operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. Management is actively pursuing new customers to increase revenues. In addition, the Company is currently seeking additional sources of capital to fund short term operations. In the event sales do not materialize at the expected rates, management would seek additional financing or would attempt to conserve cash by further reducing expenses. There can be no assurance that we will be successful in achieving these objectives, becoming profitable or continuing our business without either a temporary interruption or a permanent cessation. In addition, additional financing may result in substantial dilution to existing stockholders." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001502966/000149315222023013/form10-q.htm About DigiPath Headquartered in Las Vegas, Nevada, Digipath, Inc. -- http://www.digipath.com-- offers full-service testing lab for cannabis, hemp and ancillary cannabis and hemp infused products serving growers, dispensaries, caregivers, producers, patients and eventually all end users of cannabis and botanical products. Digipath reported a net loss of $686,503 for the year ended Sept. 30, 2021, compared to a net loss of $2.31 million for the year ended Sept. 30, 2020. As of March 31, 2022, the Company had $2.37 million in total assets, $3.82 million in total liabilities, $333,600 in series B convertible preferred stock, and a total stockholders' deficit of $1.79 million. Houston, Texas-based M&K CPAS, PLLC, the Company's auditor since 2017, issued a "going concern" qualification in its report dated Dec. 29, 2021, citing that the Company has recurring losses from operations and insufficient working capital, which raises substantial doubt about its ability to continue as a going concern. DIOCESE OF ROCKVILLE: ASA Claim Filing Deadline Slated for Oct. 10 ------------------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of New York set Oct. 10, 2022, at 5:00 p.m. (prevailing Eastern Time) as last date and time for all persons and entities to file an adult survivors act sexual abuse proof of claim against The Roman Catholic Diocese of Rockville Centre New York. Individual filing ASA Sexual Abuse proofs of claim are directed not to file their proof of claim forms with the Court. Instead, ASA proof of claim forms must be (a) mailed or delivered to the claims agent at: The Roman Catholic Diocese of Rockville Centre New York Claims Processing Center c/o Epiq Corporate Restructuring LLC PO Box 4412 Beaverton, OR 97076-4421 - or - Through electronic filing system via the website located at https://dm.epiq11.com/drvc All ASA Sexual Abuse proofs of claim must be filed as follows: a) if by US postal services mail or overnight delivery: The Roman Catholic Diocese of Rockville Centre New York Claims Processing Center c/o Epiq Corporate Restructuring LLC PO Box 4412 Beaverton, OR 97076-4421 b) if delivered by hand: The Roman Catholic Diocese of Rockville Centre New York Claims Processing Center c/o Epiq Corporate Restructuring LLC 10300 SW Allen Blvd. Beaverton, OR 97005 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. GENAPSYS INC: Defeats Founders' Move to Dismiss Chapter 11 Case --------------------------------------------------------------- Alex Wolf of Bloomberg Law reports that Genapsys Inc., a gene sequencing technology developer, convinced a court to let it remain in bankruptcy and proceed to an auction with a $42 million starting bid, defeating the company founders' bid to dismiss the case. Former CEO Hesaam Esfandyarpour and fellow co-founder Kosar Parizi had alleged that an improperly seated board of directors hastily put the cash-strapped company in bankruptcy. The circumstances surrounding Genapsys' July filing for bankruptcy are "unusual," but the company has shown it had valid approval from its board of directors to start its case, Judge Brendan Shannon of the U.S. Bankruptcy Court for the District of Delaware. About GenapSys Inc. GenapSys Inc. -- https://genapsys.com/ -- is a biotechnology company that transforms the human condition by building a scalable, affordable genomic sequencing ecosystem that will support research and diagnostics. It is based in Redwood City, Calif. GenapSys sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10621) on July 11, 2022. In the petition filed by Britton Russell, chief financial officer and treasurer, the Debtor listed assets between $10 million and $50 million and liabilities between $50 million and $100 million. Judge Brendan Linehan Shannon oversees the case. The Debtor tapped Richards, Layton & Finger, PA as bankruptcy counsel; Willkie Farr & Gallagher LLP as special litigation and corporate counsel; and Lazard Freres & Co. LLC as investment banker. Kroll Restructuring Administration LLC is the Debtor's claims and noticing agent and administrative advisor. GEO GROUP: S&P Downgrades ICR to 'SD', Cuts Secured Debt to 'D' --------------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on The GEO Group Inc. to 'SD' (selective default) from 'CC'. At the same time, S&P lowered its issue-level rating on the senior secured credit facilities to 'D' from 'CC' and its issue-level rating on its unsecured debt to 'D' from 'C'. The downgrade follows the completion of GEO's distressed debt exchange with its creditors. The transaction involved the company's par exchange of significant exposure under the existing debt for longer-dated secured credit facilities featuring higher interest rates. GEO exchanged the vast majority of its revolver and term loan obligations for new facilities maturing in 2027 and most of its unsecured notes obligations for new tranches maturing in 2028. S&P views the transaction as distressed and tantamount to a default because its creditors received less value than they were initially promised under the original securities. S&P's assessment reflects the following features of the transaction: -- The new debt's maturity dates extend beyond those of the original instruments; -- The non-participating secured lenders' ranking on the collateral has weakened because the participating secured lenders will benefit from enhanced collateral under the new facilities; and -- The non-participating unsecured noteholders' ranking on the collateral has weakened because the participating noteholders will benefit from a second-lien on the collateral under the new note tranches, whereas the non-participating noteholders will have none. In addition, S&P believes that GEO would likely have faced a conventional default absent the debt restructuring given its large $2 billion debt maturity wall in 2023 and 2024. S&P plans to raise its issuer credit rating on the company, raise our issue-level ratings on its existing debt, and finalize its preliminary ratings on its new debt in the near term. Over the coming days, S&P plans to raise its issuer credit rating on GEO to 'B' because the transaction has significantly reduced its near-term debt burden and vastly improved its liquidity position and financial flexibility. ESG credit indicators: E-2, S-5, G-3 S&P said, "Social factors are a very strong negative consideration in our ratings analysis of GEO. The controversial topic of human rights, combined with evolving public sentiment and policy views around criminal justice reform, expose privately operated criminal detention facility operators to ongoing social and governance risks. The company is often criticized for various human rights issues--including its confinement practices, prisoner violence, and mistreatment--and is subject to ongoing litigation. In recent years, select banks have chosen to end their lending relationship with GEO once their commitments matured because of pressure from activist advocacy groups." Environmental, social, and governance (ESG) credit factors for this change in credit rating/outlook and/or CreditWatch status: -- Social capital HIE HOLDINGS: Seeks to Hire Choi & Ito as Bankruptcy Counsel ------------------------------------------------------------ HIE Holdings, Inc. and its subsidiaries seek approval from the U.S. Bankruptcy Court for the District of Hawaii to employ Choi & Ito as their bankruptcy counsel. The firm's services include: (a) advising the Debtors with respect to the requirements and provisions of the Bankruptcy Code, the Federal Rules of Bankruptcy Procedure, Local Bankruptcy Rules, United States Trustee Guidelines and any other bankruptcy-related laws, rules or regulations which may affect the Debtors; (b) assisting the Debtors in an analysis of options, including sale of assets and reorganization; (c) advising the Debtors concerning the rights and remedies of their estates with respect to adversary proceedings, which may be removed to, or initiated in, the bankruptcy court; and (d) representing the Debtors in any proceeding or hearing in the bankruptcy court in any action where the rights of the estate or the Debtors may be litigated or affected. The firm received a retainer in the amount of $110,000. As disclosed in court filings, Choi & Ito is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Chuck C. Choi, Esq. Choi & Ito 700 Bishop Street, Suite 1107 Honolulu, HI 96813 Phone: (808) 533-1877 Fax: (808) 566-6900 Email: cchoi@hibklaw.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. HIE Holdings is, in turn, owned by Michael Boulware, Julie Boulware and the Glenn Boulware Trust. Royal Hawaiian, doing business as Hawaiian Isles Water Company, operates a water bottling facility in Halawa, Oahu, while Hawaiian Isles Kona Coffee, doing business as Hawaii Coffee Roasters, roasts, packages and distributes coffee. Royal Hawaiian sought for Chapter 11 bankruptcy protection (Bankr. D. Hawaii Case No. 22-00524) on July 30, 2022; HIE Holdings (Bankr. D. Hawaii Case No. 22-00534) on Aug. 3, 2022; and Hawaiian Isles Kona Coffee (Case No. 22-00546) on Aug. 5, 2022. The cases are jointly administered under Case No. 22-00534. At the time of the filing, each of the Debtors reported assets between $1 million and $10 million and liabilities between $1 million and $10 million. Judge Robert J. Faris oversees the cases. Chuck C. Choi, Esq., at Choi & Ito is the Debtors' legal counsel. HIGHPOINT LIFEHOPE: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor: Highpoint Lifehope SPE, LLC aka Highpoint; aka Honan Property Management - Highpoint 11680 Great Oaks Way Suite 120 Alpharetta, GA 30022 Business Description: The Debtor is primarily engaged in renting and leasing real estate properties. Chapter 11 Petition Date: August 22, 2022 Court: United States Bankruptcy Court Western District of Texas Case No.: 22-50929 Judge: Hon. Michael M. Parker Debtor's Counsel: Natalie F. Wilson, Esq. LANGLEY & BANACK, INC. 745 E. Mulberry Ave, Suite 700 San Antonio, TX 78212 Tel: (210) 736-6600 Email: nwilson@langleybanack.com Estimated Assets: $50 million to $100 million Estimated Liabilities: $50 million to $100 million The petition was signed by Scott C. Honan as manager. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/ADW4NLA/Highpoint_Lifehope_SPE_LLC__txwbke-22-50929__0001.0.pdf?mcid=tGE4TAMA List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 1. Small Business Financial Business Debt $187,084 Solutions Rapid Finance 4500 East West Highway 6th Fl Bethesda MD 20814 2. Flow Therapy Business Debt $183,850 Med-Tech Construction 2500 West Freeway Ste 200 Ft Worth TX 76102 3. Lipscomb & Pitts Insurance Insurance $150,946 2670 Union Ave Extended Suite 100 Memphis TN 38112 4. Bexar County Tax Assessor Taxes $112,520 P.O. Box 839950 San Antonio, TX 78283-3950 5. Newco Capital Group VI LLC Business Debt $112,166 1 Whitehall Street Ste 200 New York, NY 10004 6. Transwestern Commercial Services Business Debt $42,800 Attn Commission Accounting 2300 North Field St. Ste 2000 7. San Antonio Water System Business Debt $35,316 PO Box 2990 San Antonio, TX 78299-2990 8. South Texas Radiology Vacated $23,205 PO Box 29441 Tenant San Antonio, TX 78229 Deposit 9. Orion Client Services, LLC Business Debt $21,689 17721 Rogers Ranch Pkwy Suite 100 San Antonio,TX 78258 10. Homann Developement Services Vendor $19,289 10722 Sentinel St. San Antonio, TX 78217 11. Family Endeavors, Inc. Vacated $16,250 Attn: Accounting Tenant 6363 DeZavla Rd Deposit San Antonio TX 78249 12. MLC Landscaping Co, Inc. Business Debt $14,202 14618 Jones Maltsberger Rd San Antonio TX 78247 13. Simplex Grinnell Business Debt $13,420 Johnson Controls Fire Proetec Dept CH 10320 Palatine IL 60055 14. Lawton Commerical Vendor $9,961 Services LP PO Box 1179 McKinney TX 75070 15. Marvin F. Poer & CO Vendor $9,112 PO Box 674300 Dallas TX 75267-4300 16. AmeriTex Elevator Vendor $7,717 Texas, LLC 12050 Crownpoint Dr. San Antonio, TX 78233 17. University Health Systems Vacant $6,420 4502 Medical Drive MS # 107-1 Tenant San Antonio, TX 78229 Deposit 18. A.J. Monier Service O. Vendor $6,023 1446 N. Flores St. San Antonio, TX 78212 19. Matera Paper Company Inc. Vendor $5,255 835 North WW White Rd San Antonio,TX 78219 20. Century Electric Vendor $5,246 5712 Mobud San Antonio,TX 78238 INFOW LLC: Case vs. Jones Can Proceed, Says Connecticut Judge ------------------------------------------------------------- The Associated Press reports that a federal bankruptcy judge on Monday, August 15, 2022, cleared the way for a defamation lawsuit in Connecticut to proceed against Infowars host and conspiracy theorist Alex Jones. The case was filed by relatives of some victims of the 2012 massacre at Sandy Hook Elementary School in Newtown, Connecticut. Jones has falsely claimed that the nation's deadliest school shooting -- which killed 20 students and six educators -- was a hoax. Jones' lawyer had sought to transfer the case to a federal bankruptcy court, rather than continue the case in Connecticut state court. That move brought the first day of jury selection to a sudden halt earlier this month. However, Monday's ruling by Judge Julie Manning essentially allows the plaintiffs to continue the defamation lawsuit against just Jones as an individual, without Free Speech Systems, a company owned by Jones and a defendant in the Connecticut case. "The plaintiffs' rights to have that process continue in the Connecticut Superior Court should not be disturbed," Manning wrote in the decision, adding that the plaintiffs' claims for damages were ready for trial. A message was left seeking comment with Jones' attorney, Norm Pattis. Chris Mattei, an attorney for the plaintiffs, praised the bankruptcy judge's decision. "We're grateful the bankruptcy court saw through Alex Jones's brazen effort to block a jury from being empaneled and holding him accountable. We look forward to trial," he said in a written statement. Free Speech Systems filed for bankruptcy in Texas about a week before Jones' lawyer sought to have the Connecticut case transferred. A Texas jury this August 2022 ordered Jones to pay $45.2 million in punitive damages to the parents of one of the children killed at Sandy Hook, in addition to another $4.1 million he must pay for the suffering he put them through by claiming for years that the shooting was a hoax. Jones' attorneys plan to appeal and try to lower the amount. Meanwhile, besides the case in Connecticut, a trial for damages is pending in Texas that was filed by the parents of another child killed at Sandy Hook. Before the trial in Texas, Jones had already been found liable in a separate defamation lawsuit in Texas and another in Connecticut by relatives of some of the Sandy Hook victims. The Connecticut jury will decide what, if any, damages Jones owes in that case, although state law could also limit what he would have to pay. The two remaining trials are expected to begin next month, after juries are selected. Jury selection in the Connecticut case could resume this week, lawyers said. About Free Speech Systems 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. 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. INSULATION COATINGS: Seeks to Hire Knox McLaughlin as Counsel ------------------------------------------------------------- Insulation Coatings & Consultants, LLC seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to employ Knox McLaughlin Gornall & Sennett, P.C. to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) advising the Debtor regarding its powers and duties under Chapter 11; (b) preparing the Debtor's schedule of assets, schedule of liabilities and statement of financial affairs; (c) preparing and seeking approval of a Chapter 11 plan of reorganization and disclosure statement; (d) taking other legal actions, as necessary, to avoid liens, objecting to claims, enforcing the automatic stay, recovering preferences, and defending motions or complaints against the Debtor; (e) preparing legal papers; and (f) performing other necessary legal services for the Debtor. The firm invoiced the Debtor for its pre-bankruptcy services on Aug. 8 in the amount of $23,475. The invoice was partially paid by the Debtor before the petition was filed in the amount of $20,000, leaving a balance due in the amount of $3,475. The Debtor has no retainer on deposit with the firm. Guy Fustine, Esq., an attorney at Knox McLaughlin Gornall & Sennett, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Guy C. Fustine, Esq. Knox McLaughlin Gornall & Sennett, PC 120 West Tenth Street Erie, PA 16501-1461 Telephone: (814) 459-2800 Email: gfustine@kmgslaw.com About Insulation Coatings Insulation Coatings & Consultants, LLC provides acoustical and thermal insulations that have been used in commercial, industrial and institutional projects nationwide. The Debtor serves the New York, Pennsylvania, and Ohio areas. Insulation Coatings & Consultants filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D.P.A. Case No. 22-10340) on Aug. 9, 2022, listing $1 million to $10 million in both assets and liabilities. Charles C. Sorce, member manager, signed the petition. Guy C. Fustine, Esq., at Knox Mclaughlin Gornall & Sennett represents the Debtor as counsel. ION GEOPHYSICAL: Fine-Tunes Plan Documents ------------------------------------------ ION Geophysical Corporation and its Affiliated Debtors submitted a First Amended Joint Chapter 11 Plan and Disclosure Statement dated August 16, 2022. Class 5 consists of all Allowed General Unsecured Claims. Each Holder thereof shall receive its Pro Rata share of (i) the available GUC Recovery Pool and (ii) any proceeds derived from, or on account of, the Plan Administrator GUC Assets; provided that the Plan Administrator shall be authorized to retain funds in the GUC Recovery Pool and proceeds of Plan Administrator GUC Assets in its reasonable discretion to enhance recoveries on account of additional Plan Administrator GUC Assets for the benefit of Holders of Allowed General Unsecured Claims. For the avoidance of doubt, the Second Lien Notes Deficiency Claims shall not participate in any recoveries or distributions to the Holders of Allowed General Unsecured Claims. Class 5 is Impaired under the Plan. Class 6 consists of all Intercompany Claims. On the Effective Date, Intercompany Claims shall be, at the option of the applicable Debtor or the Plan Administrator, either Reinstated or cancelled and released without any distribution. Class 7 consists of all Intercompany Interests. On the Effective Date, Intercompany Interests shall be, at the option of the applicable Debtor or the Plan Administrator, either Reinstated or cancelled and released without any distribution. Class 8 consists of all ION Geophysical Preferred Interests. On the Effective Date, all ION Geophysical Preferred Interests will be cancelled, released, and extinguished, and will be of no further force or effect. Class 9 consists of all ION Geophysical Common Interests. On the Effective Date all ION Geophysical Common Interests will be cancelled, released, and extinguished, and will be of no further force or effect. Class 9 is Impaired under the Plan. Holders of ION Geophysical Common Interests are conclusively deemed to have rejected the Plan pursuant to section 1126(g) of the Bankruptcy Code. Therefore, ION Geophysical Common Interests are not being solicited to vote to accept or reject the Plan. The Debtors and the Plan Administrator, as applicable, shall fund distributions under the Plan with (i) Cash on hand, (ii) Sale Proceeds, and (iii) any other proceeds derived from, or on account of, the Plan Administrator Assets. The Plan Administrator shall use any proceeds derived from, or on account of, the Plan Administrator Assets (other than the Wind Down Budget, except to the extent any amounts in the Wind-Down Budget subsequently become Second Lien Notes Distributable Cash) to fund distributions to certain Holders of Allowed Claims in accordance with the Plan; provided that any proceeds derived from Plan Administrator GUC Assets shall be distributed to the Holders of Allowed General Unsecured Claims only. The Plan Administrator shall use commercially reasonable efforts to make initial distributions to Holders of Allowed DIP Claims, RCF Claims, and Second Lien Notes Secured Claims within 30 days of the Effective Date. Prior to and after the Effective Date, the Debtors, their advisors, and any party under their control shall take, or cause to be taken, all such actions as the Plan Administrator may reasonably request in order to permit the Plan Administrator to perform its duties under the Plan. Except as otherwise expressly provided in the Plan, the Confirmation Order, or required by applicable law, the Plan Administrator is (a) not agreeing to, and shall not be deemed to assume the obligation to, perform, pay, or otherwise have any responsibilities for any liabilities or obligations of the Debtors or any other Entity relating to or arising out of the operations or the assets of the Debtors on or prior to the Effective Date, (b) is not, and shall not be, a successor to the Debtors or by reason of any theory of law or equity or responsible for the knowledge or conduct of any Debtor prior to the Effective Date, and (c) shall not have any successor, transferee, or similar liability of any kind or character. Unless otherwise agreed to by the Required Supporting Creditors, for the duration set forth in the Wind-Down Budget, the Plan Administrator shall (a) consult with Steve Bate with regards to, among other things, (i) Asset Purchase Agreement post-closing issues, (ii) reduction of Administrative Claims and Priority Claims, (iii) the sale and monetization of Plan Administrator Lender Assets, and (iv) distributions to Holders of Allowed DIP Claims, RCF Claims, and Second Lien Notes Secured Claims; and (b) compensate Steve Bate as set forth in the Wind-Down Budget. Counsel for the Debtors: Katherine A. Preston, Esq. WINSTON & STRAWN LLP 800 Capitol Street, Suite 2400 Houston, Texas 77002 Telephone: (713) 651-2600 Facsimile: (713) 651-2700 Email: kpreston@winston.com - and - Timothy W. Walsh, Esq. 200 Park Avenue New York, New York 10166 Telephone: (212) 294-6700 Facsimile: (212) 294-4700 E-mail: twwalsh@winston.com - and - Daniel J. McGuire, Esq. Laura Krucks, Esq. 35 W Wacker Drive Chicago, IL 60601 Telephone: (312) 558-5600 Facsimile: (312) 558-5700 Email: dmcguire@winston.com lkrucks@winston.com About ION Geophysical Corp. Headquartered in Houston, Texas, ION (NYSE: IO) -- http://www.iongeo.com/Â -- isan innovative, asset light global technology company that delivers powerful data-driven decision-making offerings to offshore energy, ports and defense industries. The Company is entering a fourth industrial revolution where technology is fundamentally changing how decisions are made. The Company provides its services and products through two business segments -- E&P Technology & Services and Operations Optimization. Ion Geophysical Corp. and its affiliates sought Chapter 11 bankruptcy protection (Bankr. S.D. Tex. Lead Case No. 22-30987) on April 12, 2022. In the petition filed by Mike Morrison, as authorized signatory, Ion Geophysical estimated assets between $10 million and $50 million and estimated liabilities between $100 million and $500 million. The cases are assigned to Honorable Judge Bankruptcy Judge Christopher M. Lopez. WINSTON & STRAWN LLP, is the Debtor's counsel. FTI CONSULTING, INC., is the financial consultant and PERELLA WEINBERG PARTNERS LP is the investment banker. EPIQ CORPORATE RESTRUCTURING, LLC is the claims agent. LENDINGTREE INC: S&P Downgrades ICR to 'B-', Outlook Stable ----------------------------------------------------------- S&P Global Ratings lowered its rating on LendingTree Inc. to 'B-' from 'B'. S&P also lowered its rating on its senior secured debt to 'B+' from 'BB-'. The stable outlook reflects S&P's expectation that LendingTree will have positive cash flow generation and more than enough liquidity over the next 12 months to meet its operating and fixed-charge obligations, despite elevated leverage amid a challenging macroeconomic environment. The downgrade reflects our expectation for elevated leverage over the next 12 months, caused by a cyclical downturn in LendingTree's home and insurance businesses because of rising interest rates and high inflation. S&P said, "We expect leverage will increase materially to about 13x in 2022 from 6.1x at year-end 2021, due to our expectation that S&P Global Ratings-adjusted EBITDA will decline nearly 45% to about $70 million-$75 million in 2022 from $124 million at year-end 2021. The large contraction in EBITDA is a result of significant operational headwinds LendingTree is facing in its home and insurance businesses (combined 70% of 2021 revenue) that we expect will persist through 2022 and into 2023. LendingTree is a highly cyclical business, and macroeconomic conditions weigh heavily on its performance. The rising interest rate environment, combined with low housing inventory, is leading to significant declines in home refinancing and purchase mortgage volumes. The company's insurance segment is also being pressured given reduced advertising budgets by insurance carriers from rising costs and reduced profitability due to inflation, weather concerns, and higher loss ratios, particularly among property and casualty carriers that partner with LendingTree. We believe the company's performance will remain weak until inflation and interest rates subside, purchase and refinancing volumes rebound, and insurance carriers increase their advertising budgets." The consumer business is growing, but the segment is not large enough to offset declines from LengingTree's home and insurance businesses. The consumer business (30% of 2021 revenue) has remained strong through the first half of 2022, growing nearly 55% year over year on strong demand for personal loans, small-business loans, credit card applications, and growth in the company's MyLendingTree mobile application. S&P expects full-year 2022 consumer revenue growth will be 25%-30%, slowing over the remainder of 2022, largely due to a pullback in consumer spending because of economic uncertainty and inflationary pressures. The growth in the consumer business does not offset the expected declines in the home and insurance segments (about 70% of revenue combined). LendingTree's cost structure is largely variable, but near-term brand marketing investments will weigh heavily on profitability in 2022. Variable marketing expenditures are a key component of LendingTree's cost base, equating to about 65% of total revenue. LendingTree can flex its advertising spending up or down depending on market conditions and lender activity, which can somewhat offset margin volatility. S&P said, "We expect the company's marketing spending will decline relative to 2021 levels but not enough to offset the large revenue decline. The company announced that it will increase spending on brand marketing in its third fiscal quarter to offset what it believes has been an underinvestment in the LendingTree brand over the past several years. Although we expect this elevated brand spending will be one-time in nature, it will significantly compress margins in the third quarter and drag down overall 2022 profitability. We also believe it is unlikely that the increased brand marketing will significantly improve revenue growth until macroeconomic conditions improve." S&P said, "We expect LendingTree to maintain more than sufficient liquidity over the next 12 months to support its operations. LendingTree had about $279.1 million of cash on its balance sheet and full availability under its $200 million revolving credit facility as of June 30, 2022. We expect this cash cushion, along with projected free cash flow generation of $35 million-$40 million in 2022, will allow LendingTree to fund its operations and service its debt despite expected declines in revenue and EBITDA. Cash flow generation is aided by the company's relatively low interest burden of about $25 million over the next 12 months. The company has no significant debt maturities until 2025. "The stable outlook reflects our expectation for LendingTree to generate positive cash flow and more than sufficient liquidity over the next 12 months to meet its operating and fixed-charge obligations, despite elevated leverage amid a challenging macroeconomic environment." S&P could lower its rating on LendingTree if it views the company's long-term capital structure as unsustainable. This could occur if: -- Revenue and EBITDA growth remain weak such that S&P expects LendingTree cannot reduce leverage toward 6x well in advance of is convertible notes maturity in 2025 (this would require S&P Global Ratings-adjusted EBITDA to grow nearly 25% from a 2021 EBITDA baseline); and -- The company cannot generate positive free cash flow. Although unlikely, S&P could raise its rating on LendingTree over the next 12 months if: -- Interest rates decline and inflation subsides such that the company sees rebounding growth in its home and insurance segments; -- S&P expects the company to reduce leverage below 6x; and -- It maintains free operating cash flow to debt of above 5%. ESG credit indicators: E-2, S-2, G-2 MALLINCKRODT PLC: Trust to Accept Opioid Personal Injury Claims --------------------------------------------------------------- Mallinckrodt Opioid Personal Injury Trust ("Trust") announces that it is now accepting Non-NAS PI Claims and NAS PI Claim submissions online through the Claim Submittal Portal. Information regarding submission of claims as well as access the applicable Claim Submittal Portal can be found on the Non-NAS PI Claims at https://mnkpitrust.com/non-nas-pi-claims/ and the NAS PI Claims at https://mnkpitrust.com/nas-pi-claims/. The Trust will continue to accept claim submissions via mail, email and fax: Edgar C. Gentle, III, Esq. Trustee and Claims Administrator MNK PI Trust P.O. Box 361930 Hoover, AL 35236-1930 Tel: 855-637-5538 (Toll Free) Fax: 205-716-2364 Email: mnkpitrust@mnkpitrust.com More information on the types of claims, the evidence needed for a valid claim, and how to file a claim is located on the Trust website at https://mnkpitrust.com. On March 2, 2022, the United States Bankruptcy Court for the District of Delaware entered an Order Confirming the Fourth Amended Joint Plan of Reorganization (With Technical Modifications) of Mallinckrodt PLC And Its Debtor Affiliates Under Chapter 11 of the Bankruptcy Code, dated as of Feb. 18, 2022 ("Plan"). The Plan became effective as of June 16, 2022 ("Effective Date"). The Plan allows for the creation of the Mallinckrodt Opioid Personal Injury Trust ("Trust" or "PI Trust") to, upon the Effective Date of the Plan: i) assume all liability for the Personal Injury ("PI") and Neonatal Abstinence Syndrome (NAS) PI claims against Mallinckrodt and its subsidiaries that are channeled to the Trust: ii) collect Plan distributions to be made to the Trust for the PI Claims Share and the NAS PI Claims Share; iii) administer the PI and NAS Claims; iv) make distributions to Holders of allowed PI and NAS Claims in accordance with the PI Trust Documents; and v) carry out other matters as set forth in the PI Trust Documents. A Non-NAS PI Claim is an opioid claim, including present and future claims, of any natural person for an alleged opioid-related personal injury or other similar opioid-related claim or cause of action, including any opioid related personal injury claim. A NAS PI Claim is an opioid claim, including present and future claims, held by any natural person who has been diagnosed by a licensed medical provider with a medical, physical, cognitive or emotional condition resulting from such natural person's intrauterine exposure to opioids or opioid replacement or treatment medication including but not limited to the condition known as neonatal abstinence syndrome, and does not include any NAS Monitoring opioid claims. The NAS PI Claim must be submitted within three (3) years from the Effective Date, or by June 15, 2025. For Law Firms that represent multiple clients and are interested in bulk uploading claim data and documents, please see the Law Firm Import Instructions Tab at https://mnkpitrust.com/law-firm-import-instructions/, which provides instructions on the Bulk Data Import and Bulk Document Submittal as well as related templates. 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. MATTIES HOME: Files Subchapter V Case Without Counsel ----------------------------------------------------- Matties Home Daycare LLC files bankruptcy protection in Illinois. The Debtor filed as a small business debtor seeking relief under Subchapter V of Chapter 11 of the Bankruptcy Code. Patrick S. Layng, the United States Trustee for the Northern District of Illinois, has filed a motion for an order dismissing the Chapter 11 case because the debtor is an unrepresented limited liability company. It says cause exists in this case is because the Debtor is a limited liability company and appears to be proceeding pro se. According to court filings, Matties Home Daycare estimates between 1 and 49 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. 14, 2022 at 1:30 PM at Appear by Telephone 341s only. Proofs of claim are due by Oct. 25, 2022. About Matties Home Daycare LLC Matties Home Daycare LLC is a limited liability company in Illinois. The Debtor filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 22-09279) on August 16, 2022. In the petition filed by Mattie Culbertson, as president, the Debtor reported assets and liabilities between $500,000 and $1 million each. Robert P Handler has been appointed as Subchapter V trustee. MATTRESS FIRM: S&P Alters Outlook to Stable, Affirms 'B+' ICR ------------------------------------------------------------- S&P Global Ratings revised its outlook on mattress specialty retailer Mattress Firm Inc. to stable from positive and affirmed its 'B+' issuer credit rating. The stable outlook reflects S&P's expectation that the company will sustain leverage in the low-3x area over the next 12 months as it benefits from management's turnaround initiatives, which will be partially offset by recessionary headwinds, including lower demand and higher operating costs. The company's recent operating performance was weaker than anticipated, which reflects the highly discretionary and cyclical nature of the mattress industry. Mattress Firm reported weaker-than-anticipated preliminary results for the third quarter (ended June 28, 2022), including a 10% decline in its comparable store sales and a more than 900 basis point (bps) drop in its reported EBITDA margin. S&P said, "Therefore, we no longer expect the company's S&P Global Ratings-adjusted leverage to improve below 3x and believe it faces heightened risks given the rapidly changing retail environment and recessionary conditions, which could cause its leverage to climb quicker than we currently anticipate over the next 12 months." Mattress Firm is facing deteriorating macroeconomic conditions, including lower consumer demand and rising operating costs. S&P said, "We believe the big-ticket and commoditized nature of its main bedding products will cause its profit to be more volatile than that of its retail peers given the mattress industry's highly discretionary and cyclical nature. Mattress purchases are largely replacement driven and can be easily deferred during an economic downturn. Moreover, the company's high fixed-cost structure--given its large brick and mortar presence (comprising more than 2,300 stores)--lessens its financial flexibility during periods of economic uncertainty. We now forecast Mattress Firm's revenue will decline by the mid-single digit percent area and the low-single digit percent area in fiscal years 2022 (ending September 2022) and 2023, respectively, while it sustains an S&P Global Ratings-adjusted EBITDA margin of about 20%." S&P said, "We expect that Mattress Firm will sustain S&P Global Ratings-adjusted leverage in the low-3x area over the next 12 months, which will provide it with some cushion at the current rating. While the company lacks a track record of providing financial policy guidance, we expect its capital management priorities will focus on reinvesting in its business through store remodels, digital initiatives, and net unit growth (beginning in fiscal year 2023) and maintaining a sufficient cushion in its credit metrics to withstand a short-term economic downturn. We forecast Mattress Firm's leverage will remain in the low-3x area through fiscal year 2023, which is in-line with its leverage of 3.1x in fiscal year 2021. "We also forecast it will generate less than $100 million of free operating cash flow (FOCF) in fiscal year 2022 due to working capital outflows and lower consumer demand for mattresses, which will weigh on its profitability. We anticipate the company's FOCF generation will normalize at about $200 million-$250 million per year thereafter. "We think Mattress Firm's improved competitive standing will support its ability to navigate the mounting macroeconomic and industry headwinds. We expect inflationary pressures will likely lead to lower consumer discretionary spending, especially in the mattress category, at least over the next 12 months. We believe middle- and lower-income consumers will likely defer replacing their mattresses, which is a key driver of category demand. Meanwhile, rising interest rates have led to fewer home sales, which we expect will persist and hamper the demand for bedding. We also believe the company's strong performance during the prior two years reflected some pull-forward demand. These factors will likely be persistent challenges for the mattress industry, at least over the next 12 months. "Nevertheless, we believe Mattress Firm has improved its market position since emerging from bankruptcy in 2018 through the execution of its turnaround initiatives, in particular its omni-channel capabilities, marketing spend efficiency, and strong relationship with its key supplier, Tempur-Sealy. The company also benefits from its larger scale compared with its peers and relatively strong merchandise assortment. Therefore, we expect its revenue and profit generation will remain well above its pre-bankruptcy levels despite the significant industry-wide challenges. "The stable outlook reflects our view that Mattress Firm has a sufficient cushion in its credit metrics to withstand a pull-back in its volume over the coming year. We expect the benefits from management's turnaround initiatives will enable the company to navigate ongoing macroeconomic and industry headwinds while maintaining S&P Global Ratings-adjusted leverage in the low-3x area over the next 12 months." S&P could lower its ratings on Mattress Firm if it expects its S&P Global Ratings-adjusted debt to EBITDA to increase to 4x. This could occur if: -- Its revenue, profitability, and cash flow deteriorate beyond our current expectations, perhaps because of a more prolonged period of reduced demand for discretionary categories--like mattresses--or mounting cost pressures; -- The company reports a continued decline in its comparable store sales due to a loss of market share and intensifying competitive pressures from online players; or -- The company adopts a less conservative financial policy, including pursuing large acquisitions or additional debt-financed shareholder returns. S&P said, "While unlikely during the next 12 months, we could raise our ratings on Mattress Firm if we believe it has strengthened its competitive position by further improving its scale, market position, and omni-channel capabilities, as well as by demonstrating an ability to drive sales and maintain its profitability through varied economic cycles. This would likely lead us to take a more positive view of its long-term stability and growth prospects. Under this scenario, we would assess Mattress Firm's business position more favorably. Additionally, we would expect the company to adhere to a consistent financial policy that supports its maintenance of leverage below the mid-3x area." ESG credit indicators: E-2, S-2, G-2 QUALTEK LLC: S&P Downgrades ICR to 'CCC+', Outlook Negative ----------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Communication infrastructure and renewable energy services provider QualTek LLC's to 'CCC+' from 'B-'. At the same time, S&P lowered its issue-level rating on the company's senior secured first-lien term loan to 'CCC+' from 'B-'. The recovery rating remains '3' (rounded estimate: 60%). The negative outlook reflects the downside risks due to QualTek's liquidity position, despite volume growth in its business. The downgrade reflects a weaker liquidity position following free operating cash outflow. Following the substantial transaction fees related to business combination, QualTek's free operating cash flow (FOCF) remained negative in the second quarter. While negative FOCF has been driven by working capital outflows in line with increased project volumes, the company has also faced cost pressures and supply chain issues. Although the company extended its ABL maturity this year and does not have meaningful near-term debt maturities, QualTek had only $25.4 million revolver availability as of the end of the second quarter. In S&P'sview, its overall liquidity position is constrained as it executes on its growing backlog in line with increased project demand. S&P said, "While we anticipate good revenue momentum will continue, downside risks remain to profitability. QualTek reported 30% year-over-year revenue growth in the first half and continued to increase its backlog. We believe the business will continue to benefit from increased spending for 5G network buildouts and strong demands from its major telecommunication customers, including AT&T, T-Mobile, and Verizon. Still, given the weakening macroeconomic landscape and greater recession risk into 2023, we forecast a difficult operating environment in the next 12 months. In general, we believe engineering and construction companies can face various operational risks. Project delays and losses, adverse weather impacts, supply chain disruptions, and a tight labor market could present variations in quarterly results and downside to our expectations. "We anticipate earnings could improve in the second half as the company benefits from good volume momentum and pricing provides some cost relief. We expect S&P adjusted debt leverage will remain elevated. As a result, financial commitments appear to be unsustainable in the long term. We believe the company depends upon favorable business, financial, and economic conditions to meet its financial commitments. "The negative outlook reflects our view of QualTek's liquidity position." S&P could lower its ratings on QualTek if: -- S&P comes to believe the company will likely default within the next 12 months. This could occur, for example, due to a near-term liquidity or payment shortfall or a distressed exchange offer; or -- S&P views its liquidity position is persistently constrained or further impaired. S&P could revise the outlook to stable or raise the rating over the next 12 months if: -- QualTek's liquidity position improves and S&P comes to believe it can maintain adequate liquidity on a sustained basis; and -- It demonstrates progress to improve its FOCF toward break-even as well as debt leverage. This could be achieved by, for example, solid execution on its current and backlog projects. ESG credit indicators: E-2, S-2, G-3 RAMJAY INC: Seeks to Hire Stenson Tamaddon as Special Counsel ------------------------------------------------------------- Ramjay, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Virginia to employ Stenson Tamaddon, LLC as its special counsel. The firm's services include: a. providing a qualification document that enables the Debtor to self-validate eligibility for the Employee Retention Tax Credits (ERTC); b. calculating wage attribution and compensation and as otherwise required by the statute or regulation; c. creating attribution schedules detailing wage allocation to Paycheck Protection Program (PPP) forgiveness and wage allocation to ERTC; and d. preparing and filing amended 941-X quarterly returns for the Debtor, together with other documents needed to claim the ERTC, with the Internal Revenue Services. The firm is entitled to a contingency fee equal to 10 percent of the total ERC credit funder issued by the IRS. As disclosed in court filings, Stenson Tamaddon is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Carrie Thompson Jones, Esq. Stenson Tamaddon 1 N. Central Ave, Suite 1030 Phoenix, AZ 85004 Phone: (602) 560-9393 Email: clients@stentam.com About Ramjay Inc. Ramjay, Inc., an Alexandria, Va.-based company that operates in taxi and limousine service industry, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No. 21-10809) on May 4, 2021, disclosing up to $1 million in assets and up to $10 million in liabilities. Judge Brian F. Kenney oversees the case. The Debtor tapped the Law Office of John P. Forest, II as bankruptcy counsel; Stenson Tamaddon, LLC as special counsel; and Miara Rasamoelina of Miara CPA Inc. as accountant. Kutak Rock, LLP represents Newtek Small Business Finance, LLC, creditor. On May 5, 2021, the U.S. Trustee for Region 4 appointed Scott W. Miller of Corporate Matters as Subchapter V trustee. The trustee tapped Odin Feldman & Pittleman, PC as his legal counsel. RE-PRODECON: Seeks Approval to Hire Jonathan Stone as Appraiser --------------------------------------------------------------- RE-ProDeCon, LLC seeks approval from the U.S. Bankruptcy Court for the District of Colorado to employ Jonathan Stone Appraisal Services, LLC to conduct an appraisal of its real property located at 775 Melrose St., Memphis, Tenn. The firm will charge a flat fee of $7,200 for his services. As disclosed in court filings, Jonathan Stone Appraisal Services is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached at: Jonathan H. Stone, MAI Jonathan Stone Appraisal Services, LLC PO Box 882 Southaven, MS 38671 Phone: (901) 326-4696 Email: jonathan@jonathanstoneappraisal.com About RE-ProDeCon LLC RE-ProDeCon, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 21-16027) on Dec. 13, 2021, listing $95,981 in assets and $1,225,263 in liabilities. Tatjana Twerskoi, member, signed the petition. Judge Elizabeth E. Brown oversees the case. Wadsworth Garber Warner Conrardy, PC serves as the Debtor's counsel. RED RIVER: Aug. 24 Hearing on Bid to Extend Solicitation Period --------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Texas is set to hold a hearing on Aug. 24 to consider Red River Waste Solutions, LP's motion to extend to Oct. 14 the period to solicit acceptances for its proposed Chapter 11 plan. Red River on July 21 filed the latest version of its plan, which includes the terms of the settlement agreement it entered into with secured creditor, Union Bank. The plan's goal is to implement the settlement, including the pursuit of certain litigations; distribute the proceeds following the sale of substantially all the company's assets; and wind down the company's estate. Red River will fund the plan from the payments it will receive under the Union Bank settlement, sale proceeds, and the amount recovered from certain litigations that will be controlled by a liquidation trust. About Red River Waste Solutions Red River Waste Solutions LP is a company in Dripping Springs, Texas, that provides waste management services. It also offers solid waste and garbage pickup, recycling, industrial waste collection, disposal, and landfill management services. Red River Waste Solutions sought Chapter 11 protection (Bankr. N.D. Texas Case No. 21-42423) on Oct. 14, 2021, listing up to $50 million in assets and up to $100 million in liabilities. James Calandra, chief restructuring officer of Red River Waste Solutions, signed the petition. Judge Morris oversees the case. The Debtor tapped Marcus Alan Helt, Esq., at McDermott Will & Emery, LLP as bankruptcy counsel; Schiffer Hicks Johnson, PLLC as special counsel; and CRS Capstone Partners LLC as restructuring advisor. Mr. Calandra, CRS managing director, serves as the Debtor's CRO. Stretto, Inc. is the claims and noticing agent. The Debtor's official committee of unsecured creditors tapped Womble Bond Dickinson (US) LLP as legal counsel and Rock Creek Advisors, LLC as financial advisor. The Debtor filed its proposed Chapter 11 plan on Feb. 9, 2022, and its disclosure statement on June 1, 2022. REVLON INC: Seeks Up To $36M in Additional Bankruptcy Bonuses ------------------------------------------------------------- Aaron Elstein of Crains New York Business reports that bankrupt beauty products supplier Revlon Inc. is seeking court permission to pay a total of $14.5 million to $36 million in potential bonuses to eight insiders, including Chief Executive Officer Debra Perelman. In a court filing Thursday, August Revlon said it wants approval to make the variable payments over 18 months to keep the top senior executives on board as it tries to maximize the value of its business in chapter 11. In recent weeks, at least two Revlon higher-ups have said they are leaving the company, and others are being recruited. The key employee incentive plan will be tied to such measures as operating income, cash flow and sales. If goals aren't met, nothing will be paid. The compensation plan was fashioned after "difficult five-week negotiations" with a group of lenders and is "well within the range of incentive plans approved by bankruptcy courts." 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, Inc., 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. PJT Partners is acting as financial advisor to Revlon and Alvarez & Marsal is acting as restructuring advisor. Paul, Weiss, Rifkind, Wharton & Garrison LLP is acting as legal advisor to the Company. Mololamken, LLC, is the conflicts counsel. Kroll, LLC, is the claims agent. SALEM HARBOR POWER: Gets Court Approval for Creditor Takeover ------------------------------------------------------------- James Nani of Bloomberg Law reports that Salem Harbor Power Development LP, a power plant backed by Oaktree Capital Management, won bankruptcy court approval of a revised organization plan that hands its ownership to debt holders. Judge Mary Walrath of the US Bankruptcy Court for the District of Delaware, who issued the preliminary approval at a Tuesday, August 16, 2022, hearing, said she was "surprised" by the Salem, Mass.-based plant’s last-minute agreement with its builder, Iberdrola Energy Projects Inc., which created a consensual plan by resolving an objection over liability releases for Oaktree. About Footprint Power Salem Harbor Salem Harbor Power Development LP, f/k/a Footprint Power Salem Harbor Development LP (DevCo), owns and operates a 674 MW natural gas-fired combined-cycle electric power plant located in Salem, Massachusetts. The Facility, located along Salem Harbor, is a more efficient and environmentally responsible replacement of a previous coal-fired power plant located at the same site. Salem Harbor Power Development LP, f/k/a Footprint Power Salem Harbor Development LP (DevCo), and its debtor-affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 22-10239) on March 23, 2022. In the petition signed by John R. Castellano, chief restructuring officer, Devco disclosed up to $1 billion in both assets and liabilities.Â Â DevCo is the only Debtor with business operations. Other than DevCo, each Debtor's assets consist solely of its membership or partnership interests, as applicable, in its subsidiaries. Paul, Weiss, Rifkind, Wharton and Garrison LLP and Young Conaway Stargatt and Taylor, LLP represent the Debtor as counsel, Alixpartners as financial advisor, Prime Clerk LLC as claims, noticing, solicitation and administrative agent, Houlihan Lokey Capital, Inc. as investment banker. MUFG Union Bank, N.A., as agent to the prepetition lenders, retained Mayer Brown LLP, as primary counsel; Potter Anderson & Corroon LLP, as Delaware counsel; Goodwin Procter LLP, as Massachusetts counsel; and PJT Partners LP, as financial advisor. SALEM HARBOR: Updates Restructuring Plan Disclosures ---------------------------------------------------- Salem Harbor Power Development LP (f/k/a Footprint Power Salem Harbor Development LP), et al. submitted a Modified Amended Joint Chapter 11 Plan and Disclosure Statement dated August 16, 2022. The Plan constitutes a separate chapter 11 plan for each Debtor, and the classifications set forth in Classes 1 through 8 shall be deemed to apply to each Debtor, as may be applicable. For voting purposes, each Class of Claims against or Interests in the Debtors shall be deemed to constitute separate sub-Classes of Claims against and Interests in each of the Debtors, as applicable. Like in the prior iteration of the Plan, holder of an Allowed General Unsecured Claim in Class 5 shall receive (A) its Pro Rata share of the Cash Pool Distribution Amount (which, for the avoidance of doubt, is $175,000 in Cash) and (B) solely to the extent such holder votes to accept the Plan, the General Unsecured Claims Treatment; provided that to the extent the IEP Judicial Lien is found to be valid and enforceable and is not avoided or invalidated pursuant to or in connection with the IEP Lien Avoidance Action or otherwise, unless the holder(s) of Class 4 IEP Judicial Lien Claim(s) (if applicable) agrees to less favorable treatment, the Cash Pool Distribution Amount (which, for the avoidance of doubt, is $175,000 in Cash) will be distributed to such holder(s) of Class 4 IEP Judicial Lien Claim(s) (if applicable) and no distribution will be made to holders of Allowed General Unsecured Claims pursuant to the Plan. Class 6 consists of all Intercompany Claims. On the Effective Date, at the Debtors' election, in consultation with the Required Consenting Lenders, each holder of an Allowed Intercompany Claim shall have its Claim Reinstated or cancelled, released, and extinguished and without any distribution. Class 7 consists of all Intercompany Interests. On the Effective Date, at the Debtors' election in consultation with the Required Consenting Lenders, each holder of an Allowed Intercompany Interest shall have its Interest Reinstated in accordance with the Plan or cancelled, released, and extinguished and without any distribution. Class 8 consists of all Interests in FinCo. On the Effective Date, each holder of an Interest in FinCo shall have such Interest cancelled, released, and extinguished and without any distribution. On the Effective Date, the Debtors or the Reorganized Debtors, as applicable, shall enter into any transaction and shall take any actions as may be necessary or appropriate to effectuate the Standalone Restructuring, including, as applicable, entry into the Exit Facility Documents, implementation of the CECA Payment, the issuance of all securities, notes, instruments, certificates, and other documents required to be issued pursuant to the Plan, and one or more intercompany mergers, consolidations, amalgamations, arrangements, continuances, restructurings, conversions, dispositions, dissolutions, transfers, liquidations, spinoffs, intercompany sales, purchases, or other corporate transactions (collectively, the "Restructuring Transactions"). The Reorganized Debtors will fund distributions under the Plan with Cash held on the Effective Date by or for the benefit of the Debtors or Reorganized Debtors, including Cash from operations, the New Common Equity, and the Exit Facility Loans. "Credit Facility Claim" means any Claim arising under the Credit Agreement, including any Claim on account of the "Obligations" (as defined in the Credit Agreement) under the Credit Agreement. Counsel to the Debtors: Brian S. Hermann, Esq. John T. Weber, Esq. Alice Nofzinger, Esq. PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP 1285 Avenue of the Americas New York, New York 10019 Telephone: (212) 373-3000 Facsimile: (212) 757-3990 - and - Pauline K. Morgan, Esq. Andrew L. Magaziner, Esq. Katelin A. Morales, Esq. Timothy R. Powell, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, Delaware 19801 Telephone: (302) 571-6600 Facsimile: (302) 571-1253 About Footprint Power Salem Harbor Development LP Salem Harbor Power Development LP, f/k/a Footprint Power Salem Harbor Development LP (DevCo), owns and operates a 674 MW natural gas-fired combined-cycle electric power plant located in Salem, Massachusetts.Â The Facility, located along Salem Harbor, is a more efficient and environmentally responsible replacement of a previous coal-fired power plant located at the same site. Salem Harbor Power Development LP, f/k/a Footprint Power Salem Harbor Development LP (DevCo), and its debtor-affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 22-10239) on March 23, 2022.Â In the petition signed by John R. Castellano, chief restructuring officer, Devco disclosed up to $1 billion in both assets and liabilities.Â DevCo is the only Debtor with business operations. Other than DevCo, each Debtor's assets consist solely of its membership or partnership interests, as applicable, in its subsidiaries. Paul, Weiss, Rifkind, Wharton and Garrison LLP and Young Conaway Stargatt and Taylor, LLP represent the Debtor as counsel, Alixpartners as financial advisor, Prime Clerk LLC as claims, noticing, solicitation and administrative agent, Houlihan Lokey Capital, Inc. as investment banker. MUFG Union Bank, N.A., as agent to the prepetition lenders, retained Mayer Brown LLP, as primary counsel; Potter Anderson & Corroon LLP, as Delaware counsel; Goodwin Procter LLP, as Massachusetts counsel; and PJT Partners LP, as financial advisor. SAVANNAH CAPITAL: October 6 Plan Confirmation Hearing Set --------------------------------------------------------- Savannah Capital, LLC filed with the U.S. Bankruptcy Court for the Middle District of Florida a Disclosure Statement and Plan. On August 15, 2022, Judge Catherine Peek McEwen conditionally approved the Disclosure Statement and ordered that: * Oct. 6, 2022 at 3:00 pm in Tampa, FL − Courtroom 8B, Sam M. Gibbons United States Courthouse, 801 N. Florida Avenue is the hearing on confirmation of the Plan. * Any written objections to the Disclosure Statement shall be filed with the Court and served no later than 7 days prior to the date of the hearing on confirmation. * Parties in interest shall submit to the Clerk's office their written ballot accepting or rejecting the Plan no later than 8 days before the date of the Confirmation Hearing. * Objections to confirmation shall be filed with the Court and served no later than 7 days before the date of the Confirmation Hearing. A copy of the order dated August 15, 2022, is available at https://bit.ly/3CfU0wV 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. SEARS HOLDINGS: Creditors Can Get Payday on New Settlement ---------------------------------------------------------- Eddie Lampert of Home Textile Today reports that although the payouts may be relatively meager, some relief could be coming for suppliers left holding the bag when Sears Holdings filed for bankruptcy four years ago. Sears Holdings and its one-time creditors said they have reached a settlement, according to multiple reports. The $175 million settlement arose from a suit against former CEO and majority owner Eddie Lampert and other investors, who plaintiffs accused of steadily stripping assets from the company in the years preceding its Chapter 11 filing. The settlement requires approval from the federal bankruptcy court. Retail Dive reports the Sears Holding settlement would be funded through three entities: $125.6 million from insurers, $41.9 million from the defendants and $7.5 million from shareholding funds. What remains of Sears Holdings was acquired by Lampert-controlled Transformco in 2019. Although e-commerce operations continue, there are fewer than two dozen Sears and Kmart stores locations in operations today. About Sears Holdings Corp. Sears Holdings Corporation -- http://www.searsholdings.com/-- began as a mail ordering catalog company in 1887 and became the world's largest retailer in the 1960s. At its peak, Sears was present in almost every big mall across the U.S., and sold everything from toys and auto parts to mail-order homes. Sears claims to be a market leader in the appliance, tool, lawn and garden, fitness equipment, and automotive repair and maintenance retail sectors. Sears and Kmart merged to form Sears Holdings in 2005 when they had 3,500 US stores between them. Kmart emerged in 2005 from its own bankruptcy. Unable to keep up with online stores and other brick-and-mortar retailers, a long series of store closings left it with 687 retail stores in 49 states, Guam, Puerto Rico, and the U.S. Virgin Islands as of mid-October 2018. At that time, the Company employed 68,000 individuals. As of Aug. 4, 2018, Sears Holdings had $6.93 billion in total assets against $11.33 billion in total liabilities. Unable to cover a $134 million debt payment due Oct. 15, 2018, Sears Holdings Corporation and 49 subsidiaries sought Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 18-23538) on Oct. 15, 2018. The Hon. Robert D. Drain is the case judge. The Debtors tapped Weil, Gotshal & Manges LLP as legal counsel; M-III Partners as restructuring advisor; Lazard Freres & Co. LLC as investment banker; DLA Piper LLP as real estate advisor; and Prime Clerk as claims and noticing agent. The U.S. Trustee for Region 2 appointed nine creditors, including the Pension Benefit Guaranty Corp., and landlord Simon Property Group, L.P., to serve on the official committee of unsecured creditors. The committee tapped Akin Gump Strauss Hauer & Feld LLP as legal counsel; FTI Consulting as financial advisor; and Houlihan Lokey Capital, Inc. as investment banker. The U.S. Trustee for Region 2 on July 9, 2019, appointed five retirees to serve on the committee representing retirees with life insurance benefits in the Chapter 11 cases. * * * In February 2019, Bankruptcy Judge Robert Drain authorized Sears Holdings approval to sell the business to majority shareholder and CEO Eddie Lampert for approximately $5.2 billion. Lampert's ESL Investments, Inc., won an auction to acquire substantially all of Sears' assets, including the "Go Forward Stores" on a going-concern basis. The proposal allowed 425 stores to remain open and provided ongoing employment to 45,000 employees. The new parent is Transform SR Brands LLC, doing business as Transformco, referred to as "New Sears". Transform is an American privately held company formed on Feb. 11, 2019, to acquire some of the assets of Sears Holdings Corporation. The new company is owned by Eddie Lampert's ESL Investments. STAGWELL INC: S&P Upgrades ICR to 'BB-' on Improving Leverage ------------------------------------------------------------- S&P Global Ratings raised its ratings on U.S.-based advertising and marketing services provider Stagwell Inc., including the issuer credit rating, to 'BB-' from 'B+'. The stable outlook reflects S&P's expectations that Stagwell's S&P Global Ratings'-adjusted leverage reaches the high-3x area in 2022 and improves to the mid-3x area in 2023 with support from favorable demand for its digital advertising and advocacy consulting services, gross EBITDA margins of at least 17%, and FOCF/debt near 15%. S&P said, "We expect Stagwell's S&P Global Ratings'-adjusted leverage to decline to the high-3x area in 2022 because of better-than-expected revenue growth and solid EBITDA generation. The upgrade reflects the company's better-than-expected year to date performance and our forecast for a strong second half of 2022. We expect this will cause the company's adjusted leverage to fall below our 4.25x upgrade threshold for the 'B+' rating. The company's net organic revenue growth has been robust with 24% growth in the first quarter and 16% growth in the second quarter after integrating MDC Partners and Stagwell Marketing Group assets, as well as favorable trends in digital advertising and political revenues. We expect this performance will likely continue in the back half of 2022, resulting in total gross revenues, inclusive of acquisitions and billable costs, reaching $2.8 billion. In addition, we expect the company will generate solid EBITDA with S&P Global Ratings'-adjusted gross EBITDA margins around 17%. Combined with substantial cash flow generation in the back half of 2022, we estimate the company's leverage will likely end the year in the high-3x area and will likely decline further in 2023 to the mid-3x area. While we do not explicitly forecast dramatic economic headwinds or a significant advertising recession in our base-case forecast, we believe the pace at which the company's credit metrics will improve should provide substantial headroom below the 4.25x leverage downgrade threshold for the 'BB-' issuer credit rating. "The stable outlook reflects our expectations that Stagwell's S&P Global Ratings'-adjusted leverage reaches the high-3x area in 2022 and improves to the mid-3x area in 2023. We expect favorable demand for its digital advertising and advocacy consulting services, gross EBITDA margins of at least 17%, and FOCF to debt around 15% will support this metric. "We could lower the rating over the next 12 months if the company's leverage remains above 4.25x on a sustained basis due to poor EBITDA generation, lower-than-expected cash flows, or substantially growing acquisition liabilities. This scenario could occur if the company is unable effectively compete with its industry peers, suffers from intense price competition from competitors, loses substantial contracts with key clients, or pursues substantially leveraging transactions." S&P could raise the rating over the next 12 months if Stagwell: -- Achieves greater-than-expected organic revenue growth and increases its global reach such that it makes material progress in improving its exposure to large global contracts; -- Lowers and maintains leverage below 3.5x through increasing EBITDA generation, good cash flow, and controlling its acquisition liabilities; and -- FOCF to debt improves to above 15%, which will comfortably cover annual acquisition obligations, share repurchases, and payments to minority interests. ESG Credit Indicators: E-2, S-2, G-2 STONERIDGE INC: S&P Downgrades ICR to 'B+', Outlook Negative ------------------------------------------------------------ S&P Global Ratings lowered the issuer credit rating on Stoneridge Inc. to 'B+' from 'BB-'. S&P's negative outlook reflects its view that Stoneridge's elevated debt to EBITDA over the next 12 months near 5x and negative FOCF through 2023 could warrant at least a 1-in-3 chance of a downgrade if end-market volumes do not stabilize and margin recovery is slower than forecast. Ongoing end-market volatility amid rising inflation has weakened Stoneridge's performance over the last two years, and we expect this will continue over the next year, limiting the pace of margin recovery. Passenger and commercial automakers have endured multiple quarters of choppy production since the onset of the COVID-19 pandemic in 2020 and subsequent supply chain disruptions stemming from chip shortages and higher inflation. This has led to lower sales volumes, manufacturing inefficiencies, and Stoneridge management revising its guidance for 2022. In addition to the top-line volatility, inflation has led us to forecast EBITDA margins of 4%-4.5% in 2022 versus 5%-6% previously, with modest recovery thereafter. S&P expects these conditions to continue into the first half of 2023, resulting in debt to EBITDA of 4.5x-5x in 2022 and modestly negative FOCF. S&P said, "Negative FOCF in 2022 is primarily a function of tighter EBITDA margins and investment in working capital, which we forecast will represent a roughly $20 million-$30 million outflow in 2022 as Stoneridge replenishes inventory in an inflationary environment and higher investment in receivables to support sales growth. In the first half, the company largely financed its over $30 million of FOCF deficits with cash from its balance sheet, which decreased to $40.7 million as of June 30 from $85.5 million at year-end 2021. "Our negative outlook reflects our view that Stoneridge's elevated debt to EBITDA over the next 12 months near 5x and negative FOCF through 2023 could warrant at least a 1-in-3 chance of a downgrade if end-market volumes do not stabilize and margin recovery is slower than forecast." S&P could lower its rating on Stoneridge over the next 12 months if: -- Debt to EBITDA remained above 5x on a sustained basis; or -- FOCF to debt was consistently below 5%. These conditions could occur if end market volatility with key customers continued or there were delays in realizing on commercial cost recoveries to offset inflationary pressures. S&P could also lower the ratings if a covenant breach appeared likely over the next 12 months and we did not believe the company could get a waiver from its lenders. S&P could revise its outlook to stable on Stoneridge if: -- Debt to EBITDA sustainably remains below 4x; and -- FOCF to debt increases to 5%-10% on a sustained basis. Stoneridge could achieve these metrics with improved end-market conditions over the next 12 months and a rebound in its EBITDA margin. ESG credit indicators: E-3, S-2, G-2 S&P said, "Environmental factors are a moderately negative consideration in our credit analysis of Stoneridge because some products in its control devices segment (20%-25% of sales) face displacement risk from electrification. In addition, its ability to offset potential losses in its fuel line business largely depends on it expanding the volume of content per vehicle in its electronics and MirrorEye connectivity segments. A faster-than-expected transition to battery electric vehicles, coupled with the slow adoption of the company's products, represents a modest downside risk." TEXAS MADE SPORTS: Exclusivity Period Extended to Nov. 15 --------------------------------------------------------- Texas Made Sports Development, Inc. obtained a court order extending its exclusivity periods to file a Chapter 11 plan to Nov. 15 and solicit acceptances from creditors to Jan. 14 next year. The ruling by Judge H. Christopher Mott of the U.S. Bankruptcy Court for the Western District of Texas allows the company to pursue a plan to exit bankruptcy without the threat of a competing plan while it attempts to resolve the litigation involving iSports Cedar Park, Ltd. over the ownership of a large portion of its assets. "The additional time requested will allow [Texas Made Sports] to resolve the dispute with iSports, which will aid in framing a Chapter 11 plan," said the company's attorney, Jamie Kirk, Esq., at Hayward, PLLC. About Texas Made Sports Development Texas Made Sports Development, Inc., owns and operates an ice facility in Austin, Texas, for figure skaters, hockey fans, and kids' camps. Texas Made Sports Development filed a petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Texas Case No. 22-10172) on March 18, 2022. In the petition signed by Ryan Raya, president, the Debtor disclosed up to $50 million in assets and up to $10 million in liabilities. Judge H. Christopher Mott oversees the case. The Debtor tapped Hayward, PLLC as legal counsel and Pittenger CPA, PC as bookkeeper and accountant. USA GYMNASTICS: Liberty Owes $2.2 Mil. for Nassar Defense --------------------------------------------------------- Liberty Insurance Underwriters Inc. remains liable for nearly $2.2 million in defense costs incurred by its policyholder USA Gymnastics defending claims related to abuse perpetrated against female gymnasts by Larry Nassar, after the Seventh Circuit Tuesday affirmed the USAG is entitled to a presumption that the fees were reasonable and necessary. Larry Nassar, who was affiliated with nonprofit USAG, sexually assaulted hundreds of female athletes. After Nassar's conduct came to light, USAG faced many lawsuits and multiple investigations. USAG and its insurers, including Liberty Insurance Underwriters, Inc., litigated questions about insurance coverage in an adversary proceeding before a bankruptcy court. In a previous appeal, among other rulings, the 7th Circuit affirmed the decision that Liberty had a duty to defend USAG. There were also ancillary disputes over the amount of attorneys' fees that Liberty owed USAG. While the first appeal remained pending, USAG sought to enforce the order entitling it to reimbursement. Liberty resisted, asserting that large portions of the fees USAG claimed were not reasonable and necessary. After a bench trial, the bankruptcy court recommended that the district court award USAG nearly all the re- quested fees. The district court agreed, so it adopted most of the bankruptcy court’s findings and conclusions and entered judgment for USAG. Liberty appeals. "The bankruptcy and district courts correctly concluded that USAG was entitled to a presumption that the fees it incurred were reasonable and necessary. Liberty must therefore rebut the presumption by showing that various portions of the fees did not meet that standard. Because Liberty fails to do so, we affirm," the 7th Circuit said in its final opinion. "In adjudicating this fee dispute, the bankruptcy court concluded that the Thomson presumption applied despite Liberty's challenges to the nature of USAG's supervision of outside counsel and the proportion of fees paid by USAG. That ruling adhered to both Thomson and the Seventh Circuit authority it adopted. The particular form of supervision for which Liberty advocates is not a prerequisite for the presumption that attorneys' fees are reasonable and necessary, and neither is the policyholder's full payment of all the fees it incurred." "The special circumstances that Liberty identifies also do not categorically preclude the presumption’s application. Rather, the bankruptcy and district courts were within their discretion to conclude it applied, subject to limited exceptions. Finally, Liberty failed to rebut the presumption by showing any portion of the fees was not reasonable and necessary." A copy of the 7th Circuit Aug. 16, 2022 opinion is available at http://media.ca7.uscourts.gov/cgi-bin/rssExec.pl?Submit=Display&Path=Y2022/D08-16/C:21-2914:J:Brennan:aut:T:fnOp:N:2918495:S:0 About USA Gymnastics USA Gymnastics -- https://www.usagym.org/ -- is a not-for-profit organization incorporated in Texas. Based in Indianapolis, Indiana, USAG's organization encompasses six disciplines: women's gymnastics, men's gymnastics, trampoline and tumbling, rhythmic gymnastics, acrobatic gymnastics, and group gymnastics. USAG provides educational opportunities for coaches and judges, as well as gymnastics club owners and administrators, and sanctions approximately 4,000 competitions and events throughout the United States annually. More than 200,000 athletes, professionals, and clubs are members of USAG. USAG sets the rules and policies that govern the sport of gymnastics in the United States, including selecting and training the United States gymnastics teams for the Olympics and World Championships. As of the Petition Date, USAG employs 53 individuals, nearly all of whom work for USAG full time. USA Gymnastics sought Chapter 11 protection (Bankr. S.D. Ind. Case No. 18-09108) on Dec. 5, 2018. USAG estimated $50 million to $100 million in assets and the same range of liabilities as of the bankruptcy filing. The Hon. Robyn L. Moberly is the case judge. USAG tapped JENNER & BLOCK LLP as counsel; ALFERS GC CONSULTING, LLC and SCRAMBLE SYSTEMS, LLC, as business consulting services providers; and OMNI Management Group, Inc., as claims agent. VPR BRANDS: Posts $74K Net Income in Second Quarter --------------------------------------------------- VPR Brands, LP filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q disclosing net income of $73,733 on $920,705 of revenues for the three months ended June 30, 2022, compared to net income of $264,786 on $1.71 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 $73,508 on $1.98 million of revenues compared to net income of $163,135 on $2.96 million of revenues for the same period in 2021. As of June 30, 2022, the Company had $1.26 million in total assets, $3.45 million in total liabilities, and a total partners' deficit of $2.19 million. VPR Brands said, "The Company plans to pursue equity funding to expand its brand. Through equity funding and the current operations, including the acquisition of the Vapor line of business, the Company expects to meet its current capital needs. There can be no assurance that additional capital will be available to us, or that, if available, it will be on terms satisfactory to us. Any additional financing may involve dilution to our shareholders. In the alternative, additional funds may be provided from cash flow in excess of that needed to finance our day-to-day operations, although we may never generate this excess cash flow. If we do not raise additional capital or generate additional funds, implementation of our plans for expansion will be delayed. If necessary we may withdraw from certain growth strategies to conserve cash for continued operations." The Company had an accumulated deficit of $10,288,507 and negative working capital of $1,807,934 as of June 30, 2022. As of June 30, 2022, the Company had approximately $5,506 in cash and cash equivalents, which will not be sufficient to fund the operations and strategic objectives of the Company over the next twelve months from the date of issuance of these financial statements. The Company said these factors raise substantial doubt regarding the Company's ability to continue as a going concern. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/0001376231/000121390022048042/f10q0622_vprbrandslp.htm 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. VTV THERAPEUTICS: Incurs $3.2 Million Net Loss in Second Quarter ---------------------------------------------------------------- vTv Therapeutics Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss attributable to the company of $3.15 million on $9,000 of revenue for the three months ended June 30, 2022, compared to a net loss attributable to the company of $608,000 on $9,000 of revenue for the three months ended June 30, 2021. For the six months ended June 30, 2022, the Company reported a net loss attributable to the company of $10.16 million on $2.01 million of revenue compared to a net loss attributable to the company of $4.85 million on $996,000 of revenue for the six months ended June 30, 2021. As of June 30, 2022, the Company had $36.99 million in total assets, $29.60 million in total liabilities, $15.92 million in redeemable noncontrolling interest, and a total stockholders' deficit of $8.53 million. The Company's cash position as of June 30, 2022, was $17.9 million compared to $13.4 million as of Dec. 31, 2021. vTv Therapeutics said, "Based on our current operating plan, we may use the remaining availability of $37.3 million under our Sales Agreement with Cantor Fitzgerald pursuant to which we could offer and sell, from time to time, shares of our Class A common stock under the ATM Offering and our ability to sell approximately 9.4 million shares of Class A common stock to Lincoln Park pursuant and subject to the limitations of the LPC Purchase Agreement. However, the ability to use these sources of capital is dependent on a number of factors, including the prevailing market price of and the volume of trading in our Class A common stock. These factors raise substantial doubt about our ability to continue as a going concern." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1641489/000164148922000008/vtvt-20220630.htm About vTv Therapeutics vTv Therapeutics Inc. is a clinical-stage biopharmaceutical company focused on developing oral small molecule drug candidates. vTv has a pipeline of clinical drug candidates led by programs for the treatment of type 1 diabetes, Alzheimer's disease, and inflammatory disorders. vTv's development partners are pursuing additional indications in type 2 diabetes, chronic obstructive pulmonary disease (COPD), and genetic mitochondrial diseases. vTv Therapeutics reported a net loss attributable to the company of $12.99 million for the year ended Dec. 31, 2021, a net loss attributable to the company of $8.50 million for the year ended Dec. 31, 2020, and a net loss attributable to the company of $13.04 million for the year ended Dec. 31, 2019. As of March 31, 2022, the Company had $20.19 million in total assets, $13.91 million in total liabilities, $14.37 million in redeemable noncontrolling interest, and a total stockholders' deficit attributable to the company of $8.09 million. Raleigh, North Carolina-based Ernst & Young LLP, the Company's auditor since 2000, issued a "going concern" qualification in its report dated March 29, 2022, citing that the Company has not generated any product revenue, has not achieved profitable operations, has insufficient liquidity to sustain operations and has stated that substantial doubt exists about the Company's ability to continue as a going concern. VTV THERAPEUTICS: Names Jonathan Isaacsohn as Board Chair, Director ------------------------------------------------------------------- The Board of Directors of vTv Therapeutics Inc., upon recommendation of the Nominating and Corporate Governance Committee of the Board, appointed Dr. Jonathan Isaacsohn as a member and chair of the Board, effective immediately. Dr. Isaacsohn will serve a term through the date of the next annual meeting of the Company's stockholders. As Aug. 15, 2022, Dr. Isaacsohn has not been appointed to serve on any Committee of the Board. The Board has determined that Dr. Isaacsohn qualifies as an independent director as required by the rules of the NASDAQ Capital Market. Dr. Isaacsohn was appointed to the Board pursuant to the previously announced common stock and warrant purchase agreement, dated as of July 22, 2022, between the Company, CinPax, LLC and CinRx Pharma, LLC. Dr. Isaacsohn is the president and chief executive officer of CinRx Pharma, LLC, a position he has held since October 2015. Dr. Isaacsohn has over 25 years of experience in clinical medicine and drug development of multiple product candidates for both biotech and pharmaceutical companies, with activities ranging from protocol design and execution of multi-center, global clinical trials through to submissions of marketing applications to different regulatory authorities. Prior to joining CinRx Pharma, LLC, Dr. Isaacsohn served as chief medical officer of Israel-based Teva Pharmaceutical Industries Ltd. Dr. Isaacsohn will receive annual cash and equity compensation as independent Chairman, including an annual cash payment of $70,000, and an annual equity grant of 50,000 options following each annual meeting of the Company's stockholders. Dr. Isaacsohn will also receive a grant of 50,000 options upon appointment. All directors are also reimbursed for their out-of-pocket expenses incurred in connection with their service. The Company expects Dr. Isaacsohn to enter into the standard director and executive officer indemnification agreement that it has with its directors and executive officers. About vTv Therapeutics vTv Therapeutics Inc. is a clinical-stage biopharmaceutical company focused on developing oral small molecule drug candidates. vTv has a pipeline of clinical drug candidates led by programs for the treatment of type 1 diabetes, Alzheimer's disease, and inflammatory disorders. vTv's development partners are pursuing additional indications in type 2 diabetes, chronic obstructive pulmonary disease (COPD), and genetic mitochondrial diseases. vTv Therapeutics reported a net loss attributable to the company of $12.99 million for the year ended Dec. 31, 2021, a net loss attributable to the company of $8.50 million for the year ended Dec. 31, 2020, and a net loss attributable to the company of $13.04 million for the year ended Dec. 31, 2019. As of March 31, 2022, the Company had $20.19 million in total assets, $13.91 million in total liabilities, $14.37 million in redeemable noncontrolling interest, and a total stockholders' deficit attributable to the company of $8.09 million. Raleigh, North Carolina-based Ernst & Young LLP, the Company's auditor since 2000, issued a "going concern" qualification in its report dated March 29, 2022, citing that the Company has not generated any product revenue, has not achieved profitable operations, has insufficient liquidity to sustain operations and has stated that substantial doubt exists about the Company's ability to continue as a going concern. WISECARE LLC: Unsecureds Will Get 5 Cents on Dollar in Plan ----------------------------------------------------------- WiseCare, LLC and Perry Weisman and Maryrose Weisman submitted a Fourth Amended Joint Chapter 11 under Subchapter V dated August 16, 2022. During the term of this Plan, the Debtors shall submit their Projected Disposable Income (or value of such Projected Disposable Income) necessary for the performance of this Plan to the Subchapter V Trustee. Due to market factors and in consideration of the Weismans' personal wellbeing, the Debtors are pursuing a sale of their assets to fund some, or all, of the Projected Disposable Income due under the Plan. The term of this Plan begins on the Effective Date and ends on the last day of the 36th month subsequent to that date, or such earlier date upon which the Debtors complete all payments due under the Plan. The value of the property to be distributed under the Plan during the term of the Plan is not less than the Debtors' Projected Disposable Income for that same period. Unsecured creditors holding allowed claims will receive distributions, which the Debtors have valued at approximately 5 cents on the dollar. The Plan also provides for the payment of secured, administrative, and priority claims in accordance with the Bankruptcy Code. Excess Proceeds from the Sale of Assets. Should the proceeds from the sale of the WiseCare assets be in excess of the amounts needed to satisfy the remaining balance of the Stearns Bank combined Cramdown Amounts of $900,000 and the other claimants to be paid from the sale (broker commission, equipment lienholders cramdown amounts, administrative claims, assumed lease cure amounts, and tax liabilities), such exceed proceeds shall be paid to Stearns Bank. Class XII consists of the Allowed Unsecured Claims against WiseCare only in the amount of $122,498.07. Payment from remainder of Projected Disposable Income over 36 months, or $20,000/year for 3 years; paid pro rata, This Class is impaired. Class XIII consists of the Allowed Unsecured Claims against Weismans only in the amount of $255,528.96. Payment from remainder of Projected Disposable Income over 36 months, or $20,000/year for 3 years; paid pro rata. This Class is impaired. This Plan is premised upon the substantive consolidation of the Debtors' respective bankruptcy estates. The Debtors submit that their assets and debts are sufficiently intertwined to warrant substantial consolidation of their estates, which will recognize the reality of the Debtors' intertwined obligations. A full-text copy of the Fourth Amended Plan dated August 16, 2022, is available at https://bit.ly/3QWLjf0 from PacerMonitor.com at no charge. Counsel for Debtors: Joseph Selba, Esq. Tydings & Rosenberg, LLP 1 East Pratt Street, Suite 901 Baltimore, MD 21202 Telephone: (410) 752-9700 Email: jselba@tydingslaw.com About WiseCare LLC WiseCare, LLC offers a variety of diagnostic and treatment services for the urgent care needs of patients of all ages. Severn, Md.-based WiseCare filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Md. Case No. 21-17794) on Dec. 14, 2021, listing $100,000 to $500,000 in assets and $1 million to $10 million in liabilities. Perry Weisman, its owner, signed the petition. Joseph Selba, Esq., at Tydings & Rosenberg, LLP serves as the Debtor's legal counsel. Judge David E. Rice oversees the case. Stearns Bank NA, as lender, is represented by Robert B. Scarlett, Esq., at Scarlett & Croll, P.A. [] Financial Advisors Are Not the Enemy: Three New Perspectives --------------------------------------------------------------- By Ken Yager, President, Newpoint Advisors As someone billed as a small-business "turnaround expert," you get used to seeing this look on a business owner's face when you are first introduced. Contrary to what they say in The Godfather, it's not just business; it is personal. A business owner will look at you with a mixture of fear, skepticism, and anger. He or she is the entrepreneur who has poured their heart and soul into a business for years. This person came up with the idea. They studied the market. They convinced investors and lenders to take a chance on their idea. There is no way that some consultant fresh from the airport could know all that they -- the business owner -- knows about their business. And they are right. For a special asset manager at a bank or another creditor deeply exposed to this troubled business, a turnaround consultant can seem like an additional risk. You've already got a struggling business, now you must calculate whether another team member can reduce the risk of failure or simply add overhead that causes the business to fail faster or eats up the remaining assets. As someone who for 30+ years has helped struggling businesses succeed and secured creditors more assets when businesses don't succeed, I think I have a unique perspective on what good advisors know about struggling businesses and what businesses, creditors, and advisors need to know about each other. First, everybody needs to know that small business owners are problem solvers. Their business is often the result of them having identified a gap in the market and then devising a solution to it: their business. Having the mindset of a problem solver is really valuable when you are starting a business. But not all problems are the same. As a business owner, the problem you identified and set out to solve is different from the one you are facing right now. The skills that got you to this point are not the same skills you need to get out of this mess. "Being in a distressed business is like being lost in the jungle. In those situations, you need a guide. Newpoint's Turnaround team was our guide," according to B. Allen, Falkor Group, a Newpoint client. As a turnaround advisor, I'm not here to point out mistakes. Frankly, I know you are justifiably proud of what you accomplished. I know you had a great idea, otherwise we wouldn't even be having this conversation. But something happened that wasn't in your plan and my role is to help you figure out the solution to this new problem. And that's my problem-solving expertise. "We were able to get a debt raise from lenders because of Newpoint," another client, a Midwestern agriculture retailer, says. Second, consultants and creditors need to understand that business owners are optimists, and that can be a hurdle. People who start businesses believe in themselves. They had to overcome adversity to start their business. Adversity doesn't scare them. But adversity scares people who are facing risk and who are not in control. They are the passengers in the business owner's race car. As a business owner you are asking your creditors to come along for the ride. You are asking them to trust you. And if your business is shaky, don't be surprised if their confidence in you is too. Third, a potential advisor needs to understand and respect the nature of the skepticism that greets them and be able to demonstrate their value. If you have a highly structured approach that addresses the types of issues businesses of similar size have encountered, you will have a lot more credibility. At Newpoint, we've established that track record and we've created a suite of services into easily categorized bundles, so business owners and creditors can understand exactly what they are getting when they hire us. We are specific about services such as securing inventory and communicating with employees and stakeholders. We have a proven system of cash-flow management that we can walk a client through. And we can give them realistic expectations. Just last year we were referred to a lender with a top 200 US commercial bank. "I have been doing this for 25 years and I have never used a consultant," C. Rudolph, a senior banker at this firm, flat out told us. But after showing the banker issues we identified that substantially lowered the value of his collateral, we were able to quickly organize an auction that maximized his recovery by reducing expenses. Now that lender who had never used a consultant before is a valuable referral source. Clarity in the services you offer as a consultant and a proven track record are essential in helping entrepreneurs and their creditors overcome their resistance to adding consultants to their turnaround team. Clarity in the services and clarity in your return on investment are what is key. With Newpoint Advisors Corporation for example on average, clients see a 2,700%. (Yes, really.) Return on their investment. For every dollar paid to Newpoint on average a client will receive at least $27. In short, it's necessary to view turnaround consultants with a certain level of skepticism. But, keep an open mind, they should be able to show you real value for their services. Turnaround consultants aren't the enemy; in fact, we can be an extremely valuable asset during a time when assets may be hard to find. About the Author Ken Yager founded Newpoint Advisors Corporation in 2013. Since then, Newpoint has recovered $805 million in debt for lenders and saved over 9,971 jobs for small businesses. ********* 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. 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