/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/220831.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, August 31, 2022, Vol. 26, No. 242 Headlines 511 LOGISTICS: Seeks Approval to Hire LB Tax as Tax Preparer ADVANTAGE MANAGEMENT BEAVER: Exclusivity Period Extended to Oct. 4 AERKOMM INC: Incurs $2.7 Million Net Loss in Second Quarter AFFORDABLE CONCRETE: Subchapter V Plan Confirmed by Judge AGWAY FARM: Committee Taps FTI Consulting as Financial Advisor AHERN RENTALS: S&P Upgrades ICR to 'CCC-' on Cancelled Exchange AMERICAN CRYOSTEM: Incurs $402K Net Loss in Third Quarter ANI PHARMACEUTICALS: S&P Alters Outlook to Stable, Affirms B+ ICR ARTERA SERVICES: Moody's Cuts CFR to Caa1, Outlook Stable ASTROTECH CORP: Schedules Annual Meeting for Nov. 15 BARNSTORM RESOURCES: Taps Weycer Kaplan Pulaski & Zuber as Counsel BAUSCH + LOMB: Fitch Keeps B+ IDR on Rating Watch Evolving BAUSCH HEALTH: Fitch Keeps 'B-' Long-Term IDR on Watch Negative BESTWALL LLC: Wins Asbestos Trust Records Subpoena Appeal BMW NATIONWIDE: Unsecureds to Recover 100% in Subchapter V Plan BOY SCOUTS: Insurers Unmoved by Proposed Chapter 11 Changes BROWNIE'S MARINE: Posts $329K Net Loss in Second Quarter BSPV-PLANO LLC: Hires American Global as Insurance Consultant BURTS CONSTRUCTION: Court OKs Interim Cash Collateral Access BVM THE BRIDGES: PCO Says Patient Care Remains Acceptable CALIFORNIA LAW CENTER: Files for Chapter 11 Bankruptcy CAN B CORP: Incurs $1.6 Million Net Loss in Second Quarter CASH DEVELOPMENT: Seeks Cash Collateral Access CC HILLCREST: Seek to Hire Matthews Shiels as Special Counsel CELSIUS NETWORK: Trust Company Won't Turn Over $17M in Assets CINEMA SQUARE: Amends Wilmington Trust Secured Claim Pay Details CITE LLC: Sub V Trustee Has Cash Collateral Access Thru Oct 2 CITIUS PHARMACEUTICALS: Incurs $8.9-Mil. Net Loss in Third Quarter CLEAN ENERGY: Incurs $79.9 Million Net Loss in Second Quarter CLEARWATER PAPER: S&P Alters Outlook to Positive, Affirms BB- ICR COAL NETWORK: Wins Interim Cash Collateral Access COASTAL LANDFILL: Seeks Cash Collateral Access COLEMAN COMMERCIAL: Restaurant Sale Proceeds to Fund Plan Payments CROWN COMMERCIAL: Court OKs Interim Cash Collateral Access CUENTAS INC: Co-Founders to Serve as Interim CEO, President DELUXE CORP: S&P Alters Outlook to Negative, Affirms 'B+' ICR DOMUS BWW: Gets Additional Time to File Chapter 11 Plan E-BOX LLC: Hits Chapter 11 Bankruptcy Protection ENDO INT'L: Paid Key Execs $55.5M in Bonuses Prior to Bankruptcy EYE INNOVATIONS: Unsecureds Will Get 4.5%-5% in Subchapter V Plan FEI HUANG: Has Court OK to Use $3,964 in Cash Collateral FIRST TO THE FINISH: Seeks to Tap A Bankruptcy Law Firm as Counsel FREE SPEECH: Appointment of Tort Claimants' Committee Sought FREE SPEECH: In Talks to Resume Defamation Trial in Connecticut FUSE GROUP: Sells $50K Convertible Note to Liu Marketing GENESIS ENERGY: S&P Affirms 'B' ICR, Outlook Stable GIGA-TRONICS INC: Armanino LLP Quits as Auditor GPMI CO: Gets Additional Time to File Chapter 11 Plan GREEN ENERGY: Seeks Cash Collateral Access HANJRA TRUCKING: Case Summary & 20 Largest Unsecured Creditors HARDIN TRUCKING: U.S. Trustee Appoints Creditors' Committee HEALTHIER CHOICES: Has 4-Point Plan to Increase Shareholder Value HOYOS INTEGRITY: Exclusivity Period Extended to Nov. 17 I-70 PROPERTIES: Bid to Use Cash Collateral Denied as Moot IAMGOLD CORP: Moody's Cuts CFR to B3 & Alters Outlook to Negative INTERIOR COMMERCIAL: Seeks to Hire Fuller Law as Legal Counsel INTERMEDIA HOLDINGS: S&P Affirms 'B-' ICR, Alters Outlook to Neg. ION GEOPHYSICAL: First Amended Joint Plan Confirmed by Judge IONIX TECHNOLOGY: Cheng Li Named as Interim CFO JASPER PELLETS: Seeks to Hire FTI Capital as Investment Banker JNS LLC: Taps Caddell Reynolds Law Firm as Bankruptcy Counsel KALBARRI AUSTRALIA: Files for Chapter 11 Bankruptcy KAYA HOLDINGS: Posts $3.1 Million Net Income in Second Quarter KOD GLOBAL: Exclusivity Period Extended to Dec. 28 LASHLINER INC: Wins Cash Collateral Access Thru Sept 12 LEGACY POOLS: Case Summary & 13 Unsecured Creditors LEVEL FOUR ORTHOTICS: Case Summary & 20 Top Unsecured Creditors LIFETIME BRANDS: S&P Alters Outlook to Negative, Affirms 'B+' ICR MAGNOLIA OFFICE: Seeks Cash Collateral Access for 3 Months MENACHEM LAND: SARE Files Chapter 11 Case MINERVA RESOURCES: U.S. Trustee Appoints Creditors' Committee MIRACLE CENTER: Case Summary & Two Unsecured Creditors MIRION TECHNOLOGIES: S&P Alters Outlook to Stable, Affirms 'B' ICR MOUNTAIN RECOVERY: Seeks Approval to Hire SL Biggs as Accountant MUSCLEPHARM CORP: CFO Eric Chin Resigns MUSCLEPHARM CORP: Delays Filing of Form 10-Q for Second Quarter MUSCLEPHARM CORP: To Restate Previously Issued Financial Statements MV TRUCKING: Cash Collateral Access, DIP Loan Win Court OK NATURALSHRIMP INC: Sells $5 Million Promissory Note to Investor NEPHROS INC: Chief Commercial Officer to Quit Next Month NEXTPLAY TECHNOLOGIES: NextBank-Alphabit Collaboration Completed NINETY-FIVE MADISON: Seeks to Hire Branton Realty as Broker OSG GROUP: Amends First Lien & Unsecured Claims Pay Details OSG GROUP: Gets OK to Hire Stretto as Claims and Noticing Agent OSG GROUP: Seeks to Hire Bayard PA as Bankruptcy Co-Counsel OSG GROUP: Seeks to Hire Evercore as Investment Banker OSG GROUP: Seeks to Hire FTI Consulting as Financial Advisor OSG GROUP: Seeks to Hire Stretto Inc as Administrative Advisor PACIFIC GREEN: Incurs $3.3 Million Net Loss in First Quarter PECO ELECTRIC: Taps Country Boys Auction & Realty as Appraiser PECO ELECTRIC: Taps Gillespie & Murphy as Legal Counsel PHI GROUP: To Acquire Majority Interest in Vietnam's Van Phat POMPANO SENIOR: Seeks to Hire Edward F. Holodak as Special Counsel PROFESSIONAL DIVERSITY: Sassetti Replaces Ciro E. Adams as Auditor PROVIDENT GROUP: Moody's Cuts Rating on Sr. Revenue Bonds to B3 QUICK LINKS: Seeks to Hire J.M. Cook as Bankruptcy Counsel RANGE PARENT: S&P Downgrades ICR to 'CCC', Outlook Negative RATTLER MIDSTREAM: Moody's Confirms Ba2 CFR & Ups Sr. Notes to Ba2 REGIONAL HEALTH: Incurs $1.3 Million Net Loss in Second Quarter RENEWABLE ENERGY: Seeks Cash Collateral Access REVLON INC: Judge Denies Shareholders' Bid for Official Committee RIGHT ON BRANDS: Posts $194K Net Income in First Quarter ROCK SPLITTERS: Files Emergency Bid to Use Cash Collateral ROCKY MOUNTAIN: Hires Dickensheet & Associates as Auctioneer ROJESIE INC: Case Summary & 15 Unsecured Creditors RP RUIZ: Gets Cash Collateral Access Thru Dec 3 SAS AB: Gets OK to Hire Norton Rose Fulbright as Special Counsel SENIOR CARE: Hires RBC, Meridian Capital as Investment Banker SUMMIT LLC: Seeks to Hire Levene Neale as Bankruptcy Counsel SUSGLOBAL ENERGY: Posts $2.2 Million Net Loss in Second Quarter TEXAS MARINE: Wins Cash Collateral Access on Final Basis THREE ARROWS: Liquidators Get Singapore Okay to Probe Crypto Fund TOSON FOOD: Files Emergency Bid to Use Cash Collateral TRUTH DATA: Seeks to Hire Hatter & Associates as Accountant U.S. STEM CELL: Incurs $570K Net Loss in Second Quarter VIVAKOR INC: Incurs $4.9 Million Net Loss in Second Quarter VOYAGER DIGITAL: $1.6 Mil. Key Employee Bonuses Approved By Court WESTERN URANIUM: Posts $2.3 Million Net Income in Second Quarter WILLIAM HOLDINGS: Case Summary & Nine Unsecured Creditors ZHR BROS: Seeks to Hire Salkin Law Firm as Bankruptcy Counsel ZOAK DEVELOPMENT: Files for Chapter 11 Bankruptcy ********* 511 LOGISTICS: Seeks Approval to Hire LB Tax as Tax Preparer ------------------------------------------------------------ 511 Logistics, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Georgia to hire LB Tax & Business Advisors Co to prepare its tax returns. LB Tax normally charges $650 per tax year. LB Tax is a disinterested person as that term is defined in 11 U.S.C. Sec. 101(14), according to court filings. The firm can be reached through: Brian Joubert LB Tax & Business Advisors Co 2255 Cumberland Pkwy SE Bldg. 1600 Ste 100 Atlanta, GA 30339 Phone: +1 678-213-1141 About 511 Logistics Inc. 511 Logistics, Inc. is a licensed and bonded freight shipping and trucking company running freight hauling business from Union City, Ga. 511 Logistics filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-54893) on June 30, 2022, listing up to $50,000 in assets and up to $1 million in liabilities. Gary M. Murphey has been appointed as Subchapter V trustee. Judge Wendy L. Hagenau oversees the case. Leon S. Jones, Esq., at Jones & Walden, LLC is the Debtor's legal counsel. ADVANTAGE MANAGEMENT BEAVER: Exclusivity Period Extended to Oct. 4 ------------------------------------------------------------------ Advantage Management Beaver Dam, LLC and its affiliates obtained a court order extending their exclusive right to file a Chapter 11 plan and solicit acceptances to Oct. 4 and Dec. 9, respectively. The ruling by Judge Beth Hanan of the U.S. Bankruptcy Court for the Eastern District of Wisconsin gives the companies more time to negotiate with KeyBank regarding the value of its collateral. KeyBank is the largest secured creditor and the valuation of its collateral is a key issue in the companies' Chapter 11 cases, according to the companies' attorney, Evan Schmit, Esq., at Kerkman & Dunn. "An unresolved contingency -- appraisal of the creditor's collateral -- should be completed soon and will help advance the structure of the [companies'] joint plan of reorganization," Mr. Schmit said. "Until the appraisal is completed, the parties cannot conduct their negotiations and the [companies] will not have all the requisite information for formulating their plan." About Advantage Management Beaver Dam Advantage Management Beaver Dam, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Wis. Case No. 22-21438) on April 4, 2022, listing up to $100,000 in assets and up to $10 million in liabilities. Judge Beth E. Hanan oversees the case. Jerome R. Kerkman, Esq., at Kerkman & Dunn serves as the Debtor's legal counsel. AERKOMM INC: Incurs $2.7 Million Net Loss in Second Quarter ----------------------------------------------------------- Aerkomm Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $2.73 million on $265 of total revenue for the three months ended June 30, 2022, compared to a net loss of $1.54 million on $72,000 of total revenue for the three months ended June 30, 2021. For the six months ended June 30, 2022, the Company reported a net loss of $5.21 million on $3,218 of total revenue compared to a net loss of $5.76 million on $72,000 of total revenue for the six months ended June 30, 2021. As of June 30, 2022, the Company had $56.58 million in total assets, $25.44 million in total liabilities, and $31.14 million in total stockholders' equity. As of June 30, 2022, the Company had cash and cash equivalents of $2,143,757. To date, the Company has financed its operations primarily through cash proceeds from financing activities, including through its completed public offering, short-term borrowings and equity contributions by our stockholders. Aerkomm said, "We have not generated significant revenues, excluding non-recurring revenues in 2021 and 2019, and will incur additional expenses as a result of being a public reporting company. Currently, we have taken measures that management believes will improve our financial position by financing activities, including having successfully completed our Bond Offering, 2020 Offering, short-term borrowings and other private loan commitments, including the Loans from our investors, discussed above. With our current available cash, the $20 million in loan commitments from the Lenders and our expectations for our ability to raise funds in the near term, we believe our working capital will be adequate to sustain our operations for the next twelve months. "However, even if we successfully raise sufficient capital to satisfy our needs over the next twelve months, following that period we will require additional cash resources for the implementation of our strategy to expand our business or for other investments or acquisitions we may decide to pursue. If our internal financial resources are insufficient to satisfy our capital requirements, we will need seek to sell additional equity or debt securities or obtain additional credit facilities, although there can be no assurances that we will be successful in these efforts. The sale of additional equity securities could result in dilution to our stockholders. The incurrence of indebtedness would result in increased debt service obligations and could require us to agree to operating and financial covenants that would restrict our operations. Financing may not be available in amounts or on terms acceptable to us, if at all. Any failure by us to raise additional funds on terms favorable to us, or at all, could limit our ability to expand our business operations and could harm our overall business prospects." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1590496/000121390022050062/f10q0622_aerkomminc.htm About Aerkomm Headquartered in Nevada, USA, Aerkomm Inc. -- http://www.aerkomm.com-- is a full-service development stage provider of in-flight entertainment and connectivity (IFEC) solutions, intended to provide airline passengers with a broadband in-flight experience that encompasses a wide range of service options. Those options include Wi-Fi, cellular, movies, gaming, live TV, and music. The Company plans to offer these core services, which it is currently still developing, through both built-in in-flight entertainment systems, such as a seat-back display, as well as on passengers' own personal devices. Aerkomm reported a net loss of $9.38 million for the year ended Dec. 31, 2021, compared to a net loss of $9.11 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $55.19 million in total assets, $21.02 million in total liabilities, and $34.17 million in total stockholders' equity. San Mateo, Calif.-based WWC, P.C., the Company's auditor since 2022, issued a "going concern" qualification in its report dated July 1, 2022, citing that the Company had incurred substantial losses during the year ended Dec. 31, 2021. As of Dec. 31, 2021, the Company had a working capital deficit and net cash outflows from operating activities. Accordingly, as of Dec. 31, 2021, these factors gave rise to substantial doubt that the Company would continue as a going concern. AFFORDABLE CONCRETE: Subchapter V Plan Confirmed by Judge --------------------------------------------------------- Judge Kimberley H. Tyson has entered an order confirming the Second Amended and Restated Plan of Reorganization for Small Business under Subchapter V of Affordable Concrete, LLC. The provisions of Chapter 11 of the Bankruptcy Code have been complied with, in that the Plan has been proposed in good faith and not by any means forbidden by law. Each holder of a claim or interest has accepted the Plan or will receive or retain under the Plan property of a value, as of the Effective Date of the Plan, that is not less than the amount that such holder would receive or retain if the Debtor were liquidated under Chapter 7 of the Bankruptcy Code. All payments made or promised by the Debtor under the Plan or by any other person for services or costs and expenses in or in connection with the Plan or incident to the case have been fully disclosed to the Court and are reasonable or if to be fixed after confirmation of the Plan will be subject to approval of the Court. The Debtor shall receive a discharge pursuant to Section 1141(d) upon the Effective Date of the Plan of all claims in accordance with 11 U.S.C. 1191(a) and 1192. Confirmation of the Plan shall constitute a modification of any note or obligation for which specification and treatment is provided under the Plan as set forth in the Plan. Any obligation or note, previously in default, so modified, shall be cured as modified as of the Effective Date. A copy of the Plan Confirmation Order dated August 25, 2022, is available at https://bit.ly/3KvKSWU from PacerMonitor.com at no charge. Debtor's Counsel: Keri L. Riley, Esq. Kutner Brinen Dickey Riley, P.C. 1660 Lincoln Street, Suite 1720 Denver, CO 80264 Tel.: (303) 832-2400 Email: klr@kutnerlaw.com About Affordable Concrete Affordable Concrete, LLC is a full-service general construction company in Commerce City, Colo., with specialties in concrete, commercial and office renovations, asphalt, civil, and demolition services. Affordable Concrete sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Colo. Case No. 21-14587) on Sept. 2, 2021, listing as much as $10 million in both assets and liabilities. Roger Bartlett, as owner and president, signed the petition. Judge Kimberley H. Tyson oversees the case. The Debtor tapped Kutner Brinen Dickey Riley, P.C., as legal counsel. AGWAY FARM: Committee Taps FTI Consulting as Financial Advisor -------------------------------------------------------------- The official committee of unsecured creditors of Agway Farm & Home Supply, LLC seeks approval from the U.S. Bankruptcy Court for the District of Delaware to employ FTI Consulting, Inc. as its financial advisor. The firm's services include: -- Assistance in the review of financial related disclosures required by the Court, including the Schedules of Assets and Liabilities, the Statement of Financial Affairs and Monthly Operating Reports; -- Assistance with the assessment and monitoring of the Debtor's short term cash flow, liquidity, and operating results; -- Assistance with the review of the Debtor's proposed key employee retention and other employee benefit programs; -- Assistance with the review of the Debtor's analysis of core business assets and the potential disposition or liquidation of non-core assets; -- Assistance with the review of the Debtor's cost/benefit analysis with respect to the affirmation or rejection of various executory contracts and leases; -- Assistance in the review and monitoring of the asset sale process, including, but not limited to an assessment of the adequacy of the marketing process, completeness of any buyer lists, review and quantifications of any bids; -- Assistance with review of any tax issues associated with, but not limited to, claims/stock trading, preservation of net operating losses, refunds due to the Debtor, plan of reorganization, and asset sales; -- Assistance in the review of the claims reconciliation and estimation process; -- Assistance in the review of other financial information prepared by the Debtor, including, but not limited to, cash flow projections and budgets, business plans, cash receipts and disbursement analysis, asset and liability analysis, and the economic analysis of proposed transactions for which Court approval is sought; -- Attendance at meetings and assistance in discussions with the Debtor, potential investors, banks, other secured lenders, the Committee and any other official committees organized in these chapter 11 proceedings, the U.S. Trustee, other parties in interest and professionals hired by the same, as requested; -- Assistance in the review and/or preparation of information and analysis necessary for the confirmation of a plan and related disclosure statement in these chapter 11 proceedings; -- Assistance in the evaluation and analysis of avoidance actions, including fraudulent conveyances and preferential transfers; -- Assistance in the prosecution of Committee responses/objections to the Debtor's motions, including attendance at depositions and provision of expert reports/testimony on case issues as required by the Committee; and -- Render such other general business consulting or such other assistance as the Committee or its counsel may deem necessary that are consistent with the role of a financial advisor and not duplicative of services provided by other professionals in this proceeding. The hourly rates for FTI's professional services are within the following ranges: Senior Managing Directors $975 - $1,325 Directors $735 - $960 Consultants/Senior Consultants $395 - $695 Administrative / Paraprofessionals $160 - $300 FTI received advance payments totaling $300,000. Clifford Zucker, senior managing director at FTI, disclosed in a court filing that his firm is a "disinterested person" within the meaning of Bankruptcy Code Section 101(14). The firm can be reached through: Clifford A. Zucker FTI Consulting, Inc. 1166 Avenue of the Americas, 15th Floor New York, NY 10036 Tel: +1 212 841 9355 Mobile: +1 908 295 4632 Email: cliff.zucker@fticonsulting.com About Agway Farm & Home Supply Agway Farm & Home Supply LLC -- https://www.agway.com/ -- is a one-stop shop for lawn, garden, bird, pet and farm products. It is based in Richmond, Va. Agway Farm & Home Supply sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10602) on July 6, 2022, listing $10 million to $50 million in both assets and liabilities. Jay Quickel, president and chief executive officer, signed the petition. Judge John T. Dorsey oversees the case. The Debtor tapped Shulman Bastian Friedman & Bui, LLP as lead bankruptcy counsel; Morris James, LLP as local Delaware counsel; and Focus Management Group USA, Inc. as financial advisor. Stretto, Inc. is the claims and noticing agent and administrative advisor. The official committee of unsecured creditors appointed in the case selected Pachulski Stang Ziehl & Jones as its counsel, and FTI Consulting, Inc. as its financial advisor. AHERN RENTALS: S&P Upgrades ICR to 'CCC-' on Cancelled Exchange --------------------------------------------------------------- S&P Global Ratings raised its issuer credit rating on Ahern Rentals Inc. to 'CCC-' from 'CC'. At the same time, S&P raised its issue-level rating on the second-lien notes to 'CC' from 'C'. The recovery rating remains '5'. The negative outlook reflects the high likelihood that the company will default on its debt obligations or pursue a distressed debt restructuring with the next six months. Ahern terminated its exchange offer for its $550 million, 7.375% second-lien notes due in May 2023; S&P Global Ratings would have viewed the exchange as distressed and tantamount to a default if it had been completed. Although the cancellation of the exchange offer avoids a default for now, S&P believes there is a high likelihood that Ahern will default within the next six months. Ahern's termination of the proposed exchange offer staves off default temporarily. S&P would have viewed the proposed exchange offer as a distressed exchange, tantamount to a default. If the company had completed the transaction, bondholders would have received less value than originally promised. This is because the maturity of the new notes would have been three years beyond the original May 2023 maturity and bondholders would not have received offsetting compensation in its view. Although maturity risk remains high, cancellation of the proposed transaction provides Ahern some time to explore refinancing alternatives. S&P said, "We believe Ahern Rentals could default on one or more of its debt obligations by February 2023.The company's asset-based revolver (ABL) will mature on Feb. 13, 2023, if its May 2023 notes are still outstanding on that day. We expect Ahern will be unable to repay the large amount drawn on the ABL with internally generated cash. Furthermore, two unsuccessful refinancing attempts--the most recent of which we would have viewed as tantamount to a default--over the past 12 months indicate the company may be unable to raise enough capital to repay existing lenders on time and in full. "We view the company's management and governance as weighing on the prospects that it will repay creditors on time and in full.We view the uncompleted notes refinancing launched in September 2021 and the lack of a significantly advanced plan to refinance the 2023 notes as indicative of an outsized risk tolerance. As a partial offset, Ahern's Chairman and CEO Don Ahern has effected $73 million of affiliate loan repayments to Ahern Rentals over the past 12 months, which benefit company's debt leverage and modestly improve its refinancing prospects over the next six months. We continue to view the company's prioritization of growth over reducing debt leverage during past economic downturns as promoting the interests of controlling ownership over those of creditors. Further, Ahern Rentals is a defendant in several lawsuits, which could represent a risk to the enterprise. The 2023 maturities create a material liquidity deficit over the next 12 months. Ahern's uses of liquidity over the next 12 months, including the maturity of its entire capital structure (about $1 billion of debt outstanding as of June 30, 2022), far exceed its sources of liquidity over this period, including expected cash funds from operations (FFO) of about $80 million-$100 million and cash of $13 million. S&P said, "We exclude the ABL from sources of liquidity because the facility expires in less than 12 months. We expect the company will be in compliance with the financial covenants during the remainder of 2022." Environmental, social, and governance (ESG) credit factors for this change in credit rating/outlook and/or CreditWatch status: -- Risk management, culture, and oversight The negative outlook reflects the high risk that the company could default on its debt obligations or pursue a distressed debt restructuring with the next six months. Downside scenario S&P could lower its rating on Ahern if it: -- Announces or undertakes another distressed restructuring or a bankruptcy filing; or -- Misses the Nov. 15, 2022 interest payment. Upside scenario Although unlikely considering S&P's view that the company's access to capital markets is limited, it could raise its ratings on Ahern if it addresses its near-term maturities in full and on time, along with adequate liquidity over the next 6-12 months. ESG credit indicators: to E-2, S-2, G-4; from E-2, S-2, G-3 S&P said, "Governance factors are now a more negative consideration in our credit rating analysis of Ahern Rentals Inc., in part because we believe the company's looming maturities indicate a lack of defined standards and risk tolerances. As a result, we changed our governance credit indicator to G-4 from G-3. We continue to view the company's dividend payment and footprint expansion during 2020--in the face of uncertain demand--as promoting the interests of controlling ownership above those of other stakeholders." AMERICAN CRYOSTEM: Incurs $402K Net Loss in Third Quarter --------------------------------------------------------- American CryoStem Corporation filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $401,689 on $42,599 of total revenues for the three months ended June 30, 2022, compared to a net loss of $466,470 on $129,800 of total revenues for the three months ended June 30, 2021. For the nine months ended June 30, 2022, the Company reported a net loss of $1.75 million on $135,719 ot total revenues compared to a net loss of $817,233 on $383,335 of total revenues for the nine months ended June 30, 2021. As of June 30, 2022, the Company had $1.06 million in total assets, $2.93 million in total liabilities, and a total stockholders' deficit of $1.87 million. As of June 30, 2022, the Company had a cash balance of $2,757, compared to $8,244 at Sept. 30, 2021. The Company used $699,080 of its cash for operations and $73,202 for investing activities. The main sources of cash provided by financing activities included new equity issuances totaling $813,500. Accounts Receivable decreased to $14,859 at June 30, 2022 from $78,782 at Sept. 30, 2021. Convertible debt increased to $716,370 as of June 30, 2022, versus $706,131 as of Sept. 30, 2021. This increase was due to the effects of amortizing the beneficial conversion feature of the notes. American Cryostem stated, "The Company will continue to focus on its financing and investment activities, but should we be unable to raise sufficient funds, we will be required to curtail our operating plans or cease them entirely. We cannot assure you that we will generate the necessary funding to operate or develop our business. In the event that we are able to obtain the necessary financing to move forward with our business plan, we expect that our expenses will increase significantly as we attempt to grow our business. Accordingly, the above estimates for the financing required may not be accurate and must be considered in light these circumstances." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1468679/000101905622000573/acryo_3q22.htm About American CryoStem Eatontown, New Jersey-based American CryoStem Corporation (OTC: CRYO) -- http://www.americancryostem.com-- is a developer, marketer and global licensor of patented adipose tissue-based cellular technologies and related proprietary services with a focus on processing, commercial bio-banking and application development for adipose (fat) tissue and autologous adipose-derived regenerative cells (ADRCs). American CryoStem reported a net loss of $2.88 million for the year ended Sept. 30, 2021, compared to a net loss of $1.18 million for the year ended Sept. 30, 2020. As of Sept. 30, 2021, the Company had $1.06 million in total assets, $2.90 million in total liabilities, and a total shareholders' deficit of $1.85 million. Spokane, Washington-based Fruci & Associates II, PLLC, the Company's auditor since 2017, issued a "going concern" qualification in its report dated Jan. 13, 2022, citing that the Company has incurred significant losses since inception. This factor raises substantial doubt about the Company's ability to continue as a going concern. ANI PHARMACEUTICALS: S&P Alters Outlook to Stable, Affirms B+ ICR ----------------------------------------------------------------- S&P Global Ratings affirmed its 'B+' issuer credit and issue-level ratings on Baudette, Minn.-headquartered ANI Pharmaceuticals Inc. S&P said, "The stable outlook reflects our expectation for adjusted debt to EBITDA to be in the 4x-5x range on average over the next three years. This incorporates significant Cotrophin Gel launch costs, particularly this year, which we do not reverse from EBITDA resulting in adjusted debt to EBITDA of 7x-8x in 2022. However, we expect that leverage will significantly reduce in 2023 to about 4x as Cotrophin Gel sales ramp up. "We project adjusted debt to EBITDA to remain elevated above 4x through 2023 as Cortrophin-related SG&A costs pressure EBITDA. "We expect annual SG&A costs for Cortrophin Gel to be at least $45 million over the next few years, with sales of about $42 million in 2022 and $80 million in 2023. While we forecast debt leverage to significantly decline from 7x to 8x in 2022 to 4x to 4.5x in 2023 and below 4x in 2024, we note uncertainty regarding the speed and size of Cortrophin's growth and subsequently the company's pace of deleveraging." The market for Cortrophin remains dynamic. Cortrophin is one of two adrenocorticotropic hormones (ACTH) authorized in the U.S., along with Mallinckrodt's much more established Acthar Gel. Although we see potential for ACTH market growth, it has contracted significantly more than expected in recent years. Mallinckrodt now expects about $500 million in 2022 Acthar net sales, down about $90 million and $260 million from 2021 and 2020 levels, respectively. As Mallinckrodt prepares to launch a new ATCH self-injector delivery device, ANI may need to further invest in its sales force to capture additional marketshare. The company's longer-term financial policy and leverage profile is uncertain. While the successful launch of Cortrophin potentially enables the company to de-lever quickly, S&P also sees risks it could adopt a more aggressive financial policy to further drive earnings growth. For example, the company could regularly seek to invest in expanding its pipeline and growing its rare disease segment through debt-financed acquisitions. Although ANI's generic portfolio is performing largely in line with expectations, S&P views its business strength as increasingly dependent on the performance of Cortrophin. ANI has proven success with niche, generally low-volume generic drugs with limited competition, but is still proving its ability to commercialize Cortrophin. The company's internal research and development (R&D) program, expanded with its recent Novitium acquisition, has produced the sixth most abbreviated new drug applications (ANDAs) approved over the past 12 months. If the company is unable to sustain a similarly high number of approvals and launches, growth prospects for its generics business could be significantly curtailed. ANI's business strength is limited by its small scale, its lack of geographic diversification, and its expected growing single-product concentration in Cortropin. S&P said, "The stable outlook reflects our expectation for adjusted debt to EBITDA to be in the 4x-5x range on average over the next three years. This incorporates significant Cotrophin Gel launch costs, particularly this year, which we do not reverse from EBITDA resulting in adjusted debt to EBITDA of 7x-8x in 2022. However, we expect that leverage will significantly reduce in 2023 to about 4x as Cotrophin Gel sales ramp up and associated SG&A costs recede. "We could lower our rating on ANI within the next 12 months if we expect adjusted debt to EBITDA to be sustained above 5x. This could occur if Cotrophin Gel sales are trending well below what we anticipate or if the company is more aggressive on business development initiatives resulting in higher debt levels. "We could raise our rating on ANI when S&P Global Ratings Adjusted Debt to EBITDA declines below 4x and we expect it to be sustained below that level." ESG credit indicators: E-2, S-2, G-2 ARTERA SERVICES: Moody's Cuts CFR to Caa1, Outlook Stable --------------------------------------------------------- Moody's Investors Service has downgraded Artera Services, LLC's Corporate Family Rating to Caa1 from B3 and Probability of Default Rating to Caa1-PD from B3-PD. Moody's has also downgraded the company's senior secured first-lien revolver, notes and term loans to Caa1 from B3, and senior secured second-lien term loan to Caa3 from Caa2. The outlook has been changed to stable from negative. "The rating downgrade reflects Artera's weak earnings, high debt leverage and increased liquidity risk. Although Artera has accelerated price increases and launched a restructuring program for its gas transmission and electric business, ongoing cost inflation, rising interest rates and an uncertain macroeconomy present challenges to the company swiftly improving its business fundamentals and credit metrics to be commensurate with a B3 CFR. Liquidity is deteriorating, as its revolver will mature in March 2023, and working capital needs are typically high for project rollouts in the first half of the year. The likelihood of a financial restructuring is increasing given the large amount of debt and lack of free cash flow generation," says Jiming Zou, Moody's Vice President and lead analyst for Artera. Governance consideration is a key driver for the rating downgrade. Recent business underperformance against guidance has undermined management creditability and track record. In addition, the current revolver maturity and increased uncertainty with regard to a timely refinancing increase financial risk. Governance considerations also incorporate aggressive financial policies under the private equity ownership. Downgrades: Issuer: Artera Services, LLC Corporate Family Rating, Downgraded to Caa1 from B3 Probability of Default Rating, Downgraded to Caa1-PD from B3-PD GTD Senior Secured 1st Lien Notes, Downgraded to Caa1 (LGD3) from B3 (LGD4) GTD Senior Secured 1st Lien Revolving Credit Facility, Downgraded to Caa1 (LGD3) from B3 (LGD4) GTD Senior Secured 1st Lien Term Loan, Downgraded to Caa1 (LGD3) from B3 (LGD4) Senior Secured 1st Lien Term Loan, Downgraded to Caa1 (LGD3) from B3 (LGD4) GTD Senior Secured 2nd Lien Term Loan, Downgraded to Caa3 (LGD3) from Caa2 (LGD6) Outlook Actions: Issuer: Artera Services, LLC Outlook, Changed To Stable From Negative RATINGS RATIONALE Artera's first half 2022 results were substantially below expectation due to the rising material and fuel costs across business lines, the decline in new gas transmission projects and losses in its electric business. Adjusted debt/EBITDA was close to 10x based on the results of the last twelve months ending June 2022. The Q2 2022 earnings were up sequentially from Q1, but still well below last year's level. The inflationary environment, rising interest rates and uncertain macroeconomic outlook dim the prospects for a swift improvement in the company's business fundamentals. The company's large balance sheet debt of $2.6 billion, lack of free cash flow generation and upcoming revolver maturity are among the key drivers for the downgrade. Management has recently indicated that it will increase prices to mitigate inflation. It also plans to exit the loss-making electric business and shift its focus to maintenance, repair and upgrade projects for the gas transmission segment, only two years after expanding these businesses through acquisitions. The size and timing of an improvement in financial performance from this strategic reorientation is uncertain. Its weak performance over the last 12 months is contrasted with the growth projection by management in mid-2021 when the company completed the acquisitions of Feeney and KRS. The refinancing risk for its revolver is increasing due to the weak business fundamentals and high debt leverage. Moody's expect the company's current earnings, as measured by the last twelve months EBITDA, will barely cover its annual interest expenses and capital expenditure. Therefore, the company will mainly rely on its $350 million securitization program, which had $238.6 million availability at the end of June 2022, to cover its cash needs. The announced exit of its electric business by the end of 2022 and the expected receivables collection will support liquidity in the second half of 2022. However, liquidity risk is growing with the time elapsing to the revolver maturity in March 2023 and typically high working capital needs for project deployment in the first half of the year. Artera's rating continues to reflect its high debt leverage, execution risks associated with its expedited business expansions and limited end market diversity given its focus on maintenance, repair and upgrade services to gas and electric utilities. This work is typically covered by master service agreements and blanket contracts, but work order releases can fluctuate and exogenous factors such as weather can delay project completion, leading to periodic inefficiencies in labor and asset utilization and margin compression. Business risks include project safety and service quality, which will affect customer retention and operating results. Artera's credit profile is supported by the industry fundamentals as utilities focus on replacing aging infrastructure and outsourcing engineering and construction services to third parties. The recurring maintenance, repair and upgrade services for gas and electric distribution networks account for slightly above three quarters of Artera's sales. Exposure to fixed-price projects are about a quarter of its revenues. Artera's credit profile also reflects environmental, social and governance factors. In particular, there are execution risks associated with the aggressive growth through acquisitions over the past two years. The company more than doubled its sales through debt-financed acquisitions in the past two years. A number of the acquired companies had volatile performance histories. It will take time and efforts for Artera to integrate and realign acquired business to achieve the expected synergies. The stable outlook reflects Moody's expectation that the company will take measures to prevent its credit profile from further deterioration while maintaining access to a sizable securitization program in the next 12-18 months. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Artera's ratings could be downgraded, if the company fails to extend the revolver maturity and its liquidity profile weakens further. Downgrade could also be triggered by continued earnings weakness with negative free cash flow or debt leverage above 8.0x for an extended period of time. Artera's ratings could be upgraded, if the company safeguards its liquidity by extending the revolver maturity, improving earnings and cash flows. A reduction in debt leverage towards below 6.0x is also required for an upgrade. Headquartered in Atlanta, Georgia, Artera Services, LLC is an independent provider of repair, maintenance, replacement, and installation services to the distribution and small transmission segment of the utility industry. The company operates primarily in the East, South, Southwest, and Midwest regions of the United States. Its customers are natural gas and electric utilities and midstream operators. The company generated pro forma revenues of about $2.4 billion in 2021. Clayton, Dublier & Rice ("CD&R") acquired the majority ownership of the company in 2018. The principal methodology used in these ratings was Construction published in September 2021. ASTROTECH CORP: Schedules Annual Meeting for Nov. 15 ---------------------------------------------------- Astrotech Corporation plans to hold its fiscal year 2022 annual meeting of stockholders on Tuesday, Nov. 15, 2022. The 2022 Annual Meeting will be held at 9:00 a.m. Central Time. Current plans are for the meeting to be in person in Austin, Texas at the Company's main office. The Company anticipates sending proxy materials for the annual meeting to stockholders in September 2022. Astrotech Corporation 2022 Annual Meeting of Stockholders Astrotech Corporation Main Office 2105 Donley Drive, Suite 100, Austin, Texas 78758 November 15, 2022 Submission of Stockholder Proposals Given that the date of the 2022 Annual Meeting differs by more than 30 days from the anniversary date of the Company's 2021 annual meeting of stockholders, pursuant to Rule 14a-5(f) of the Securities Exchange Act of 1934, as amended, the Company provided notice of the deadlines for submission of stockholder proposals pursuant to Rule 14a-8 under the Exchange Act and for any nomination for election to the Board of Directors of the Company or a proposal of business (other than pursuant to Rule 14a-8 of the Exchange Act), in each case, with respect to the 2022 Annual Meeting. The Company will publish additional details regarding the exact time, location, record date, and matters to be voted on at the 2022 Annual Meeting in the Company's proxy statement for the 2022 Annual Meeting. Under the Company's Bylaws, because the date of the 2022 Annual Meeting is more than 30 days before the anniversary date of the 2021 Annual Meeting, in order for a nomination for election to the Board or a proposal of business (other than pursuant to Rule 14a-8 of the Exchange Act) to be presented at the 2022 Annual Meeting, a stockholder of record must deliver proper notice to the Company's Secretary (Astrotech Corporation, 2105 Donley Drive, Suite 100, Austin, Texas 78758, Attention: Secretary) no later than 6:00 p.m. Central Time on Sept. 3, 2022. Given that the date of the 2022 Annual Meeting will be more than 30 days from the anniversary of the Company's 2021 Annual Meeting, the deadline for submission of proposals by stockholders for inclusion in the Company's proxy materials in accordance with Rule 14a-8 under the Exchange Act, will be Monday, Sept. 12, 2022 (which the Company has determined to be a reasonable time before it expects to begin to print and distribute its proxy materials prior to the 2022 Annual Meeting). Any such proposal must also meet the requirements set forth in the rules and regulations of the Exchange Act in order to be eligible for inclusion in the proxy materials for the 2022 Annual Meeting. About Astrotech Astrotech Corporation (NASDAQ: ASTC) -- http://www.astrotechcorp.com-- is a mass spectrometry company that launches, manages, and commercializes scalable companies based on its innovative core technology through its wholly-owned subsidiaries. 1st Detect develops, manufactures, and sells trace detectors for use in the security and detection market. AgLAB is developing chemical analyzers for use in the agriculture market. BreathTech is developing a breath analysis tool to provide early detection of lung diseases. Astrotech is headquartered in Austin, Texas. Astrotech reported a net loss of $7.60 million for the year ended June 30, 2021, a net loss of $8.31 million for the year ended June 30, 2020, and a net loss of $7.53 million for the year ended June 30, 2019. For the six months ended Dec. 31, 2021, the Company reported a net loss of $4.21 million. A s of March 31, 2022, the Company had $58.26 million in total assets, $2.96 million in total liabilities, and $55.30 million in total stockholders' equity. BARNSTORM RESOURCES: Taps Weycer Kaplan Pulaski & Zuber as Counsel ------------------------------------------------------------------ Barnstorm Resources, LLC received approval from the U.S. Bankruptcy Court for the Eastern District of Texas to hire Weycer, Kaplan, Pulaski, & Zuber, P.C. to serve as legal counsel in its Chapter 11 case. The firm's services include: (a) advising the Debtor of its rights, powers and duties; (b) taking all necessary actions to protect and preserve the estates of the Debtor, including the prosecution of actions on the Debtor's behalf, the defense of actions commenced against the Debtor, the negotiation of disputes in which the Debtor is involved, and the preparation of objections with respect to claims that are filed against the estate; (c) assisting in the investigation of the acts, conduct, assets, and liabilities of the Debtor, and any other matters relevant to the case; (d) investigating and potentially prosecuting preference, fraudulent transfer, and other causes of action arising under the Debtor's avoidance powers or which are property of the estate; (e) preparing legal papers; (f) negotiating and preparing a plan for the reorganization of the Debtor's financial affairs; and (g) performing all other necessary legal services. The hourly rates charged by the firm's attorneys and paralegals are as follows: Jeff Carruth, Shareholder $525 per hour Other Shareholders $525 per hour or less Associates $300 per hour or less Paralegals $150 per hour In addition, the firm will seek reimbursement for work-related expenses. Jeff Carruth, Esq., at Weycer disclosed in a court filing that his firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached at: Jeff Carruth, Esq. Weycer, Kaplan, Pulaski, & Zuber, P.C. 3030 Matlock Rd., Suite 201 Arlington, Texas 76015 Phone: (713) 341-1058 Facsimile: (866) 666-5322 Email: jcarruth@wkpz.com About Barnstorm Resources Barnstorm Resources, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D. Tex. Case No. 22-60246) on June 7, 2022, listing as much as $50,000 in both assets and liabilities. Kevin Russell, manager, signed the petition. Judge Joshua P. Searcy oversees the case. Jeff Carruth, Esq., at Weycer, Kaplan, Pulaski & Zuber, P.C., is the Debtor's counsel. BAUSCH + LOMB: Fitch Keeps B+ IDR on Rating Watch Evolving ---------------------------------------------------------- Fitch Ratings maintains Bausch + Lomb Corporation's (BLCO) ratings, including the 'B+' Issuer Default Rating (IDR), on Rating Watch Evolving (RWE). The RWE reflects the potential for BLCO's ratings to move higher should it become an unrestricted subsidiary and Bausch Health Companies' and Bausch Health Americas' (collectively herein: BHC) ownership diminished through the distribution and/or sale of its remaining interests. Conversely, BLCO's ratings could move lower should BHC's ratings be downgraded prior to or in the absence of the aforementioned separation. BLCO's ratings could also be downgraded should Fitch reconsider the strength of the linkage between the entities that results a one-notch uplift rather than the current two-notch uplift. BHC has not made any announcements that indicate a change to their intentions for or relationship with BLCO. KEY RATING DRIVERS BLCO Solid Eye Care Business: BLCO is a leading global eye health company with a portfolio of over 400 products. Fitch expects that BLCO will maintain an investment grade capitalization upon its separation from BHC and transition from a secured borrowing base to unsecured. Fitch views BLCO as significantly smaller than Boston Scientific Corp. (BBB/Positive), Baxter International (BBB/Stable), Becton, Dickinson & Company (BBB/Stable) and Zimmer Biomet Holdings, Inc. (BBB/Stable). BLCO also operates in consumer health and prescription pharmaceuticals, providing some additional sector diversification compared to Boston Scientific and Zimmer Biomet. It also presents a moderate degree of regulatory risk regarding drug pricing. BLCO's Ratings Tied to BHC's: The primary driver of BLCO's ratings is that of BHC's 'B-' IDR until the complete separation. Fitch views the ringfencing and access and control factors to be porous thereby allowing BHC's credit profile to influence BLCO's. Fitch notches BLCO's ratings up two from BHC's and, until separation, any changes in the linkage could lower BLCO's ratings. Moreover, changes to BHC's ratings would influence BLCO's until they are assessed on a stand-alone basis. An investment-grade rating would likely have leverage below 3.5x and an unsecured capital structure. Fitch will assess BLCO's Corporate Governance and its impact on ratings and ESG Relevance Scores as it relates to the separation. Additional detail on BHC's ratings can be found in the RAC dated Jan. 26, 2022. Assessing Changes to Incentives for Separation: BHC is not legally obligated to complete the separation and the achievability of the 6.7x leverage is lower given continued weakness in EBITDA and lower equity market valuations reducing the potential additional proceeds from the sale of more of its ownership in BLCO. Moreover, BLCO's stronger credit profile could be important to supporting BHC's credit profile by providing covenant headroom. Conversely, if BHC could meet the net leverage ratio and effectuate the separation, they may be further incentivized to do so given the increasing uncertainty at BHC. Advancing the separation would ensure BLCO's relatively healthy business and balance sheet are isolated from BHC's creditors and BHC's shareholders ownership in both entities would be unchanged were it to be a distribution in kind. Coronavirus Impact Moderating: BLCO's business is recovering from the negative impact of COVID-19. Cataract and laser vision correction surgeries faced significant challenges as these procedures are generally considered elective or deferrable. Looking back, the second quarter of 2020 will probably remain the trough in revenues. Fitch believes growth will continue as population immunity increases, more therapeutics and diagnostic tests become available and protocols by providers mitigate the risk and patient concern associated with having these procedures. Nevertheless, the potential emergence of a resistant and more virulent variant could lead to a setback in procedure volumes. Supply Chain/Inflation: Supply chain constraints and inflationary pressures present challenges to many firms in the healthcare sector. BLCO is generally managing these issues through building stocks of raw materials and API. In addition, the company is adding redundancies in its suppliers. Reliably Increasing Demand: Aging demographics, improved income demographics in emerging markets, increasing digital screen times and the ongoing increase in the incidence of diabetes will likely drive low- to mid-single digit growth in the demand for eye health products and services during the intermediate term. A significant number of BLCO's products enjoy leading market positions and strong brand recognition. Consumables and contracted services account for roughly 78% of BLCO's revenues, and the company's product portfolio has only limited exposure to market exclusivity losses. Pipeline to Support Growth: Innovation is important to remain competitive in the eye health market, Fitch views the company's R&D efforts will help to drive intermediate- and long-term revenue growth while also supporting margins. BLCO makes consistent and significant investments in new product development. Its R&D efforts span all three businesses with intensity geared more towards Surgical and Ophthalmic Pharmaceuticals. Fitch expects the company will also continue to pursue innovation in its Vision Care business with technological advancements being more incremental in nature. Margin Expansion: Fitch assumes that margins will improve over the forecast period. Improving sales mix and manufacturing efficiency gains should increase gross margins. SG&A as a percent of sales are forecasted to decline owing to strong management of other operating costs. In addition, increasing revenue should provide additional operating leverage. In addition, less than 15% of BLCO's revenues are exposed to branded pharmaceuticals pricing issues in the U.S. Consistently Positive FCF: Advancing sales, improving margins, solid working capital management and moderate capex requirements should support consistently positive and increasing FCF. Fitch does not expect that BLCO will pay dividends or engage in share repurchases during the near term. Capital deployment will focus on internal investment, external collaborations and targeted acquisitions. For a global eye health company,, Fitch believes BLCO has relatively minimal contingent liability risk regarding product liability, intellectual property and other regulatory issues. As such, Fitch forecasts BLCO's leverage (total debt/EBITDA) to decline over the forecast period to below 2.5x, primarily through EBITDA growth. The current level of balance sheet debt is generally viewed as a permanent component of the capital structure and maturities are expected to be refinanced. DERIVATION SUMMARY BLCO's 'B+'/RWE reflects its status as a majority owned subsidiary of Bausch Health until the separation. Fitch believes BLCO is a stronger than the weaker parent, and notches BLCO's ratings from the consolidated parent's IDR. The notching is based on Fitch's view of the ringfencing as porous, as opposed to open or insulated, due to the potential for some cashflow leakage under the credit agreement's investment and dividend covenants (i.e. limited efficacy documentation). In addition, Fitch views access and control as porous, as opposed to open or insulated, as BLCO is a separate public company with only minority shareholders and some overlapping Board of Directors with BHC. Until the separation, BLCO's ratings will be influenced by BHC's. BLCO is significantly smaller than Boston Scientific Corp. (BBB/Positive), Baxter International (BBB/Stable), Becton, Dickinson & Company (BBB/Stable) and Zimmer Biomet Holdings, Inc. (BBB/Stable). BLCO also operates in consumer health and prescription pharmaceuticals, providing some additional sector diversification compared to Boston Scientific and Zimmer Biomet. It also presents a moderate degree of regulatory risk regarding drug pricing. BLCO is somewhat less diversified than Becton, Dickenson and Baxter. In addition, BLCO is solely focused on eye health, while all of its peers address a number of disease markets, with Zimmer Biomet also being somewhat less diversified than the others. Zimmer Biomet and Becton, Dickenson have a similar financial profile to BLCO, and Fitch expects the company to maintain gross debt/EBITDA between 2.5x-3.0x. Parent-Subsidiary Linkage The approach taken is a weak parent (BHC)/strong subsidiary (BLCO). Using Fitch's Parent-Subsidiary Linkage criteria, the agency concludes that there is porous ring fencing and porous access & control. As such, Fitch rates the parent and subsidiary at the consolidated level while notching the subsidiary's rating up by two relative to BHC's IDR. KEY ASSUMPTIONS Fitch's Key Assumptions Within the Rating Case for BLCO: -- Mid- to high-single-digit organic revenue growth driven by the uptake of new product commercialization moderately offset by increased competitive pressure for some established products; -- Annual FCF generation greater than $400 million during the forecast period with moderately improving operating EBITDA margins; -- Dividends are not included in the forecast, but if instituted would decrease FCF by the same amount as Fitch defines as CFFO- capex-dividends; -- Cash deployment prioritized for tuck-in acquisitions. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- Fitch viewing BLCO on a standalone basis; -- An upgrade at BHC. Rating Sensitivities for BHC are detailed in the Rating Action Commentary dated Aug. 22, 2022. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Evidence of factors related to ring-fencing and access and control that would lead Fitch to rate BLCO on a consolidated basis with BHC or with one notch rather than two notches; -- A downgrade at BHC. Rating Sensitivities for BHC are detailed in the Rating Action Commentary dated Aug. 22, 2022. LIQUIDITY AND DEBT STRUCTURE BLCO Liquidity: Fitch expects BLCO will have sufficient liquidity in the near term with an undrawn $500 million, five-year secured revolving credit facility and no near-term debt maturities given a $2.5 billion secured five-year term loan. The company has mandatory annual amortization on its term loan of $25 million. At June 30, 2022, the company had $437 million of cash on hand. Recovery Assumptions The recovery analysis assumes that BLCO would be considered a going concern in bankruptcy and that the company would be reorganized rather than liquidated. Fitch estimates a going concern enterprise value (EV) of $3.5 billion for Bausch Health and assumes that administrative claims consume 10% of this value in the recovery analysis. The going concern EV is based upon estimates of post-reorganization EBITDA and the assignment of an EBITDA multiple. Fitch's estimate of Bausch Health's going concern EBITDA of $500 million is roughly 38% lower than the FYE 2021 EBITDA. The assumed going concern EBITDA reflects a scenario where the pandemic continues to weigh on certain business segments during the intermediate term and the company experiences some shortfalls in commercializing the R&D pipeline, thereby resulting in a restructuring or default. Fitch assumes a recovery EV/EBITDA multiple of 7.0x for Bausch. This is generally in-line with the 6.0x-7.0x Fitch typically assigns to medical device/specialty pharmaceutical manufacturers. Fitch applies a waterfall analysis to the going concern EV based on the relative claims of the debt in the capital structure, and assumes that the company would fully draw the revolvers in a bankruptcy scenario. The senior secured credit facility, including the term loans and revolver have outstanding recovery prospects in a reorganization scenario and are rated 'BB'/'RR1', three notches above the IDR. ESG CONSIDERATIONS Bausch + Lomb Corporation has an ESG Relevance Score of '4' for Exposure to Social Impacts due to pressure to contain healthcare spending growth; highly sensitive political environment, and social pressure to contain costs or restrict pricing, which has a negative impact on the credit profile, and is relevant to the ratings in conjunction with other factors. It is worth noting that pharmaceuticals account for less than 15% of the firm's total sales. Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. ISSUER PROFILE Bausch + Lomb Corporation (BLCO) is currently a majority-owned subsidiary of Bausch Health Companies Inc (BHC) and a leading global eye health company with a portfolio of over 400 products. The company has a global research, development, manufacturing and commercial footprint of approximately 12,000 employees and a presence in approximately 90 countries. Rating Prior ------ ----- Bausch + Lomb Corporation LT IDR B+ Rating Watch Maintained B+ senior secured LT BB+ Rating Watch Maintained RR1 BB+ BAUSCH HEALTH: Fitch Keeps 'B-' Long-Term IDR on Watch Negative --------------------------------------------------------------- Fitch Ratings maintains the Rating Watch Negative on Bausch Health Companies Inc.'s (BHC) and Bausch Health Americas Inc.'s (BHA) 'B-' Long-Term Issuer Default Ratings (IDRs), 'BB-'/'RR1' secured debt ratings, and on BHC's and BHA's 'B-'/'RR4' unsecured debt ratings. Fitch views BHC's transfer of approximately 38.6% of its shares of Bausch + Lomb Inc. (BLCO) to an existing unrestricted subsidiary as another step towards completing the IPO and spin of BLCO. While this action provides a degree of financial flexibility , including, in Fitch's view, by providing potential monetization of BLCO or additional borrowings, these transferred shares are no longer considered collateral to secure its first-lien creditors. Nevertheless, the shares of the restricted BHC subsidiary, which continues to hold roughly 50.1% of BLCO shares and wholly-owns the existing unrestricted subsidiary to which approximately 38.6% of BLCO shares have been transferred, remain pledged as collateral to secure its first-lien creditors, resulting in no change to the recovery ratings. KEY RATING DRIVERS Court Ruling Stresses Credit Profile: A U.S. district court invalidated the patents protecting the composition and use of XIFAXAN for the treatment of IBS-D. The court also held that U.S. patents protecting the composition and use of XIFAXAN for the treatment of hepatic encephalopathy (HE) recurrence are valid. BHC will appeal the court's anticipated final order, and the FDA may require an in vivo bioequivalency study before approving a generic version of XIFAXAN. As such, a generic entrant for the IBS-D indication may be delayed for some time. Nevertheless, the order places revenues and profitability of XIFAXAN at risk, earlier than expected in 2028. If BHC proceeds with the spin of BLCO, the XIFAXAN patent risk to BHC is amplified. Watch Reflects Potential Operating/Financial Stress: The possibility of losing a significant portion of its profitable product, XIFAXAN poses significant headwinds to the BHC's operating and financial performance. Cash generation would be meaningfully stressed, hampering the company's ability to fund growth initiatives and reduce leverage. The timing of a generic entrant remains unclear, as it depends on the outcome of future litigation and the FDA regulatory approval process. Since 2016, the company significantly reduced the absolute level of Fitch-calculated debt outstanding with a combination of internally generated cash flow and proceeds from asset divestitures. However, that initiative is at risk. B+L Spinoff Underway: While Fitch views the planned spinoff of Bausch's eye care business as strategically sound, given limited synergies between the branded pharma business and eye care, the loss of BLCO's operating and financial stability creates significant risk to BHC's credit profile. BHC already executed an 11.3% IPO of BLCO in 1H22 and, prior to the court ruling, was clear that it intends to follow with another 8.7% and to unrestrict the entity and distribute the remaining shares through an in-kind transaction when able to do so. Proceeds from such transactions and the potential debt reduction will likely be insufficient to reduce leverage and offset the loss of diversification and cashflows. Coronavirus Headwinds: The pandemic adversely affected Bausch's operating performance during 2020, particularly in the second quarter. The company's Ortho Dermatologics, Dentistry and Global Surgical businesses, which account for roughly 13% of revenues have been hit the hardest. The company adjusted its operations to mitigate some challenges, including manufacturing and marketing. While Fitch believes the industry is more prepared with protocols, vaccines and therapeutics, some uncertainty related to the evolution of the virus remain. Reliance on New Products: The stabilization of BHC's operating profile relies on an increased focus on developing an internal research and development pipeline, which Fitch believes is constructive for the company's credit profile over the long term. This strategy is not without risk since BHC needs to ramp up the utilization of recently-approved products through successful commercialization efforts. These products include Siliq (for the treatment of moderate-to-severe plaque psoriasis, although with safety restrictions), Bryhali (plaque psoriasis), Lumify (red eye) and Vyzulta (glaucoma). The latter two will move with BLCO post spin. BHC also has a phase II pipeline candidate for the treatment of ulcerative colitis, two candidates to treat acne and a number of products that it will incorporate into its International business as greenfield geographic expansion opportunities. Bausch Health Companies Inc. has an ESG Relevance Score of '4' for Exposure to Social Impacts due to pressure to contain healthcare spending growth; highly sensitive political environment, and social pressure to contain costs or restrict pricing which has a negative impact on the credit profile, and is relevant to the rating in conjunction with other factors. DERIVATION SUMMARY Bausch Health is significantly larger and more diversified than specialty pharmaceutical industry peers Mallinckrodt plc and Endo International plc. While all three manufacture and market specialty pharmaceuticals and have maturing pharmaceutical products, Bausch Health's BLCO business meaningfully decreases business concentration risk relative to Mallinckrodt and Endo. BLCO offers operational diversification in terms of geographies and payers. However, the proposed complete separation of BLCO will narrow the company's focus. BHC's rating also reflects gross debt leverage that is higher than peers. But unlike its peers, BHC does not face contingent liabilities related to the opioid epidemic. However, the company does face significant patent expiry risk, which is amplified by the proposed spinoff of BLCO. Bausch accumulated a significant amount of debt through numerous acquisitions. In addition, BHC had a number of missteps in the integration process and other operational issues. Management has focused on reducing leverage by applying operating cash flow and divestiture proceeds to debt reduction and returning the business to organic growth through internal product development efforts. Parent-Subsidiary Linkage The approach taken is a weak parent (BHC)/strong subsidiary (BHA). Using its Parent and Subsidiary Linkage Rating Criteria, Fitch concludes there is open ring fencing and access & control. As such, Fitch rates the parent and subsidiary at the consolidated level with no notching between the two. KEY ASSUMPTIONS Fitch's Key Assumptions Within The Rating Case for the Bausch Health: -- BLCO is separated from BHC through the sale of the remaining interests up to 20% and the distribution of the remainder to shareholders resulting in the complete loss of associated revenues and EBITDA. -- EBITDA of $2.3 billion-$2.4 billion post BLCO spinoff and significantly lower if XIFAXAN patent defense does not prevail; -- Annual FCF of $600 million-$700 million post BLCO spinoff and potentially flat to negative if XIFAXAN patent defense does not prevail. RATING SENSITIVITIES Factors that could, individually or collectively, lead to positive rating action/upgrade: -- An expectation of gross debt leverage (total debt/EBITDA) durably below 7.0x; -- Bausch Health continues to maintain a stable operating profile and refrains from pursuing large, leveraging transactions including acquisitions; -- Forecasted FCF remains significantly positive. Factors that could, individually or collectively, lead to negative rating action/downgrade: -- Gross debt leverage (total debt/EBITDA) durably above 8.5x; -- FCF significantly and durably deteriorates, particularly related to the potential loss of some market exclusivity of XIFAXAN; -- BHC completes the spinoff before and unless the XIFAXAN litigation is favorably resolved; -- Refinancing risk increases and the prospect for meaningful leverage reduction erodes. LIQUIDITY AND DEBT STRUCTURE BHC Liquidity: BHC had adequate near-term liquidity at June 30, 2022 including restricted and unrestricted cash on hand of $1.9 billion of which $1.2 billion of the restricted cash will be used to fund the pending settlement with the U.S. securities litigation. The company's amended credit facility includes a $975 million revolver and matures in 2027. At June 30, 2022, the company had $425 borrowings on this facility. The company's most recent refinancing activities have satisfied debt maturities through 2024. Debt Instrument Notching & Recovery Assumptions: The recovery analysis assumes that BHC would be considered a going concern (GC) in bankruptcy and that the company would be reorganized rather than liquidated. The analysis is based on the on the pro forma loss of the eye care business and debt outstanding at May 10, 2022. Fitch estimates a standalone reorganized EV for BHC of $11.9 billion and then adds an assumed $1.5 billion to reflect BHC's share of BLCO's equity post BLCO fully drawing down on its revolver, resulting in $13.4 billion of EV available for claimants. Fitch assumes that administrative claims consume 10% of this value in the recovery analysis. The GC EV is based upon estimates of post-reorganization EBITDA and the assignment of an EBITDA multiple. Fitch's estimate of BHC's GC EBITDA, excluding BHC, is $1.7 billion. The assumed going concern EBITDA reflects a scenario where the XIFAXAN loses significant market share and the company experiences some shortfalls in commercializing the R&D pipeline, thereby resulting in a restructuring or default. The GC EBITDA in Fitch's previous review was higher as it then incorporated BLCO on a consolidated basis as the review was prior to the completion of the IPO. Fitch assumes a recovery EV/EBITDA multiple of 7.0x for Bausch. This is generally above the 6.0x-7.0x Fitch typically assigns to specialty pharmaceutical manufacturers. However, BHC is more diversified than many of its peers, and the BLCO business adds significant stability to the operations. The current average forward public market trading multiple of Bausch Health and the company's closet peers is about 9x. Fitch applies a waterfall analysis to the going concern EV based on the relative claims of the debt in the capital structure, and assumes that the company would fully draw the revolvers in a bankruptcy scenario. The senior secured credit facility, including the term loans and revolver, and senior secured notes ($8.3 billion if fully drawn), have outstanding recovery prospects in a reorganization scenario and are rated 'BB-'/'RR1', three notches above the IDR. The senior unsecured notes ($11.8 billion) have an average recovery and are rated 'B-/'RR4'. ISSUER PROFILE BHC is a multinational healthcare company headquartered in Laval, Quebec that develops, manufactures and markets pharmaceutical and medical products. It has significantly expanded the scope and geographic reach of its product offering since the initial merger of Bausch and Biovail in 2009. ESG CONSIDERATIONS Bausch Health Companies Inc. has an ESG Relevance Score of '4' for Exposure to Social Impacts due to pressure to contain healthcare spending growth; highly sensitive political environment, and social pressure to contain costs or restrict pricing, which has a negative impact on the credit profile, and is relevant to the rating in conjunction with other factors. Unless otherwise disclosed in this section, the highest level of ESG credit relevance is a score of '3'. This means ESG issues are credit-neutral or have only a minimal credit impact on the entity, either due to their nature or the way in which they are being managed by the entity. Rating Prior ------ ----- Bausch Health Americas, Inc. LT IDR B- Rating Watch Maintained B- senior unsecured LT B- Rating Watch Maintained RR4 B- senior secured LT BB- Rating Watch Maintained RR1 BB- Bausch Health Companies Inc. LT IDR B- Rating Watch Maintained B- senior unsecured LT B- Rating Watch Maintained RR4 B- senior secured LT BB- Rating Watch Maintained RR1 BB- BESTWALL LLC: Wins Asbestos Trust Records Subpoena Appeal --------------------------------------------------------- Alex Wolf of Bloomberg Law reports that a Georgia-Pacific LLC subsidiary created to address the manufacturer's legacy asbestos liabilities won an appeal to subpoena data on asbestos exposure claims from several settlement trusts. The Wednesday, August 24, 2022, ruling by the US Court of Appeals for the Third Circuit advances a bid by the subsidiary, Bestwall LLC, to test a theory that victims are trying to collect more than they're owed. Bestwall, which filed for bankruptcy shortly after being created to absorb Georgia-Pacific's mass tort legal liability, is trying to collect sensitive asbestos claims data from victims trusts. About Bestwall LLC Bestwall LLC -- http://www.Bestwall.com/-- was created in an internal corporate restructuring and now holds asbestos liabilities. Bestwall's asbestos liabilities relate primarily to joint systems products manufactured by Bestwall Gypsum Company, a company acquired by Georgia-Pacific in 1965. The former Bestwall Gypsum entity manufactured joint compounds containing small amounts of chrysotile asbestos; the manufacture of these asbestos-containing products ceased in 1977. Bestwall's non-debtor subsidiary, GP Industrial Plasters LLC ("PlasterCo"), develops, manufactures, sells and distributes gypsum plaster products, including gypsum floor underlayment, industrial plaster, metal casting plaster, industrial tooling plaster, dental plaster, medical plaster, arts and crafts plaster, pottery plaster and general purpose plaster. On Nov. 2, 2017, Bestwall sought Chapter 11 protection (Bankr. W.D.N.C. Case No. 17-31795) in an effort to equitably and permanently resolve all its current and future asbestos claims. The Debtor estimated assets and debt of $500 million to $1 billion. It has no funded indebtedness. The Hon. Laura T. Beyer is the case judge. The Debtor tapped Jones Day as bankruptcy counsel; Robinson, Bradshaw & Hinson, P.A., as local counsel; Schachter Harris, LLP as special litigation counsel for medicine science issues; King & Spalding as special counsel for asbestos matters; and Bates White, LLC, as asbestos consultants. Donlin Recano LLC is the claims and noticing agent. On Nov. 8, 2017, the U.S. bankruptcy administrator appointed an official committee of asbestos claimants in the Debtor's case. The Committee retained Montgomery McCracken Walker & Rhoads LLP as its legal counsel, Hamilton Stephens Steele + Martin, PLLC and JD Thompson Law as local counsel, FTI Consulting, Inc., as financial advisor. On Feb. 22, 2018, the court approved the appointment of Sander L. Esserman as the future claimants' representative in its case. Mr. Esserman tapped Young Conaway Stargatt & Taylor, LLP as his legal counsel; Hull & Chandler, P.A. as local counsel; Ankura Consulting Group, LLC as claims evaluation consultant; and FTI Consulting, Inc., as financial advisor. BMW NATIONWIDE: Unsecureds to Recover 100% in Subchapter V Plan --------------------------------------------------------------- BMW Nationwide Security Inc., filed with the U.S. Bankruptcy Court for the Central District of California a Subchapter V Plan of Reorganization dated August 25, 2022. The Debtor provides security guard services throughout the Southern California for special events such as concerts, football, soccer and other game events. The events that precipitated the filing of Debtor's Chapter 11 bankruptcy case were the pending lawsuits against the Debtor filed by Delores Ward and Edna Herrarte-Giron v. Staff Pro, Inc. Debtor entered into a stipulation with Edna Herrarte-Giron, Staff pro, Inc., and other parties involved in the litigation, pursuant to which the claims against the Debtor can only proceed against the applicable insurance carrier, and no claim will be filed against the Debtor. Debtor, through counsel, attempted to reach a settlement with Ms. Ward but was not successful. Review of the claims register after the August 5, 2022 Bar Date reflects that Ms. Ward failed to file a timely claim, given that her claim was scheduled as a Disputed, Contingent, and Unliquidated Claim. As such, Ms. Ward's claim is deemed disallowed and no distribution is provided to Ms. Ward through this plan. Debtor's projections and the financial records support Debtor's ability to meet its obligations under the proposed plan. Debtor proposes to pay its allowed priority and general unsecured creditors, as well as the administrative claims, in one lump-sum payment on the effective date. Debtor's projections show sufficient income for Debtor to pay its regular operating expenses as well as the long-term obligations owed to U.S. Small Business Administration and Wells Fargo Vendor Financial Services for the copier leases. The fair market value of all property of the estate is $478,856.34. Total liabilities are $2,083,664.48 for holders of secured claims; $2,062.27 for holders of priority unsecured claims; and $534,761.13 for holders of general unsecured claims. Class 2b consists of General Unsecured Claims. These are other unsecured claims that are not included in Class 2a. Creditors are entitled to vote to reject or accept the Plan. Each creditor in Class 2b will be paid 100% of its claim beginning the first relevant date after the effective date. Class 2c consists of the Unsecured Claim of the US Bank/SBA for the PPP loan in a principal balance of $522,542.84. Debtor submitted the forgiveness application to US Bank. US Bank is waiting for the SBA to reopen the portal for submission of the forgiveness applications before US Bank can process the application. Debtor believes that full loan balance will be forgiven. No payments are currently proposed in Debtor's plan until the Debtor receives a response from US Bank after the application is processed. The impact of Covid-19 pandemic had an effect on Debtor's business because many events were cancelled. However, with the availability of the vaccine and the restrictions now being removed for most part, Debtor believes its operation will remain steady and it will continue to earn sufficient income to satisfy the long-term obligations owed to U.S. Small Business Administration and Wells Fargo Vendor Financial Services. Debtor has sufficient cash on hand (per July 2022 MOR ending balance, Debtor has $221,277.17 cash on hand) to satisfy payments required to the general unsecured creditors, the arrears, the priority tax obligation, and the administration claims in one lump-sum payment on the effective date. A full-text copy of the Subchapter V Plan dated August 25, 2022, is available at https://bit.ly/3wHlmIR from PacerMonitor.com at no charge. Attorney for the Debtor: Michael Jay Berger, Esq. Law Offices of Michael Jay Berger 9454 Wilshire Blvd., 6th Floor Beverly Hills, CA 90212-2929 Telephone: (310) 271-6223 Facsimile: (310) 271-9805 Email: michael.berger@bankruptcypower.com About BMW Nationwide Security Inc. BMW Nationwide Security Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-12988) on May 27, 2022. In the petition signed by Leo S. Gilbert, president, the Debtor disclosed up to $500,000 in assets and up to $1 million in liabilities. Judge Vincent P. Zurzolo oversees the case. The Law Offices of Michael Jay Berger is the Debtor's counsel. BOY SCOUTS: Insurers Unmoved by Proposed Chapter 11 Changes ----------------------------------------------------------- Insurance companies that have objected to the Boy Scouts of America's Chapter 11 plan reiterated their opposition on Wednesday, August 24, 2022, telling a Delaware bankruptcy judge that the proposed changes to the plan don't address underlying flaws that affect the insurers' rights. In the objection, the insurers said modifications to the Chapter 11 plan the Boy Scouts made in response to a lengthy opinion from U.S. Bankruptcy Judge Laurie Selber Silverstein include inappropriate findings proposed without input from the insurers. "But the new Plan documents and Confirmation Order are inconsistent with the Court's opinion in certain critical respects, and otherwise include several errors and omissions. Indeed, regarding some issues, they break entirely new ground, addressing matters not even mentioned by the Court's ruling. The Court should deny the Debtors' motion to the extent it seeks confirmation of the Plan and relief inconsistent with the Opinion, and the Court should direct the Debtors to make appropriate amendments before any Plan can be confirmed," insurers AIG Companies, et al., said. On July 29, 2022, the Court issued a 269-page opinion with respect to Boy Scouts of America's Chapter 11 Plan. Among other rulings, the Court concluded that the proposed channeling injunction was permissible. The Court found "no reason to disregard Dr. Bates's analysis and conclusions which [the Court] accept[ed] for purposes of confirmation as his best estimate of the aggregate valuation of the Direct Abuse Claims." Accordingly, the Court concluded "that the aggregate valuation of the Direct Abuse Claims is most likely between $2.4 billion and $3.6 billion." Moreover, the Court found "no reason to disregard Ms. Gutzler's analysis and conclusions, which [the Court] accept[ed] for purposes of confirmation as her best estimate of what [insurance] coverage may be available based on the potential aggregate values of Direct Abuse Claims." Based on these two findings, and the value of various contributions and settlements with the Debtors, the Court accepted the Plan proponents' argument that, if the Plan is confirmed, Direct Abuse Claims will likely "be paid in full." The Court nevertheless: * declined to enter disputed findings that were intended "to preclude post-confirmation litigation on the process embodied in the TDP." * overruled objections to the proposed assignment of the Debtors' insurance rights, but credited concerns raised by the Certain Insurers. * did not approve the assignment of non-debtor insurance rights, explaining that whether those rights could be assigned despite anti-assignment provisions contained in the applicable policies requires "examin[ing] each policy under applicable state law, an analysis [the Court] was not in a position to do." According to the Insurers, the Debtors propose, however, a slew of other findings, with virtually no explanation as to why they are appropriate: * The Debtors propose an entirely new "supplemental" finding on "Abuse Claim Liability." * The Debtors also include various provisions that were not addressed in the Opinion, including contested judgment-reduction language, TDP provisions regarding compensation for Indirect Abuse Claims, formation of an "Insurance Advisory Group" that includes both Settling and Non-Settling Insurers, and approval of a "Document Appendix" as well as nearly three pages of provisions that are not in the Document Appendix. * The Debtors make no attempt to explain why they have not made certain changes to the Plan that the Court's Opinion requires. For example, finding "IX.A.3.J" continues to state that "the Insurance Assignment is authorized and permissible as provided in the Plan, notwithstanding any terms of any policies or provisions of applicable law that are argued to prohibit the delegation, assignment, or other transfer of such rights." * "Insurance Coverage Defenses" is still defined to exclude defenses that the assignment is prohibited by insurance policies or applicable non-bankruptcy law, even though the Bankruptcy Court declined to approve the assignment of non-debtor rights because it may conflict with the policies and state law; and, in any event, held that state law will determine whether debtor rights can be transferred without their correlative obligations, noting that "[i]f the obligations form the basis for claims, they will be treated accordingly. If the obligations are conditions precedent, then the Non-Settling Insurers may be able to assert those conditions as a defense to performance." About Boy Scouts of America The Boy Scouts of America -- https://www.scouting.org/ -- is a federally chartered non-profit corporation under title 36 of the United States Code. Founded in 1910 and chartered by an act of Congress in 1916, the BSA's mission is to train youth in responsible citizenship, character development, and self-reliance through participation in a wide range of outdoor activities, educational programs, and, at older age levels, career-oriented programs in partnership with community organizations. Its national headquarters is located in Irving, Texas. The Boy Scouts of America and affiliate Delaware BSA, LLC, sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 20-10343) on Feb. 18, 2020, to deal with sexual abuse claims. Boy Scouts of America was estimated to have $1 billion to $10 billion in assets and at least $500 million in liabilities as of the bankruptcy filing. The Debtors have tapped Sidley Austin LLP as their bankruptcy counsel, Morris, Nichols, Arsht & Tunnell LLP as Delaware counsel, and Alvarez & Marsal North America, LLC, as financial advisor. Omni Agent Solutions is the claims agent. The U.S. Trustee for Region 3 appointed a tort claimants' committee and an unsecured creditors' committee on March 5, 2020. The tort claimants' committee is represented by Pachulski Stang Ziehl & Jones, LLP, while the unsecured creditors' committee is represented by Kramer Levin Naftalis & Frankel, LLP. BROWNIE'S MARINE: Posts $329K Net Loss in Second Quarter -------------------------------------------------------- Brownie's Marine Group, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $328,663 on $2.40 million of total net revenues for the three months ended June 30, 2022, compared to a net loss of $89,805 on $1.71 million of total net revenues for the three months ended June 30, 2021. For the six months ended June 30, 2022, the Company reported a net loss of $772,754 on $4.37 million of total net revenues compared to a net loss of $530,786 on $2.66 million of total net revenues for the six months ended June 30, 2021. As of June 30, 2022, the Company had $5.40 million in total assets, $2.56 million in total liabilities, and $2.83 million in total stockholders' equity. Chris Constable, CEO of Brownie's Marine Group, Inc. stated, "The Company continues its strong growth path, and we're very pleased with our trajectory through the second quarter. The BLU3 division continues to be our fastest area of growth and would have likely shown additional growth had it not been for some supply chain issues in June that created some back-orders." Mr. Constable continued, "We are excited about the addition of Live Blue to our roster of companies, and we expect this division to capitalize on the popularity of the BLU3 product line and change the way that people enter the water and comfortably explore the underwater world." Going Concern "We have a history of losses, and an accumulated deficit of $15,317,359 as of June 30, 2022. Despite a working capital surplus of $1,792,309 at June 30, 2022, the continued losses and cash used in operations raise substantial doubt as to the Company's ability to continue as a going concern. The Company's ability to continue as a going concern is dependent upon the Company's ability to continue to increase revenues, control expenses, raise capital, and continue to sustain adequate working capital to finance its operations. The failure to achieve the necessary levels of profitability and cash flows would be detrimental to the Company. We are continuing to engage in discussions with potential sources for additional capital, however, our ability to raise capital is somewhat limited based upon our revenue levels, net losses and limited market for our common stock. If we fail to raise additional funds when needed, or if we do not have sufficient cash flows from operations, we may be required to scale back or cease certain of our operations." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1166708/000149315222023765/form10-q.htm About Brownie's Marine Headquartered in Pompano Beach, Florida, Brownie's Marine Group, Inc., is the parent company to a family of innovative brands with a unique concentration in the industrial, and recreational diving industry. The Company, together with its subsidiaries, designs, tests, manufactures, and distributes recreational hookah diving, yacht-based scuba air compressors and nitrox generation systems, and scuba and water safety products in the United States and internationally. The Company has three subsidiaries: Trebor Industries, Inc., founded in 1981, dba as "Brownie's Third Lung"; BLU3, Inc.; and Brownie's High-Pressure Services, Inc., dba LW Americas. The Company is headquartered in Pompano Beach, Florida. Brownie's Marine reported a net loss of $1.59 million for the year ended Dec. 31, 2021, compared to a net loss of $1.35 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $4.67 million in total assets, $2.05 million in total liabilities, and $2.63 million in total stockholders' equity. Boynton Beach, Florida-based Liggett & Webb, P.A., the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 22, 2022, citing that the Company has experienced net losses and has an accumulated deficit. These factors raise substantial doubt about the Company's ability to continue as a going concern. BSPV-PLANO LLC: Hires American Global as Insurance Consultant ------------------------------------------------------------- BSPV-Plano, LLC seeks approval from the U.S. Bankruptcy Court for the Eastern District of Texas to employ American Global of Texas LLC to provide insurance consulting services during the bankruptcy case. American Global will charge $400 per hour for its services. American Global does not hold or represent any other known or reasonably ascertainable interest adverse to the Debtor’s Estate with respect to the matters upon which it is to be engaged, according to court filings. The firm can be reached through: Paul Messenger American Global of Texas LLC 25700 Interstate 45 North, Suite 140 Spring, TX 77386 Tel: (832) 941-1811 About BSPV-Plano BSPV-Plano, LLC, a company in Plano, Texas, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Texas Case No. 22-40276) on March 1, 2022, listing up to $100 million in both assets and liabilities. Richard Shaw, manager, signed the petition. Judge Brenda T. Rhoades oversees the case. Thomas D. Berghman, Esq., at Munsch Hardt Kopf and Harr, PC and Grant Thornton, LLP serve as the Debtor's legal counsel and financial advisor, respectively. BURTS CONSTRUCTION: Court OKs Interim Cash Collateral Access ------------------------------------------------------------ The U.S. Bankruptcy Court for the Southern District of Texas, Houston Division, authorized Burts Construction, Inc. to use cash collateral on an interim basis in accordance with the budget. The Debtor is permitted to use cash collateral to meet its postpetition obligations in the ordinary course of business. As adequate protection, Allegiance Bank is granted valid, perfected, and enforceable replacement security interests in and liens and mortgages upon all categories of property of the Debtor and its estate upon which the Lender held valid, perfected, prepetition liens, security interests, and mortgages, and all proceeds, rents, products, or profits thereof. To the extent the replacement liens and adequate protection payments provided in the Interim Order are insufficient to adequately protect the Lender's interests in its Collateral, the Lender will be entitled to a superpriority administrative claim in an amount equivalent to any diminution in the overall value of its Collateral (both Prepetition and Postpetition Collateral) during the term of the Interim Order, pursuant to section 507(b) of the Bankruptcy Code. As additional adequate protection to Allegiance Bank, on or before their due date(s) pursuant to the Allegiance Bank loan documents, the Debtor will make the payments to Allegiance Bank in the amounts shown on the Interim Budget; the sums received by the Lender will be applied to the balance due to Allegiance Bank. The Order will terminate at the conclusion of the Final Hearing except to the extent the provisions thereof are continued in effect after the Final Hearing. A continued hearing on the matter is set for November 2 at 10 a.m. A copy of the order is available at https://bit.ly/3KmjN8J from PacerMonitor.com. About Burts Construction, Inc. Burts Construction, Inc. is a family-owned general contractor that offers, among other services, land clearing, demolition, site preparation, soil stabilization, underground utilities, and paving services. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-31700) on June 20, 2022. In the petition signed by Katherine Burts, president, the Debtor disclosed up to $500,000 in assets and up to $10 million in liabilities. Judge Christopher M. Lopez oversees the case. Julie M. Koenig, Esq., at Cooper and Scully, PC is the Debtor's counsel. BVM THE BRIDGES: PCO Says Patient Care Remains Acceptable --------------------------------------------------------- Mary L. Peebles, the appointed Patient Care Ombudsman for BVM The Bridges, LLC and BVM Coral Landing, LLC, filed with the U.S. Bankruptcy Court for the Middle District of Florida a report, dated May 25, 2022, through July, 2022, regarding the Debtors' health care facility. A telephone visit was conducted to Coral Landing with the Executive Director on July 11, 2022, confirmed 50 residents in house with two pending reservations. Staffing was increased with an activity Director who was purported to be An asset with vast customer appeal. The PCO received no complaints from government agencies. An air conditioner malfunctioning was replaced. No other Equipment concerns were expressed. An estimate for the refurbishment of the marred floors is being sought. A telephone visit was conducted to The Bridges with the Executive Director on July 18, 2022, confirmed seventy-eight residents. No contract labor was utilized. The facility continued to provide licensed nursing coverage sixteen hours seven days a week. The PCO reported that no complaints or grievances have been received over the past two months. A site visit to both facilities is planned for September. The Ombudsman concluded, after a review based on observation and documentation, that the patient care is at an acceptable level. A copy of the Ombudsman Report is available for free at https://bit.ly/3CCjcOj from PacerMonitor.com. About BVM The Bridges, LLC BVM The Bridges, LLC operates an 87-bed/69-unit assisted living facility known as The Bridges Assisted Living & Memory Care and The Claridge House at the Bridges located at 11202 Dewhurst Drive in Riverview, Florida, since 2014. The Debtor's average census is 70 residents. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. M.D. Fla. Case No. 22-00345) on January 28, 2022. In the petition signed by John Bartle, president, the Debtor disclosed up to $10 million in assets and up to $50 million in liabilities. Judge Michael J. Williamson oversees the case. Alberto F. Gomez, Jr, Esq., at Johnson, Pope, Bokor, Ruppel & Burns, LLP is the Debtor's counsel. CALIFORNIA LAW CENTER: Files for Chapter 11 Bankruptcy ------------------------------------------------------ The California Law Center at 9465 Wilshire Boulevard, in Beverly Hills, California 90212, filed for chapter 11 protection without stating a reason. The petition was signed by William Utnehmer, who is a lawyer, developer and socially conscious entrepreneur. Mr. Utnehmer serves on the Board of the Sonoma Law Center, a non-profit committed to securing justice by protecting the rights of otherwise disenfranchised individuals. Mr. Utnehmer provides advice in land use planning and private equity investments in real estate, notably in the high value agricultural industry. According to court filings, California Law Center 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 Oct. 5, 2022, at 4:00 PM Tele/Videoconference - www.canb.uscourts.gov/calendars. Proofs of claim are due by Jan. 3, 2023. About California Law Center California Law Center provides skilled legal representation for abused, neglected, or abandoned children in the foster care system. California Law Center sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 22-10326) on Aug. 24, 2022. In the petition filed by William Utnehmer, the Debtor reported assets and liabilities between $1 million and $10 million. The Debtor is represented by William Utnehmer of the Law Offices of William Utnehmer. CAN B CORP: Incurs $1.6 Million Net Loss in Second Quarter ---------------------------------------------------------- Can B Corp. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $1.64 million on $1.27 million of total revenues for the three months ended June 30, 2022, compared to a net loss of $2.74 million on $401,766 of total revenues for the three months ended June 30, 2021. For the six months ended June 30, 2022, the Company reported a net loss of $5.13 million on $3.13 million of total revenues compared to a net loss of $4.92 million on $708,706 of total revenues for the six months ended June 30, 2021. As of June 30, 2022, the Company had $17.03 million in total assets, $11.39 million in total liabilities, and $5.64 million in total stockholders' equity. As of June 30, 2022, the Company had cash and cash equivalents of $124,058 and negative working capital of $2,205,873. For the six months ended June 30, 2022 and 2021, the Company had incurred losses of $5,130,783 and $4,919,871, respectively. The Company said these factors raise substantial doubt as to the Company's ability to continue as a going concern. The Company plans to improve its financial condition by raising capital through the sale of shares of its common stock. Also, the Company plans to expand its operation of CBD products to increase its profitability. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1509957/000149315222023686/form10-q.htm About Can B Corp Headquartered in Hicksville New York, Canbiola, Inc. (now known as Can B Corp) -- http://www.canbiola.com-- develops, produces, and sells products and delivery devices containing CBD. Cannabidiol ("CBD") is one of nearly 85 naturally occurring compounds (cannabinoids) found in industrial hemp (it is also contained in marijuana). The Company's products contain CBD derived from Hemp and include products such as oils, creams, moisturizers, isolate, and gel caps. In addition to offering white labeled products, Canbiola has developed its own line of proprietary products, as well as seeking synergistic value through acquisitions of products and brands in the Hemp industry. Can B Corp. reported a net loss of $12.17 million for the year ended Dec. 31, 2021, compared to a net loss of $8.88 million for the year ended Dec. 31, 2020. As of March 31, 2022, the Company had $17 million in total assets, $10.75 million in total liabilities, and $6.25 million in total stockholders' equity.Lakewood, Colo.-based BF Borgers CPA PC, the Company's auditor since 2021, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company's significant operating losses raise substantial doubt about its ability to continue as a going concern. CASH DEVELOPMENT: Seeks Cash Collateral Access ---------------------------------------------- Cash Development, LLC asks the U.S. Bankruptcy Court for the Northern District of Georgia, Rome Division, for authority to use cash collateral in accordance with the budget, with a 15% variance. The Debtor requires the use of cash collateral to pay the operating expenses of the business. Comerica Bank may assert a lien upon and security interest in the Debtor's assets as more particularly described in the UCC Financing Statement number 038-2021-038475, filed on December 28, 2021 in the records of the Coweta County Clerk of Superior Court. State Bank and Trust Company may assert a lien upon and security interest in the Debtor's assets as more particularly described in the UCC Financing Statement number 038-2014-010616, filed on November 7, 2014 in the records of the Coweta County Clerk of Superior Court. Kubota Credit Corporation, U.S.A. may assert a lien upon and security interest in the Debtor's assets as more particularly described in the UCC Financing Statement number 038-2021-038475, filed on March 25, 2020 in the records of the Barrow County Clerk of Superior Court. As adequate protection, the Lenders will be granted a security interest in and lien upon all of the Debtor's assets created or acquired by the Debtor post-petition. A copy of the motion and the Debtor's budget is available at https://bit.ly/3KncZYv from PacerMonitor.com. The budget provides for $55,957 in cash development operating revenue and $6,172 in cash development cost of operations. About Cash Development, LLC Cash Development, LLC specializes in hauling, disposal, and recycling of construction demolition waste with its headquarters located at 2859 Paces Ferry Road, Suite 1150, Atlanta, GA, 30339. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-41007) on August 26, 2022. In the petition filed by Carson Cash King, authorized representative, the Debtor disclosed up to $50,000 in assets and up to $500,000 in liabilities. Cameron M. McCord, Esq. at Jones & Walden, LLC is the Debtor's counsel. CC HILLCREST: Seek to Hire Matthews Shiels as Special Counsel ------------------------------------------------------------- CC Hillcrest, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Matthews, Shiels, Knott, Eden, Davis & Beanland, L.L.P. as its special counsel. The firm will continue to represent it in the prosecution of its eviction claims and the defense of its criminal code violations. The firm will be paid at these rates: Marlene Thomson $250 per hour Bailey McShan $250 per hour Robert Eden $285 per hour Matthews Shiels does not presently hold or represent any interest adverse to the interests of the Debtor or its estate and is disinterested within the meaning of 11 U.S.C. Sec. 101(14), according to court filings. The firm can be reached through: Marlene Thomson, Esq. Robert Eden, Esq. Bailey McShane, Esq. Matthews, Shiels, Knott Eden, Davis & Beanland, L.L.P. 8131 Lyndon B Johnson Fwy #700 Dallas, TX 75251 Phone: +1 972-234-3400 About CC Hillcrest CC Hillcrest, LLC operates an apartment complex in Mesquite, Texas. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Tex. Case No. 22-31362) on July 29, 2022. In the petition signed by Jared Remington, manager, the Debtor disclosed up to $50 million in both assets and liabilities. Judge Scott W. Everett oversees the case. Joyce W. Lindauer Attorney, PLLC and Matthews, Shiels, Knott, Eden, Davis & Beanland, LLP serve as the Debtor's bankruptcy counsel and special counsel, respectively. CELSIUS NETWORK: Trust Company Won't Turn Over $17M in Assets ------------------------------------------------------------- Sarah Jarvis of Law360 reports that bankrupt cryptocurrency lending company Celsius has urged a New York federal court to order a former business partner to turn over roughly $17 million worth of crypto assets it held for certain Celsius customers, saying "it has no claim or title" to these assets. In Tuesday's, August 23, 2022, adversary complaint, Celsius Network Ltd. and Celsius Network LLC alleged that Prime Trust LLC -- whose website indicates it provides fintech and digital asset companies with financial infrastructure -- held crypto assets from Celsius' New York and Washington users from 2020 to mid-2021 without having any ownership rights over the assets. 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. 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 CINEMA SQUARE: Amends Wilmington Trust Secured Claim Pay Details ---------------------------------------------------------------- Cinema Square, LLC, submitted a First Amended Disclosure Statement describing First Amended Chapter 11 Plan dated August 25, 2022. The primary necessary condition was for the pandemic lock-out to expire so rents could be received. The replacement of Galaxy as prime tenant was also necessary. Class 1 consists of the Secured Claim of Wilmington Trust, National Association. The Class 1 creditor will receive monthly payments of $41,013.52 commencing on the first day of the month following the effective date. In addition, the Class 1 creditor will receive a lump sum payment of $574,189.28 on the effective date which will be credited to the missed regular payments by the Debtor, not to fees, charges, default interest or other costs. The Class 1 claim will be paid in full on or before January 26, 2026. The Debtor anticipates that payment in full will be accomplished by refinance of the property, although sale of the property or payment of the Class 1 Claim through outside funding are also permissible methods of paying the final payment of the Class 1 claim. The amount of the Class 1 Claim is in dispute. The dispute at a minimum concerns the repayment penalty added to the loan balance by the Class 1 creditor. In addition, the Debtor contests the validity of the default interest provision. It is possible the Debtor disputes the added attorney's fees, as the Class 1 creditor has never itemized them or provided backup for them. Like in the prior iteration of the Plan, General Unsecured Claims will receive 100% of their allowed claims 90 days after the effective date, or upon allowance, whichever is later. Holders of equity interests in the Debtor will retain their interests. The Debtor will collect rents from its tenants and make the necessary payments under the Plan. A full-text copy of the First Amended Disclosure Statement dated August 25, 2022, is available at https://bit.ly/3CEnd4Q from PacerMonitor.com at no charge. Attorneys for the Debtor: William C. Beall, Esq. Eric W. Burkhardt, Esq. BEALL & BURKHARDT, APC 1114 State Street, La Arcada Building, Suite 200 Santa Barbara, California 93101 Tel: (805) 966-6774, Fax: (805) 963-5988 About Cinema Square Cinema Square, LLC, is the owner of a small shopping center located at 6917 El Camino Real, Atascadero, CA 93422. There are several tenants, the primary tenant is a movie theater, the Galaxy Theater. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 21-10634) on June 14, 2021. In the petition signed by Jeffrey C. Nelson, president, the Debtor disclosed up to $50 million in assets and up to $10 million in liabilities. Judge Deborah J. Saltzman oversees the case. William C. Beall, Esq., at Beall & Burkhardt, APC, is the Debtor's counsel. CITE LLC: Sub V Trustee Has Cash Collateral Access Thru Oct 2 ------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division, gave Robert Handler, the Subchapter V Trustee of Cite LLC, authority to use cash collateral in which A. Robert Abboud and Company (ARACO) asserts an interest, in accordance with the budget, with a 10% variance through October 2, 2022. The Subchapter V Trustee is authorized to operate the Debtor's business, primarily including its restaurant, and use cash (a) for the disbursements set forth under the Trustee Operating Budget, or (b) for any disbursement(s) expressly authorized by separate Court order, to and including October 2. The Debtor may use cash in an amount equal to up to 10% more than a particular corresponding "category" in the Budget, measured on a cumulative, monthly basis, provided that cash is available. In the event expenses for a particular month come in under the amount set forth in the Budget, the amounts will roll forward and be available in future months and may be used to offset any overages up to 10% for future months, provided the overage corresponds to a prior month's underage in the same expense category. In the event ARACO consents, in writing, to the use of cash in a manner or amount which does not conform to the Budget, the Debtor will be authorized pursuant to the Order to expend cash for the Non-Conforming Use without further Court approval. As adequate protection for the Debtor's use of cash collateral, ARACO and Republic Bank are granted post-petition liens, security interests and mortgages in and on the property of the Debtor and its estate, including all property acquired by the Debtor or its estate after the Petition Date, to the same extent, validity, perfection, enforceability, and priority of the liens, security interests, and mortgages of such Secured Creditor in the Pre-petition Collateral as of the Petition Date. If and to the extent the adequate protection of the interests of the Secured Creditors, or either of them, in the Post-petition Collateral pursuant to the order proves insufficient, the Secured Creditor(s) will be granted an administrative expense claim under section 507(b) of the Bankruptcy Code. As further adequate protection, the Trustee will make the adequate protection payments to the Secured Creditors indicated in the Budget, in the amounts of $14,000 per month to Republic Bank and $7,500 per month to ARACO, with the September adequate protection payments must be received by the Secured Creditors by no later than September 26. The matter is continued for status hearing on September 28 at 10 a.m. via Zoom for Government. A copy of the order and the Debtor's budget for August 2022 is available at https://bit.ly/3TeD7ZH from PacerMonitor.com. The budget provides for total cash disbursements, on a weekly basis, as follows: $59,505 for the week starting September 4, 2022; $34,365 for the week starting September 11, 2022; $125,347 for the week starting September 18, 2022; $50,893 for the week starting September 25, 2022; and $61,783 for the week starting October 2, 2022. About Cite LLC Cite LLC, an American restaurant business, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No. 21-13730) on Dec. 3, 2021. In the petition signed by Evangeline Gouletas, managing member, the Debtor disclosed $5,517,547 in total assets and $7,945,223 in total liabilities. Judge Janet S. Baer oversees the case. The Golding Law Offices, PC serves as the Debtor's counsel. Robert Handler has been appointed as Subchapter V Trustee of Cite LLC. CITIUS PHARMACEUTICALS: Incurs $8.9-Mil. Net Loss in Third Quarter ------------------------------------------------------------------ Citius Pharmaceuticals, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $8.86 million on $0 of revenues for the three months ended June 30, 2022, compared to a net loss of $5.82 million on $0 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 $25.65 million on $0 of revenues compared to a net loss of $18.09 million on $0 of revenues for the nine months ended June 30, 2021. As of June 30, 2022, the Company had $120.31 million in total assets, $9.98 million in total liabilities, and $110.33 million in total equity. The Company experienced negative cash flows from operations of $22,028,752 for the nine months ended June 30, 2022. As a result of the Company's common stock offerings and common stock warrant exercises during the year ended Sept. 30, 2021, the Company had working capital of approximately $46,400,000 at June 30, 2022. The Company estimates that its available cash resources will be sufficient to fund its operations through August 2023. Citius said, "The Company has generated no operating revenue to date and has principally raised capital through the issuance of debt and equity instruments to finance its operations. The Company's continued operations beyond August 2023, including its development plans for Mino-Lok, Mino-Wrap, Halo-Lido, NoveCite and I/ONTAK, will depend on its ability to obtain regulatory approval to market Mino-Lok and/or I/ONTAK and generate substantial revenue from the sale of Mino-Lok and/or I/ONTAK and on its ability to raise additional capital through various potential sources, such as equity and/or debt financings, strategic relationships, or out-licensing of its product candidates. However, the Company can provide no assurances on regulatory approval, commercialization or future sales of Mino-Lok or I/ONTAK or that financing or strategic relationships will be available on acceptable terms, or at all. If the Company is unable to raise sufficient capital, find strategic partners or generate substantial revenue from the sale of Mino-Lok or I/ONTAK, there would be a material adverse effect on its business. Further, the Company expects to incur additional expenses as it continues to develop its product candidates, including seeking regulatory approval, and protecting its intellectual property." Management Commentary "Citius made solid progress during the quarter to advance our multiple programs. We expanded the Phase 3 Mino-Lok trial to include international sites with the intention of increasing and accelerating enrollment. Our efforts remain focused on driving patient recruitment, which we believe will hasten trial completion. Based on the current the pace of enrollment and the ramp up of our international sites, we expect to enroll the last patient, to complete the trial by the end of 2022, subsequently with the required number of events," stated Leonard Mazur, Chairman and CEO of Citius. "Our I/ONTAK program remains on track with an anticipated BLA submission later this year. Topline results for the Phase 3 trial of I/ONTAK were consistent with the prior FDA-approved formulation (ONTAK) and we believe there remains a significant unmet medical need in the market for CTCL patients. We recently completed a pre-BLA meeting with the U.S. Food and Drug Administration (FDA) and appreciate their continued guidance. Additionally, the Halo-Lido Phase 2b trial for the treatment of hemorrhoids was initiated during the quarter and we remain encouraged that we may complete enrollment in this trial by the end of the year," added Mazur. "Our balance sheet remains strong with $48 million in cash available and no debt, providing us with greater strategic and financing flexibility than many of our peers. We believe these funds are sufficient to allow us to execute our activities through August 2023. To support our value-creating clinical, regulatory and commercial efforts, and to further unlock the value of I/ONTAK and Citius, we announced our intent to explore a tax-free non-dilutive spin-off to create a separate publicly traded oncology company. We believe this remains a viable option, notwithstanding recent market volatility, and will continue to monitor market conditions as we proceed. In addition to a potential spin-off, there are multiple other non-dilutive options available to Citius including out-licensing agreements, asset sales or other strategic arrangements, as well as non-equity financing. Consequently, we remain encouraged in the progress of our pipeline and confident in our ability to advance each of our key programs," concluded Mazur. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1506251/000121390022046897/f10q0622_citiuspharma.htm About Citius Headquartered in Cranford, NJ, Citius Pharmaceuticals, Inc. -- http://www.citiuspharma.com-- is a specialty pharmaceutical company dedicated to the development and commercialization of critical care products targeting unmet needs with a focus on anti-infectives, cancer care and unique prescription products. Citius reported a net loss of $23.05 million for the year ended Sept. 30, 2021, a net loss of $17.55 million for the year ended Sept. 30, 2020, a net loss of $15.56 million for the year ended Sept. 30, 2019, a net loss of $12.54 million for the year ended Sept. 30, 2018, and a net loss of $10.38 million for the year ended Sept. 30, 2017. As of March 31, 2022, the Company had $127.79 million in total assets, $9.59 million in total liabilities, and $118.20 million in total equity. CLEAN ENERGY: Incurs $79.9 Million Net Loss in Second Quarter ------------------------------------------------------------- Clean Energy Fuels Corp. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $79.95 million on $480,000 of total revenue for the three months ended June 30, 2022, compared to a net loss of $13.36 million on $97.22 million of total revenue for the three months ended June 30, 2021. For the six months ended June 30, 2022, the Company reported a net loss of $87.39 million on $77.62 million of total revenue compared to a net loss of $37.94 million on $180.72 million of total revenue for the six months ended June 30, 2021. As of June 30, 2022, the Company had $934.25 million in total assets, $204.75 million in total liabilities, and $729.51 million in total stockholders' equity. Andrew J. Littlefair, Clean Energy's president and chief executive officer, stated "We are pleased with how the second quarter turned out with an increase in fuel volume and revenues. But more importantly, the margin on our fuel volumes increased by double digits despite the softness in RIN and LCFS prices, which is a testament to the diverse and recurring nature of our business model. Our RNG upstream investing and construction activities remained on pace, if not ahead of the plan that we announced in January. We also continued good progress with the construction of new RNG stations to accommodate Amazon's growing fleet of trucks and volumes." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1368265/000155837022012215/clne-20220630x10q.htm About Clean Energy Headquartered in Costa Mesa, California, Clean Energy Technologies, Inc. -- http://www.cetyinc.com-- designs, produces and markets clean energy products and integrated solutions focused on energy efficiency and renewables. Clean Energy reported a net loss of $94.16 million for the year ended Dec. 31, 2021, compared to a net loss of $11.53 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $957.07 million in total assets, $201.66 million in total liabilities, and $755.41 million in total stockholders' equity. CLEARWATER PAPER: S&P Alters Outlook to Positive, Affirms BB- ICR ----------------------------------------------------------------- S&P Global Ratings revised its outlook on Spokane, Wash.–based Clearwater Paper Corp. to positive from stable to reflect the potential for an upgrade and incorporating the company's improved operating performance and earnings generation over the past year as well as the reduction in debt leverage. S&P said, "At the same time, we affirmed all the ratings, including the 'BB-' issuer credit rating, and we revised the recovery rating on the company's unsecured notes due 2025 and 2028 to '3' from '4'. "We expect Clearwater to maintain debt leverage of 2.5x-3.0x in 2022 and 2023, supported by improved cash-flow generation and deleveraging efforts. The company generated $126 million of operating cash and reduced debt by $55 million in the first half of 2022, reducing debt leverage to 2.5x as of June 30, 2022. Tissue and paperboard demand has been strong through the first half of the year, with strong pricing in its paperboard segment. In 2022 and 2023, we expect continued demand across both segments and positive price/cost trends to result in adjusted EBITDA of $230 million-$250 million and debt leverage of 2.5x-3.0x." Cost inflation will remain a headwind through the end of the year, but Clearwater has been successful in offsetting this with price. Clearwater has been experiencing 15%-20% cost input inflation thus far in 2022. Pulp, fiber, chemicals, energy, and freight costs are the most heavily affected, with pulp inflation at more than 30% year-over-year. Despite these headwinds affecting EBITDA by up to $35 million year-to-date, the company has offset such costs with higher pricing, which has grown EBITDA by more than $65 million over the first half of 2022. The positive outlook reflects the potential for an upgrade and incorporates the improved operating performance and earnings generation over the first half of 2022. It also reflects the resulting reduction in debt leverage, which S&P expects will remain in the 2.5x-3.0x range over the next 12 months. S&P said, "We could raise our rating on Clearwater if, over the next 12 months, the company maintains good operating performance and debt leverage below 3x while also being prudent with its financial policy decisions, including episodic M&A activity and shareholder returns. An upgrade would also be contingent on the company's EBITDA margins remaining in a more narrow range than during the last 18 months, when it swung by more than 600 basis points. "We could revise the outlook to stable from positive if debt leverage increased and stabilized above 3x. This could happen as a result of a leveraging transaction or deteriorating performance leading to reduced revenues and EBITDA margins falling into the single-digit percentages over the next 12 months." Environmental, Social, And Governance ESG credit indicators: E-3, S-2, G-2 S&P said, "Environmental factors are a moderately negative consideration in our credit analysis of Clearwater. This is due to its products--tissue products, bleached paperboard, and pulp--being chemical-intensive to produce. While its consumer products division products--bath and facial tissue products--are purely single-use, its paperboard products division products--folding carton, liquid packaging, cup and plate products, blister and carded packaging, in addition to pulp--have relatively less end-of life and waste implications, although difficulty in recycling certain plastic-lined products can be an issue." COAL NETWORK: Wins Interim Cash Collateral Access ------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Kentucky, Ashland Division, authorized Coal Network, LLC to use cash collateral on an interim basis in accordance with the budget and provide adequate protection to KeyBank National Association. KeyBank asserts, and the Debtor acknowledges and agrees, that the Debtor became indebted to, and granted certain security interests to, KeyBank pursuant to a loan and security agreements including, without limitation, the following: i. a Loan Agreement dated February 25, 2020, which contemplated a revolving credit facility, executed by the Debtor in favor of KeyBank, together with related contractual agreements, as thereafter amended, supplemented and modified; ii. a Revolving Credit Promissory Note, dated February 25, 2020, in the principal amount of $10,000,000, executed by the Debtor in favor of KeyBank, and which matured on February 25, 2022; and iii. a Security Agreement, dated February 25, 2020. The Debtor granted KeyBank security interests and liens in substantially all of the Debtor's assets to the extent described in the Loan Documents. As of the Petition Date, the Debtor was, and remains, in default of its obligations under the Loan Documents. KeyBank asserts that under the Loan Documents, the current balance of the Loan is approximately $3,384,086, plus fees (including, without limitation, legal fees), costs, and expenses that have accrued or may accrue. The Debtor is authorized to use the cash collateral in an amount not to exceed 110% of the sum of the first four weeks of the Approved Budget's line identified as the "Total Disbursements for Operations." The Maximum Amount may be increased upon the express written consent of KeyBank which, for non-recurring, unplanned or emergency expenditures, such consent shall not be unreasonably withheld. In addition to the existing rights and interests of KeyBank in the cash collateral and the other Prepetition Collateral, KeyBank is granted, as security for the repayment and performance of the Credit Obligations, valid, binding, enforceable, and perfected first-priority replacement liens in all property acquired or created postpetition. As further adequate protection, KeyBank is granted a superpriority administrative expense claim pursuant to section 364(c)(1) of the Bankruptcy Code. As set forth in the Approved Budget, starting on August 31, 2022, Debtor will make weekly payments (on the Wednesday of each week) of $18,500 to KeyBank, which amount KeyBank may automatically debit from Debtor's operating account with KeyBank each week. The Debtor's affiliate, Coal Equities, LLC will, not later than August 29, 2022, execute in recordable format a mortgage on a certain coal trans-loading facility located at 13125 Old U.S. Highway 23 (SR 757) in Catlettsburg, Kentucky, in favor of, and in form reasonably satisfactory to, KeyBank in the amount of the then-outstanding Credit Obligations. The Replacement Liens and the Superpriority Claim will not be subordinated to any other lien under section 364(d) of the Bankruptcy Code or otherwise but shall be subordinate to the Carve Out. The Carve-Out means the fees required to be paid to the Clerk of the Court and to the Office of the Subchapter V Trustee under sections 330(a) and 503 of the Bankruptcy Code and the Office of the United States Trustee under 28 U.S.C. section 1930(a), plus interest at the statutory rate and the actual unpaid fees and expenses, up to the amount set forth in the Approved Budget. A copy of the order and the Debtor's budget is available at https://bit.ly/3pNIEbT from PacerMonitor.com. The budget provides for total disbursements for operations, on a weekly basis, as follows: $1,299,659 for the week ending August 26, 2022; $579,706 for the week ending August 26, 2022; $705,025 for the week ending August 26, 2022; and $447,309 for the week ending August 26, 2022. About Coal Network LLC Coal Network LLC -- http://www.coalnetwork.com-- is a turnkey solution provider focused specifically on coal and blended coal products. Coal Network LLC filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. E.D. Ky. Case No. 22-10098) on August 17, 2022. In the petition filed by Ramesh Malhotra, as president, the Debtor reported assets and liabilities between $1 million and $10 million. Michael E. Wheatley has been appointed as Subchapter V trustee. April A. Wimberg, Esq., at Dentons Bingham Greenebaum LLP, is the Debtor's counsel. COASTAL LANDFILL: Seeks Cash Collateral Access ---------------------------------------------- Coastal Landfill Disposal of Florida, LLC asks the U.S. Bankruptcy Court for the Northern District of Georgia, Rome Division, for authority to use cash collateral in accordance with the budget, with a 15% variance. The Debtor requires access to cash collateral to pay operating expenses. Comerica Bank may assert a lien upon and security interest in the Debtor's assets as more particularly described in the UCC Financing Statement number 038-2021-038475, filed on December 28, 2021 in the records of the Coweta County Clerk of Superior Court. Secured Lender Solutions, LLC may assert a lien upon and security interest in the Debtor's assets as more particularly described in the UCC Financing Statement number 038-2021-004529, filed on February 22, 2021 in the records of the Coweta County Clerk of Superior Court. Community Bank of Pickens County may assert a lien upon and security interest in the Debtor's assets as more particularly described in the UCC Financing Statements number 112-2021-000015, filed on January 20, 2021 and 112-2021-000379, filed on October 28, 2021 in the records of the Pickens County Clerk of Superior Court. As adequate protection, the Lenders will be granted a security interest in and lien upon all of the Debtor's assets created or acquired by the Debtor post-petition. A copy of the motion and the Debtor's budget is available at https://bit.ly/3Tl92aH from PacerMonitor.com. The budget provides for $55,957 in cash development operating revenue and $6,172 in cash development cost of operations. About Coastal Landfill Disposal of Florida, LLC Coastal Landfill Disposal of Florida, LLC specializes in hauling, disposal, and recycling of construction demolition waste with headquarters located at 2859 Paces Ferry Road, Suite 1150, Atlanta, GA, 30339. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-41009 ) on August 26, 2022. In the petition filed by Carson Cash King, authorized representative, the Debtor disclosed up to $50,000 in assets and up to $500,000 in liabilities. Cameron M. McCord, Esq. at Jones & Walden, LLC is the Debtor's counsel. COLEMAN COMMERCIAL: Restaurant Sale Proceeds to Fund Plan Payments ------------------------------------------------------------------ Coleman Commercial Properties, Inc., submitted an Amended Plan of Reorganization for Small Business dated August 25, 2022. Since May of 2006, the Debtor has been operating as a sports bar and grill in Aurora, Colorado. Debtor is owned and operated by Edward Coleman. The debtor operates as McCarthy Sports Bar & Grill ("McCarthy's"), located off Smokey Hill Road and Chambers Road. Debtor has decided to sell the business. Accordingly, Debtor has filed a motion to retain a certified business broker to market the restaurant and its contents. From the sale, Debtor's goal is to satisfy the claim filed by the Shops at Shenandoah as to pre petition default, fund as much as possible of the remaining claims, including administrative expense, and present a qualified buyer/successor The Shops at Shenandoah to replace Debtor. On or about August 17, 2022, the Debtor listed the restaurant for sale for $179,000 with Jordan Business Brokerage LLC dba We Sell Restaurants ("Broker"). The Debtor scheduled several unsecured pre-petition debts totaling $273,000.00. Unsecured creditors who have filed Proofs of Claims total $778,822.19. Of those amounts, the claim amount of $4,165.71 is expected to be withdrawn by Shamrock Foods Company. Debtor believes the claim filed by Wells Fargo Bank N.A. in the amount of $169,185.28 represents a loan that has been forgiven and that amount should be zero. Debtor treats it as such in the plan. On August 25, 2022 Debtor filed an objection to the claim filed by Wells Fargo Bank, N.A. Class 3 consists of non-priority unsecured claims of Shops at Shenandoah and Xcel Energy. Class 3 shall, on a pro rata basis, share all monies remaining in the Debtor' DIP account following the full payment of the Allowed Administrative Claims. Class 3 is impaired under the Plan. The Debtor expects to complete the sale of the McCarthy's approximately 100 days after going under contract. The sale of McCarthy's is being marketed by Ronald Uphouse of Jordan Business Brokerage LLC, dba We Sell Restaurants. Mr. Uphouse's fee is a flat 12% of the sale price. Mr. Uphouse estimates that the sale of the restaurant as a going concern will net approximately $155,000. On receipt of an offer to purchase, Debtor will file a Motion to Approve the sale under 11 U.S.C. § 365 et seq. The funds will be distributed in accordance with the terms and conditions of the proposed plan. Following the Effective Date, and after full payment of all Administrative Claims, the Debtor shall deposit any remaining sums in the DIP Account into the Unsecured Creditor Account. It is anticipated that the administrative expenses will be paid upon confirmation of the plan, estimated to be $20,000 (Berken Cloyes, accountant fees and the SubChapter V Trustee fees). It is estimated that the fees of Berken Cloyes will be approximately $25,000, but Berken Cloyes agrees to cap fees at $15,000, having received $5000 pre-petition, subject to court approval. The Debtor believes that the Plan, as proposed, is feasible. The funding for the Plan will come from the proceeds from the sale of McCarthy's as a going concern, and the remaining funds in the DIP Account following payment of Administrative Claims. The Debtor had $4,675 in account balances as of June 30, 2022 and is expecting to receive net proceeds from the sale of the Restaurant in the approximate amount of $155,000.00. The projected administrative expenses are approximately $20,000. If there is no claims litigation or other litigation following the Effective Date, the Debtor expects to have approximately $135,000 to distribute to Class 3 creditors. Based upon the scheduled claims filed in this case, this should result in a dividend to Class 3 of approximately 23%. A full-text copy of the Amended Plan of Reorganization dated August 25, 2022, is available at https://bit.ly/3KvijZU from PacerMonitor.com at no charge. Attorney for Debtor: Stephen E. Berken, 14926 Berken Cloyes, PC 1159 Delaware Street Denver, CO 80202 303-623-4359 stephenberkenlaw@gmail.com About Coleman Commercial Properties Since May of 2006, Coleman Commercial Properties, Inc., has been operating as a sports bar and grill in Aurora, Colorado. The company operates as McCarthy Sports Bar & Grill, located off Smokey Hill Road and Chambers Road. It is owned and operated by Edward Coleman. Coleman Commercial Properties, Inc., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Colo. Case No. 22-10666) on March 1, 2022, listing as much as $1 million in both assets and liabilities. Mark David Dennis serves as the Subchapter V trustee. The Debtor tapped Berken Cloyes PC as legal counsel and Carl J. Moser as accountant. CROWN COMMERCIAL: Court OKs Interim Cash Collateral Access ---------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois, Eastern Division, authorized Crown Commercial Real Estate and Development, LLC to use cash collateral on an interim basis in accordance with the budget. The Debtor requires the use of cash collateral to continue operating its business enterprise and successfully reorganize its operations. The Debtor and Rialto Capital Advisors, LLC, have agreed to the terms of the fifth interim order on cash collateral access. Rialto is the Special Servicer and Attorney-in-Fact for secured creditor U.S. Bank National Association, as Trustee for the benefit of the holders of Morgan Stanley Capital I Inc., Commercial Mortgage Pass-Through Certificates, Series 2012-05. Bank of America, N.A. made a loan to the Debtor in the original principal amount of $27,450,000, pursuant to a loan agreement dated June 26, 2012. The Loan is evidenced by a promissory note dated June 26, 2012, in the original principal amount of $27,450,000 made by the Debtor and payable to the order of the Original Lender. To secure repayment of the Loan, the Debtor executed and delivered to the Original Lender a Mortgage, Assignment of Leases and Rents, and Security Agreement dated as of June 26, 2012, encumbering the Debtor's real property, a real property improved by a shopping center commonly known as Chatham Village Square Shopping Center, located at 87th Street and Cottage Grove Avenue, Chicago, IL 60619, recorded with the Cook County Recorder of Deeds on July 20, 2012, as document number 1220213054. As further security for the Loan, the Debtor granted the Original Lender a lien on all of its personal assets. On June 29, 2012, the Original Lender perfected its security interest in the Debtor's assets by filing a UCC Financing Statement with the Illinois Secretary of State identifying Crown Commercial as the debtor and the Original Lender as the secured party. On July 2, 2012, the Original Lender negotiated the Note to the order of Rialto pursuant to an allonge and delivered the Note with the Allonge to Rialto. On August 8, 2012, the Original Lender assigned the Mortgage to Morgan Stanley Capital I Inc., Commercial Mortgage Pass-Through Certificates, Series 2012-05, by executing and delivering to the Lender an Assignment of Mortgage, Assignment of Leases and Rents, and Security Agreement, which was recorded with the Cook County Recorder of Deeds on September 10, 2012, as document number 1225408405. On August 30, 2012, Rialto perfected its security interest in the Debtor's assets by filing a UCC Financing Statement Amendment with the Illinois Secretary of State identifying the Debtor as the debtor and the Lender as the secured party, as subsequently continued by filing of those UCC Financing Statement Amendments on September 6, 2012, January 11, 2017, and January 18, 2022. As of the Petition Date, the Debtor owed Rialto $22,874,831. The Debtor is directed to use cash collateral only to pay actual, ordinary, and necessary operating expenses for the purpose of operating its business as debtor-in-possession. The use of the Lender's cash collateral to pay any extraordinary expense in excess of actual, ordinary, and necessary operating expenses will require the prior written approval of the Lender, or further Court order, upon three days' notice. The Debtor will ensure the payment of all personal property taxes, real property taxes, sales taxes, payroll taxes, insurance, maintenance expenses, and payroll/wages in connection with preserving the Property coming due during the Interim Period. As further adequate protection, the Debtor will pay the Lender, on or before September 9, 2022, one monthly interest payment in the amount of $83,144. As additional adequate protection for the use of cash collateral during the Fifth Interim Period, the Debtor will pay the Lender $20,000 per week to be applied to reduce the amount of real estate taxes advanced by the Lender as follows: the Debtor will pay $20,000 to Lender on or before August 26, 2022, $20,000 on or before September 2, 2022, and $20,000 on or before on September 9, 2022. The Lender is also granted, retroactively to the Petition Date, and without the necessity of any additional documentation or filings, valid, enforceable, non-avoidable, and fully perfected replacement liens on and in all property of the Debtor acquired or generated after the Petition Date, to the same extent, validity, and priority as the Lender's preexisting liens and security interests. These events constitute an "Event of Default:" a. The Debtor's failure to maintain appropriate insurance for the Collateral; b. Except for disclosed payments made following the Petition Date through the date of the Order, if the Debtor pays obligations not showing on the Budget without the Lender's prior written consent or further Court order or exceeds the Budget amounts by more than 15%; c. The Debtor fails to provide, when due, any reports or accounting information reasonably required by the Agreed Interim Order; d. Any termination by the Court of the Debtor's use of cash collateral; or e. Failure to make the Adequate Protection Payment when due. A further interim hearing on the matter is scheduled for September 14 at 10 a.m. A copy of the order and the Debtor's budget is available at https://bit.ly/3pNNHJw from PacerMonitor.com. The budget provides for total expenses, on a weekly basis, as follows: $25,000 for the week ending August 25, 2022; $30,206 for the week ending September 1, 2022; $35,275 for the week ending September 8, 2022; and $114,525 for the week ending September 15, 2022. About Crown Commercial Real Estate and Development, LLC Crown Commercial Real Estate and Development, LLC operates shopping center, located at 87th Street and Cottage Grove Avenue, Chicago, IL 60619. The Property consists of a shopping center owned and operated for 25 years by the Debtor. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ill. Case No. 22-05113) on May 3, 2022. In the petition signed by Musa P. Tadro, manager, the Debtor disclosed up to $50,000 in assets and up to $50 million in liabilities. The Law Offices of Konstantine Sparagis is the Debtor's counsel. Judge Janet S. Baer oversees the case. CUENTAS INC: Co-Founders to Serve as Interim CEO, President ----------------------------------------------------------- Cuentas, Inc. announced that its co-founder and Executive Chairman, Mr. Arik Maimon and Mr. Michael De Prado, co-founder and executive vice-chairman have stepped back into the positions of interim CEO and interim president, respectively, as approved by the Cuentas Board of Directors. Both Maimon and De Prado agreed to assume these positions with no additional compensation. The Board also authorized the formation of a CEO Search committee. The decision comes as Cuentas looks to achieve the same record heights as in July 2021, when Maimon and De Prado led it to a market capitalization of $123 million. "After long and careful consideration, I have decided to step in as interim CEO of Cuentas," says Maimon. "Given that Cuentas reached its highest market cap under my leadership, I decided that this was the best pathway for the company. Moving forward, I will personally take responsibility for every triumph and shortcoming." He added, "However, I want to stress that Cuentas has never been in a better position than it is today under secure contract what does this mean? since its inception." "As the co-founder of Cuentas during the last decade, I am pleased to report to our shareholders that we are now in a position to execute our business plan," stated Michael De Prado, co-founder and Interim President. "I am very happy that our recent and existing contracts and relations will serve to disrupt the marketplace what is this all about what contracts do you mean??? and I believe that Cuentas is way undervalued in the marketplace and the Company is targeting to become a market leader in the mobile payment segment in the US market," added De Prado. Cuentas and Jeff Johnson have arrived at an amicable agreement where Johnson's departure was effective Aug. 19, 2022. With Johnson's departure, Arik Maimon will assume the role of Interim CEO. On Aug. 18, 2022, Jeffery D. Johnson signed a Separation of Employment Agreement between himself and the Company, and resigned as the chief executive officer of the Company effective immediately. On Aug. 19, 2022, the Board of Directors approved the Separation and General Release Agreement, approved the immediate acceleration of the vesting of 160,000 options previously issued under the Stock Option Plan that will be exercisable for a period of three years after the resignation and noted that the separation was cordial and positive. Mr. Johnson will receive a one time Separation Payment of $100,000, and the Company will pay all costs for COBRA (health insurance) benefits through the end of calendar year 2022. About Cuentas Headquartered in Miami, Florida, Cuentas, Inc. -- http://www.cuentas.com-- invests in financial technology and engages in use of certain licensed technology to provide innovative telecommunications, mobility, and remittance solutions to unserved, unbanked, and emerging markets. The Company uses proprietary technology and certain licensed technology to provide innovative telecommunications and telecommunications mobility and remittance solutions in emerging markets. The Company also offers wholesale telecommunications minutes and prepaid telecommunications minutes to consumers through its Tel3 division. Cuentas reported a net loss attributable to the company of $10.73 million for the year ended Dec. 31, 2021, a net loss attributable to the company of $8.10 million for the year ended Dec. 31, 2020, a net loss attributable to the company of $1.32 million for the year ended Dec. 31, 2019, and a net loss of $3.56 million for the year ended Dec. 31, 2018. As of March 31, 2022, the Company had $9.68 million in total assets, $3.31 million in total liabilities, and $6.36 million in total stockholders' equity. DELUXE CORP: S&P Alters Outlook to Negative, Affirms 'B+' ICR ------------------------------------------------------------- S&P Global Ratings revised the outlook on check printer and payment services provider Deluxe Corp. to negative from stable and affirmed all its ratings, including the 'B+' issuer credit rating. The negative outlook reflects S&P's expectation that leverage will remain elevated through 2022, in the 6x area, due to elevated restructuring costs, supply chain constraints, and other macroeconomic headwinds. S&P said, "We expect leverage will remain over 5x during the next 12 months. Secular declines in the commercial printing industry, coupled with inflationary and supply chain constraints, will pressure near-term EBITDA margin and limit leverage reduction. We expect the industry will continue to shift to digital media formats. Deluxe has benefited over the past year from new business wins and economic recovery from the COVID-19 pandemic, increasing volumes. However, as a producer of print-based products, Deluxe's ability to improve margins is limited, though it has passed some costs through to customers to help offset top-line pressure. Global supply chain issues including port congestion, transportation costs, and labor shortages domestically and abroad could also make it challenging to procure paper, ink, or unbranded promotional products. This in turn would curtail revenue growth if customer needs cannot be met. "Delayed rollout of Deluxe's new enterprise resource planning (ERP) system has led to higher restructuring charges than our original forecast. Implementation has taken longer than expected, which will likely lead to additional restructuring charges in the second half of 2022 above our previous base-case forecast. We had anticipated the system rollout would be finished by the end of the third quarter. However, that is now pushed into early 2023. We include these costs in our EBITDA calculation, which will raise leverage and weaken margins. However, we expect these expenses will roll off after the first quarter of 2023." Deluxe has significant exposure to small and midsize business (SMB) customers that could be vulnerable in a recessionary environment. Under normal economic conditions, about 30% of small businesses fail within two years of launch. However, this could increase if macroeconomic conditions deteriorate over the next year. S&P Global economists believe the chance of a recession is rising and assess the risk at 40%-50%. Higher energy prices could also erode purchasing power for consumers, impairing prospects for SMBs. Faster monetary policy will also likely slow consumer demand because rising rates work through wealth effects as asset prices (financial and nonfinancial) moderate or decline and through the spending channel as the cost of borrowing rises. S&P said, "We expect the company to prioritize debt repayment over the next 12 months. We expect Deluxe will continue to operate with a relatively conservative financial policy longer term. The company has historically operated with adjusted leverage in the mid-3x area and free operating cash flow to debt in the mid-teens percent area. However, the acquisition of First American Payment System (FAPS) increased debt and raised adjusted leverage to 6.2x as of June 30, 2022. Our adjusted leverage adds operating and finance lease liabilities to the company's debt. We also include capitalized software costs and one-time restructuring charges in our EBITDA calculation. In the second half, we expected Deluxe will allocate excess free cash flow to debt repayment rather than increasing shareholder returns or acquisitions. The company's conservative financial policy and strong cash flow generation, driven by the check-printing business, provide support for the rating. "The negative outlook reflects our expectation that leverage will be in the 6x area through 2022, which is high for the rating, due to increased restructuring costs, supply chain constraints, and macroeconomic headwinds." S&P could lower the rating on Deluxe over the next couple of quarters if the company does not get on a path to reduced leverage below 5x. This could occur if: -- Deluxe faces further delays in rolling out its ERP system, leading to higher-than-expected restructuring costs; -- Its base is impaired by a weaker economy, leading to lower revenue and flat to declining revenue growth; -- Supply chain shortfalls limit the company's ability to improve profitability; or -- It does not proactively reduce debt and instead pursues further acquisitions or shareholder returns. S&P could revise the outlook back to stable if: -- Deluxe is on a trajectory to reduce leverage to the 5x area over the next 12 months; and -- it maintains low-single-digit percent organic revenue growth. ESG credit indicators: E-2, S-2, G-2 DOMUS BWW: Gets Additional Time to File Chapter 11 Plan ------------------------------------------------------- Domus BWW Funding, LLC and 1801 Admin, LLC obtained a court order extending their exclusive right to file a Chapter 11 plan to Jan. 29, 2023, and solicit acceptances from creditors to March 30, 2023. The ruling by the U.S. Bankruptcy Court for the Eastern District of Pennsylvania gives the companies more time to modify the automatic stay in order to adjudicate the litigation claims with 47 East 34th Street (NY), LP and Donal Kinsella. "It is likely that the litigation claims with 47 East and Kinsella will not be adjudicated during the current exclusive periods and it is therefore appropriate to allow these matters to proceed to a conclusion in order to formulate a plan," said the companies' attorney, Aris Karlis, Esq., at Karalis PC. About Domus BWW Funding Domus BWW Funding, LLC and 1801 Admin, LLC filed their voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D. Pa. Lead Case No. 22-11162) on May 3, 2022, listing up to $500,000 in assets and up to $50,000 in liabilities. Judge Eric L. Frank presides over the cases. The Debtors tapped Aris J. Karlis, Esq., at Karalis PC as bankruptcy counsel. Dinsmore & Shohl LLP, McGuireWoods LLP, Landis Rath & Cobb LLP, Perkins Coie LLP, Gateley Plc, Anderson Kill PC, and Dechert LLP serve as special counsels. E-BOX LLC: Hits Chapter 11 Bankruptcy Protection ------------------------------------------------ E-Box, LLC, filed for chapter 11 protection in the Western District of Tennessee. According to court filing, E-Box LLC estimates between 1 and 49 creditors. The petition states funds will be available to unsecured creditors. About E-Box LLC E-Box LLC is an electrical/electronic manufacturing company based out of 10636 Shelton Road, Collierville, Tennessee. E-Box, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tenn. Case No. 22-23526) on Aug. 23, 2022. In the petition filed by Byron Brown, successor of Norman Brown, member, the Debtor reported assets between $10 million and $50 million and liabilities between $1 million and $10 million. Craig M. Geno, of the Law Offices of Craig M. Geno, PLLC, is the Debtor's counsel. ENDO INT'L: Paid Key Execs $55.5M in Bonuses Prior to Bankruptcy ---------------------------------------------------------------- Bob Fernandez of Philadelphia Inquirer reports that days before the money-losing opioid drug firm Endo International filed for bankruptcy, the company paid chief executive Blaise Coleman an $11.85 million bonus. It was, in fact, the latest installment of an eye-popping $55.5 million in pre-bankruptcy bonuses paid over 10 months to Coleman and three other top executives at the drug firm, which faces potentially huge legal liability for its part in the nation’s opioid epidemic. Endo manufactured and marketed hundreds of millions of branded Opana and generic opioid pain pills. Endo paid the first bonuses last November when it considered an earlier bankruptcy date. The firm drug paid a second round of bonuses right before the actual bankruptcy filing in Manhattan on Aug. 16, court and regulatory records show. Endo describes them as prepaid incentives and management retention. Pre-bankruptcy bonuses reward executives for failing enterprises, critics say. They aren't scrutinized by the bankruptcy court or creditors, and they siphon money out of the funds available for the business, or settling debts. "I would not say it's normal for a company to pay significant retention bonuses twice before bankruptcy," Temple University law professor Jonathan Lipson said Monday, August 22, 2022. "The optics are never good," he added. "Ordinary people who are not paid millions of dollars wonder why a company should be paying out millions of dollars to people who oversaw the demise of a company." An Endo spokesperson said in a statement that "the recent incentive and retention payments are critical to the continuity of Endo's business during the Chapter 11 proceedings and were approved by Endo's independent board members." "Importantly, up to the whole amount of the performance-based component must be repaid if certain preestablished financial and operational targets are not met in 2022 and 2023," the statement said. "In addition, the payments are subject to the recipient's continued employment with Endo over multiple years." Big financial losses and high legal costs Endo reported earlier this month that second-quarter revenues fell 20%, mostly because of new generic competition on its branded Vasostrict drug for a diabetes condition, and it lost $1.9 billion. A bankruptcy court filing says Endo spends more than $200 million a year on litigation costs for opioid and other lawsuits, twice what it spends on research and development. The company faces 3,100 opioid suits, many brought by government entities. The Government Accountability Office, or GAO, investigated pre-bankruptcy bonuses in 2021 in response to concerns by Congress. Hertz paid more than $16 million in bonuses three days before its May 2020 Chapter 11 filing, just a month after laying off 10,000 workers, Bloomberg Law reported. Chesapeake Energy paid $25 million ahead of its June 2020 filing, Bloomberg said. Sears Holdings Corp., Neiman Marcus Group Inc., and Whiting Petroleum Corp. also handed out executive bonuses shortly before their bankruptcies. Federal law makes it difficult -- "nearly impossible" -- to give executives retention bonuses during bankruptcy, so companies "use pre-bankruptcy bonuses as a workaround," the GAO said in its repot in September. The GAO added that "nearly all stakeholders GAO interviewed viewed pre-bankruptcy bonuses as problematic" because they cut into the funds available to reorganize the company and are "awarded without notice to creditors or court approval." Proposed law would prevent 'cushy bonuses' Last October, U.S. Reps. Tim Burchett (R., Tenn.) and Cheri Bustos (D., Ill.) introduced legislation cracking down on corporations that pay big bonuses to executives before or during bankruptcy. "The No Bonuses in Bankruptcy Act would prohibit failed executives from walking away with cushy bonuses during their business' bankruptcy proceedings," Burchett said in a news release when the legislation was introduced to the House. Congress has not acted on the proposed legislation. Endo, run out of Malvern corporate offices and based in Ireland for tax purposes, is best known for Percocet pain pills. The firm also manufactured and marketed the branded Opana pain pill and generic opioids. Endo voluntarily withdrew Opana ER from the market in 2017 after the Food and Drug Administration asked it to because of the dangers of abuse. Endo says that Opana accounted for less than 1% of the opioid market. "It's bad enough that one of the biggest alleged pushers of the opioid epidemic is trying to dodge responsibility to its victims," said Jeremy Funk, spokesman for the nonpartisan watchdog group Accountable.US. "Adding insult to injury, before the shoe dropped, Endo's executives apparently tried to squeeze out every last drop of personal gain at the expense of so many families' misery and grief." "This is corporate greed at its very worst and a reminder why Congress and the White House can't let up on their work holding bad industry actors accountable," he said. $450 million deal on opioids Pennsylvania Attorney General Josh Shapiro and other state attorneys general reached an agreement last week with Endo and its lenders to pay $450 million in cash over 10 years to settle a multistate investigation into Endo’s opioid business. "Endo downplayed the risk of addiction, going so far as to market one of their opioids as having an abuse-deterrent formula, when in reality the product did nothing to deter abuse," Shapiro said in a statement last week. In an Aug. 17, 2022 bankruptcy court filing, Endo's lawyers at the New York firm Skadden, Arps, Slate, Meagher & Flom LLC told a bankruptcy judge that "in the interest of full disclosure," Endo paid its highest-compensated executives $33.3 million in incentive and continuity payments last November 2021 "in advance of an earlier potential Chapter 11 filing date." The court filing noted a new batch of pre-bankruptcy bonuses. They were described in more detail at the Securities and Exchange Commission. On Aug. 11, 2022, Endo agreed to pay Coleman $11.85 million; Matthew J. Maletta, chief legal officer, $3.5 million; Patrick Barry, president of global commercial operations, $3.3 million, and Mark Bradley, chief financial officer, $3.5 million. Endo employs 1,560, mostly in the United States. There are 90 employees in England, Ireland and Luxembourg, and 100 in Canada. The company's Indian manufacturing and research are not part of the bankruptcy. About Endo International Endo International plc (NASDAQ: ENDP) is a specialty pharmaceutical company committed to helping everyone we serve live their best life through the delivery of quality, life-enhancing therapies. Our decades of proven success come from passionate team members around the globe collaborating to bring the best treatments forward. Together, we boldly transform insights into treatments benefiting those who need them, when they need them. On the Web: http://www.endo.com/ On August 16, 2022, Endo International plc and certain of its subsidiaries initiated voluntary prearranged Chapter 11 proceedings (Bankr. S.D.N.Y. Lead Case No. 22-22549). The Company's cases are pending before the Honorable James L. Garrity, Jr. The Company has put up a Web site dedicated to its restructuring: http://www.endotomorrow.com/ Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel, PJT Partners LP is serving as investment banker, and Alvarez & Marsal is serving as financial advisor to Endo. Kroll is the claims agent. EYE INNOVATIONS: Unsecureds Will Get 4.5%-5% in Subchapter V Plan ----------------------------------------------------------------- Eye Innovations, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of Pennsylvania a First Amended Plan of Reorganization for Small Business under Subchapter V. Since April 25, 2008 the Debtor has been in the business of providing optometry services, including eye exams, minor outpatient (in-office) surgical procedures, and the provision of eyewear. The Debtor presently operates out of one location in Drexel Hill, Pennsylvania, a suburb of Philadelphia. The Plan Proponent's financial projections show that the Debtor will have projected disposable income of $2,000 at the commencement of the repayment period, with projections of business (and inflationary) growth into the future that will be substantial enough to pay the graduated repayment plan payments. The final Plan payment is expected to be paid approximately 5 years and two months after the Plan is confirmed. This Plan of Reorganization proposes to pay creditors of the Debtor from future income and the collection of outstanding pre-petition accounts receivable. Non-priority unsecured creditors holding allowed claims will receive distributions, which the proponent of this Plan has valued at approximately 5 cents on the dollar. The Plan provides for payment of administrative costs projected at approximately $40,000. The Plan provides for payment to priority unsecured claims projected at approximately $76,650, a 100% distribution. The Plan provides for payment to general unsecured claims projected as $20,768, approximately a 4.5%-5% distribution. Class 3(a) consists of amount necessary to cure assumed leases and executory contracts. This Class shall be paid in full in deferred cash payments. Class 3(b) consists of all non-priority unsecured claims allowed under §502, other than claims in Class 3(a). This Class shall be paid pro rata. The Debtor shall fund this plan from post-petition business operations. The Debtor projects that total play funding of $154,000 will be required in order to fully fund the Plan. A full-text copy of the First Amended Plan dated August 25, 2022, is available at https://bit.ly/3ABq9N1 from PacerMonitor.com at no charge. Debtor's Counsel: Daniel L. Reinganum, Esq. McDowell Law, PC 46 West Main Street Maple Shade, NJ 08052 Phone: 856-482-5544 Fax: 856-482-5511 Email: DanielR@McDowellLegal.com About Eye Innovations Eye Innovations, LLC -- http://www.eyeinnovations.net/ --is an eye care center in Drexel Hill, Pa., that provides comprehensive optometric eye care and optical services. Eye Innovations filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. E.D. Penn. Case No. 22-10600) on March 10, 2022, listing up to $500,000 in assets and up to $1 million in liabilities. Leona Mogavero, Esq., serves as the Subchapter V trustee. The case is handled by Judge Eric L. Frank. McDowell Law, PC, led by Daniel L. Reinganum, Esq., is the Debtor's legal counsel. FEI HUANG: Has Court OK to Use $3,964 in Cash Collateral -------------------------------------------------------- Fei Huang, LLC sought and obtained permission from the U.S. Bankruptcy Court for the Northern District of Ohio, Western Division, to use cash collateral and provide adequate protection. The Debtor requires the use of cash collateral to pay its operating expenses. As set forth in the Budget, the Debtor estimates that its essential cash requirement for the thirty days following entry of the Interim Order will be approximately $3,964. Prior to the Petition Date, the Debtor and Silver Hill Funding, LLC entered into a Business Loan Agreement pursuant to which Silver Hill agreed to extend a loan to the Debtor in the amount of $1,350,000, evidenced by that certain Promissory Note, dated February 26, 2020, executed and delivered by Debtor to Silver Hill. As security for repayment of the Note, the Debtor executed and delivered to Silver Hill an Open-End Mortgage, dated February 26, 2020, recorded with the Lucas County Recorder's Office on February 28, 2020 as Instrument No. 20200228-0008652. The Mortgage granted Silver Hill a mortgage security interest, in the real property commonly known as 1100 North McCord Road, Toledo, Ohio 43615, PPN 6546277, as more fully described in the Mortgage. As further security for the obligations owing pursuant to the Note, the Debtor executed and delivered to Silver Hill an Assignment of Rents, dated February 26, 2020, recorded with the Lucas County Recorder's Office on February 28, 2020, as Instrument No. 20200228-000865. Pursuant to the Assignment, the Debtor assigned to Silver Hill all of its title, right and interest to any and all income or proceeds derived from the Mortgaged Property. As evidenced by the allonge attached to the Note, the Corporate Assignment of Mortgage, executed by Silver Hill in favor of Community Loan Servicing, LLC, dated September 8, 2021 and recorded with the Lucas County Recorder's Office on September 15, 2021 as Instrument No. 20210915-0049003; and the Assignment of Assignment of Rents, executed by Silver Hill in favor of Lender, dated September 8, 2021 and recorded with the Lucas County Recorder's Office on September 15, 2021 as Instrument No. 20210915-0049004, the Loan Documents were assigned by Silver Hill to the Lender. Prior to the Petition Date, the Debtor failed to make payments pursuant to the terms of the Note, thereby defaulting on its obligations pursuant to the Note and other Loan Documents. Accordingly, on or about May 11, 2022, the Lender filed a complaint in foreclosure against the Debtor in the Lucas County, Ohio Court of Common Pleas and sought (and obtained) appointment of a receiver over the Debtor and its assets. As of the Petition Date, the Debtor was indebted and liable to Lender in the aggregate principal amount of $1,334,192, exclusive of accrued and unpaid interest, escrows, reserves, fees, costs, and expenses. The proceeds of the Mortgaged Property, including the rents, are the cash collateral of the Lender. The Debtor asserts that the Mortgaged Property is valued at approximately $1,888,888. In addition to the liens of Lender in the Mortgaged Property, the Debtor asserts that Techlawn LLC holds a judgment lien on the Mortgaged Property in the amount of $2,500 and further that the Lucas County Treasurer may hold a lien on the property for unpaid real estate taxes. The terms of the Interim Order provide the Lender with adequate protection including through the imposition of a replacement lien, production of certain financial information, and periodic payments. Additionally, the Debtor asserts that the continued operation of the Debtor's business affords adequate protection to the Lender. * * * A hearing on the matter was held August 29 at 3 p.m. The Court entered an Agree Order Granting Interim Use of Cash Collateral on August 30. A second interim hearing is scheduled for September 20 on the Debtor's continued cash collateral access. A final hearing is scheduled for October 13. Any party in interest objecting to the relief sought at the Final hearing shall file and serve written objections no later than September 16. A copy of the motion is available at https://bit.ly/3CAWAxK from PacerMonitor.com. About Fei Huang LLC Fei Huang, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ohio Case No. 22-31129) on Aug. 2, 2022. In the petition filed by Mike Dong, manager, the Debtor disclosed between $1 million and $10 million in both assets and liabilities. Judge John P. Gustafson oversees the case. Matthew Thomas Gilmartin, Esq., at Mike Jaafar Law Firm, is the Debtor's counsel. FIRST TO THE FINISH: Seeks to Tap A Bankruptcy Law Firm as Counsel ------------------------------------------------------------------ First to the Finish Real Estate, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Illinois to hire A Bankruptcy Law Firm, LLC to handle its Chapter 11 case. The firm will be entitled to compensation at the rate of $250 per hour for legal services and $75 per hour for paralegal work. The firm received a pre-petition retainer in the amount of $14,000. The firm is a "disinterested person", as the term is defined in the Bankruptcy Code, and does not hold or represent an interest adverse to the estate, according to court filings. The firm can be reached through: Michael J. Benson, Esq. A Bankruptcy Law Firm, LLC 815 Lincoln Highway, Suite 107 Fairview Heights, IL 62208 Phone: 618-207-6500 Email: mike@bensonlawfirms.com About First to the Finish Real Estate First to the Finish Real Estate, LLC filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ill. Case No. 22-30513) on August 19, 2022. The petition was signed by Michael Viano, member/manager. At the time of filing, the Debtor estimated $1 million to $10 million in both assets and liabilities. Judge Laura K. Grandy presides over the case. Michael J. Benson, Esq. at A Bankruptcy Law Firm, LLC represents the Debtor as counsel. FREE SPEECH: Appointment of Tort Claimants' Committee Sought ------------------------------------------------------------ Families of the Sandy Hook school shooting victims asked the U.S. Bankruptcy Court for the Southern District of Texas to appoint an official committee that will represent tort claimants in the Chapter 11 case of Free Speech Systems, LLC. Avi Moshenberg, Esq., one of the attorneys representing the Sandy Hook victims' families, said a committee is necessary to investigate the company's conduct and operations and offer input in the Chapter 11 plan process. "These essential measures should be taken to increase transparency, oversight, and the unsecured creditors' ability to participate in the process," Mr. Moshenberg said in court papers. In 2018, families of the victims sued Alex Jones and the entities he owns and controls, including Free Speech Systems over claims of intentional infliction of emotional distress and defamation. The claims stemmed from allegations by Mr. Jones and the other defendants that the mass shooting at a high school in Parkland, Fla., was a hoax. Since the filing of the lawsuits, Free Speech Systems has "systematically transferred millions of dollars" to Mr. Jones and his relatives and insiders. The company was allegedly transferring between $11,000 per day and $11,000 per week, plus 60% to 80% of its sales revenue to insider PQPR, which is owned by Mr. Jones and his parents. A centerpiece of Mr. Jones' plan to avoid compensating the victims' families is the claim that Free Speech Systems owes PQPR an enormous debt, which consists of $53.7 million in principal and $11,794 in interest as of July 29, according to court papers filed by attorneys representing the victims' families. "A full and fair investigation of the validity and nature of this debt by an independent fiduciary is needed to ensure that creditors are treated fairly, and a tort claimants' committee is the most appropriate and efficient vehicle to conduct such an investigation," Mr. Moshenberg said. The Sandy Hook claimants are represented by: Avi Moshenberg, Esq. McDowell Hetherington LLP 1001 Fannin Street, Suite 2700 Houston, TX 77002 Direct: 713-337-5580 Fax: 713-337-8850 Email: Avi.Moshenberg@mhllp.com - and - Jarrod B. Martin, Esq. Chamberlain, Hrdlicka, White, Williams & Aughtry, PC 1200 Smith Street, Suite 1400 Houston, TX 77002 Direct: 713.356.1280 Fax: 713.658.2553 Email: jarrod.martin@chamberlainlaw.com - and - Ryan E. Chapple, Esq. Cain & Skarnulis, PLLC 303 Colorado Street, Suite 2850 Austin, TX 78701 Phone: 512-477-5000 Fax: 512-477-5011 Email:rchapple@cstrial.com - and - Randy W. Williams, Esq. Byman & Associates, PLLC 7924 Broadway, Suite 104 Pearland, TX 77581 Phone: 281-884-9262 Email: rww@bymanlaw.com 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. On July 29, 2022, Free Speech Systems filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case No. 22-60043). The Debtor has elected to proceed under Subchapter V of Chapter 11. Melissa A. Haselden serves as Subchapter V trustee. In the petition filed by W. Marc Schwartz, chief restructuring officer, the Debtor listed between $50 million and $100 million in both assets and liabilities. Judge Christopher M. Lopez oversees the case. The Law Offices of Ray Battaglia, PLLC is the Debtor's counsel. FREE SPEECH: In Talks to Resume Defamation Trial in Connecticut --------------------------------------------------------------- Alex Wolf of Bloomberg Law reports that Infowars' bankrupt parent company, Free Speech, is in talks to allow the continuation of a defamation damages trial in Connecticut state court over repeated lies that the 2012 Sandy Hook Elementary massacre was a hoax. Free Speech Systems LLC, the production company of right-wing provocateur Alex Jones, is working with the families of victims killed in the Connecticut school shooting to proceed with a state court trial that will determine damages for perpetuating a conspiracy theory that their deaths were faked. The trial has been on hold as a result of the company's filing for bankruptcy in Texas. 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. Due to the content of Alex Jones' shows, Jones and FSS have faced an all-out ban of Infowars from mainstream online spaces. Shunning from financial institutions and banning Jones and FSS from major tech companies began in 2018. Conspiracy theorist Alex Jones has been sued by victims' family members over Jones' lies that the 2012 Sandy Hook Elementary School shooting was a hoax. Jones' InfoW LLC and affiliates, IWHealth, LLC and Prison Planet TV, LLC, filed petitions under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-60020) on April 18, 2022. The Debtors agreed to the dismissal of the Chapter 11 cases in June 2022 after the Sandy Hook victim families dismissed the three bankrupt companies from their lawsuits. Free Speech Systems filed a voluntary petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-60043) on July 29, 2022. In the petition filed by W. Marc Schwartz, as chief restructuring officer, the Debtor reported assets and liabilities between $50 million and $100 million. Melissa A Haselden has been appointed as Subchapter V trustee. Raymond William Battaglia, of Law Offices of Ray Battaglia, PLLC, is the Debtor's counsel. FUSE GROUP: Sells $50K Convertible Note to Liu Marketing -------------------------------------------------------- Fuse Group Holding Inc. entered into a Convertible Promissory Notes Purchase Agreement with Liu Marketing (M) Sdn. Bhd., a company organized under the laws of Malaysia. Pursuant to the Agreement, the Company sold a Convertible Promissory Note to Liu Marketing with a principal amount of $50,000. The Note bears interest at the rate of 3% per annum, which are payable on August 19 of 2023 and 2024. The Note will mature on the date that is 24 months from the date that the purchase price of the Note is paid to the Company. Any outstanding principal and interest on the Note may be converted to the shares of common stock of the Company at the holder's option at a conversion price of $0.45 per share at any time until the total outstanding balance of the Note is paid. The Note was sold to Liu Marketing pursuant to an exemption from registration under Regulation S, promulgated under the Securities Act of 1933, as amended. About Fuse Group Headquartered in Arcadia, CA, Fuse Group Holding Inc. provides consulting services to mining industry clients to find acquisition targets within the parameters set by the clients, when the mine owner is considering selling its mining rights. The services of Fuse Group and Fuse Processing, Inc. include due diligence on the potential mine seller and the mine, such as ownership of the mine and whether the mine meets all operation requirements and/or is currently in operation. Fuse Group reported a net loss of $1.02 million for the year ended Sept. 30, 2021, compared to a net loss of $51,411 for the year ended Sept. 30, 2020. As of March 31, 2022, the Company had $216,157 in total assets, $392,882 in total liabilities, and a total stockholders' deficit of $176,725. New York, NY-based Paris, Kreit & Chiu CPA LLP, the Company's former auditor, issued a "going concern" qualification in its report dated Feb. 11, 2022, citing that as of Sept. 30, 2021, the Company had recurring losses from operations, an accumulated deficit, and a negative cash flows from operating activities. As such there is substantial doubt about its ability to continue as a going concern. GENESIS ENERGY: S&P Affirms 'B' ICR, Outlook Stable --------------------------------------------------- S&P Global Ratings affirmed its 'B' issuer credit rating on Genesis Energy L.P. and its 'B' issue-level rating on its senior unsecured debt. S&P's '3' recovery rating on the unsecured notes is unchanged. The stable outlook reflects S&P's expectation that Genesis' S&P Global Ratings-adjusted debt to EBITDA will be about 6.5x in 2022 and 2023. S&P Global Ratings-adjusted debt includes both the $790 million of preferred shares and the $425 million overriding royalty interest (ORRI) senior secured debt. Genesis' redemption of the Alkali asset-level preferred units was leverage neutral. In May, the partnership fully redeemed its Alkali Holdings preferred units for $288.6 million. Genesis funded the redemption with the proceeds from its issuance of $425 million of senior secured notes due 2042, which are secured by a 10% limited term ORRI in substantially all of its trona material leasehold interests. The partnership also used some of the proceeds to repay outstanding borrowings under its revolver. In conjunction with the redemption, Genesis' trona mineral mining and processing assets (excluding the ORRI), are included in restricted subsidiaries. S&P's previously treated the Alkali preferred units as 100% debt given their ownership by two or fewer investors (GSO Capital Partners L.P. was the sole owner). Improved soda ash supply and demand dynamics, along with the addition of new capacity coming online in 2023, will bolster Genesis' cash flow over the next two years. Over the past year, the supply of soda ash has tightened and prices have increased. Additionally, Genesis has been expanding its Granger facility, which--when it restarts operations--will increase the partnership's capacity to 4 million tons per year in the first quarter of 2023 and by an additional 700,000 tons per year in the third quarter of 2023. Improved drilling activity in the Gulf of Mexico will lead to strong volumes on Genesis' offshore system. According to Baker Hughes, there are currently 18 active rigs operating in the Gulf of Mexico, up from a low of 11 units amid the coronavirus pandemic in 2020. Therefore, Genesis has increased the volumes on its system and signed new contracts. S&P notes that the offshore segment is vulnerable to disruptions during hurricane season (June 1 to November 30), which could lead to some volatility in the partnership's cash flows in the third quarter. Genesis' leverage metrics remain in-line with our previous expectations. S&P said, "Under our base-case forecast, we assume the partnership will generate approximately $685 million of S&P Global Ratings-adjusted EBITDA in 2022 and between $700 million and $750 million in 2023. We also assume it will maintain S&P Global Ratings-adjusted leverage of 6.60x and between 6.25x and 6.75x in 2022 and 2023, respectively. "The stable outlook on Genesis reflects our expectation that its S&P Global Ratings-adjusted leverage will remain about 6.5x through 2023. We also expect the partnership to maintain adequate liquidity for the next 12 months." S&P could take a negative rating action on Genesis if: -- S&P expects it to sustain leverage of more than 7x; or -- It faces liquidity issues. These conditions could stem from lower-than-expected volumes flowing through the partnership's midstream assets or a weakening in soda ash prices and demand. S&P could take a positive rating action on Genesis if its S&P Global Ratings-adjusted debt to EBITDA approaches 6x. This could occur if it pays down additional debt and benefits from strong cash flows. ESG credit indicators: E-3, S-2, G-3 S&P said, "Environmental factors are a moderately negative consideration in our credit rating analysis of Genesis Energy L.P. The partnership's offshore, onshore, and marine transportation segments could be susceptible to declines in the production and drilling for hydrocarbons. Governance factors are a moderately negative consideration given that the general partner of Genesis Energy is controlled by the Davison family, which maintains a high level of influence over its strategic planning and daily management decisions." GIGA-TRONICS INC: Armanino LLP Quits as Auditor ----------------------------------------------- Armanino LLP resigned as Giga-tronics Incorporated's independent registered public accounting firm on Aug. 17, 2022. The reports of Armanino on the Company's financial statements for the Company's fiscal years ended March 26, 2022 and March 27, 2021 did not contain any adverse opinion or a disclaimer of opinion and were not qualified or modified as to uncertainty, audit scope or accounting principle, except that the report with respect to the fiscal year ended March 26, 2022 included an explanatory paragraph describing conditions that raised substantial doubt about the Company's ability to continue as a going concern. The Company disclosed that during the fiscal years ended March 26, 2022 and March 27, 2021, and through the interim period ended June 25, 2022, there were no disagreements, as defined in Item 304(a)(1)(iv) of Regulation S-K, on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements, if not resolved to the satisfaction of Armanino, would have caused Armanino to reference to the subject matter of the disagreements in its reports, and there were no "reportable events" as such term is described in Item 304(a)(1)(v) of Regulation S-K. The Company and its management team, thank Armanino and all its employees for the years of service provided. About Giga-tronics Inc. Headquartered in Dublin, California, Giga-Tronics Inc. is a publicly held company, traded on the OTCQB Capital Market under the symbol "GIGA". Giga-tronics -- http://www.gigatronics.com-- produces RADAR filters and Microwave Integrated Components for use in military defense applications as well as sophisticated RADAR and Electronic Warfare (RADAR/EW) test products primarily used in electronic warfare test & emulation applications. Giga-Tronics reported a net loss of $2.72 million for the year ended March 26, 2022, compared to a net loss of $393,000 for the year ended March 27, 2021. As of March 26, 2022, the Company had $8.06 million in total assets, $4.33 million in total liabilities, and $3.73 million in total shareholders' equity. San Ramon, California-based Armanino LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated June 24, 2022, citing that the Company's significant recurring losses and accumulated deficit raise substantial doubt about its ability to continue as a going concern. GPMI CO: Gets Additional Time to File Chapter 11 Plan ----------------------------------------------------- GPMI, Co. obtained a court order extending its exclusive right to file a Chapter 11 plan to Sept. 9 and solicit votes in favor of the plan to Nov. 10. The ruling by Judge Eddward Ballinger Jr. of the U.S. Bankruptcy Court for the District of Arizona gives the company more time to finalize the terms of its plan and address any issues with its lender, the official unsecured creditors' committee and other key constituents. About GPMI Co. GPMI Company is engaged in developing new concepts, innovating products, program development, and marketing. GPMI is an Arizona based company established in 1989, with production facilities across the United States. GPMI filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 22-00150) on Jan. 10, 2022, listing as much as $50 million in both assets and liabilities. Yarron Bendor, president, signed the petition. Judge Eddward P. Ballinger Jr. oversees the case. The Debtor tapped Engelman Berger, PC, led by Steven N. Berger, Esq., as legal counsel; Dickinson Wright PLLC and Titus Brueckner & Levine, PLC as special counsel; and MCA Financial Group, Ltd. as financial consultant. GREEN ENERGY: Seeks Cash Collateral Access ------------------------------------------ Green Energy Transport LLC asks the U.S. Bankruptcy Court for the Northern District of Georgia, Rome Division, for authority to use cash collateral in accordance with the budget, with a 15% variance. The Debtor must have access to cash to pay the operating expenses of the business including insurance, taxes and compensation for its work force. Comerica Bank may assert a lien upon and security interest in the Debtor's assets as more particularly described in the UCC Financing Statement number 038-2021-038477, filed on December 28, 2021 in the records of the Coweta County Clerk of Superior Court. The Debtor is not aware of any other claims of liens or security interests in cash collateral. As adequate protection, the Lenders will be granted a security interest in and lien upon all of the Debtor's assets created or acquired by the Debtor post-petition. A copy of the motion and the Debtor's budget is available at https://bit.ly/3CEynqb from PacerMonitor.com. The budget provides for $55,957 in cash development operating revenue and $6,172 in cash development cost of operations. About Green Energy Transport LLC Green Energy Transport LLC specializes in hauling, disposal, and recycling of construction demolition waste with its headquarters located at 2859 Paces Ferry Road, Suite 1150, Atlanta, GA, 30339. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-41010) on August 26, 2022. In the petition filed by Carson Cash King, authorized representative, the Debtor disclosed up to $50,000 in assets and up to $500,000 in liabilities. Cameron M. McCord, Esq. at Jones & Walden, LLC is the Debtor's counsel. HANJRA TRUCKING: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Hanjra Trucking Inc. 207 Asbury Avenue Westbury, NY 11590 Business Description: Hanjra Trucking provides freight transportation arrangement services. Chapter 11 Petition Date: August 29, 2022 Court: United States Bankruptcy Court Eastern District of New York Case No.: 22-72237 Judge: Hon. Robert E. Grossman Debtor's Counsel: Charles Wertman, Esq. LAW OFFICES OF CHARLES WERTMAN 100 Merrick Rd 304W Rockville Centre, NY 11570 Tel: 516-284-0900 Fax: 516-284-0901 Email: charles@cwertmanlaw.com Total Assets: $3,206,765 Total Liabilities: $3,819,054 The petition was signed by Kuljinder Mickey Singh Hanjra as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 20 largest unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/O7JJXJY/Hanjra_Trucking_Inc__nyebke-22-72237__0001.0.pdf?mcid=tGE4TAMA HARDIN TRUCKING: U.S. Trustee Appoints Creditors' Committee ----------------------------------------------------------- David Asbach, Acting U.S. Trustee for Region 5, appointed an official committee to represent unsecured creditors in the Chapter 11 case of Hardin Trucking Company, Inc. The committee members are: 1. Octogan Tire Holdings, LLC Attn: Steve Wallack 3947 Excelsior Blvd. Minneapolis, MN 55416 Telephone: 310-990-5995 Email: swallack2@octogantire.com Counsel: Drew Glasnovich, Esq. Telephone: 612-335-1426 Email: Drew.glasnovich@stinson.com 2. TAG Truck Center Attn: Greg Wheeler 4600 McCullough Blvd. Tupelo, MS 38804 Telephone: 817-717-1943 Email: Greg.wheeler@tntxtruck.com 3. Southern Tire Mart, LLC Attn: Perry Phillips, Esq. 800 U.S. Highway 98 Columbia, MS 39429 Telephone: 601-424-3200 Email: Perry.phillips@stmtires.com 4. Equipment Inc. aka Lionsquare Equipment Inc. Attn: Keith Naples 620 Hwy 49 S Richland, MS 39218 Telephone: 903-838-4508 Email: Ktnaples@equipmentinc.com 5. Best One Tire of Jackson Attn: Randle Robbins 2090 Bells Highway Jackson, TN 38305 Telephone: 731-660-4072 731-256-7988 Ext. 1007 Email: Randle@bestonejackson.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Hardin Trucking Co. Hardin Trucking Co., Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Miss. Case No. 22-11453) on June 24, 2022. At the time of filing, the Debtor listed $1 million to $10 million in assets and $10 million to $50 million in liabilities. Judge Jason D. Woodard oversees the case. Craig M. Geno, Esq., at the Law Offices of Craig M. Geno, PLLC represents the Debtor as counsel. HEALTHIER CHOICES: Has 4-Point Plan to Increase Shareholder Value ----------------------------------------------------------------- Healthier Choices Management Corp. released a letter to the shareholders from Jeffrey Holman, its CEO, outlining HCMC's four-point plan to increase their shareholder value. The letter follows below and can also be accessed from the Company's website at (www.hcmc1.com). August 22, 2022 Dear Valued Shareholders, At this time I would like to once again thank you for your continued loyalty and support. As I have previously indicated, HCMC management and its board of directors have been working diligently on a comprehensive plan in an attempt to bring meaningful added value to its shareholders. Our share ownership structure has made this a complex and difficult task. When addressing share structure, there are a limited number of ways to reduce the number of outstanding shares, with some of the most common being a reverse split or a buyback of shares by HCMC through a share repurchase program. Over the past year HCMC has been successful in: * significantly expanding its grocery retail business, * adding the Healthy Choice Wellness Center segment, * creating a 46% increase in 1st quarter revenue this year, year-over-year, * most recently reported a record setting 2nd quarter top line revenue, and * is projecting roughly doubling our year-over-year revenue from 2021 to 2022. But these tremendous results have had no upward effect on the HCMC common stock price, the market capitalization of the Company, or the daily trading volume of our common stock. Accordingly, management believes that as a part of HCMC, the retail grocery and wellness divisions, even with further growth and profitability, may not bring additional value to HCMC shareholders by having their success reflected in the stock price. Therefore, at this time, rather than propose a shareholder vote to approve a sizable reverse split, which may or may not be successful (and even if successful may or may not result in added value to our shareholders), management and the board have decided upon a four-point plan that includes the following: 1. A buyback of up to $5,000,000 of HCMC common stock. 2. A spinoff of certain HCMC assets into a new publicly traded company (hereinafter referred to as "NewCo" until a name is announced). 3. A stock dividend to HCMC shareholders of the stock in NewCo, on a to be determined record date, of 100% of the initially issued shares in the new public company, subject to certain dividend conditions. 4. Equity capital raises from institutional investors to strengthen and fund both HCMC and NewCo moving forward. I will now explain each component of our plan in more depth. THE BUYBACK: The buyback amount of up to $5,000,000 represents approximately 27% of HCMC's current capital reserves, and approximately half of the amount invested by non-institutional shareholders during our rights offering of July 2021. That rights offering had a maximum raise amount of $100M, however, a total of $27.4M was raised, with approximately $10M coming from our then approximately 400,000 non-institutional shareholders. The balance of approximately $17.4M was raised from shareholders that were also institutional entities. The new share repurchase program is designed to return value to shareholders by offsetting dilution from stock issuances and reducing share count over time. The timing and amount of the buyback will be determined by, and at the sole discretion of HCMC's board of directors. Under the program, management has discretion in determining the conditions under which shares may be repurchased from time to time, including block trades. Repurchases will be made in accordance with applicable securities laws in the open market, in privately negotiated transactions or through other means. Depending on acquisition opportunities, market conditions and other factors, including through the use of trading plans intended to qualify under Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, these repurchases may commence or cease from time to time without prior notice. The buyback program does not obligate HCMC to acquire any particular amount of shares and may be suspended, expanded, or discontinued at any time. THE SPINOFF: The spinoff will result in a new public company being formed with the intention of listing on the NYSE in the fourth quarter of 2022. NewCo will receive the HCMC entities owning the HCMC retail stores, namely Ada's Natural Market, Paradise Health and Nutrition, Mother Earth's Storehouse, Healthy Choice Wellness Centers, as well as the online entity at thevitaminstore.com. NewCo will continue the path of growth in the health verticals started by HCMC and explore other growth opportunities that comport with HCMC's healthier lifestyle mission. NewCo will also receive a to be determined amount of HCMC's reserve capital. HCMC will retain its entire patent suite and all rights to the patent infringement case against Philip Morris, which is currently awaiting a decision on its appeal, as well as the Q-Cup brand. HCMC will continue to develop its patent suite through R&D as well as continuing its path of enforcing its patent rights against infringers and attempting to monetize said patents through licensing deals. THE STOCK DIVIDEND: To be clear, the stock dividend to be issued will be at no cost to HCMC shareholders, and will not decrease the number of HCMC shares owned by a shareholder. On a record date to be determined and announced at a later time, HCMC shareholders will receive a stock dividend in the form of common stock in NewCo. Each shareholder's stock dividend will be determined based upon their percentage of ownership of HCMC on the record date. Subject to reserved shares that may be received upon conversion of preferred stock held by institutional investors pursuant to the equity raise announced today, as well as employee and consultant issued stock and options, each shareholder will own the same percentage of NewCo that they own in HCMC, subject to certain conditions. It is anticipated that NewCo will have an initial price of $10. In order to qualify to receive the stock dividend, an HCMC shareholder dividend entitlement amount must be at least $10. For each $10 of dividend entitlement, the shareholder will receive one share of NewCo stock. No fractional shares of NewCo will be issued and stock dividends will not be rounded up. THE EQUITY CAPITAL RAISES: Insofar as HCMC will no longer have the same level of assets and income it currently enjoys from its retail stores, HCMC has completed an equity capital raise with certain institutional investors under which its Series E preferred stock has been issued which could result in $13.25 million in gross proceeds to HCMC if all of the preferred shares are converted, as opposed to being redeemed for between a 5%-10% premium depending on the timing of the redemption. In addition, in order to properly fund NewCo, contractual investment commitments for $13.25 million have been made by those same institutional investors that are investors in HCMC's recently completed offering of Series E preferred stock. It is anticipated that this equity capital raise will close concurrently with listing NewCo on a major exchange and the pricing of that equity capital raise will be based upon a 10% discount to the 5-day volume weighted average price of NewCo common stock for the 5 trading days beginning 40 days after NewCo trading begins. IN SUMMATION: We are cognizant that the HCMC institutional capital raise may result in additional shares being issued in the event that the preferred shares are converted to common stock, as opposed to being redeemed for the premium. However, we believe that because 100% of the initially issued shares of NewCo will be given to the HCMC shareholders in the form of a stock dividend, subject to dividend conditions partially described above, this will bring immediate meaningful value to our shareholders. Further, by authorizing an HCMC buyback program, as also described above, we are attempting to enhance HCMC shareholder liquidity and increase shareholder value. Again, at this time, management believes that bringing this real and tangible value to HCMC shareholders by providing them ownership in NewCo is significantly preferable to asking for a shareholder vote to approve a reverse split, which can result in a loss of shareholder value if the share price declines post-reverse split, which is a very common occurrence. However, please rest assured that management of both entities will continue in their diligent efforts to consider all options that may bring future added shareholder value to both companies. The spinoff transaction, which HCMC anticipates will be tax-free to shareholders, is expected to close in the fourth quarter of 2022. The transaction is subject to customary conditions, including final approval by HCMC's board of directors, and the filing and effectiveness of a Form S-1 or Form 10 Registration Statement with the Securities and Exchange Commission. Further details of the spinoff will be announced in future press releases of HCMC including director and management appointments and valuation of the spinoff. The specifics of the spinoff are not yet final and there is no certainty that the spinoff will be completed on the terms currently proposed or at all. Once again, I would like to thank you all for your continued support and I am hopeful that now that our plan has been released and explained in some detail, the amount of time and effort that has gone into creating and executing upon it is evident, and that it is abundantly clear that we are attempting to create as much shareholder value as possible with the resources that we have at our disposal. Sincerely, Jeff Holman, Chief Executive Officer About Healthier Choices Headquartered in Hollywood, Florida, Healthier Choices Management Corp. -- http://www.healthiercmc.com-- is a holding company focused on providing consumers with healthier daily choices with respect to nutrition and other lifestyle alternatives. Healthier Choices reported a net loss of $4.04 million for the year ended Dec. 31, 2021, a net loss of $3.72 million for the year ended Dec. 31, 2020, a net loss of $2.80 million for the year ended Dec. 31, 2019, and a net loss of $13.16 million for the year ended Dec. 31, 2018. As of June 30, 2022, the Company had $33.83 million in total assets, $7.26 million in total liabilities, and $26.57 million in total stockholders' equity. HOYOS INTEGRITY: Exclusivity Period Extended to Nov. 17 ------------------------------------------------------- Hoyos Integrity Corporation obtained a court order extending its exclusive right to file a Chapter 11 plan to Nov. 17 and solicit votes in favor of the plan to Jan. 16 next year. The ruling by the U.S. Bankruptcy Court for the District of Delaware gives the company more time to resolve issues and pursue a plan to exit bankruptcy without the threat of a competing plan from creditors. These issues include obtaining additional inventory to sell or lease, which is necessary to the company's reorganization efforts. About Hoyos Integrity Hoyos Integrity Corporation is an information technology company that specializes in the fields of mobile, security, and technology. Hoyos Integrity sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10365) on April 21, 2022, listing up to $10 million in assets and up to $50 million in liabilities. Frank Tobin, president of Hoyos Integrity, signed the petition. Judge Mary F. Walrath oversees the case. Raymond H. Lemisch, Esq., at Klehr Harrison Harvey Branzburg, LLP, and Stout Capital, LLC serve as the Debtor's legal counsel and investment banker, respectively. I-70 PROPERTIES: Bid to Use Cash Collateral Denied as Moot ---------------------------------------------------------- The U.S Bankruptcy Court for the District of Kansas denied as moot the Motion for Order Authorizing Use of Cash Collateral and Requesting Further Relief filed by I-70 Properties, LLC. The Court said the motion is denied as moot as a result of the Debtor's liquidation of certain tracts of real estate securing the claim of Kaw Valley State Bank and Trust and the satisfaction of the bank's claim. As previously reported by the Troubled Company Reporter, the Debtor sought authority to use cash collateral consisting of its rental revenue to the extent of approximately $53,172 per month in order to continue its monthly operations, preserve and protect the value of their rental properties, and to meet its ongoing day to day operating expenses for the rental business. A copy of the order is available at https://bit.ly/3CwFsZZ from PacerMonitor.com. About I-70 Properties I-70 Properties, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Kan. Case No. 21-40768) on Dec. 13, 2021. Connie L. Seymour, managing member, signed the petition. Its Bankruptcy Schedules reflect $9,069,710 in total assets and $3,692,929 in total liabilities. Judge Dale L. Somers oversees the case. Tom R. Barnes II, Esq., at Stumbo Hanson, LLP and VonFeldt, Bauer & VonFeldt, CPA serve as the Debtor's counsel and accountant, respectively. IAMGOLD CORP: Moody's Cuts CFR to B3 & Alters Outlook to Negative ----------------------------------------------------------------- Moody's Investors Service downgraded the ratings for IAMGOLD Corporation's corporate family rating to B3 from B2, its probability of default rating to B3-PD from B2-PD, and its speculative grade liquidity ("SGL") rating to SGL-4 from SGL-3. The senior unsecured notes rating has been downgraded to Caa1 from B3 and the ratings outlook has been changed to negative from rating under review. This action concludes the review initiated on May 6, 2022. "The downgrade reflects IAMGOLD's need to secure additional financing following materially higher construction cost estimates at its Cote Gold project, and the expectation that this will lead to much higher debt and increased leverage" said Jamie Koutsoukis, Moody's analyst. Downgrades: Issuer: IAMGOLD Corporation Corporate Family Rating, Downgraded to B3 from B2 Probability of Default Rating, Downgraded to B3-PD from B2-PD Speculative Grade Liquidity Rating, Downgraded to SGL-4 from SGL-3 Senior Unsecured Regular Bond/Debenture, Downgraded to Caa1 (LGD5) from B3 (LGD5) Outlook Actions: Issuer: IAMGOLD Corporation Outlook, Changed To Negative From Rating Under Review RATINGS RATIONALE IAMGOLD needs additional liquidity to complete the Cote Gold project development after indicating that the project will require the company to spend between $1.2 to $1.3 billion (its 70% share of the project) through 2023. This is an increase of over 70% compared to previous guidance of between $710 million and $760 million. IAMGOLD is assessing various financing options and has indicated it is seeking to have a financing package in place by the end of 2022. Even with potential asset sales, which is one option being considered, the company will still have a funding gap and incremental debt financing is a likely outcome resulting in increased financial leverage. As such, governance was a key consideration for the downgrade. IAMGOLD together with joint venture partner Sumitomo Metal Mining Co. Ltd., sanctioned the construction of the Cote Gold project in Ontario Canada in 2020. IAMGOLD's liquidity will be consumed and financial leverage will increase in 2022 and 2023 to fund the project construction costs. However, once completed, (production expected in early 2024) the company will benefit from improved diversification in a low risk jurisdiction, and an increased production profile from a long life mine with expected lower cash costs. IAMGOLD's B3 CFR is challenged by: 1) the absence of funding to complete its Cote Gold project and the execution risk associated with the project; 2) the company's high operating cash costs ($1066/ounce in the first half of 2022); 3) a concentration of production and cash flows at its two largest mines; and 4) geopolitical risk (mines in Burkina Faso and Suriname). IAMGOLD's rating is supported by: 1) its existing mining operations that generate free cash flow and; 2) its growing exposure to Canada with the development of the Cote Gold project. IAMGOLD has weak liquidity (SGL-4) with about $800 million of sources compared to $1.5 billion of uses over the next 18 months to December 2023. Sources for IAMGOLD include $453 million in cash at June 2022 and about $350 million available on its $500 million committed facility (expiring Jan 2025). Uses are Moody's expectation the company will be free cash flow negative by about $1.5 billion over the 18 months, as spending for the Cote gold project is at its highest. IAMGOLD's credit facility includes financial covenants which Moody's believes the company, dependent on its financing plan, could breach. The Caa1 rating on the company's senior unsecured notes, is one notch below the B3 CFR, reflecting the structural subordination of the notes to the secured revolving credit facility. IAMGOLD's outlook is negative because it has not secured its required financing for the Cote gold project, free cash flow will remain sizably negative through at least 2023, and the company is still facing execution risk that could include further project cost escalations or a timing delay. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS A downgrade would be considered if the company is unable to secure funding for the Cote Gold project or if there is a heightened risk the project will be delayed or not completed. Moody's could also lower the rating if Cote Gold experiences material operating issues that negatively affect production or unit costs, or if debt to EBITDA remains above 5.5x. An upgrade would be considered if the company successfully completes the Cote Gold project and is able to achieve commercial production and generate sustained free cash flow. Quantitatively, Moody's would consider an upgrade if the company were expected to sustain debt to EBITDA below 3.5x. Headquartered in Toronto, Canada, IAMGOLD owns and operates three gold mines: Rosebel (95% owned,154koz of attributable gold production in 2021) in Suriname, Essakane (90%, 412koz) in Burkina Faso, and Westwood (100%, 35koz) in Canada. The company also owns 64.75% of the Cote Gold project in Ontario (Sumitomo Metal Mining owns 27.75% and 7.5% is held by other investors) which is currently under development in Canada and the Boto gold project in Senegal. Revenues for 2021 were $1.2 billion. The principal methodology used in these ratings was Mining published in October 2021. INTERIOR COMMERCIAL: Seeks to Hire Fuller Law as Legal Counsel -------------------------------------------------------------- Interior Commercial Installation, Inc seeks approval from the U.S. Bankruptcy Court for the Northern District of California to employ The Fuller Law Firm, P.C. as its legal counsel. The firm's services include: (a) advising the Debtor with respect to its powers and duties; (b) attending meetings and negotiating with representatives of creditors and other parties in interest, and advising and consulting on the conduct of the Debtor's Chapter 11 case, including all of the legal and administrative requirements of being in Chapter 11; (c) taking all necessary action to protect and preserve the Debtor's estate; (d) preparing legal papers and reviewing monthly operating reports; (e) negotiating and preparing a plan of reorganization and all related documents, and taking any necessary action to obtain confirmation of such plan; (f) advising the Debtor in connection with the possible sale or any possible refinance of its assets; (g) appearing before the court and the Office of the U.S. Trustee; and (h) performing all other necessary legal services for the Debtor. Fuller Law Firm will be paid at these rates: Lars T. Fuller $505 per hour Saman Taherian $485 per hour Joyce Lau $395 per hour Rodrigo Franco $125 per hour In addition, the firm will receive reimbursement for its out-of-pocket expenses. The retainer fee is $15,000. Lars Fuller, Esq., a partner at The Fuller Law Firm, disclosed in a court filing that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Lars T. Fuller, Esq. Sam Taherian, Esq. Joyce K. Lau, Esq. The Fuller Law Firm, PC 60 No. Keeble Ave. San Jose, CA 95126 Tel: (408) 295-5595 Fax: (408) 295-9852 Email: admin@fullerlawfirm.net About Interior Commercial Installation Interior Commercial Installation, Inc. is a building finishing contractor. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 22-40745) on August 2, 2022. In the petition signed by Jens Christian Jensen, president, the Debtor disclosed up to $10 million in assets and up to $1 million in liabilities. Judge Roger L. Efremsky oversees the case. Lars Fuller, Esq., at The Fuller Law Firm, PC is the Debtor's counsel. INTERMEDIA HOLDINGS: S&P Affirms 'B-' ICR, Alters Outlook to Neg. ----------------------------------------------------------------- S&P Global Ratings revised its outlook on U.S.-based cloud communications and collaboration provider Intermedia Holdings Inc. to negative from stable and affirmed its 'B-' issuer credit rating. At the same time, S&P affirmed its 'B-' issue-level rating on its first-lien term loan and revolving credit facility (RCF). S&P said, "The negative outlook reflects our expectation that Intermedia will generate negative FOCF of $15 million-$20 million over the next 12 months, which will lead it to rely on its $62 million RCF for its liquidity needs over the near term. While we expect increasing EBITDA and a reduction in payments to NEC Corp. will contribute to a stabilization in its cash burn in 2024, we also note the level of macroeconomic uncertainty is rising." S&P said, "Rising interest rates and the company's organic growth investments will likely lead it to generate greater FOCF deficits over the next 12 months than we previously forecast and cause its leverage to remain elevated. Given that its EBITDA margins have decreased to less than 10% due to its investments in its sales, marketing, and product development, we expect Intermedia's debt to EBITDA will remain elevated at about 10x as of the end of 2022. Furthermore, we expect increasing interest rates will contribute to greater FOCF deficits of $17 million-$22 million in 2022 and $12 million-$17 million in 2023 while its EBITDA interest coverage remains above 1x. This will likely cause the company to continue to rely on its RCF to fund its operations, given its modest cash balance of about $7 million as of March 31, 2022. However, we expect Intermedia's cash burn will moderate and turn positive in 2024 due to the final $6 million annual ongoing payment to NEC in 2023 and a double-digit percent increase in its revenue. This growth in the company's revenue will be supported by new partner recruitment and enablement, which will increase the contributions of its unified communications as a service (UCaaS) product segment. We also note that the company received $25 million of external capital guaranteed by its sponsor, MDP, in April 2022. "The negative outlook on Intermedia reflects our expectation that it will generate negative FOCF of $15 million-$20 million over the next 12 months because of its growth investments and the higher interest rate environment, which will lead it to further rely on its $62 million RCF over the near term. While we expect an improvement in the company's EBITDA, combined with reduced payments to NEC, to contribute to a stabilization in its cash burn in 2024, we also note that the level of macroeconomic uncertainty is increasing." S&P could lower its ratings on Intermedia if it comes to view its capital structure as unsustainable, which could reflect: -- Competitive or macroeconomic pressures or operational mishaps that lead to a significant slowdown in its revenue growth; -- Continued elevated spending on organic or inorganic growth investments that provide lower-than-expected contributions to its revenue and long-term EBITDA margins; or -- Greater-than-expected or prolonged cash burn that further weakens its liquidity and leads us to expect it will rely more on external capital infusions. S&P could revise our outlook on Intermedia to stable if: -- S&P expects it will generate sustained positive FOCF excluding the non-recurring NEC payments. This could occur if it consistently increases its revenue organically by the double-digit percent area or improves its EBITDA margins well above 10%; or -- The company's liquidity position improves significantly through a large equity capital infusion or an IPO that reduces its reliance on the RCF to fund its operating activities. ION GEOPHYSICAL: First Amended Joint Plan Confirmed by Judge ------------------------------------------------------------ Judge Marvin Isgur has entered findings of fact, conclusions of law and order confirming the First Amended Joint Chapter 11 Plan of ION Geophysical Corporation and its Affiliated Debtors. The Debtors have proposed the Plan in good faith and not by any means forbidden by law. In so determining based on the evidence presented to this Bankruptcy Court, including the Declarations, the Plan, the Disclosure Statement and the other motions and pleadings filed and the testimony elicited at the Confirmation Hearing, the Bankruptcy Court has examined the totality of the circumstances surrounding the filing of these Chapter 11 Cases, the Plan itself, the process leading to Confirmation, and the transactions to be implemented pursuant thereto. These Chapter 11 Cases were commenced, and the Plan was proposed, in good faith and with the legitimate purpose of allowing the Debtors to maximize value and emerge from bankruptcy. The Plan is the product of good-faith, arm's-length negotiations by and among the Debtors, the Supporting Creditors, and the Committee, among others. Notwithstanding anything to the contrary in the Plan, nothing shall modify the rights, if any, of Angola Geoscience Service to assert any right of setoff or recoupment that such party may have under applicable bankruptcy or non-bankruptcy law and the Debtors' and the Plan Administrators' rights and defenses with respect thereto are expressly reserved. In resolution of the objections to the Plan filed by Cypress Fairbanks Independent School District, Harris County, Alief Independent School District, and the City of Houston (collectively, the "Texas Tax Authorities") and notwithstanding anything to the contrary in the Plan or this Confirmation Order, with respect to the ad valorem property tax claims (the "Tax Claims") of the Texas Tax Authorities, any such Allowed Tax Claims shall be treated as Other Secured Claims and shall be paid on the later of (i) the date any such Allowed Tax Claims become due pursuant to the Texas Tax Code and (ii) the Effective Date. No provision of the Plan or this Confirmation Order shall be deemed to affect or determine the ownership rights, if any, of BGP Inc., China National Petroleum Corporation ("BGP Inc.") and BGP Offshore ("BGPO" and together with BGP Inc., "BGP") under (i) that certain Master Cooperation Agreement executed between BGP Inc. And ION on August 7, 2014 (the "Master Cooperation Agreement"), (ii) the Novation Deed dated as of February 1, 2021, substituting BGPO for BGP Inc., and (iii) all agreements and other documents related to the Master Cooperation Agreement (collectively, the "BGP Agreements") or its right to receive revenues, whether prepetition or postpetition, under the BGP Agreements, and all of BGP's claims and rights against the Debtors are fully preserved. 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/Ã‚â€‚-- is aninnovative, 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. IONIX TECHNOLOGY: Cheng Li Named as Interim CFO ----------------------------------------------- Yue Kou, chief financial officer of Ionix Technology, Inc., passed away unexpectedly. Ms. Yue served as the CFO of the Company since May 2016 and it is with great sadness that the Company announces the passing of Ms. Yue. The Company praises Ms. Yue as an outstanding CFO and will be missed not only as a business colleague, but also as a friend. The Company extends its deepest gratitude to Ms. Yue and her family for her years of service, and sincerest condolences. Effective Aug. 19, 2022, the Company's Chief Executive Officer, Cheng Li was appointed as the Corporation's interim chief financial officer to serve until his/her successor is duly elected, his/her resignation, or the next annual meeting of shareholders. Mr. Cheng Li has participated in the operation and management of the Company since 2015. From April 2013 to March 2015, Mr. Li served as the general Manager and financial controller of Dalian Huanyu Venture Capital Co., Ltd, where he engaged in project approvals, financing, and investments and accumulated substantial experience in the field of high-tech and financing operations. From 1996 to 2012, Mr. Li served in the Ministry of Industry and Information Technology of Jiamusi city, Heilongjiang Province and the Association for Science and Technology of Jiamusi. He received his undergraduate degree in 1980 from Liaoning Normal University. About Ionix Technology Ionix Technology, Inc. (formerly known as Cambridge Projects Inc.), a Nevada corporation, was formed on March 11, 2011. The Company was originally formed to pursue a business combination through the acquisition of, or merger with, an operating business. Since January 2016, the Company has shifted its focus to becoming an aggregator of energy cooperatives to achieve optimum price and efficiency in creating and producing technology and products that emphasize long life, high output, high energy density, and high reliability. By and through its wholly owned subsidiary, Well Best and the indirect subsidiaries, Baileqi Electronics, Lisite Science, Welly Surplus, Fangguan Photoelectric, Fangguan Electronics and Shizhe New Energy, the Company has commenced its main operations of high-end intelligent electronic equipment and photoelectric display products, became the New energy service provider and IT solution provider, which are in the new-type rising industries. Ionix Technology reported a net loss of $406,607 for the year ended June 30, 2021, compared to a net loss of $277,668 for the year ended June 30, 2020. As of March 31, 2022, the Company had $20.95 million in total assets, $8.35 million in total liabilities, and $12.60 million in total stockholders' equity. JASPER PELLETS: Seeks to Hire FTI Capital as Investment Banker -------------------------------------------------------------- Jasper Pellets, LLC seeks approval from the U.S. Bankruptcy Court for the District of South Carolina to hire FTI Capital Advisors, LLC as its investment banker. The firm will render these services: a. assist in establishing criteria to identify interested parties to a Transaction; b. advise regarding parties that may be interested in a transaction; c. outreach to Transaction Parties, distribution and negotiation of confidentiality agreements; d. prepare and distribute a confidential offering memorandum or other suitable transaction marketing document describing the assets or business of the Debtor, its industry and the potential Transaction, in each case as appropriate for the Transaction; e. facilitate and manage a virtual data room with all necessary due diligence and information requirements; f. screen, including due diligence, rank and evaluate any proposals received from transaction parties; g. prepare and coordinate management presentations and meetings, as necessary; h. assist with negotiations and document preparation to close Transactions; and i. provide timely reporting to the Debtor regarding the status and progress of Transaction processes; j. providing testimony regarding financial matters related to any Transaction or the Debtor's assets, if necessary. The firm will be compensated as follows: a. Work Fee: For performance of the services, the Debtor shall pay FTICA a non-refundable work fee of $175,000. The Work Fee shall be payable in cash upon the closing of a Transaction. b. Success Fee: In the event the Debtor closes on one or more Transactions during the term, or within 12 months following the termination or expiration of the FTICA's engagement as provided in the Engagement Letter, then, for each Transaction, without duplication, FTICA shall earn a "Success Fee," equal to the Success Fee amounts listed below with respect to the Aggregate Value of each Transaction. The Success Fee is due and payable in cash to FTICA on the date of the closing of a Transaction: -- For Aggregate Value up to $20,000,000: Success Fee is $0; -- For Aggregate Value between $20,000,000 and $20,175,000: Success Fee is 100 per cent of the amount of the Aggregate Value that is between $20,000,000 and $20,175,000 (up to $175,000); plus -- For Aggregate Value between $20,175,000 and $25,000,000: Success Fee is 8 percent of the amount of the Aggregate Value between $20,175,000 and $25,000,000; plus -- For Aggregate Value greater than $25,000,000: Success Fee is 10 percent of amount of Aggregate Value over $25,000,000. c. Reimbursable Expenses: In addition to the fees outlined above, or as otherwise provided, the Debtor will pay all of FTICA's reasonable and documented out-of-pocket expenses, not to exceed $20,000 without Debtor approval, incurred on its behalf during the course of the engagement. FTI Capital does not hold any interest adverse to the Debtor's estate, and is a "disinterested person" as that term is defined in Bankruptcy Code section 101(14), according to court filings. The firm can be reached through: Chris Post FTI Capital Advisors, LLC 999 17th Street, Suite 700 Denver, CO 80202 Phone: 303-689-8888 About Jasper Pellets Jasper Pellets, LLC, a wood pellet manufacturing company, filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.S.C. Case No. 22-01409) on May 27, 2022. The petition was signed by Charles Knight as managing member. At the time of filing, the Debtor listed $25,119,486 in total assets and $14,422,514 in total liabilities. Judge David R. Duncan presides over the case. Michael M. Beal, Esq. at BEAL, LLC and FTI Capital Advisors, LLC serve as the Debtor's legal counsel and investment banker, respectively. JNS LLC: Taps Caddell Reynolds Law Firm as Bankruptcy Counsel ------------------------------------------------------------- JNS, LLC, received approval from the U.S. Bankruptcy Court for the Eastern District of Arkansas to hire Caddell Reynolds Law Firm to serve as legal counsel in its Chapter 11 case. The firm charges $300 per hour for attorney's services and $100 per hour for paralegal services. As disclosed in court filings, Caddell Reynolds does not represent creditors or any other adverse party in the Debtor's bankruptcy proceeding. The firm can be reached at: Joel G. Hargis, Esq. Caddell Reynolds Law Firm 3000 Browns Lane Jonesboro, AR 72401 Phone: (870) 336-6407 Email: jhargis@caddellreynolds.com About JNS LLC JNS, LLC is incorporated with the Arkansas Secretary of State. The primary purpose of JSN LLC is to serve as a limited liability company doing business as Sandy's Bakery, Natural State Janitorial Services, and a remodeling company in the city of Jonesboro, Ark. Sandy's Bakery -- https://www.sandysbakeryandcatering.com/ -- is a bakery and catering company. JNS, LLC, sought Chapter 11 bankruptcy protection (Bankr. E.D. Ark. Case No. 22-11064) on April 25, 2022. In the petition filed by Juan Morales, vice-president and managing member, JNS LLC listed up to $50,000 in assets and $100,000 to $500,000 in liabilities. The case is assigned to Judge Phyllis M. Jones. Joel Grant Hargis, Esq., at Caddell Reynolds Law Firm, is the Debtor's counsel. KALBARRI AUSTRALIA: Files for Chapter 11 Bankruptcy --------------------------------------------------- Kalbarri Australia LLC filed for chapter 11 protection in the Western District of Tennessee. The Debtor disclosed $4.50 million in assets against $2.310 million in liabilities in its schedules. The Debtor owns the property at 4242 B F Goodrich Blvd., Memphis, TN 3811, which is valued at $4.5 million. Secured creditor Simmons Bank is owed just $2.035 million. According to court filings, Kalbarri Australia 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. 28, 2022, at 1:00 p.m. at Room 400, Memphis, TN. Proof of claim are due by Dec. 27, 2022. About Kalbarri Australia LLC Kalbarri Australia LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. W.D. Tenn. Case No. 22-23562) on August 25, 2022. In the petition filed by George X. Canno, as manager, the Debtor reports estimated assets and liabilities between $1 million and $10 million each. The Debtor is represented by Adam M Langley of Butler Snow, LLP. KAYA HOLDINGS: Posts $3.1 Million Net Income in Second Quarter -------------------------------------------------------------- Kaya Holdings, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting net income of $3.07 million on $195,186 of net sales for the three months ended June 30, 2022, compared to net income of $9.09 million on $239,198 of net sales for the three months ended June 30, 2021. For the six months ended June 30, 2022, the Company reported net income of $1.97 million on $383,850 of net sales compared to net income of $3.59 million on $476,216 of net sales for the six months ended June 30, 2021. As of June 30, 2022, the Company had $987,515 in total assets, $13.42 million in total liabilities, and a total stockholders' deficit of $12.44 million. At June 30, 2022 the Company has a working capital deficiency of $5,272,239 and is totally dependent on its ability to raise capital. The Company has a plan of operations and acknowledges that its plan of operations may not result in generating positive working capital in the near future. Even though management believes that it will be able to successfully execute its business plan, which includes third-party financing and capital issuance, and meet the Company's future liquidity needs, there can be no assurances in that regard. The Company said these matters raise substantial doubt about its ability to continue as a going concern. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1530746/000190359622000549/sfskays10q081722.htm About Kaya Holdings Kaya Holdings, Inc. -- http://www.kayaholdings.com-- is a vertically integrated legal marijuana enterprise that produces, distributes, and/or sells a full range of premium cannabis products including flower, oils, vape cartridges and cannabis infused confections, baked goods and beverages through a fully integrated group of subsidiaries and companies supporting highly distinctive brands. As of March 31, 2022, the Company had $1.18 million in total assets, $16.68 million in total liabilities, and a total stockholders' deficit of $15.5 million. Houston, Texas-based M&K CPAS, PLLC, the Company's auditor since 2018, issued a "going concern" qualification in its report dated April 18, 2022, citing that the Company has suffered net losses from operations and has a net capital deficiency, which raises substantial doubt about its ability to continue as a going concern. KOD GLOBAL: Exclusivity Period Extended to Dec. 28 -------------------------------------------------- KOD Global LTD, LLC received court approval to remain in control of its bankruptcy while it awaits the closing of the sale of its real property in Suwanee, Ga. The U.S. Bankruptcy Court for the Northern District of Georgia extended the company's exclusive right to file a Chapter 11 plan to Dec. 28 and solicit votes in favor of the plan to Feb. 28 next year. The company earlier entered into a contract to sell the Suwanee property for $700,000, and obtained the bankruptcy court's approval of the sale. KOD said the sale would satisfy all claims against the company in full. About KOD Global KOD Global LTD, LLC is a single asset real estate (as defined in 11 U.S.C. Sec. 101(51B)). KOD Global sought Chapter 11 bankruptcy protection (Bankr. N.D. Ga. Case No. 22-20385) on May 2, 2022, listing up to $1 million in assets and up to $500,000 in liabilities. Shauna A. Johnson, sole member, signed the petition. Judge James R. Sacca oversees the case. William A. Rountree, Esq., at Rountree Leitman & Klein, LLC is the Debtor's counsel. LASHLINER INC: Wins Cash Collateral Access Thru Sept 12 ------------------------------------------------------- The U.S. Bankruptcy Court for the Western District of Washington has authorized Lashliner Inc. to use cash collateral on an interim basis in accordance with the budget through September 12, 2022. The Debtor is permitted to make expenditures in amounts not to exceed 115% of the amount contained in the budget projection only for the period specified in the Order, and for corresponding time periods terminating on September 12. The Debtor will maintain adequate protection of Bank of America N.A.'s interest in cash collateral by making monthly payments on the Bank's secured claim, in the approximate amount of $2,500 a month, based on a contractual floating rate of interest of Bank's Prime Rate plus 0.5%, for the period the Order is in effect, payable on the first day of the month, starting with the September 1, payment. The Bank is granted a replacement lien in, to and on, the Debtor's post-petition cash, accounts receivable, inventory, equipment and all other categories of assets described in the UCC Financing Statement that Bank maintains over the assets of the Debtor. The Debtor is also directed to provide the Bank by no later than August 31, 2022, a statement of actual receipts and disbursements for the period August 8, 2022 to August 31, 2022, and monthly financial projections reflecting the amount of Debtor's projected revenues, necessary expenses and the resulting value of the assets securing Bank's claim, for a forward-looking three month period beginning September 1. A further hearing on the matter is set for September 9 at 9:30 a.m. A copy of the order is available at https://bit.ly/3cjr2lj from PacerMonitor.com. About LashLiner Inc. LashLiner Inc., doing business as Lashliner LLC, is an innovative cosmetics brand. The company's initial product is a patent-pending magnetic eyeliner and eyelash system. LashLiner Inc. filed a petition for relief under Subchapter V of Chapter 11 of the Bankruptcy Code (Bankr. W.D. Wash. Case No. 22-11273) on August 8, 2022. In the petition filed by Robert Kitzberger, as president, the Debtor reported assets and liabilities between $1 million and $10 million. Kathryn E Perkins has been appointed as Subchapter V trustee. Dmitry Merrit, Esq., at the Law Offices of D. Merrit & Associates, is the Debtor's counsel. LEGACY POOLS: Case Summary & 13 Unsecured Creditors --------------------------------------------------- Debtor: Legacy Pools LLC 727 North Drive Suite L Melbourne, FL 32934 Business Description: Legacy Pools specializes in the design and creation of in-ground luxury pools and spas. Chapter 11 Petition Date: August 30, 2022 Court: United States Bankruptcy Court Middle District of Florida Case No.: 22-03123 Debtor's Counsel: Daniel A. Velasquez, Esq. LATHAM LUNA EDEN & BEAUDINE LLP 201 S. Orange Avenue Suite 1400 Orlando, FL 32801 Tel: (407) 481-5800 Fax: (407) 481-5801 Email: dvelasquez@lathamluna.com Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Charles David Black as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 13 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/XUQKX4Y/Legacy_Pools_LLC__flmbke-22-03123__0001.0.pdf?mcid=tGE4TAMA LEVEL FOUR ORTHOTICS: Case Summary & 20 Top Unsecured Creditors --------------------------------------------------------------- Lead Debtor: Level Four Orthotics & Prosthetics, Inc. d/b/a Restore POC 1177 Louisiana Ave., Suite 213 Winter Park, FL 32789 Business Description: Restore POC is a provider of custom prosthetics, orthotics, and infant cranial remolding products with a mission to provide affordable, quality products and limb loss solutions to patients in need. Chapter 11 Petition Date: August 29, 2022 Court: United States Bankruptcy Court District of Delaware Six affiliates that concurrently filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code: Debtor Case No. ------ -------- Level Four Orthotics & Prosthetics, Inc. 22-10807 Cocco Enterprises, Inc. 22-10808 Orthopartners, Inc. 22-10809 American Ortho-Tech Laboratories, Inc. 22-10810 W.R. Rosen Inc. 22-10811 Western Carolina O&P, LLC 22-10812 Judge: Hon. J. Kate Stickles Debtors' Local Bankruptcy Counsel: Kevin S. Mann, Esq. Christopher P. Simon, Esq. CROSS & SIMON, LLC 1105 North Market Street Suite 901 Wilmington, DE 19801 Tel: (302) 777-4200 Fax: (302) 777-4224 Email: csimon@crosslaw.com kmann@crosslaw.com Debtors' General Bankruptcy Counsel: James C. Fox, Esq. Rion M. Vaughan, Esq. RUBERTO, ISRAEL & WEINER, P.C. 255 State Street, 7th Floor Boston, Massachusetts 02109 Tel: (617) 742-4200 Fax: (617) 742-2355 Email: jcf@riw.com rmv@riw.com Debtors' Accountant: VERDOLINO & LOWEY, P.C. Debtors' Notice, Claims, Solicitation & Balloting Agent: KROLL RESTRUCTURING ADMINISTRATION LLC Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Rebecca Irish, president/CEO. A full-text copy of the Lead Debtor's petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/BIE6XEA/Level_Four_Orthotics__Prosthetics__debke-22-10807__0001.0.pdf?mcid=tGE4TAMA List of Debtors' 20 Largest Unsecured Creditors: Entity Nature of Clai Claim Amount ------ --------------- ------------ 1. 5613 Duraleigh Commercial Lease $11,678 Road Unit 151 LLC 201 Turquoise Creek Drive Cary, NC 27513 2. American Express Credit Card $36,463 PO Box 1270 Newark, NJ 07101-1270 3. Andrew Humann Employee Wages $8,161 89 Loblollie Rd Taylorsville, NC 28681-7908 4. Benjamin Walker Employee Wages $10,042 3101 Xilingol Dr Indian Trail, NC 08079-0348 5. Borum & Associates Lease Agreement $11,330 405-D Parkway Greensboro, NC 27401 6. Cascade DAFO, Inc. Trade Creditor $12,110 1360 Sunset Avenue Ferndale, WA 98248-8913 7. Cascade Orthopedic Trade Creditor $567,402 Supply, Inc. 2638 Aztec Drive Chico, CA 95928 8. CPO Management Services $216,549 Services, LLC Agreement 741 W. Main St. Peoria, IL 61606 9. Curbell Plastics, Inc. Trade Creditor $8,442 14746 Collections Center Drive Chicago, IL 60693-4746 10. E C Griffith Company Lease Agreement $15,492 1944 Brunswick Avenue Charlotte, NC 28207 11. Kinetic Research Trade Creditor $7,884 5513 W. Sligh Avenue Tampa, FL 33634 12. O&P Digital Professional $12,404 Technologies, LLC Services 3870 NW 83rd Street Agreement Gainesville, FL 32606 13. Orthomerica Trade Creditor $2,251,578 Products, Inc. PO Box 607129 Orlando, FL 32860-7129 14. Ottobock Healthcare Trade Creditor $27,705 29168 Network Place Chicago, IL 60673-1291 15. Proteor USA, LLC Trade Creditor $13,544 PO Box 51599 Los Angeles, CA 90051-5899 16. S. Brad Millsaps & Trade Creditor $10,473 Andrew K. Millsaps 4013 Woodgrove Lane Winston Salem, NC 27104 17. Southern Prosthetic Trade Creditor $24,956 Supply, Inc. PO Box 277466 Atlanta, GA 30384-7466 18. Spinal Technology, Inc. Trade Creditor $9,309 191 Mid Tech Drive West Yarmouth, MA 02673 19. Sure Step Trade Creditor $9,064 17530 Dugdale Drive South Bend, IN 46635 20. Westbrook Partners, LLC Landlord $17,096 3775 Vest Mill Road Suite A Winston Salem, NC 27103 LIFETIME BRANDS: S&P Alters Outlook to Negative, Affirms 'B+' ICR ----------------------------------------------------------------- S&P Global Ratings revised its outlook on U.S.-based Lifetime Brands Inc. (Lifetime) to negative from stable and affirmed its 'B+' issuer credit rating on the company. S&P said, "We also affirmed our 'B+' rating on the company's term loan B and maintained our '3' recovery rating, indicating our expectation of a meaningful (50%-70%; rounded recovery: 50%) recovery in the event of a default. "The negative outlook reflects the possibility we could lower the ratings on Lifetime within the next 12 months if leverage increases above 5x due to a decline in profitability. "The outlook revision to negative reflects Lifetime's weaker-than-expected operating performance and our expectation that leverage will remain elevated through 2022. Lifetime's sales declined by 18.9% year over year in the second quarter of fiscal year 2022 after a 6.6% year-over-year sales decline in the first quarter. Large retailers have slowed or delayed purchases of new products in the categories that Lifetime produces as they have built up large inventory positions due to shipments received late in the selling season, which has led them to focus on selling down existing inventory. Additionally, end consumer demand for kitchen accessories and supplies is softening due to consumer spending shifting to away-from-home categories and to lower discretionary consumer spending. As a result, Lifetime's S&P Global Ratings-adjusted EBITDA declined 42% to $25.3 million in the first half of 2022. We forecast reported EBITDA of $60 million for the year, which is lower than the company's guidance of $73 million to $79 million. Our more conservative expectations reflect the dynamic macroenvironment and high inventory levels at retail, which could result in much weaker second half results, the key selling season for the company. Under our base case forecast, we expect leverage of about 4.5x for fiscal 2022. This leaves little cushion relative to our downside trigger of 5x for the rating. A significant improvement in profitability and leverage may be difficult amid declining consumer spending. S&P Global Ratings adjusted EBITDA margins contracted about 390 basis points during the first half of fiscal 2022, due primarily to higher distribution and selling, general, and administrative (SG&A) expenses as a percentage of sales, and the integration of the S'well acquisition. Tariff reductions, product mix, and lower transportation costs helped to restore some profitability. However, a significant improvement in profitability may be difficult amid weakening macroeconomic conditions and an increasingly promotional environment. S&P believes consumer discretionary spending on home categories and food service will remain soft through the first half of 2023. In recent years, Lifetime has improved product and customer mix, reduced operating and distribution expenses, and expanded internationally. S&P said, "We believe these improvements leave it better positioned to sustain an economic downturn. The company primarily sells low ticket items at under $10, which leaves it less vulnerable to an economic downturn, relative to other consumer durables. Nevertheless, we expect consumers to continue to shift spending to away-from-home categories. As a result, we expect Lifetime's sales will decline by high-single digit to low double-digit percent in fiscal year 2022." The company built up inventory due to supply chain challenges, which helped it gain market share. However, it needs to sell down inventory to improve cash flow. The company's working capital uses increased $16 million in the first half of fiscal 2022 and the company borrowed $20 million under its revolver; compared to $19.4 million in working capital sources during the first half of 2021. The increase in cash use was driven in part by the company's strategy to maintain higher inventory, including safety stock, to gain market share amid a supply constrained environment. S&P expects the company will reduce its inventory levels through its key selling season, generating free operating cash flow of about $25 million in 2022. Lifetime has historically been a stable cash flow generator, with an asset-light business model that only requires approximately 1% of sales spent on capital expenditures (capex). S&P said, "We expect leverage to be sustained below 5x over the longer term. Lifetime has been highly acquisitive throughout its history. The company's merger and acquisition (M&A) strategy has resulted in adjusted leverage occasionally reaching 5x. We believe the company will remain highly acquisitive going forward, continuing to target companies in adjacent product categories. As a result, we believe adjusted leverage may rise occasionally to about 5x for acquisitions with the expectation the company will manage adjusted leverage below 5x over the long term. "The negative outlook reflects the possibility that we could lower the ratings on Lifetime within the next 12 months if the company sustains leverage above 5x." S&P could lower the rating on Lifetime if: -- Demand weakens due to a recessionary environment leading to lower consumer spending and increased consumer price sensitivity, changing consumer spending habits, or inventory buildup at retailers. -- The company cannot offset supply chain disruptions or inflationary cost pressures, resulting in margin degradation; and -- The company adopts more aggressive financial policies, including large debt-funded acquisitions or share repurchases. S&P could revise the outlook to stable if the company sustains adjusted leverage below 5x. This could happen if: -- Demand improves, leading to stronger operating performance; -- The company successfully realizes price increases and cost saving measures that result in margin improvement; and -- Lifetime successfully sells down inventory through its key selling season, generating positive free operating cash flow. MAGNOLIA OFFICE: Seeks Cash Collateral Access for 3 Months ---------------------------------------------------------- Magnolia Office Investments, LLC asks the U.S. Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, for authority to continue using cash collateral nunc pro tunc to petition date and for an additional 90 days. The Debtor requires the use of cash collateral to, among other things, fund all necessary operating expenses of the Debtor's business and well as pay for regular and ordinary expenses of the Debtor. The Debtor proposes to use the cash collateral in accordance with the budget, with a 10% variance. The Debtor previously won permission to use the cash collateral of PS Funding, Inc. through September 1. As adequate protection for the Debtor's continued cash collateral access, the Debtor proposes regular payments based upon the bankruptcy-exit plan as proposed by the Debtor. A copy of the motion is available at https://bit.ly/3PR6puu from PacerMonitor.com. About Magnolia Office Investments Magnolia Office Investments LLC is a Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)). It owns the commercial office building located at 1211 Governors Square Boulevard, Tallahassee, Florida 3230, valued at $5.5 million. Magnolia Office Investments sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-14044) on May 24, 2022. In the petition signed by Anand Patel, as managing member, Magnolia Office Investments, LLC listed estimated assets and liabilities between $1 million and $10 million each. The case is assigned to Honorable Bankruptcy Judge Erik P. Kimball. MENACHEM LAND: SARE Files Chapter 11 Case ----------------------------------------- Menachem Land LLC filed for chapter 11 protection without stating a reason. The Debtor, a Single Asset Real Estate, says it owns vacant land located at Riverside and San Bernardino counties, Redlands, CA. According to court filings, Menachem Land LLC estimates between 1 and 49 creditors. The bare-bones petition states funds will be available to unsecured creditors. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for Oct. 7, 2022, at 10:00 AM at UST-LA3, TELEPHONIC MEETING. CONFERENCE LINE:1-866-811-2961, PARTICIPANT CODE:9609127. Proofs of claim are due by Jan. 5, 2023. About Menachem Land LLC Menachem Land LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-14634) on Aug. 25, 2022. In the petition filed by Jane Un, as managing member, the Debtor reported assets and liabilities between $1 million and $10 million each. Stephen R Wade, of The Law Offices of Stephen R Wade, is the Debtor's counsel. MINERVA RESOURCES: U.S. Trustee Appoints Creditors' Committee ------------------------------------------------------------- The U.S. Trustee for Region 7 appointed an official committee to represent unsecured creditors in the Chapter 11 cases of Minerva Resources, LLC and Cronus Mineral Holdings, LLC. The committee members are: 1. Jonathan Marc Hicks 674 Pelzer Drive Mt. Pleasant, SC 29464 Phone: (843) 751-6512 Email: Jhicks8447@aol.com Counsel: Sean J. McCaffity, Esq. Sommerman, McCaffity, Quesada & Geisler, LLP 3811 Turtle Creek Blvd., Suite 1400 Dallas, TX 75219-4461 Phone: (214)720-0720 Email: SMcCaffity@textrial.com 2. Todd J. Bossier 6304 East Castledale Greenwell Springs, LA 70739 Phone: (225) 773-3379 Email: Bossie_t@bellsouth.net Counsel: Sean J. McCaffity, Esq. Sommerman, McCaffity, Quesada & Geisler, LLP 3811 Turtle Creek Blvd., Suite 1400 Dallas, TX 75219-4461 Phone: (214)720-0720 Email: SMcCaffity@textrial.com 3. Albert C. (Tre) Black, III in his capacity as Windup Representative for PetroRock Mineral Holdings, LLC 1133 South Madison Avenue Dallas, TX 75208 Phone: (214) 944-1101 Email: tblackrcvr@gmail.com Counsel: Anthony M. Farmer Farmer Law Group, PLLC 400 S. Zang Blvd., Ste. 350 Dallas, TX 75208 Phone: (214) 948-8333 Email: afarmer@farmerlawgroup.com Official creditors' committees serve as fiduciaries to the general population of creditors they represent. They may investigate the debtor's business and financial affairs. Committees have the right to employ legal counsel, accountants and financial advisors at a debtor's expense. About Minerva Resources LLC Minerva Resources LLC was formed for the purpose of owning non-operated working interests in various oil and gas assets. Cronus Mineral Holdings, LLC was formed for the purpose of holding certain overriding royalty interests in oil and gas properties. Cronus is also one of the owners of the company that manages Minerva. Minerva Resources and affiliate Cronus Mineral Holdings sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 22-32291) on Aug. 11, 2022. At the time of the filing, Minerva Resources listed as much as $50 million in both assets and liabilities while Cronus Mineral Holdings listed up to $1 million in assets and up to $50,000 in liabilities. Judge Christopher M. Lopez oversees the cases. The Debtors tapped Porter Hedges, LLP as legal counsel and MACCO Restructuring Group, LLC as financial advisor. Drew McManigle, managing director at MACCO, serves as the Debtors' chief restructuring officer. EnergyNet.com, LLC has been tapped to preform sales brokerage and consulting services for the disposition of the Debtors' assets. MIRACLE CENTER: Case Summary & Two Unsecured Creditors ------------------------------------------------------ Debtor: Miracle Center Church of Ventura County, Inc. 38 Teloma Drive Ventura, CA 93003 Business Description: The Debtor is a tax-exempt religious organization. Chapter 11 Petition Date: August 29, 2022 Court: United States Bankruptcy Court Central District of California Case No.: 22-10664 Debtor's Counsel: John K. Rounds, Esq. ROUNDS & SUTTER LLP 674 County Square Drive Suite 108 Ventura, CA 93003 Tel: 805-650-7100 Fax: 805-832-6315 Email: admin2rslawllp.com Total Assets: $3,472,792 Total Liabilities: $3,387,733 The petition was signed by Alonzo McCowan, CEO/president. A full-text copy of the petition containing, among other items, a list of the Debtor's two unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/LYJ6ADY/Miracle_Center_Church_of_Ventura__cacbke-22-10664__0001.0.pdf?mcid=tGE4TAMA MIRION TECHNOLOGIES: S&P Alters Outlook to Stable, Affirms 'B' ICR ------------------------------------------------------------------ S&P Global Ratings revised its outlook on Mirion Technologies Inc. to stable from positive and affirmed all of its ratings, including our 'B' issuer credit rating. S&P said, "The stable outlook reflects our expectation for S&P Global Ratings-adjusted leverage in the low- to mid-6x area as of the end of 2022, potentially improving toward 5x in 2023 on tailwinds in its nuclear power and defense end markets and continued growth in its medical segment. Our forecast assumes that the company's supply chain challenges ease modestly and many of the costs associated with its 2021 business combination roll off over the next several quarters, improving its overall operating margins. "We now expect Mirion's S&P Global Ratings-adjusted leverage to remain above 5x through 2023.We forecast the company's S&P Global Ratings-adjusted debt to EBITDA will be in the low- to mid-6x area in 2022 before falling to the low 5x area in 2023, which compares with our prior forecast for the high 4x area in 2022. Our updated forecast reflects ongoing supply chain challenges that have hampered Mirion's ability to convert orders to revenue, particularly in its Industrial segment (which accounts for about 66% of its revenue), along with inflationary pressures, foreign-exchange headwinds, and higher costs than we previously assumed associated with its 2021 business combination with GS Acquisition Holdings Corp. II (GSAH II) and management's restructuring initiatives. While we expect many of these costs will decline over the next few quarters, we assume some will persist through 2023, which could somewhat restrict the improvement in its debt leverage. "Nevertheless, we forecast Mirion's S&P Global Ratings-adjusted leverage will improve, but remain high, in 2023. This is supported by the company's good backlog of $693 million as of June 30, 2022, and our expectation that some supply chain challenges and cost inflation will ease while its price/cost coverage improves over the next few quarters. Further, we believe many of the costs associated with the 2021 business combination will roll off in 2022 and the company will benefit from the synergies it achieved over the past several quarters, which will likely support an improvement in its EBITDA generation. We believe these cost improvements will also help mitigate the effects of the cancellation of the Hanhikivi Nuclear Project, due to to the Russia-Ukraine conflict, on its cash flow. This project accounted for about $67 million of the company's backlog." The recent policy support for nuclear will likely delay revenue declines from European and U.S. plants. S&P expects the nuclear end market, which accounts for about 40% of Mirion's annual revenue, will benefit from the recent policy support for nuclear generation over the next several quarters. The gas and power crisis in Europe has increased the focus on energy security, possibly leading to greater support for nuclear. In the U.S., various states have contemplated offering incentives to extend the lifespan of nuclear plants to support the reliability of their power grids. This policy support may delay potential plant closures and the associated loss of revenue for Mirion. Further, the company may benefit from growth in China, which plans to double the share of its power mix derived from nuclear to almost 10% by 2035. China currently represents a small portion of the company's revenue. Nevertheless, nuclear generation in Europe is set to decline over time, notably given Germany's plan to close its nuclear power plants by year-end 2022 and the lower level of nuclear availability in France because of technical issues. Similarly, nuclear generation in the U.S. is trending down, with the focus shifting toward extending plants' lifespans and away from developing costly and risky new nuclear projects. While Mirion will likely benefit from nuclear plant life extensions in its existing installed base, as well as revenue from decommissioned nuclear projects, the decline in the total number of plants projected over the next 10 years will reduce the revenue growth opportunities in this end market over the longer term. Furthermore, the share of nuclear generation in Europe and the U.S. is decreasing and will most likely reach about 15% of power generation by 2035, after being close to 20% in 2020, according to S&P Global Commodity Insights (Platts)' reference scenario. The reasons include the prioritization of renewables and the high costs and risks that new builds carry, notably for private investors and shareholders. S&P said, "For 2022, we are expecting a modest decline in industrial segment revenue (mainly comprising the nuclear end market), primarily due to supply chain constraints. In 2023, we expect the company to convert its high backlog into modest revenue growth due to the recent focus on extending plants' lifespans, along with increased demand in its defense segment due to the Russia-Ukraine conflict. "Medical demand will remain strong. We expect Mirion to increase the revenue from its medical segment by 15%-20% in 2022 because of continued strong demand for radiation therapy and nuclear medicine. In the first half of 2022, the company's medical segment revenue rose by 28% year over year, with almost half this growth stemming from acquisitions. The penetration of radiation therapy continues to improve due to increases in the incidence of cancers and the number of health care professionals. Furthermore, we anticipate increasing budgets will allow U.S. health care companies to purchase increasing amounts of equipment. Although the medical segment represents between 30% and 35% of Mirion's total revenue, we expect the demand and revenue growth in this segment will help offset muted revenue growth in the industrial segment, supporting total company organic revenue growth in the low-single digit percent area in 2022 and beyond. "Under our base-case forecast, we assume Mirion continues to generate positive free operating cash flow (FOCF) to support its acquisition strategy.We expect the company's FOCF in 2022 will be affected by its working capital investments to combat the shortage of input materials and inflation and mitigate its supply chain risk. However, we anticipate Mirion's FOCF will remain good over the next 12-18 months. We believe this cash flow, in combination with the about $95 million of cash and short term investments on its balance sheet as of June 30, 2022, will likely be sufficient to fund modest bolt-on acquisitions. Although we believe the company can fund annual bolt-on acquisitions without the need to draw on external funds, we believe its ample revolver availability will further support its liquidity position through 2023. "The stable outlook reflects our expectation for S&P Global Ratings-adjusted leverage in the low to mid-6x area as of the end of 2022 before improving in 2023 (but remaining elevated above 5x). Our forecast also assumes supply chain challenges ease modestly and many costs associated with the 2021 business combination roll off during the next several quarters." S&P could lower its rating on Mirion if: --Its S&P Global Ratings-adjusted leverage remains above 6.5x due to unforeseen weakness in its operating performance; or -- The company adopts financial policies, particularly related to future shareholder returns and acquisitions, that cause S&P to believe its debt leverage will remain above 6.5x on a sustained basis. S&P could raise its ratings on Mirion if: -- Its operating performance continues to improve such that it consistently maintains debt leverage of well below 5x; and -- The company maintains financial policies, particularly related to future shareholder returns and acquisitions, that support this level of leverage. ESG credit indicators: E-2, S-2, G-2 MOUNTAIN RECOVERY: Seeks Approval to Hire SL Biggs as Accountant ---------------------------------------------------------------- Mountain Recovery LLC and BCQK LLC seek approval from the U.S. Bankruptcy Court for the District of Colorado to employ SL Biggs, a Division of SingerLewak, as its accountant. The firm will assist the Debtors in keeping and preparing Debtors' tax returns and tax related documents and schedules, to assist with preparation of monthly operating reports, and to provide tax consulting services to Debtors, as necessary. The firm will be paid at these rates: Mark D. Dennis $425 per hour Directors / Partners $250 to $600 per hour Associates $175 to $250 per hour The engagement requires a $15,000 retainer. SL Biggs does not hold or represent any interest adverse to Debtors, creditors, United States Trustee, the respective estates, or any other interested person and is therefore a "disinterested person" as that term is defined in 11 U.S.C. Sec. 101(14), according to court filings. The firm can be reached through: Mark Dennis SL Biggs 2000 South Colorado Blvd. Tower 2, Suite 200 Denver, CO 80222 Phone: 303-226-5471 Email: MDennis@SLBiggs.com About Mountain Recovery Mountain Recovery LLC, filed a Chapter 11 bankruptcy petition (Bankr. D. Colo. Case No. 22-12421) on _ July 6, 2022, disclosing as much as $1 million in both assets and liabilities. The Debtor is represented by Wadsworth Garber Warner Conrardy, P.C. MUSCLEPHARM CORP: CFO Eric Chin Resigns --------------------------------------- Eric Chin resigned as chief financial officer, chief accounting officer and director of MusclePharm Corporation for personal reasons, as disclosed in a Form 8-K filed with the Securities and Exchange Commission. About MusclePharm Headquartered in Denver, Colorado, MusclePharm Corporation (OTCQB:MSLP) -- http://www.musclepharm.comand http://www.musclepharmcorp.com-- is a lifestyle company that develops, manufactures, markets and distributes branded nutritional supplements. The Company offers a broad range of performance powders, capsules, tablets, gels and on-the-go ready to eat snacks that satisfy the needs of enthusiasts and professionals alike. MusclePharm reported a net loss of $12.87 million for the year ended Dec. 31, 2021. As of March 31, 2022, the Company had $11.98 million in total assets, $50.03 million in total liabilities, and a total stockholders' deficit of $38.06 million. Orange County, California-based Moss Adams LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. MUSCLEPHARM CORP: Delays Filing of Form 10-Q for Second Quarter --------------------------------------------------------------- MusclePharm Corporation filed a Form 12b-25 with the Securities and Exchange Commission notifying the delay in the filing of its Quarterly Report on Form 10-Q for the period ended June 30, 2022. MusclePharm was unable, without unreasonable effort or expense, to file its Quarterly Report on Form 10-Q by the Aug. 15, 2022 filing date due to a delay experienced by the Company in completing its financial statements and other disclosures in the Quarterly Report. As a result, the Company is still in the process of compiling required information to complete the Quarterly Report. About MusclePharm Headquartered in Denver, Colorado, MusclePharm Corporation (OTCQB:MSLP) -- http://www.musclepharm.comand http://www.musclepharmcorp.com-- is a lifestyle company that develops, manufactures, markets and distributes branded nutritional supplements. The Company offers a broad range of performance powders, capsules, tablets, gels and on-the-go ready to eat snacks that satisfy the needs of enthusiasts and professionals alike. MusclePharm reported a net loss of $12.87 million for the year ended Dec. 31, 2021. As of March 31, 2022, the Company had $11.98 million in total assets, $50.03 million in total liabilities, and a total stockholders' deficit of $38.06 million. Orange County, California-based Moss Adams LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. MUSCLEPHARM CORP: To Restate Previously Issued Financial Statements ------------------------------------------------------------------- The Board of Directors of MusclePharm Corporation, in consultation with management, determined that the Company's previously issued financial statements, contained within its Annual Report on Form 10-K/A for the year ended Dec. 31, 2021 and its Quarterly Report on Form 10-Q for the quarter ended March 31, 2022 should no longer be relied upon due to errors in such financial statements. Therefore, a restatement of these prior financial statements is required. Accordingly, the Company intends to restate the aforementioned financial statements by amending its Annual Report on Form 10-K/A for the year ended Dec. 31, 2021, and its Quarterly Report on Form 10-Q for the quarter ended March 31, 2022, as soon as reasonably practicable, followed by filing its Quarterly Report for the quarter ended June 30, 2022. The Company determined during the preparation of the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2022, that certain customer credit memos had not been timely approved or recorded. As a result of its analysis of these credit memos, the Company believes that revenue was overstated by $600,000 to $1 million for the year ended Dec. 31, 2021. The Company is in the process of determining the misstatement of revenue for the quarter ended March 31, 2022. About MusclePharm Headquartered in Denver, Colorado, MusclePharm Corporation (OTCQB:MSLP) -- http://www.musclepharm.comand http://www.musclepharmcorp.com-- is a lifestyle company that develops, manufactures, markets and distributes branded nutritional supplements. The Company offers a broad range of performance powders, capsules, tablets, gels and on-the-go ready to eat snacks that satisfy the needs of enthusiasts and professionals alike. MusclePharm reported a net loss of $12.87 million for the year ended Dec. 31, 2021. As of March 31, 2022, the Company had $11.98 million in total assets, $50.03 million in total liabilities, and a total stockholders' deficit of $38.06 million. Orange County, California-based Moss Adams LLP, the Company's auditor since 2021, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company has suffered recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. MV TRUCKING: Cash Collateral Access, DIP Loan Win Court OK ---------------------------------------------------------- MV Trucking and Logistics LLC sought and obtained permission from the U.S. Bankruptcy Court for the Bankruptcy Court District of New Jersey to, among other things, use cash collateral and obtain postpetition financing from Commerce Commercial Credit, Inc. The Debtor argued an immediate need to obtain credit pursuant to the Post-Petition Agreements and use cash collateral is critical in order to enable the Debtor to continue operations, minimize the disruption of the Debtor as a "going concern," and administer and to preserve the value of its estate. On October 30, 2020, Commerce Commercial, as purchaser, and MV Trucking, as seller, entered into a Factoring Agreement* which entitled Commerce Commercial to, among other things, purchase MV Trucking's Accounts arising from MV Trucking's performance of motor carrier surface freight transportation services provided to its customers. The Debtor and Commerce Commercial have been operating under the Factoring Agreement up to and including the Petition Date. As of the Petition Date, the Debtor's monetary obligations owed to Commerce Commercial under the Factoring Agreement are alleged to be in the aggregate amount of $685,818, which amount excludes fees and costs of whatever kind or nature, including attorney's fees Commerce Commercial may be entitled to recover, in accordance with the Factoring Agreement and the Bankruptcy Code. Pursuant to the Factoring Agreement, in exchange for purchasing all of the Debtor's rights, title and interest in and to the Accounts purchased from the Debtor by Commerce Commercial after the entry of the proposed Interim Order, Commerce Commercial agrees to pay a "Purchase Price" to the Debtor. As permitted by the Factoring Agreement, Commerce Commercial duly perfected its first priority ownership interest in all of the Purchased Accounts, as well as its first priority security interest in the Collateral, including non-Purchased Accounts (Purchased Accounts and non-purchased accounts are hereafter collectively, "Accounts"), by filing a UCC-1 Financing Statement with the State of New Jersey Department of Treasury Division of Revenue and Enterprise Services UCC Section6 on October 30, 2020, which was assigned File No. 54868713. The material terms of the Factoring Agreement are: a. Pursuant to the Debtor's pro forma Budget prepared by the Debtor, without any assistance of Commerce Commercial, from the date of the preliminary hearing until the final hearing the Debtor contemplates that the Debtor will sell Accounts to Commerce Commercial in the approximate aggregate amount of $750,000; however, Commerce Commercial will have sole and exclusive discretion whether and which Accounts it may purchase from the Debtor, and to make Advances or overadvances in excess of the amounts contained in the Debtor's pro forma Budget, without any adverse or prejudicial consequences to Commerce Commercial's rights under the Factoring Agreement. b. Pursuant to the Factoring Agreement, Commerce Commercial may buy Accounts from the Debtor by payment of the Purchase Price at a discount from the face value of each Account as set forth in Section 2 of the Factoring Agreement and the Schedule A. Commerce Commercial will make a Purchase Price advance to the Debtor up to 93% of the face amount of each Eligible Account that Commerce Commercial purchases from the Debtor. c. Pursuant to the Factoring Agreement, Commerce Commercial may make aggregate total advances to the Debtor up to the 'Maximum Advance* amount of $750,000, and Commerce Commercial may, in its sole discretion, purchase Accounts from or make overadvances to the Debtor in accordance with the Factoring Agreement. d. Pursuant to Section 3 of the Factoring Agreement, Commerce Credit is entitled to charge certain Factoring Fees and Finance Fees in connection with the Purchased Accounts Commerce Commercial purchases from the Debtor. As of the Petition Date, the Debtor had cash collateral in the amount of roughly $31,000 consisting of cash in the Debtor's deposit accounts maintained with Provident bank and unpaid and outstanding non-purchased Accounts. Commerce Commercial is the Debtor's first and senior priority prepetition secured creditor due to the Debtor having granted Commerce Commercial a senior perfected security interest in, inter alia. Commerce Commercial alleges to hold a prepetition secured claim against the Debtor in the amount of $685,818, to which prepetition and/or post-petition fees, charges, costs, and expenses, including attorney's fees, as permitted by the Factoring Agreement must be added. The Debtor believes that one or more other Junior Secured Lenders may claim to hold a subordinate and inferior priority security interest in Commerce Commercial's Collateral. Other parties who filed initial UCC-1 financing statements pertaining to the Debtor include: a. Corporation Service Company, as representative (due to a representative filing the identity of the secured party is currently unknown), filed a UCC-I financing statement on September 23, 2021, bearing filing no. 55465243 relating to certain of the Debtor's assets, including "accounts". b. CT Corporation System, as representative (due to a representative filing the identity of the secured party is currently unknown), filed a UCC-I financing statement on May 17, 2022, bearing filing no. 55966678 relating to certain of the Debtor's assets, including "accounts". c. CT Corporation System, as representative to a merchant cash advance lander named Ma Is on Capital Group, Inc. Maison filed a UCC-1 financing statement on July 11, 2022, bearing filing no. 66068542 relating to certain of the Debtor's assets. The Maison UCC describes the collateral as "all assets of the debtor". As of the Petition Date, the Debtor believes that approximately $35,000 is due and owing to Maison, however the Debtor disputes the amount and validity of any sums claimed to be owed by Maison, and the Debtor makes no admission at this time regarding the validity, enforceability, or perfection of any the obligations, security interests and liens that may be asserted by Maison. As adequate protection for the Debtor's use of cash collateral, Commerce Commercial will be granted a post-petition replacement lien on the Debtor's post-petition assets, junior in priority to the liens and security interested granted to Commerce Commercial, and only to the same extent, validity and priority as existed pre-petition and only to the extent that the Debtor's use of any prepetition assets, on a post-petition basis results in a decrease in the value of such entity's interest in the prepetition Collateral. * * * The Court entered an order authorizing the Debtor to use cash collateral and obtain postpetition financing on an interim basis in accordance with the budget through September 27. The Debtor and Commerce Commercial are immediately authorized to enter into, and continue to operate under and in accordance with, the Post-Petition Agreements and the Interim Order, and will further be entitled to execute, deliver, and perform all other documents, instruments, and agreements necessary to effectuate and carry out the terms of the Post-Petition Agreements and this Interim Order, and the Post-Petition Agreements are hereby approved in all respects, retroactively, as of the Petition Date, including, but not limited to, pursuant to sections 363(b)(1), (d), (e) and (0- The Debtor is authorized to sell Accounts to Commerce Commercial and Commerce Commercial is authorized, in its sole and exclusive discretion, exercised in good faith, to purchase Accounts and make Advances, overadvances, and to provide any other financial accommodations to the Debtor, after deduction by Commerce Commercial of amounts allowed under the Post-Petition Agreements, including, but not limited to, the Required Reserve Amount. Commerce Commercial will be the absolute owner of any Purchased Accounts. A final hearing on the matter is scheduled for September 27 at 11 a.m. A copy of the motion is available at https://bit.ly/3dXnBkI from PacerMonitor.com. A copy of the order is available at https://bit.ly/3wDWr8P from PacerMonitor.com. About MV Trucking and Logistics, LLC MV Trucking and Logistics, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. N.J. Case No. 22-16657) on August 23, 2022. In the petition signed by Laura Gabriella, managing member, the Debtor disclosed up to $1 million in assets and up to $10 million in liabilities. Albert A. Ciardi III, Esq. at Ciardi Ciardi and Astin is the Debtor's counsel. NATURALSHRIMP INC: Sells $5 Million Promissory Note to Investor --------------------------------------------------------------- NaturalShrimp Incorporated entered into a securities purchase agreement with an investor on Aug. 18, 2021. Although the transaction documents are dated August 17th, they were entered into on August 18th upon agreement of the Company and the Investor. Pursuant to the SPA, the Investor purchased a secured promissory note in the aggregate principal amount totaling approximately $5,443,333.33. The Note carried an original issue discount totaling $433,333.33 and a transaction expense amount of $10,000, both of which are included in the principal balance of the Note. The total purchase price of the Note was $5,000,000. The Note has an interest rate of 12% per annum. The maturity date of the Note is nine months from the issuance date of the Note. The Note is not convertible into shares of the Company's common stock. The Company intends to use the proceeds from the Note for general working capital purposes. The Investor wired $1,100,000 of the purchase price of the Note to the Company and the balance of $3,900,000 is held in escrow pursuant to an Escrow Agreement dated as of the date of the SPA by and between the Company, the Investor, and Hansen Black Anderson Ashcraft PLLC and shall be released to the Company, as follows: (a) $500,000 of the Escrow Amount shall be released following the date that the Company has filed both (i) a Schedule 14C authorizing a reverse stock split in a range of 1:33 to 1:100; and (ii) a shelf registration statement on Form S-3; and (b) $3,400,000.00 of the Escrow Amount shall be released upon completion of a successful Uplist. The Company has the option to prepay the Note at any time prior to the Maturity Date by paying a premium of 15% plus the principal, interest, and fees owed as of the prepayment date. As soon as reasonably possible following the issuance of the Note, the Company will cause its common stock to be listed for trading on either of (a) NYSE, or (b) NASDAQ. In the event the Company has not effectuated the Uplist by Nov. 15, 2022, the then-current outstanding balance will be increased by 10%. The Company will make a one-time payment to the Investor equal to the greater of (x) $3,000,000 or (y) 33% of the gross proceeds the Company receives from the offering expected to be effected in connection with the Uplist (whether from the sale of shares of its Common Stock and/or preferred stock) within 10 days of receiving such amount. In the event Borrower does not make this payment, the then-current outstanding balance will be increased by 10%. The Note is a secured obligation of the Company, to the extent provided for in the Security Agreement dated as of the date of the SPA entered into by and among the Company and the Investor. The Note shall be senior in right of payment to all other Indebtedness (as defined in the Note) of the Company subject to the terms set forth in the Security Agreement. The Note is a direct obligation of the Company issued in accordance with the SPA. The Company granted a first priority security interest in and to all of the assets of the Company. The Note contains certain negative covenants and Events of Default. Upon an Event of a Default, at its option and sole discretion, the Investor may consider the Note immediately due and payable. Upon such an Event of Default, the interest rate increases to 18% per annum and the outstanding balance of the Note increases from 5% to 15%, depending upon the specific Event of Default. Joseph Gunnar & Co. LLC and Roth Capital Partners LLC served as co-placement agents in connection with the transaction. Uplisting Deadline Extended Until Nov. 15 As previously disclosed, on Dec. 15, 2021, the Company entered into a securities purchase agreement with the Investor on Dec. 15, 2021. Pursuant to the December 2021 securities purchase agreement, the Investor purchased a secured promissory note in the aggregate principal amount totaling approximately $16,320,000. The December 2021 note carried an original issue discount totaling $1,300,000 and a transaction expense amount of $20,000, both of which are included in the principal balance of the December 2021 note. The total purchase price of the December 2021 note was $15,000,000. The maturity date of the December 2021 note is 24 months from the issuance date of the December 2021 note. In connection with entering into the December 2021 securities purchase agreement and the issuance of the December 2021 note, the Company agreed that as soon as possible it would cause its common stock to be Uplisted. As previously disclosed, the Investor has previously agreed to twice extend the Uplist deadline. On Aug. 17, 2022, the Investor again agreed to extend this deadline. The Uplist deadline is now Nov. 15, 2022. To the extent any event of default under the December 2021 note transaction documents occurred prior to Aug. 17, 2022, the Investor agreed to waive such event of default. About NaturalShrimp NaturalShrimp, Inc. is a publicly traded aqua-tech Company, headquartered in Dallas, with production facilities located near San Antonio, Texas. The Company has developed a commercially viable system for growing shrimp in enclosed, salt-water systems, using patented technology to produce fresh, never frozen, naturally grown shrimp, without the use of antibiotics or toxic chemicals. NaturalShrimp systems can be located anywhere in the world to produce gourmet-grade Pacific white shrimp. NaturalShrimp reported a net loss of $86.30 million for the year ended Dec. 31, 2022, a net loss of $3.59 million for the year ended March 31, 2021, and a net loss of $4.81 million for the year ended March 31, 2020. As of March 31, 2022, the Company had $37.90 million in total assets, $24.88 million in total liabilities, $2.54 million in series E redeemable convertible preferred stock, $43.61 million in series F redeemable convertible preferred stock, and a total stockholders' deficit of $33.13 million. Dallas, Texas-based Turner, Stone & Company, L.L.P., the Company's auditor, issued a "going concern" qualification in its report dated June 29, 2022, citing that the Company has suffered significant losses from inception and has a significant working capital deficit. These conditions raise substantial doubt about its ability to continue as a going concern. NEPHROS INC: Chief Commercial Officer to Quit Next Month -------------------------------------------------------- Wes Lobo, chief commercial officer of Nephros, Inc., notified the Company that he is resigning his employment with the Company, to be effective no later than Sept. 30, 2022. About Nephros South Orange, New Jersey-based Nephros, Inc. -- www.nephros.com -- is a commercial-stage company that develops and sells water solutions to the medical and commercial markets. Nephros reported a net loss of $3.87 million for the year ended Dec. 31, 2021, a net loss of $4.53 million for the year ended Dec. 31, 2020, a net loss of $3.18 million for the year ended Dec. 31, 2019, and a net loss of $3.32 million for the year ended Dec. 31, 2018. As of March 31, 2022, the Company had $15.53 million in total assets, $2.13 million in total liabilities, and $13.40 million in total stockholders' equity. NEXTPLAY TECHNOLOGIES: NextBank-Alphabit Collaboration Completed ---------------------------------------------------------------- NextPlay Technologies, Inc. announced that NextBank International, Inc., the international banking unit of NextPlay's fintech division, has structured and signed a Collaboration Agreement with Alphabit Consulting Pte. Ltd., formally launching the process of bringing deposit accounts and payment cards to members of Alphabit's ABCC cryptocurrency exchange. The signed agreement creates an opportunity for tens of thousands of ABCC customers to open NextBank accounts and represents the first partner onboarding since NextBank revamped its operating systems to support this type of scalability. Once implemented, ABCC Exchange customers will be able to convert cryptocurrencies to, and use NextBank accounts to transact in, fiat currencies, and also use NextBank prepaid cards that will allow ABCC Exchange customers to transact in fiat currencies using their crypto assets. In the future, subject to NextBank's and ABCC's receipt of necessary regulatory approvals, the parties intend to provide an additional opportunity for ABCC customers to apply for payment cards under which approved customers will have the ability to borrow funds from NextBank, which borrowings are to be secured by cryptocurrencies held by the customer in a separate account at ABCC. Alphabit has built a broad global user base with ABCC. As a Singapore-based cryptocurrency exchange operator, Alphabit has submitted a license application under the Payment Service Act 2019 to provide account issuance services and digital payment token services as it continues to operate under a license exemption. Todd Bonner, chairman of the board of directors of NextPlay Technologies and head of the company's fintech division stated: "Last month our team implemented improvements in NextBank's core operating infrastructure, significantly expanding the capabilities of our Fintech division, including for mobile and online banking. We intend to continue that improvement by seeking regulatory approval to add insurance products and block chained assets to our banking services. With the ABCC relationship, we have the potential to expand NextBank's deposit base and depositor count to many multiples of their current level. The relationship with ABCC is expected to provide us with the opportunity to offer credit to this emerging class of high-net-worth crypto investors. Soon, we expect to offer unique insurance products and well-underwritten and currently not easily accessible real world alternative asset classes. We are very thankful to Calvin and his excellent team for offering us a chance to grow with ABCC." ABCC president, Calvin Ng, stated: "We started discussions with NextBank earlier this year seeking their financial services due to their architectural design, international online banking capabilities, and their positioning in the international online banking marketplace. We believe that such a cooperation between ABCC and NextBank will mark the beginning of a new paradigm in digital assets and banking, providing a new form of seamless services of the future. ABCC is very happy to secure this cooperation and encourages crypto exchanges globally to follow such a path." About NextPlay Technologies NextPlay Technologies, Inc. (formerly known as Monaker Group Inc.) -- nextplaytechnologies.com -- is a technology solutions company offering games, in-game advertising, crypto-banking, connected TV and travel booking services to consumers and corporations within a growing worldwide digital ecosystem. NextPlay's engaging products and services utilize innovative AdTech, Artificial Intelligence and Fintech solutions to leverage the strengths and channels of its existing and acquired technologies. NextPlay reported a net loss of $40.41 million for the year ended Feb. 28, 2022, compared to a net loss of $1.63 million for the period from March 6, 2020 to February 28, 2021. As of May 31, 2022, the Company had $106.49 million in total assets, $43.34 million in total liabilities, and $63.14 million in total stockholders' equity. Sugar Land, Texas-based TPS Thayer, LLC, the Company's auditor since 2020, issued a "going concern" qualification in its report dated June 17, 2022, citing that the Company has suffered recurring losses from operations and has stockholders' deficit that raise substantial doubt about its ability to continue as a going concern. NINETY-FIVE MADISON: Seeks to Hire Branton Realty as Broker ----------------------------------------------------------- Ninety-Five Madison Company, L.P. seeks approval from the U.S. Bankruptcy Court for the Southern District of New York to employ Branton Realty Services LLC as its real estate broker and sales agent. The Debtor is the fee simple and title owner of a commercial building located at 95 Madison Avenue, New York New, York. The firm's services include: a. marketing the property using such advertising, cooperation with outside brokers, and other promotional and marketing activities as may be necessary and agreed upon with the Debtor; b. analyzing offers and proposals from potential Buyers and offering recommendations to the Debtor in connection with any Sale Transaction involving the property; c. assisting with negotiations regarding any sale transaction involving the property; and d. assisting with the consummation of other necessary transactions involving the property in relation to a sale transaction. The firm shall earn a commission of $300,000 plus one percent (Commission Fee) of the amount of the "gross sales price" received from a sale transaction, payable upon closing. Branton Realty is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Warren Heller Branton Realty Services LLC 1080 fifth avenue, apt. 2b, New York, NY, 10128 About Ninety-Five Madison Company Ninety-Five Madison Company, L.P. filed its voluntary petition for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 21-10529) on May 22, 2021, listing up to $100 million in assets and up to $10 million in liabilities. Judge Sean H. Lane oversees the case. The Debtor tapped Glenn Agre Bergman & Fuentes, LLP as bankruptcy counsel. Rosenberg & Estis, P.C. and Quinn McCabe, LLP serve as the Debtor's special counsel. The Debtor filed its proposed Chapter 11 plan of reorganization on Sept. 12, 2021, which provides for payment in full of its creditors. OSG GROUP: Amends First Lien & Unsecured Claims Pay Details ----------------------------------------------------------- OSG Group Holdings, Inc., and its Debtor Affiliates submitted an Amended Joint Prepackaged Chapter 11 Plan of Reorganization dated August 25, 2022. All fees due and payable pursuant to section 1930 of Title 28 of the U.S. Code, together with the statutory rate of interest set forth in section 3717 of Title 31 of the U.S. Code to the extent applicable ("Statutory Fees") prior to the Effective Date shall be paid by the Debtors on the Effective Date. After the Effective Date, the Debtors and the Reorganized Debtors shall be jointly and severally liable to pay any and all Statutory Fees when due and payable. The Debtors shall file all monthly operating reports due prior to the Effective Date when they become due, using UST Form 11-MOR. After the Effective Date, each of the Reorganized Debtors shall file with the Bankruptcy Court separate UST Form 11-PCR reports when they become due. Each and every one of the Debtors and the Reorganized Debtors shall remain obligated to pay Statutory Fees to the Office of the U.S. Trustee until the earliest of that particular Debtor's case being closed, dismissed or converted to a case under Chapter 7 of the Bankruptcy Code. The U.S. Trustee shall not be required to file any Administrative Claim in the case, and shall not be treated as providing any release under the Plan. Class 1 consists of Existing First Lien Claims. In full and final satisfaction, compromise, settlement, release, and discharge of, and except as otherwise agreed to in writing by such Holder of an Allowed Existing First Lien Claim as to less favorable treatment, on the Effective Date, each Holder of an: (A) Allowed Existing First Lien Term B Loan Claim shall receive and shall be deemed to accept its Pro-Rata Share (taking into account only Allowed Existing First Lien Term B Loan Claims) of the Amended and Restated Term A Loans issued under the Amended and Restated First Lien Credit Agreement; (B) Allowed Existing First Lien Dollar 2019--A Incremental Term Loan Claim shall receive and shall be deemed to accept its Pro-Rata Share (taking into account only Allowed Existing First Lien Dollar 2019-A Incremental Term Loan Claims) of the Amended and Restated Term B Loans; (C) Allowed Existing First Lien GBP 2019-A Incremental Term Loan Claim shall receive and shall be deemed to accept its Pro-Rata Share (taking into account only Allowed Existing First Lien GBP 2019-A Incremental Term Loan Claims) of the Amended and Restated Term GBP Loans; and (D) Allowed Existing First Lien Revolving Claim shall receive and shall be deemed to accept its Pro-Rata Share (taking into account only Allowed Existing First Lien Revolving Claims) of the Amended and Restated Revolving Loans. Class 5 consists of all General Unsecured Claims. In full and final satisfaction, and discharge of, and except as otherwise agreed to less favorable treatment, on the Effective Date, each Holder of an Allowed General Unsecured Claim shall (A) receive payment in full in Cash of the unpaid portion of its Allowed General Unsecured Claim paid in the ordinary course of business, (B) be Reinstated, or (C) receive such other less favorable treatment as reasonably agreed to by the Debtors, the Plan Sponsor Parties, and such relevant Holder of an Allowed General Unsecured Claim after consultation with the Required Consenting First Lien Lenders. Notwithstanding anything to the contrary in the Plan or the Confirmation Order, until a Claim arising prior to the Effective Date in Class 5 of the Plan (including Claims related to assumption or rejection of an Executory Contract or Unexpired Lease) has been (x) satisfied pursuant to the treatment provided for Class 5 General Unsecured Claims or (y) otherwise satisfied or disposed of as determined by a court of competent jurisdiction: (a) the provisions of Article IX, Sections 9.2, 9.3(b), and 9.5 hereof shall not apply or take effect with respect to such Claim, (b) such Claim shall not be deemed settled, satisfied, resolved, released, discharged, barred or enjoined by any provision of the Plan, and (c) the property of each of the Debtors' Estates that vests in the applicable Reorganized Debtor under the Plan shall not be free and clear of such Claims; Provided that, notwithstanding any of the foregoing, a Holder of a Claim in Class 5 of the Plan shall be subject, in all respects, to any deadlines set forth in the Order (A) Scheduling a Combined Hearing on the Disclosure Statement and Plan Confirmation; (B) Approving Form and Notice of Combined Hearing; (C) Establishing Procedures for Objecting to the Plan and Disclosure Statement; (D) Approving Solicitation Procedures; (E) Adjourning the Meeting of Creditors; and (F) Granting Related Relief, Confirmation Order, or any orders entered by the Bankruptcy Court in the Chapter 11 Cases, including, without limitation, deadlines to object to (i) approval of the Disclosure Statement, (ii) Confirmation of the Plan, and (iii) assumption or rejection, as applicable, of an Executory Contract or Unexpired Lease; provided further that the Debtors or Reorganized Debtors, as applicable, reserve and do not waive or release any Claims or Causes of Action that may serve as defenses that may be asserted against such Holder of a Claim in Class 5, regardless of whether such Holder is a Released Party. Holders of Claims in Class 5 of the Plan shall not be required to file a Proof of Claim with the Bankruptcy Court. The Debtors and Reorganized Debtors shall retain all rights, including, without limitation, defenses, counterclaims, rights to setoff, and rights to recoupment as to Claims in Class 5 of the Plan, regardless of whether the Holder of such Claim is a Released Party. If the Debtors or the Reorganized Debtors dispute any Claim in Class 5 of the Plan, such dispute shall be determined, resolved, or adjudicated in the manner as if the Chapter 11 Cases had not been commenced. With respect to the Debtors, the Reorganized Debtors, and the Consenting Stakeholders, pursuant to section 1123 of the Bankruptcy Code and Bankruptcy Rule 9019, and in consideration for the classifications, distributions, releases, and other benefits provided under this Plan, upon the Effective Date, the provisions of this Plan shall constitute a good faith compromise and settlement of all Claims, Interests, Causes of Action, and controversies resolved under this Plan, and the entry of the Confirmation Order shall constitute the Bankruptcy Court's approval of such compromise and settlement under Bankruptcy Rule 9019. The Debtors shall fund distributions under this Plan with: (1) Cash on hand, including Cash from operations; (2) the proceeds of the DIP Loans; (3) the Amended and Restated First Lien Loans; (4) the proceeds of the New Mezzanine Debt Loans; (5) the proceeds of the New Convertible Preferred Equity; (6) the Sponsor Contributions; (7) the Reorganized Common Equity; (8) the Vox Contribution; and (9) the Contingent Value Rights Pool. Cash payments to be made pursuant to this Plan will be made by the Reorganized Debtors. A full-text copy of the Joint Prepackaged Plan dated August 25, 2022, is available at https://bit.ly/3R3pCdM from STRETTO, INC., claims agent. Proposed Counsel for Debtors: Gregg M. Galardi, Esq. Cristine Pirro Schwarzman, Esq. Kevin Liang, Esq. Eric M. Sherman, Esq. ROPES & GRAY LLP 1211 Avenue of the Americas New York, New York 10036 Tel: (212) 596-9000 Fax: (212) 596-9090 E-mail: gregg.galardi@ropesgray.com cristine.schwarzman@ropesgray.com kevin.liang@ropesgray.com eric.sherman@ropesgray.com - and - Stephen L. Iacovo, Esq. Luke Smith, Esq. ROPES & GRAY LLP 191 North Wacker Drive, 32nd Floor Chicago, Illinois 60606 Tel: (312) 845-1200 Fax: (312) 845-5500 E-mail: stephen.iacovo@ropesgray.com luke.smith@ropesgray.com Erin R. Fay, Esq. Gregory J. Flasser, Esq. Maria Kotsiras, Esq. BAYARD, P.A. 600 N. King Street, Suite 400 Wilmington, Delaware 19801 Tel: (302) 655-5000 Fax: (302) 658-6395 E-mail: efay@bayardlaw.com gflasser@bayardlaw.com mkotsiras@bayardlaw.com About OSG Group Holdings OSG Group Holdings Inc. -- https://osgconnect.com/ -- through its subsidiaries, offers outsourced communications solutions to corporate clients primarily in North America and Europe, the Middle East, and Asia. The Company provides complementary services such as online payment portals, call centers, document scanning and accounts payable software. OSG Group Holdings and affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10718) on August 7, 2022. In the petition filed by Erik W. Ek, as president, secretary and treasurer, OSG reported assets between $500,000 and $1 billion and liabilities between $1 billion and $10 billion. The Debtors tapped ROPES & GRAY LLP as general bankruptcy counsel; BAYARD, P.A., as Delaware bankruptcy counsel; FTI CONSULTING, INC., as financial advisor; and EVERCORE GROUP L.L.C. as investment banker. STRETTO, INC., is the claims agent. OSG GROUP: Gets OK to Hire Stretto as Claims and Noticing Agent --------------------------------------------------------------- OSG Group Holdings, Inc. and its affiliates received approval from the U.S. Bankruptcy Court for the District of Delaware to hire Stretto, Inc. as their claims and noticing agent. The firm will oversee the distribution of notices and will assist in the maintenance, processing and docketing of proofs of claim filed in the Debtors' Chapter 11 cases. The firm will charge these hourly fees: Consultant $70 - $200 Director/Managing Director $210 - $250 Solicitation Associate $230 Director of Securities and Solicitations $250 Executive Management Waived Analyst Waived Solicitation Associate $230 Director of Securities and Solicitations $250 Sheryl Betance, a senior managing director at Stretto's Corporate Restructuring, disclosed in court filings that her firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: Sheryl Betance Stretto Inc. 410 Exchange, Ste. 100 Irvine, CA 92602 Telephone: (714) 716-1872 Email: Sheryl.betance@stretto.com About OSG Group Holdings OSG Group Holdings, Inc. -- https://osgconnect.com/ -- through its subsidiaries, offers outsourced communications solutions to corporate clients primarily in North America and Europe, the Middle East, and Asia. It provides complementary services such as online payment portals, call centers, document scanning and accounts payable software. OSG Group Holdings and affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 22-10718) on Aug. 7, 2022. In the petition filed by Erik W. Ek, president, secretary and treasurer, OSG reported assets between $500,000 and $1 billion and liabilities between $1 billion and $10 billion. The Debtors tapped Ropes & Gray LLP as general bankruptcy counsel; Bayard, P.A., as Delaware bankruptcy counsel; FTI Consulting, Inc., as financial advisor; and Evercore Group L.L.C. and Evercore Partners International LLP as investment bankers. Stretto, Inc., serves as claims agent and administrative advisor. OSG GROUP: Seeks to Hire Bayard PA as Bankruptcy Co-Counsel ----------------------------------------------------------- OSG Group Holdings, Inc. and its debtor-affiliates seek approval for the U.S. Bankruptcy Court for the District of Delaware to hire Bayard, P.A. as bankruptcy co-counsel with Ropes & Gray, LLP. The firm's services include: a. in conjunction with Ropes & Gray, providing legal advice and services regarding the Local Rules and substantive and strategic advice to effectuate the Debtors' goals, bearing in mind that the Court relies on Delaware counsel such as Bayard to be involved in all aspects of the bankruptcy proceedings; b. drafting, reviewing, and commenting on drafts of documents to be filed with the Court to ensure compliance with Local Rules, practices, and procedures; c. appearing in Court and at any meetings with the U.S. Trustee or meeting of creditors on behalf of the Debtors and assisting and advising the Debtors in its consultation with the other parties in interest and the U.S. Trustee relative to the administration of these cases; d. compiling and coordinating delivery of information to the Court and the U.S. Trustee as required by the Bankruptcy Code, Bankruptcy Rules, Local Rules, and any applicable U.S. Trustee Guidelines; e. drafting, filing, and serving documents as requested by Ropes & Gray and the Debtors; f. monitoring the case docket and coordinating with Ropes & Gray on matters impacting the Debtors; g. participating in calls with the Debtors; h. handling inquiries and calls from creditors and counsel to interested parties regarding pending matters and the general status of these cases and coordinating with Ropes & Gray on any necessary responses; and i. performing all other services assigned by the Debtors, in consultation with Ropes & Gray, to Bayard as co-counsel to the Debtors. Bayard has advised that its ordinary hourly rates range from $575 to $1,050 per hour for directors, from $350 to $475 per hour for associates, and $305 per hour for paraprofessionals. The primary attorneys and paralegal that will work on this representation and their respective hourly rates are as follows: Erin R. Fay $625 Gregory J. Flasser $475 Maria Kotsiras $350 Kristin McCloskey (paralegal) $305 Rebecca Hudson (paralegal) $305 The Debtors paid Bayard retainer amounts of $29,000 on July 18, 2022, $29,000 on July 29, 2022, and $75,000 on August 5, 2022. Erin R. Fay, partner of Bayard, P.A., disclosed in court filings that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. In accordance with Appendix B-Guidelines for Reviewing Applications for Compensation and Reimbursement of Expenses Filed under 11 U.S.C. Sec. 330 for Attorneys in Larger Chapter 11 Cases, Erin Fay disclosed that: -- it has not agreed to any variations from, or alternatives to, its standard or customary billing arrangements for this engagement; -- none of the professionals included in the engagement vary their rate based on the geographic location of the bankruptcy case; -- Bayard has represented the Debtors since July 17, 2022. There are no changes to the billing rates or material financial terms between the prepetition and postpetition periods; and -- The Debtors approved a budget and staffing plan for Bayard professionals. That budget and staffing plan covers the period through the week ending August 31, 2022. Bayard can be reached at: Erin R. Fay, Esq. BAYARD, P.A. 600 N. King Street, Suite 400 P.O. Box 25130 Wilmington, DE 19899 Tel: (302) 429-4242 Email: efay@bayardlaw.com About OSG Group Holdings OSG Group Holdings Inc. -- https://osgconnect.com/ -- through its subsidiaries, offers outsourced communications solutions to corporate clients primarily in North America and Europe, the Middle East, and Asia. The Company provides complementary services such as online payment portals, call centers, document scanning and accounts payable software. OSG Group Holdings and affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10718) on August 7, 2022. In the petition filed by Erik W. Ek, as president, secretary and treasurer, OSG reported assets between $500,000 and $1 billion and liabilities between $1 billion and $10 billion. The Debtors tapped Ropes & Gray LLP as general bankruptcy counsel; Bayard, P.A., as Delaware bankruptcy counsel; FTI Consulting, Inc., as financial advisor; and Evercore Group L.L.C. and Evercore Partners International LLP as investment bankers. Stretto, Inc., serves as claims agent and administrative advisor. OSG GROUP: Seeks to Hire Evercore as Investment Banker ------------------------------------------------------ OSG Group Holdings, Inc. and its debtor-affiliates seek approval for the U.S. Bankruptcy Court for the District of Delaware to hire Evercore Group L.L.C. and Evercore Partners International LLP, as their investment bankers. The firms' services include: a. reviewing and analyzing the Debtors' business, operations and financial projections; b. assisting the Debtors, in conjunction with its other professional advisers, in developing a business plan and analyzing associated cash flow forecasts (including detailed near-term forecasts) under various sensitivities, to determine, amongst others, the debt capacity and financing needs of the Debtors and evaluating alternatives to address such needs; c. advising and assisting the Debtors in a Transaction, if the Debtors determine to undertake such a Transaction; d. providing financial advice in developing and implementing a Comprehensive Amendment, which would include: i. assisting the Debtors in developing a restructuring plan or plan of reorganization, including, but not limited to, a plan of reorganization pursuant to the Bankruptcy Code or any other in-court restructuring process in any jurisdiction; ii. advising the Debtors on tactics and strategies for negotiating with various stakeholders regarding the Plan; and, iii. providing the Debtors with other financial restructuring advice as Evercore and the Debtors may deem appropriate. e. if the Debtors pursue a Covenant Relief: i. assisting the Debtors in developing Covenant Relief proposals; ii. advising the Debtors in negotiations with creditors regarding a Covenant Relief; and iii. assisting in the implementation of any Covenant Relief. f. if the Debtors pursue a Financing, assisting the Debtors in: i. structuring and effecting a Financing; ii. identifying potential Investors and, at the Debtors' request, contacting such Investors; and, iii. working with the Debtors in negotiating with potential Investors. The firm will be compensated as follows: a. A monthly fee of $150,000, beginning Dec 7, 2021. The first 3 Monthly Fees were payable upon the execution of the Engagement Letter and thereafter each Monthly Fee will be payable on the 7th day of each month until the termination of Evercore's engagement. Evercore shall credit (one time only and without duplication) against any Comprehensive Amendment Fee, Covenant Relief Fee or Financing Fee payable hereunder, 50 percent of the Monthly Fees paid in cash in excess of $600,000, up to an aggregate amount not to exceed $225,000. b. A fee (Comprehensive Amendment Fee), payable upon the consummation of any Comprehensive Amendment equal to the sum of: i. the product of (a) 0.75 percent and (b) the aggregate outstanding liability and/or committed principal amount of the Facilities subject to such Comprehensive Amendment up to an amount of $185,000,000, but, for the avoidance of doubt, excluding any amount of post-petition indebtedness; and ii. the product of (a) 0.65 percent and (b) the aggregate outstanding liability and/or committed principal amount of the Facilities subject to such Comprehensive Amendment in excess of $185,000,000, but, for the avoidance of doubt, excluding any amount of post-petition indebtedness. c. A fee (Covenant Relief Fee), payable upon the consummation of any Covenant Relief applicable to a Facility, in an amount equal to i. $1,500,000 for the first Covenant Relief; and ii. $500,000 for each subsequent Covenant Relief d. A fee (Financing Fee), payable upon consummation of any Financing equal to the applicable percentage(s): Financing As a Percentage of Financing Gross Proceeds Indebtedness Secured by a First Lien 1.25 Indebtedness Secured by a Second Lien, Unsecured and/or Subordinated 2.50 Equity or Equity-linked Securities/Obligations 4.00 No Financing Fee shall be payable to Evercore in connection with a Financing funded by Aquiline Capital Partners LLC or any of its affiliates. In connection with any DIP Financing, the Debtors shall pay Evercore a fee equal to 1.00 percent of the new money proceeds of the DIP Financing (DIP Financing Fee), payable in full upon the earlier of (i) the execution of a commitment letter or other similar document in respect of such financing or (ii) consummation of any DIP Financing (regardless of draw or funding schedule); provided that in the event that a DIP Financing Fee is paid and any amounts of DIP Financing are not approved, the corresponding amount of such DIP Financing Fee shall be credited in full against the Comprehensive Amendment Fee or any Covenant Relief Fee. In connection with any DIP Financing that provides for automatic conversion to postpetition permanent financing pursuant to its terms (DIP-to-Exit), the Debtors shall pay Evercore a fee equal to 0.50 percent of the principal amount of new money DIP Financing converted to "exit" Financing (DIP-to-Exit Fee) upon conversion; for the avoidance of doubt, any DIP-to-Exit Fee is incremental to any DIP Financing Fee received for such Financing but no other Financing Fee shall be payable with respect to such principal amount. e. In addition to any fees that may be payable to Evercore and, regardless of whether any transaction occurs, the Debtors shall promptly reimburse to Evercore (a) all reasonable documented out-of-pocket expenses (including travel and lodging, data processing and communications charges, courier services and other appropriate expenditures) and (b) other documented, reasonable out-of-pocket fees and expenses, including expenses of one counsel to be retained by Evercore, if any, in each instance incurred in connection with this engagement and prior to the termination of this Agreement. f. If Evercore provides services to the Debtors for which a fee is not provided, such services shall, except insofar as they are the subject of a separate agreement, be treated as falling within the scope of this Agreement, and the Debtors and Evercore will agree upon a fee for such services based upon good faith negotiations. g. All amounts referenced hereunder reflect United States currency and shall be paid promptly in cash after such amounts accrue. h. Evercore and the Debtors agree that notwithstanding anything to the contrary contained in this Agreement, the aggregate of any Comprehensive Amendment Fees and/or Covenant Relief Fees payable hereunder, after any crediting of other fees hereunder, if applicable, will not exceed $6,000,000 in the aggregate. i. If Evercore provides services to the Debtors for which a fee is not provided in the Engagement Letter, the Debtors will file a supplemental retention application. Preceding the Petition Date, Evercore received fee payments totaling $850,000, expense reimbursement payments totaling $26,316.11, and a prepaid retainer of $165,000. Gregory Berube, a senior managing director at Evercore, disclosed in a court filing that his firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. The firm can be reached through: Gregory Berube Evercore Group LLC 55 East 52nd Street New York, NY 10055 Tel: +1-212-857-3100 About OSG Group Holdings OSG Group Holdings Inc. -- https://osgconnect.com/ -- through its subsidiaries, offers outsourced communications solutions to corporate clients primarily in North America and Europe, the Middle East, and Asia. The Company provides complementary services such as online payment portals, call centers, document scanning and accounts payable software. OSG Group Holdings and affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10718) on August 7, 2022. In the petition filed by Erik W. Ek, as president, secretary and treasurer, OSG reported assets between $500,000 and $1 billion and liabilities between $1 billion and $10 billion. The Debtors tapped Ropes & Gray LLP as general bankruptcy counsel; Bayard, P.A., as Delaware bankruptcy counsel; FTI Consulting, Inc., as financial advisor; and Evercore Group L.L.C. and Evercore Partners International LLP as investment bankers. Stretto, Inc., serves as claims agent and administrative advisor. OSG GROUP: Seeks to Hire FTI Consulting as Financial Advisor ------------------------------------------------------------ OSG Group Holdings, Inc. and its debtor-affiliates seek approval for the U.S. Bankruptcy Court for the District of Delaware to hire FTI Consulting, Inc., as their financial advisor. The firm's services include: a. assist the Debtors with their chapter 11 bankruptcy filings, including with respect to: i. the preparation of the chapter 11 petitions, creditor matrix, and list of top 50 creditors; ii. the preparation of the "first day" motions; iii. the negotiation of DIP Financing; iv. advise on communications plans, externally and internally; and v. other necessary preparation activities as needed. b. assist the Debtors with information and analyses required pursuant to the Debtors' DIP financing including, but not limited to, preparation for hearings regarding the use of cash collateral and DIP financing and preparation of DIP budgeting and related reporting. c. assist the Debtors with preparing the Schedules of Assets and Liabilities and Statements of Financial Affairs. d. assist the Debtors in the preparation of financial information for distribution to creditors and others, including, but not limited to, cash flow projections and budgets, cash receipts and disbursement analysis, analysis of various asset and liability accounts, and analysis of proposed transactions for which Court approval is sought; e. assist the Debtors with preparing Monthly Operating Reports and all other required reporting to the Bankruptcy Court and United States trustee's office; f. assist the Debtors with cash management and reporting as required by creditors, the Bankruptcy Code and Rules, the Office of the United States Trustee, and the Court; g. assist the Debtors in detailed analysis of restructuring plans and negotiating a plan of reorganization; h. provide court testimony as needed; and i. assist the Debtors and its non-debtor affiliates with employee compensation and benefit programs, employment arrangements and union contracts, and pension obligations within the scope of services. The hourly rates for FTI's professional services are within the following ranges: Senior Managing Directors $975 - $1,325 Directors $735 - $960 Consultants/Senior Consultants $395 - $695 Administrative / Paraprofessionals $160 - $300 The Debtors provided FTI with advance payments totaling $300,000. Robert Del Genio, senior managing director at FTI, disclosed in a court filing that his firm is a "disinterested person" within the meaning of Bankruptcy Code Section 101(14). The firm can be reached through: Robert A. Del Genio FTI Consulting, Inc. 1166 Avenue of the Americas, 15th Floor New York, NY 10036 Tel: +1 212 247 1010 Email: robert.delgenio@fticonsulting.com About OSG Group Holdings OSG Group Holdings Inc. -- https://osgconnect.com/ -- through its subsidiaries, offers outsourced communications solutions to corporate clients primarily in North America and Europe, the Middle East, and Asia. The Company provides complementary services such as online payment portals, call centers, document scanning and accounts payable software. OSG Group Holdings and affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 22-10718) on August 7, 2022. In the petition filed by Erik W. Ek, as president, secretary and treasurer, OSG reported assets between $500,000 and $1 billion and liabilities between $1 billion and $10 billion. The Debtors tapped Ropes & Gray LLP as general bankruptcy counsel; Bayard, P.A., as Delaware bankruptcy counsel; FTI Consulting, Inc., as financial advisor; and Evercore Group L.L.C. and Evercore Partners International LLP as investment bankers. Stretto, Inc., serves as claims agent and administrative advisor. OSG GROUP: Seeks to Hire Stretto Inc as Administrative Advisor -------------------------------------------------------------- OSG Group Holdings, Inc. and its debtor-affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to hire Stretto, Inc. as their administrative advisor. The firm will render these services: (a) assist with, among other things, solicitation, balloting, and tabulation of votes, and prepare any related reports, as required in support of confirmation of a chapter 11 plan; (b) prepare an official ballot certification and, if necessary, testify in support of the ballot tabulation results; (c) assist with the preparation of the Debtors' schedules of assets and liabilities and statements of financial affairs and gather data in conjunction therewith, if necessary; (d) provide a confidential data room, if requested; (e) manage and coordinate any distributions pursuant to a chapter 11 plan; and (f) provide such other processing, solicitation, balloting and other administrative services described in the Engagement Agreement, but not included in the Section 156(c) Application, as may be requested from time to time by the Debtors, the Court or the Office of the Clerk of the Court. The firm will be paid as follows: Consultant (Associate/Senior Associate) $70 - $200 Director/ Managing Director $210 - $250 Solicitation Associate $230 Director of Securities & Solicitations $250 Sheryl Betance, a senior managing partner at Stretto, disclosed in a court filing that her firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached at: Sheryl Betance Stretto, Inc. 410 Exchange, Ste. 100 Irvine, CA 92602 Telephone: (714) 716-1872 Email: Sheryl.betance@stretto.com About OSG Group Holdings OSG Group Holdings, Inc. -- https://osgconnect.com/ -- through its subsidiaries, offers outsourced communications solutions to corporate clients primarily in North America and Europe, the Middle East, and Asia. It provides complementary services such as online payment portals, call centers, document scanning and accounts payable software. OSG Group Holdings and affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 22-10718) on Aug. 7, 2022. In the petition filed by Erik W. Ek, president, secretary and treasurer, OSG reported assets between $500,000 and $1 billion and liabilities between $1 billion and $10 billion. The Debtors tapped Ropes & Gray LLP as general bankruptcy counsel; Bayard, P.A., as Delaware bankruptcy counsel; FTI Consulting, Inc., as financial advisor; and Evercore Group L.L.C. and Evercore Partners International LLP as investment bankers. Stretto, Inc., serves as claims agent and administrative advisor. PACIFIC GREEN: Incurs $3.3 Million Net Loss in First Quarter ------------------------------------------------------------ Pacific Green Technologies Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $3.26 million on $2.02 million of total revenues for the three months ended June 30, 2022, compared to a net loss of $3.26 million on $1.32 million of total revenues for the three months ended June 30, 2021. As of June 30, 2022, the Company had $32.03 million in total assets, $16.34 million in total liabilities, and $15.68 million in total equity. As of June 30, 2022, the Company had $4,497,514 in cash and cash equivalents, $11,711,039 in total current assets, $16,246,602 in total current liabilities and a working capital deficit of $4,535,563 compared to working capital of $5,774,993 as at March 31, 2022. The Company's working capital reduced due to reduction of other receivables. During the three months ended June 30, 2022, the Company generated $6,312,027 in operating activities, whereas it used $5,486,969 from operating activities for the three months period ended June 30, 2021. The operating cash flow for the three months ended June 30, 2022, was mainly resulted from increased sales and collection of payments. During the three months ended June 30, 2022, the Company used $6,978,986 in investing activities, whereas the Company used $24,005 in investing activities during the three months ended June 30, 2021. Its investing activities for the three months ended June 30, 2022, were primarily related to additions of project under development and equipment. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1553404/000121390022050009/f10q0622_pacificgreen.htm About Pacific Green Technologies Pacific Green Technologies, Inc. is focused on addressing the world's need for cleaner and more sustainable energy. The Company offers Battery Energy Storage Systems and Concentrated Solar Power energy solutions to compliment its marine environmental technologies division. Pacific Green reported a net loss of $10.75 million for the year ended March 31, 2022, compared to a net loss of $1.81 million for the year ended March 31, 2021, and a net loss of $10.38 million for the year ended March 31, 2020. PECO ELECTRIC: Taps Country Boys Auction & Realty as Appraiser -------------------------------------------------------------- PECO Electric Incorporated received approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to hire Country Boys Auction & Realty, Inc. to conduct an appraisal of its personal property. The firm will charge an hourly fee of $100 for its services, which include preparing valuations of the property and possibly testifying for the Debtor at court hearings related to the valuations. Mike Gurkins of Country Boys Auction & Realty disclosed in a court filing that he and his firm do no hold any interest materially adverse to the interest of the Debtor's estate, creditors and equity security holders. The firm can be reached at: Mike Gurkins Country Boys Auction & Realty 1211 W. Fifth Street, Washington, NC 27889 Phone: (252) 916-1005/(252) 946-6007 Fax: (946-0460) Email: mgurkins@countryboysauction.com About Peco Electric Inc. Peco Electric Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 22-01444) on July 1, 2022. In the petition signed by Thomas Ballard, Jr., president, the Debtor disclosed up to $50,000 in assets and up to $1 million in liabilities. Judge Joseph N. Callaway oversees the case. Jonathan E. Friesen, Esq., at Gillespie & Murphy PA is the Debtor's legal counsel. PECO ELECTRIC: Taps Gillespie & Murphy as Legal Counsel ------------------------------------------------------- PECO Electric Incorporated received approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to hire Gillespie & Murphy, P.A. to serve as legal counsel in its Chapter 11 case. The firm charged the Debtor a retainer in the amount of $16,000 for its services. Jonathan Friesen, Esq., at Gillespie & Murphy, disclosed in a court filing that the firm and its members are "disinterested" within the meaning of Section 101(14) of the Bankruptcy Code. Gillespie & Murphy can be reached at: Jonathan Eric Friesen, Esq. Gillespie & Murphy, P.A. PO Drawer 888 New Bern, NC 28563 Phone: 252-636-2225 Fax: 252-636-0625 Email: jef@gillespieandmurphy.com About Peco Electric Inc. Peco Electric Inc. sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. E.D.N.C. Case No. 22-01444) on July 1, 2022. In the petition signed by Thomas Ballard, Jr., president, the Debtor disclosed up to $50,000 in assets and up to $1 million in liabilities. Judge Joseph N. Callaway oversees the case. Jonathan E. Friesen, Esq., at Gillespie & Murphy PA is the Debtor's legal counsel. PHI GROUP: To Acquire Majority Interest in Vietnam's Van Phat ------------------------------------------------------------- PHI Group, Inc. (now known as Philux Global Group Inc., www.phiglobal.com, PHIL), a diversified holding company currently sponsoring PHILUX Global Funds (a group of Luxembourg bank funds), developing the Asia Diamond Exchange project in Vietnam, engaging in mergers and acquisitions and investing in special situations (www.co2-1-0.io), has signed an agreement to acquire 51% of Vietnam-based Van Phat Dat Export Joint Stock Company. According to the agreement, Philux Global Trade Inc., a Wyoming company and wholly-owned subsidiary of Philux Global Group, Inc., will purchase 5,100,000 shares of Ordinary Stock of VPD, which is equivalent to 51% of all the VPD's issued and outstanding Ordinary Stock, for a total of US$6,127,895 to be paid by a convertible promissory note issued by Philux Global Trade Inc. The convertible promissory note, which is guaranteed by Philux Global Group Inc.'s financing programs and carries no interest, will be due and payable 180 days commencing the date of issuance and may be converted into common stock of Philux Global Trade Inc. any time after this subsidiary becomes a publicly traded company in the United States. The conversion price will be 50% of the average closing price during the ten trading-day period ending one trading day prior to the date of conversion. The closing of this transaction is scheduled to occur by Oct. 15, 2022, unless extended by both parties. Philux Global Trade Inc. will hold the 51% equity ownership in VPD and plans to file a registration statement with the Securities and Exchange Commission to become a fully reporting public company in the United States. Established in February 2018, Van Phat Dat Export Joint Stock Company is primarily engaged in the export of agricultural and forestry products, raw materials and live animals. VPD's revenues were approximately $40 million during the fiscal year ended Dec. 31, 2021, with a net profit of $377,000. Philux Global Group Inc. has identified other targets in the same industry and intends to use Philux Global Trade Inc. as a platform to acquire them in a roll-up strategy to pull resources together, cut down on operational costs, and increase revenues. Mr. Huynh Ngoc Vu, the majority shareholder and Chairman of Van Phat Dat JSC, stated: "We look forward to becoming a part of Philux Global Trade Inc. to access international capital sources through Philux Global Group to carry out our vision and become a major international player in this industry." Mr. Pham Huu Tai, general director of Van Phat Dat JSC, stated: "By becoming a part of a U.S. publicly traded company and carrying out a roll-up strategy we should be able to create a lot more value for shareholders of both companies, thanks to the market valuation of international companies in this industry. For example, whereas An Giang Agriculture and Foods Import-Export JSC, a Vietnam-based company, (https://finance.vietstock.vn/AFX/so-sanh-gia-co-phieu-cung-nganh.htm) currently has a trailing P/E of approximately 23.40, Costco Wholesale Corporation, a leading U.S. wholesaler, (https://www.nasdaq.com/market-activity/stocks/cost/price-earnings-peg-ratios) had an actual P/E of 50.05 for 2021." Mr. Henry Fahman, chairman and chief executive officer of PHI Group, Inc., concurred: "We are delighted to partner with VPD's talented and professional leadership and management and strongly believe that by working together we can capitalize on our combined strengths to generate greater benefits for shareholders of both companies, the global community and all stakeholders." About PHI Group Headquartered in Irvine, California, PHI Group, Inc. (www.phiglobal.com) primarily focuses on advancing PHILUX Global Funds, a group of Luxembourg bank funds organized as "Reserved Alternative Investment Fund", and building the Asia Diamond Exchange in Vietnam. The Company also engages in mergers and acquisitions and invests in select industries and special situations that may substantially enhance shareholder value. PHI Group reported a net loss of $6.55 million for the year ended June 30, 2021, a net loss of $1.32 million for the year ended June 30, 2020, and a net loss of $2.93 million for the year ended June 30, 2019. As of March 31, 2022, the Company had $5.29 million in total assets, $6.24 million in total liabilities, and a total stockholders' deficit of $946,420. Bangalore, India-based M.S. Madhava Rao, the Company's auditor, issued a "going concern" qualification in its report dated Nov. 7, 2021, citing that the Company has an accumulated deficit of $50,563,530 and had a negative cash flow from operations amounting to $79,446 for the year ended June 30, 2021. These factors raise substantial doubt about the Company's ability to continue as a going concern. POMPANO SENIOR: Seeks to Hire Edward F. Holodak as Special Counsel ------------------------------------------------------------------ Pompano Senior Squadron Flying Club, Inc. seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire the law firm of Edward F. Holodak,P.A. as its special litigation counsel. The firm will represent the Debtor in the state court case styled Pompano Senior Squadron Flying Club, Inc. v. Kennedy, Case No. CACE 20-005993. The firm will charge $300 per hour for attorneys and $125 per hour for paralegals. The firm received a retainer in the amount of $1,500. Edward F. Holodak is a "disinterested person" within the meaning of 11 U.S.C. 101(14), according to court filings. The firm can be reached through: Edward F. Holodak, Esq. Edward F. Holodak, P.A. 7580 NW 5th Street, Suite 15125 Plantation, FL 33317 Phone: 954-927-3436 About Pompano Senior Squadron Flying Club Pompano Senior Squadron Flying Club, Inc. filed its voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-15714) on July 26, 2022, listing $100,001 to $500,000 in both assets and liabilities. Craig A. Pugatch, Esq. at LORIUM LAW represents the Debtor as counsel. PROFESSIONAL DIVERSITY: Sassetti Replaces Ciro E. Adams as Auditor ------------------------------------------------------------------ The Audit Committee of the Board of Directors of Professional Diversity Network, Inc. approved the dismissal of Ciro E. Adams, CPA, LLC as the Company's independent registered public accounting firm. The reports of Ciro Adams on the Company's consolidated financial statements for the fiscal years ended Dec. 31, 2020 and 2021, and the quarterly reviews for the first and second quarters of fiscal year 2022, did not contain an adverse opinion or a disclaimer of opinion, and were not qualified or modified as to uncertainty, audit scope or accounting principles. Their reports on the Company's financial statements for the fiscal years ended Dec. 31, 2020 and 2021 contained an explanatory paragraph relating to substantial doubt about the ability of the Company to continue as a going concern. During the fiscal years ended Dec. 31, 2020 and 2021, and through Aug. 22, 2022, there have been no "disagreements" (as defined in Item 304(a)(1)(iv) of Regulation S-K and related instructions) with Ciro Adams on any matter of accounting principles or practices, financial statement disclosure or auditing scope or procedure, which disagreements if not resolved to the satisfaction of Ciro Adams would have caused Ciro Adams to make reference thereto in its reports on the consolidated financial statements for such years. During the fiscal years ended Dec. 31, 2020 and 2021 and through Aug. 22, 2022, there have been no "reportable events" (as defined in Item 304(a)(1)(v) of Regulation S-K), except for the material weaknesses identified during the year ended Dec. 31, 2020, relating to (i) the Company's failure to implement policies and procedures to recognize revenue equal to the amount allocated from revenue sharing agreements with partners, (ii) the Company's failure to implement accounting policies and procedures associated with its revenue sharing agreement to properly estimate allowance for doubtful accounts and bad debt expense, and (iii) accounting procedures not being sufficiently formal that management can determine whether the control objective is met, documentation supporting the procedures is in place, and personnel routinely know the procedures that need to be performed, in each case as initially disclosed in the Company's Annual Report on Form 10-K for the fiscal year ended Dec. 31, 2020. Management determined that these material weaknesses had been remediated as of Dec. 31, 2021. On Aug. 22, 2022, the Audit Committee approved the appointment of Sassetti LLC as the Company's new independent registered public accounting firm, effective immediately, to perform independent audit services for the fiscal year ending Dec. 31, 2022. During the fiscal years ended Dec. 31, 2020 and 2021 and through Aug. 22, 2022, neither the Company, nor anyone on its behalf, consulted Sassetti regarding either (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered with respect to the consolidated financial statements of the Company, and no written report or oral advice was provided to the Company by Sassetti that was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue; or (ii) any matter that was the subject of a "disagreement" (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a "reportable event" (as that term is defined in Item 304(a)(1)(v) of Regulation S-K). About Professional Diversity Headquartered in Chicago, Illinois, Professional Diversity Network, Inc. -- https://www.prodivnet.com -- is a global developer and operator of online and in-person networks that provides access to networking, training, educational and employment opportunities for diverse individuals. Professional Diversity reported a net loss of $2.76 million for the year ended Dec. 31, 2021, a net loss of $4.35 million for the year ended Dec. 31, 2020, compared to a net loss of $3.84 million for the year ended Dec. 31, 2019. As of March 31, 2022, the Company had $8.15 million in total assets, $5.56 million in total liabilities, and $2.59 million in total stockholders' equity. As of June 30, 2022, the Company had $6.88 million in total assets, $4.34 million in total liabilities, and $2.55 million in total stockholders' equity. Wilmington, DE-based Ciro E. Adams, CPA, LLC, the Company's auditor since 2018, in its report dated March 31, 2022, citing that the Company has incurred significant losses, and needs to raise additional funds to meet its obligations and sustain its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. PROVIDENT GROUP: Moody's Cuts Rating on Sr. Revenue Bonds to B3 --------------------------------------------------------------- Moody's Investors Service has downgraded the senior secured revenue bond rating of Provident Group - EMU Properties LLC to B3 from Ba3. The rating has also been placed on review for downgrade. The bonds were initially issued by Arizona Industrial Development Authority, AZ which lent the proceeds to Provident Group - EMU Properties LLC. Downgrades: Issuer: Arizona Industrial Development Authority, AZ Senior Secured Revenue Bonds, Downgraded to B3 from Ba3; Placed Under Review for further Downgrade Issuer: Provident Group - EMU Properties LLC Senior Secured Regular Bond/Debenture, Downgraded to B3 from Ba3; Placed Under Review for further Downgrade Outlook Actions: Issuer: Provident Group - EMU Properties LLC Outlook, Changed To Rating Under Review From Negative RATINGS RATIONALE The downgrade to B3 reflects continued significant challenges for the project as enrollment is expected to decline again in Fall 2022, which will limit revenue recovery and likely further erode cash on hand. Moody's expect cash flow coverage of debt service will remain very narrow or below sum sufficient over the next 12 months owing to continued weak enrollment levels and parking activity, requiring the use of reserves to cover shortfalls. Liquidity has declined significantly as cash reserves were used to fund debt service shortfalls, and the project is increasingly reliant on 1) a recovery in parking activity to provide revenue to meet expenses and rebuild cash balances or 2) external intervention or other supportive actions from the subordinate note holder or the university (potentially related to concession compensation). However, a robust recovery in cash flow is uncertain as parking revenue is significantly below the pre-COVID trend, and the pace of recovery and ultimate level of revenue going forward will be pressured by challenging in-state demographics and hybrid/on-line offerings. The university continues to use a hybrid online/in-person model that is affecting how students use the campus and purchase parking, and there is a risk that COVID could again disrupt activity in the fall or winter periods. The financial flexibility of the project is significantly constrained and Moody's do not currently anticipate any imminent extraordinary support from the subordinate note holder or the university. The project holds a concession to operate the parking system at the main campus of EMU in Ypsilanti, Michigan. In March 2020, EMU suspended in-person instruction and transitioned to online instruction for the balance of the winter semester (January-April 2020) and cancelled or converted in-person programs to online for the summer semester (May-August 2020). This resulted in a near-total elimination of parking revenue from mid-March until Fall 2020 when the university reopened for the Fall 2020 term. The Fall 2020 semester was delayed by several weeks and continued for two months before in-person instruction was again curtailed, and January-April 2022 semester start was delayed due to COVID. Moody's regards the coronavirus outbreak as a social risk under its ESG framework, given the substantial implications for public health and safety that have resulted in severe restrictions on social activities along with the cancellation of on-campus instruction and residential offerings at universities. RATING OUTLOOK The rating is under review for downgrade. The review will focus on 1) the level of parking revenue realized for Fall 2022 semester, which Moody's expect will become more apparent over the next 1-2 months; 2) the ability of the project to address any identified shortfalls from cash already on hand or external sources; and 3) the evolution of the relationship and potential for resolving disputed issues among key project parties including the university, the subordinate note holder, the senior trustee and the concessionaire. Moody's expect to conclude the review over the next 2-3 months. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS FACTORS THAT COULD LEAD TO AN UPGRADE Before placing the ratings on review, Moody's had stated: Strong and sustained recovery in parking demand that restores financial metrics and liquidity to FY 2019 levels. Equity injection that restores reserves. FACTORS THAT COULD LEAD TO A DOWNGRADE Before placing the rating on review, Moody's had stated: If Fall 2022 parking sales will be unchanged from or below Fall 2021 levels and there is an expectation that liquidity will be significantly depleted Projections following Fall 2022 enrollment show an increasing likelihood that reserves will be insufficient to cover debt service requirements PROFILE In January 2018, Eastern Michigan University, MI (EMU) entered into a concession agreement with Preston Hollow Capital, LLC (PHC), concerning the operation, maintenance and improvement of the EMU parking system. Pursuant to an assignment and assumption agreement, PHC has assigned its right, title and interest in and to the concession agreement to Provident Group - EMU Properties LLC ("Provident"), a single-member special purpose entity incorporated in Arizona. Provident Group - EMU Properties LLC is owned by a sole member, Provident Resources Group Inc., a Georgia 501(c)(3) non-profit corporation that is exempt from federal income tax. In exchange for an upfront payment of $55 million, which was paid in April 2018, the concession agreement grants Provident the exclusive and irrevocable right to collect parking fees and to operate and maintain the parking system for a term of 35 years. The parking system consists primarily of surface lots located within a relatively compact, 1.5 square mile area at the main campus of EMU in Ypsilanti, Michigan. Provident has retained LAZ Parking Midwest, LLC, as operator pursuant to an operations and maintenance agreement and LAZ Parking Realty Investors, LLC, as asset manager pursuant to an asset management agreement. The principal methodology used in these ratings was Generic Project Finance Methodology published in January 2022. QUICK LINKS: Seeks to Hire J.M. Cook as Bankruptcy Counsel ---------------------------------------------------------- Quick Links, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of North Carolina to hire J.M. Cook, P.A., as its counsel. The firm will render these services: (a) prepare on behalf of the Debtor, necessary applications, complaints, answers, orders, reports, motions, notices, plan of reorganization, disclosure statement and other papers necessary in Debtor's reorganization case; (b) assist the Debtor in evaluating the legal basis for, and effect of, the various pleadings that will be filed in the Chapter 11 case by the Debtor and other parties in interest; (c) perform all necessary legal services in connection with the Debtor's reorganization, including Court appearances, research, opinions and consultations on reorganization options, direction and strategy; (d) assist the Debtor in preparing the monthly operating reports and evaluating and negotiating the Debtor's or any other party's Plan of Reorganization and any associated Disclosure Statement; (e) commence and prosecute any and all necessary and appropriate actions and/or proceedings on behalf of the Debtor; and (f) perform all other legal services for the Debtor which may be necessary and proper in these proceedings and in keeping with his fiduciary duty. The firm will be compensated at an hourly rate of $300 for attorneys and $75 for paralegal. It received a retainer of $5,000 from the Debtor. J.M. Cook, Esq., disclosed in a court filing that his firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: J.M. Cook, Esq. J.M. Cook, PA 5886 Faringdon Place, Suite 100 Raleigh, NC 27609 Telephone: (919) 675-2411 Facsimile: (919) 882-1719 Email: J.M.Cook@jmcookesq.com About Quick Links Inc. Quick Links, Inc. sought protection for relief under Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.C. Case No. 22-01847) on August 18, 2022. At the time of filing, the Debtor estimated $50,001 to $100,000 in assets and up to $50,000 in liabilities. J.M. Cook, Esq. at J.M. Cook, P.A as its counsel. RANGE PARENT: S&P Downgrades ICR to 'CCC', Outlook Negative ----------------------------------------------------------- S&P Global Ratings lowered its issuer credit rating on Itasca, Ill.-based manufacturer of components and control systems Range Parent Inc. to 'CCC' from 'CCC+'. S&P said, "At the same time, we lowered our ratings on the company's first-lien term loan to 'CCC' from 'CCC+' and on its second-lien term loan to 'CC' from 'CCC-'. Our recovery ratings are unchanged. "The negative outlook reflects the possibility that we could lower our ratings on the company if its liquidity became constrained such that it was unable to remain in compliance with its financial covenants, or it engaged in a distressed exchange such that it appeared likely to default within the next 12 months. We could also lower our ratings if the company were unable to refinance its EUR60 million first-lien term loan prior to six months before its December 2023 maturity." The slowing macroeconomic backdrop in Europe is likely to pressure earnings for the remainder of fiscal 2023. Range Parent reported a sales decrease of 3.8% in the first quarter of fiscal 2023 (ended June 30, 2022) driven by softness in the European energy markets as a result of the Russia-Ukraine conflict. This, along with continued supply chain constraints and parts shortages, caused an over 200-basis point (bps) decrease in gross margins compared with the first quarter of the previous year. S&P said, "While we do expect some sequential improvement, margins are likely to remain pressured for the remainder of the year. As a result, we anticipate S&P Global Ratings-adjusted margins to decline about 50-75 bps from the previous year and leverage in the mid- to high-8x area." S&P said, "We expect limited covenant headroom and constrained liquidity. Range Parent's European term loan is subject to a net leverage ratio covenant, that includes only the net debt and adjusted EBITDA of certain foreign group members, with a 0.5x step down change during the fourth quarter of each fiscal year. Given the demand contraction of its products in Europe and subdued margin profile, we believe there to be limited headroom under this covenant through fiscal 2023. Furthermore, the first and second-lien debt contains a cross default provision with the European term loan that, if triggered, the lenders could call the entire capital structure. We therefore believe that the company's capital structure is unsustainable and that the company will likely need to refinance this debt or could face a liquidity crunch within the next 12 months. In addition, the European portion of the first-lien facilities is due on Dec. 13, 2023, which adds additional risk should the company be unable to refinance in a timely manner. However, we do note that the company has been proactively making payments on this facility and the current outstanding balance is about $42 million as of the first fiscal quarter. "We forecast negligible free operating cash flow (FOCF) over the next 12 months. The company ended fiscal 2022 with negative FOCF of greater than $20 million primarily due to higher working capital outflows and elevated capital expenditures. Working capital improved in the first quarter of fiscal 2023, from its low point in the fourth quarter, but this was primarily due to an increase in accounts payable. While we do expect working capital improvements in fiscal 2023 as the company sells down its existing inventory, FOCF is likely to be flat, further constraining its liquidity position. With $17 million of cash on the balance sheet at the end of the first quarter and a modest asset-based lending (ABL) facility, the company might not have enough sources to cover its uses over the next 12 months should working capital deteriorate or additional payments need to be made in order to maintain compliance with its covenants. "The negative rating outlook reflects the risk that we could lower our rating on Range Parent if the likelihood of a breach in covenants causes a material deficient in liquidity or a distressed restructuring or payment default increases, in our view, over the next year." S&P could lower its ratings on Range Parent over the next six to 12 months if: -- S&P anticipated a failure to comply with its financial covenants. This could occur, for instance, if demand in Europe further decreased, causing a breach in its European covenant, and the company were unable to gain sufficient relief; -- The company were unable to successfully address its upcoming debt maturities prior to six months before its European first-lien term loan is due; or -- The company announced an exchange or restructuring that S&P deemed tantamount to a default. S&P could raise its ratings on Range Parent if: -- The company were able to maintain compliance with its covenants and demonstrate a minimum of 15% EBITDA headroom; -- The company addressed its upcoming debt maturities, through a refinancing or maturity extension, such that we would not consider it a distressed exchange or restructuring; and -- S&P expected the company would not face a liquidity crunch over the next 12 months. ESG credit indicators: E-2, S-2, G-3 S&P said, "Governance factors are a moderately negative consideration in our credit rating analysis of Range Parent Inc., 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." RATTLER MIDSTREAM: Moody's Confirms Ba2 CFR & Ups Sr. Notes to Ba2 ------------------------------------------------------------------ Moody's Investors Service upgraded Rattler Midstream LP's senior unsecured notes to Ba2 from Ba3, while concurrently confirming the partnership's Ba2 corporate family rating and Ba2-PD probability of default rating. Moody's also withdrew Rattler's SGL-3 speculative grade liquidity given it is now privately and fully owned by Diamondback Energy, Inc. (Baa3 stable). This concludes the ratings review on Ratter that was initiated on May 16, 2022. On August 24, 2022, Diamondback completed the acquisition of Rattler's publicly held common units representing the limited partnership (LP) interests in Rattler not already owned by Diamondback and its subsidiaries, in exchange for 0.113 Diamondback common shares to each Rattler common unit owner. Rattler has ceased to exist as a public company and will continue its operations a wholly-owned subsidiary of Diamondback. Diamondback repaid and terminated Rattler's revolving credit facility at closing, although Rattler's $500 million 2025 senior unsecured notes remain outstanding. Upgrades: Issuer: Rattler Midstream LP Senior Unsecured Regular Bond/Debenture, Upgraded to Ba2 (LGD4) from Ba3 (LGD5) Confirmations: Issuer: Rattler Midstream LP Corporate Family Rating, Confirmed at Ba2 Probability of Default Rating, Confirmed at Ba2-PD Withdrawals: Issuer: Rattler Midstream LP Speculative Grade Liquidity Rating, Withdrawn , previously rated SGL-3 Outlook Actions: Issuer: Rattler Midstream LP Outlook, Changed To Stable From Rating Under Review RATINGS RATIONALE The upgrade of the notes to Ba2 reflects the standalone credit risk profile of Rattler, the full repayment of the Rattler revolver which previously had a priority claim on Rattler's assets over the notes, as well as Rattler's strategic and operational importance to Diamondback. The Rattler notes offer no recourse to Diamondback and represent the only remaining debt of Rattler. These notes have upstream guarantee from material Rattler subsidiaries, but do not have parental guarantee from Diamondback. There is a high likelihood that Diamondback would look to redeem the Rattler notes in the near future given Diamondback's desire to reduce its consolidated debt position. The Rattler notes are already callable, mature in 2025, and have higher coupon rates relative to other tranches of Diamondback notes. If Rattler's rated notes were fully redeemed, Moody's would likely withdraw Rattler's ratings. Moody's expects Rattler to continue producing standalone audited financial statements as long as these notes remain outstanding. Rattler's Ba2 CFR reflect its limited scale, high counterparty and basin concentration, exposure to volume risks, as well as its strategic and operational importance to Diamondback, which has a growing, low-cost and oil-weighted asset base in the highly prolific Permian Basin. Rattler has long term fee-based water handling, crude gathering, and natural gas gathering and compression services contracts with Diamondback, and substantially all of Diamondback's acreage has been dedicated to Rattler for water services. Moody's expect Rattler's operating cash flow to steadily increase and financial leverage to remain below 2x through 2023 as Diamondback and other upstream companies continue to drill and spend at a healthy pace on the back of robust oil and natural gas prices. Rattler will continue to maintain adequate liquidity as a wholly owned subsidiary of Diamondback. While Rattler no longer has its own revolving credit facility, Diamondback will now have full control over Rattler's distributions and capital expenditures and will be able to manage an optimum level of liquidity supportive of Rattler's operations and growth. FACTORS THAT COULD LEAD TO AN UPGRADE OR DOWNGRADE OF THE RATINGS Rattler's ratings could be upgraded if the company could significantly increase its scale and diversify its customer base while maintaining low leverage. More specifically, Moody's could consider an upgrade if annual EBITDA could be sustained above $500 million while sustaining leverage (debt/EBITDA) below 2x. A downgrade is most likely to occur if the debt/EBITDA ratio rises above 3x and Rattler's earnings decline materially. Rattler Midstream LP is a Midland, Texas based partnership that is wholly owned by Diamondback Energy, Inc. Rattler owns and operates water disposal and sourcing, oil gathering, and natural gas gathering and compression assets in the greater Permian Basin. The principal methodology used in these ratings was Midstream Energy published in February 2022. REGIONAL HEALTH: Incurs $1.3 Million Net Loss in Second Quarter --------------------------------------------------------------- Regional Health Properties, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $1.32 million on $8.09 million of total revenues for the three months ended June 30, 2022, compared to a net loss of $503,000 on $6.47 million of total revenues for the three months ended June 30, 2021. For the six months ended June 30, 2022, the Company reported a net loss of $4.25 million on $14.74 million of total revenues compared to a net loss of $482,000 on $13.55 million of total revenues for the six months ended June 30, 2021. As of June 30, 2022, the Company had $99.56 million in total assets, $93.35 million in total liabilities, and $6.21 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1004724/000095017022017694/rhe-20220630.htm About Regional Health Properties Regional Health Properties, Inc. (NYSE American: RHE) (NYSE American: RHEpA) -- http://www.regionalhealthproperties.com-- is a self-managed healthcare real estate investment company that invests primarily in real estate purposed for senior living and long-term healthcare through facility lease and sub-lease transactions. Regional Health a net loss of $1.18 million for the year ended Dec. 31, 2021, and a net loss of $688,000 for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $105.70 million in total assets, $95.30 million in total liabilities, and $10.40 million in total stockholders' equity. RENEWABLE ENERGY: Seeks Cash Collateral Access ---------------------------------------------- Renewable Energy Holdings of Georgia, LLC asks the U.S. Bankruptcy Court for the Northern District of Georgia, Rome Division, for authority to use cash collateral in accordance with the budget, with a 15% variance. The Debtor requires access to cash collateral to pay operating expenses. Comerica Bank may assert a lien upon and security interest in the Debtor's assets as more particularly described in the UCC Financing Statement number 038-2021-038475, filed on December 28, 2021 in the records of the Coweta County Clerk of Superior Court. The Debtor is not aware of any other claims of liens or security interests in cash collateral. As adequate protection, the Lender will be granted a security interest in and lien upon all of the Debtor's assets created or acquired by the Debtor post-petition. A copy of the motion and the Debtor's budget is available at https://bit.ly/3Tl92aH from PacerMonitor.com. The budget provides for $55,957 in cash development operating revenue and $6,172 in cash development cost of operations. About Renewable Energy Holdings of Georgia, LLC Renewable Energy Holdings of Georgia, LLC specializes in hauling, disposal, and recycling of construction demolition waste with its principal place of business located at 375 Industrial Park Road, Cartersville, Georgia 30121 and its headquarters located at 2859 Paces Ferry Road, Suite 1150, Atlanta, GA, 30339. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Ga. Case No. 22-41005) on August 26, 2022. In the petition filed by Carson Cash King, authorized representative, the Debtor disclosed up to $50,000 in assets and up to $500,000 in liabilities. Cameron M. McCord, Esq. at Jones & Walden, LLC is the Debtor's counsel. REVLON INC: Judge Denies Shareholders' Bid for Official Committee ----------------------------------------------------------------- The bankruptcy judge handling Revlon's chapter 11 ruled that shareholders don't need an official committee to represent them in the cosmetics giant's bankruptcy. U.S. Bankruptcy Judge David S. Jones in Manhattan rejected the motion from minority equity owners, who claimed a committee is needed to protect the value of the company's shares, which have traded at unusually high prices. Reuters reports that Judge Jones in Manhattan said shareholder interests were already represented in the bankruptcy by Revlon, majority shareholder MacAndrews & Forbes, and the minority shareholder group led by investment advisor Mittleman Brothers LLC, which is free to continue advocating for shareholders on an unofficial basis. Reuters notes that equity committees are only rarely appointed in bankruptcy cases, and Jones ruled that the cost of appointing a committee outweighed its likely value. If an official equity committee were appointed, Revlon would have to pay its attorneys and professionals at a time when its resources are already stretched, Judge Jones said. The minority shareholders' attorney, Gregory Pesce, argued on Wednesday that an equity committee was the best way to give a voice to the "little guys," retail stockholders who had invested in Revlon's future. "There's real value here, and that value needs to be protected," Pesce said in court. The minority shareholders group pointed to increases in Revlon's share price after the company filed for Chapter 11, saying Revlon was more than a so-called meme stock fueled by irrational retail investors and social media buzz. Revlon had opposed the appointment of an equity committee, and its attorney Kyle Kimpler said the company's shareholders "cannot possibly" prove that they are entitled to a meaningful payout at this stage in the bankruptcy. The company must pay $3.5 billion in debt before shareholders are entitled to a recovery, Kimpler said. Revlon's lenders also opposed the minority shareholder request, saying that recent stock price fluctuations were "untethered from market realities." 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. RIGHT ON BRANDS: Posts $194K Net Income in First Quarter -------------------------------------------------------- Right On Brands, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting net income attributable to the company of $193,801 on $308,354 of revenues for the three months ended June 30, 2022, compared to a net loss attributable to the company of $121,969 on $140,531 of revenues for the three months ended June 30, 2021. As of June 30, 2022, the Company had $246,856 in total assets, $618,983 in total liabilities, and a total stockholders' deficit of $372,127. Right on Brands said, "We have incurred significant operating losses since inception and have negative cash flow from operations. As of June 30, 2022, we had a stockholders’ deficit of approximately $15,576,000, a working capital deficit of approximately $410,000, and incurred net income of approximately $194,000 for the three months ended June 30, 2022. Additionally, our operations utilized approximately $21,000 in cash during the three months ended June 30, 2022, while we received approximately $8,000 in cash from financing activities. As a result, our continuation as a going concern is dependent on our ability to obtain additional financing until we can generate sufficient cash flows from operations to meet our obligations. We intend to continue to seek additional debt or equity financing to continue our operations, but there can be no assurance that such financing will be available on terms acceptable to us, if at all. "There is no assurance that we will ever be profitable or that debt or equity financing will be available to us in the amounts, on terms, and at times deemed acceptable to us, if at all. The issuance of additional equity securities by us would result in a significant dilution in the equity interests of our current stockholders. Obtaining commercial loans, assuming those loans would be available, would increase our liabilities and future cash commitments. If we are unable to obtain financing in the amounts and on terms deemed acceptable to us, we may be unable to continue our business, as planned, and as a result may be required to scale back or cease operations for our business, the result of which would be that our stockholders would lose some or all of their investment." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1580262/000147793222006351/rton_10q.htm About Right on Brands, Inc. Right on Brands, Inc.'s business is conducted through its wholly-owned subsidiaries, Humbly Hemp, Endo Brands, and Humble Water Company. Humbly Hemp sells and markets a line of hemp enhanced snack foods. Humble Water Company is in a partnership with Springhill Water Co. to develop a line of High Alkaline, Natural Mineral Water, and a bottling and packaging facility. Endo Brands creates and markets a line of CBD consumer products and through ENDO Labs, a joint venture with Centre Manufacturing, creates white label products and formulations for CBD brands. Right On Brands is at the focus of health and wellness. Right On Brands reported a net loss attributable to the company of $257,016 for the year ended March 31, 2022, compared to a net loss attributable to the company of $1.85 million for the year ended March 31, 2021. As of March 31, 2022, the Company had $234,131 in total assets, $800,059 in total liabilities, and a total stockholders' deficit of $565,928. Dallas, Texas-based Turner, Stone & Company, L.L.P., the Company's auditor since 2019, issued a "going concern" qualification in its report dated July 8, 2022, citing that the Company has suffered significant losses from inception and had a significant loss from operations. These conditions raise substantial doubt about its ability to continue as a going concern. ROCK SPLITTERS: Files Emergency Bid to Use Cash Collateral ---------------------------------------------------------- Rock Splitters, Inc. asks the U.S. Bankruptcy Court for the District of Massachusetts, Central Division, for authority to use cash collateral on an emergency basis through September 30, 2022. The Debtor owes the Internal Revenue Service approximately $615,000 in prepelition tax liabilities. Approximately all of this amount is subject to tax liens. The Debtor owes the Massachusetts Department of Revenue approximately $82,000 in prepetition tax liabilities of which approximately $59,000 is asserted to be secured. Nearly all of the tax debt purported to be owed is for withholding taxes. The taxes have been personally assessed against the Debtor's principal and he is on a payment plan with both the DOR and IRS. On August 8,2022, a judgment creditor, Huhtala Oil and Templeton Garage, Inc., seized certain assets of the Debtor including a truck, a compressor and a drilling machine. Upon the filing of the case the assets were released to the Debtor. The Debtor has opened a debtor-in-possession account and has transferred its prepetition funds in the amount of $43,238 into the DIP account. The Debtor, through counsel, has been in contact with the DOR and has entered into stipulation with the DOR concerning use of cash collateral. The parties agree that the Debtor will be permitted to use cash collateral and DOR will retain its pre-petition liens and security interest in post-petition assets to the same perfection, validity, priority, and extent as pre-petition. The Debtor has been unable to communicate with the IRS. The Debtor would propose that the IRS retain its pre-petition liens and security interest in post-petition assets to the same perfection, validity, priority, and extent as pre-petition. In addition, the Debtor would continue to make payments of $278 per week to the IRS and provide IRS with its monthly operating reports as they are filed and remain current on all post-petition tax obligation filings and payments. A copy of the motion and the Debtor's budget is available at https://bit.ly/3KmACQZ from PacerMonitor.com. The budget provides for $89,040 in total expenses for 30 days. About Rock Splitters Rock Splitters, Inc. is engaged in the business of blasting, drilling, and splitting rocks in construction. The Debtor filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Mass. Case No. 22-40584) on Aug. 10, 2022, listing as much as $1 million in both assets and liabilities. David Mawhinney serves as Subchapter V trustee. Judge Elizabeth D. Katz oversees the case. James O'Connor, Jr., Esq., at Nickless, Phillips and O'Connor serves as the Debtor's bankruptcy counsel. ROCKY MOUNTAIN: Hires Dickensheet & Associates as Auctioneer ------------------------------------------------------------ Rocky Mountain Homecare, Inc., received approval from the U.S. Bankruptcy Court for the District of Colorado to hire Dickensheet & Associates, Inc. as its auctioneer. The Debtor requires the services of Dickensheet to assist with the marketing and sale of its assets: certain office equipment valued at approximately $4,800, a 2009 van valued at $1,400, and a fork lift valued at $2,200. Dickensheet will receive a commission of 10 percent from the gross sale receipts along with a buyer's premium of 10 percent for cash or cash equivalent purchases. The Debtor will pay Auctioneer $200 for advertising the on-line auction which will be deducted from the proceeds. The firm can be reached through: Christine Dickensheet Dickensheet & Associates, Inc. 1501 W Wesley Ave Denver, CO 80223 Phone: +1 303-934-8322 Email: Christine@Dickensheet.com About Rocky Mountain Homecare Rocky Mountain Homecare, Inc., a company in Arvada, Colo., filed a petition under Chapter 11, Subchapter V of the Bankruptcy Code (Bankr. D. Colo. Case No. 22-12306) on June 28, 2022, listing up to $50,000 in assets and up to $10 million in liabilities. Mark David Dennis has been appointed as Subchapter V trustee. Judge Elizabeth E. Brown oversees the case. Jenny M.F. Fujii, Esq., at Kutner Brinen Dickey Riley, P.C., is the Debtor's counsel. ROJESIE INC: Case Summary & 15 Unsecured Creditors -------------------------------------------------- Debtor: Rojesie Inc. d/b/a Parador Villas Sotomayor Carr. 123 Int. 522 Km. 36.2 Barrio Garzas Centro Adjuntas, PR 00601 Chapter 11 Petition Date: August 29, 2022 Court: United States Bankruptcy Court District of Puerto Rico Case No.: 22-02529 Judge: Hon. Maria De Los Angeles Gonzalez Debtor's Counsel: Gloria Justiniano Irizarry, Esq. Calle A. Ramirez Silva #8 Ensanche Martinez Mayaguez, PR 00680 Tel: 787-831-2577 Fax: 787-805-7350 Email: justinianolaw@gmail.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Jesus Rogelio Ramos Puente as president. A full-text copy of the petition containing, among other items, a list of the Debtor's 15 unsecured creditors is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/DDJENTQ/ROJESIE_INC__prbke-22-02529__0001.0.pdf?mcid=tGE4TAMA RP RUIZ: Gets Cash Collateral Access Thru Dec 3 ----------------------------------------------- The U.S. Bankruptcy Court for the Central District of California, Santa Barbara Division, authorized R. P. Ruiz Corporation to use cash collateral on an interim basis in accordance with the budget, through December 3, 2022. The Debtor is permitted to to deviate from the amounts set forth in the projection by as much as 20% in any one category where the projected spending is under $2,000 per week and may deviate from the budget by as much as 15% per week as to all other categories. The Court said the Debtor's request to roll over any unused expense allowance from week to week by category also is approved. As adequate protection, the Secured Creditors are granted replacement lien in all post-petition assets of the Debtor, other than avoidance power actions and recoveries. The replacement liens will have the same validity, extent and priority (and will be subject to the same defenses) as the Secured Creditors' liens held in prepetition collateral. The replacement liens will be deemed valid and perfected with such priority as provided in the Order, without any further notice or act by any party that may otherwise be required under any law. A hearing on the further use of cash collateral is scheduled for November 30 at 2 p.m. A copy of the order is available at https://bit.ly/3CA7pjE from PacerMonitor.com. About R. P. Ruiz, Corporation R. P. Ruiz, Corporation is a concrete subcontractor. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-10501) on July 5, 2022. In the petition signed by Richard Ruiz, Jr., president, the Debtor disclosed up to $10 million in both assets and liabilities. Judge Ronald A. Clifford III oversees the case. Steven R. Fox, Esq., at The Fox Law Corporation, Inc. is the Debtor's counsel. SAS AB: Gets OK to Hire Norton Rose Fulbright as Special Counsel ---------------------------------------------------------------- SAS AB and its subsidiaries received approval from the U.S. Bankruptcy Court for the Southern District of New York to hire Norton Rose Fulbright US, LLP and Norton Rose Fulbright, LLP as special counsel. The Debtors require a special counsel to give legal advice on issues concerning the aircraft they own or lease including the financing of such aircraft, lease documentation, restructuring or termination of such leases, and any contracts relating to the purchase or maintenance of the aircraft or engines by the Debtors. The hourly rates charged by the firm's attorneys and staff are as follows: Partner $655 to $1,575 per hour Special Counsel/Of Counsel $730 to $1,290 per hour Senior Counsel $525 to $1,260 per hour Counsel $265 to $1,130 per hour Senior Associate $550 to $1,085 per hour Associate $450 to $990 per hour Trainee $350 to $360 per hour Paralegal $150 to $475 per hour In addition, the firm will seek reimbursement for work-related expenses. David Rosenzweig, Esq., a partner at Norton Rose, disclosed in a court filing that the firm and its members do not have any material connection with the Debtors, creditors or any other party in interest. Mr. Rosenzweig also made the following disclosures in response to the request for additional information set forth in Paragraph D.1 of the Revised U.S. Trustee Guidelines: Question: Did you agree to any variations from, or alternatives to, your standard or customary billing arrangements for this engagement? Response: No. Question: Do any of the professionals included in this engagement vary their rate based on the geographic location of the bankruptcy case? Response: No. However, as a member of a Swiss Verein that is currently comprised of five separate law firms that operate globally, the firm's attorneys at all levels that are in different geographic locations may have different hourly billing rates. Question: If you represented the client in the 12 months prepetition, disclose your billing rates and material financial terms for the pre-petition engagement, including any adjustments during the 12 months pre-petition. If your billing rates and material financial terms have changed post-petition, explain the difference and the reasons for the difference. Response: During calendar year 2021, the firm's standard billing rates were: Partners: $805 to $1,400 per hour Special Counsel/Of Counsel: $815 to $1,225 per hour Senior Counsel: $545 to $1,200 per hour Counsel: $500 to $1,020 per hour Senior Associates: $785 to $955 per hour Associates: $410 to $870 per hour Trainees: $160 to $440 per hour Paraprofessionals: $245 to $430 per hour Those rates have increased in 2022. The firms have represented the Debtors for over 30 years, and during that time, the firms have provided discounts either to their aggregate fees or to their standard rates. Question: Has your client approved your prospective budget and staffing plan, and, if so, for what budget period. Response The Debtors' general counsel has approved the firms' proposed scope of work and proposed staffing plan. The firms have provided an estimate of fees in the initial stages of these Chapter 11 cases based on certain assumptions. The actual fees and staffing needs may vary widely depending on how matters progress in these cases. Norton can be reached at: David A. Rosenzweig, Esq. Norton Rose Fulbright US LLP 1301 Avenue of the Americas New York, NY 10019-6022 Tel: +1 212 318 3035 Email: david.rosenzweig@nortonrosefulbright.com About Scandinavian Airlines SAS SAB, Scandinavia's leading airline, with main hubs in Copenhagen, Oslo and Stockholm, is flying to destinations in Europe, USA and Asia. Spurred by a Scandinavian heritage and sustainable values, SAS aims to be the global leader in sustainable aviation. The airline will reduce total carbon emissions by 25% by 2025, by using more sustainable aviation fuel and its modern fleet with fuel-efficient aircraft. In addition to flight operations, SAS offers ground handling services, technical maintenance and air cargo services. SAS is a founder member of the Star Alliance, and together with its partner airlines offers a wide network worldwide. On the Web: https://www.sasgroup.net SAS AB and its subsidiaries, including Scandinavian Airlines Systems Denmark-Norway-Sweden and Scandinavian Airlines of North America Inc., sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 22-10925) on July 5, 2022. In the petition filed by Erno Hilden, as authorized representative, SAS AB estimated assets between $10 billion and $50 billion and liabilities between $1 billion and $10 billion. Judge Michael E Wiles oversees the cases. The Debtors tapped Weil, Gotshal & Manges, LLP as global legal counsel; Mannheimer Swartling Advokatbyra AB as special counsel; FTI Consulting, Inc. as financial advisor; and Seabury Securities, LLC and Skandinaviska Enskilda Banken AB as investment bankers. Seabury is also serving as restructuring advisor. Kroll Restructuring Administration, LLC is the claims agent and administrative advisor. SENIOR CARE: Hires RBC, Meridian Capital as Investment Banker ------------------------------------------------------------- Senior Care Living VII, LLC seeks approval from the U.S. Bankruptcy Court for the Middle District of Florida to employ RBC Capital Markets, LLC, and Meridian Capital Group, LLC as its investment banker and broker. The firms will render these services: a) conduct the process to facilitate an asset sale or disposition of the Debtor's project; b) review the available financial disclosures and determine what further information and diligence items are needed to support the Process, including direct interaction with the manager Validus; c) work within a timeline that will be agreeable to SCL and the Trustee; d) interface with the Trustee and Investors of the Bonds; e) work with SCL, and its Manager, to prepare a financial pro-forma forecast, which may be circulated to the Senior Secured Creditors and interested 3rd parties; f) assemble and distribute marketing materials to generate awareness and interest in a potential sale of the Project; g) assemble, distribute, solicit and market the Sale or Disposition of the Project to a broad audience through and including: i. Development of a Sales Memorandum and Virtual Data Room; ii. Interact with interested parties to generate bids; iii. Facilitate a negotiation process to select a ‘stalking horse' for an auction (if required); iv. Negotiate an asset purchase agreement; v. Facilitate and conduct an auction (if required); and vi. Close and consummate the sale. h) advise SCL and the Trustee of current conditions in the local and national relevant senior living market, and other general information and economic data; i) coordinate with SCL, the Trustee and other interested parties as necessary and interface with counsel, other outside professionals and representatives of SCL; and j) attend meetings and participate in conference calls with SCL and working groups. The firm's fees will be as follows: a) an upfront retainer of $25,000; and b) a Base Fee of $250,000 (Credited against the Success Fee at closing); and c) aSuccess Fee based on the mode of transaction of 2.25 percent of the Gross Sales Proceeds; and d) reimbursement for all necessary expenses incurred. David B. Fields, managing director at RBC, disclosed in the court filings that the firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firms can be reached through: David B. Fields RBC Capital Markets, LLC 300 Four Falls Corporate Center, Suite 760 300 Conshohocken State Road W. Conshohocken, PA 19428 Tel: 610-729-3658 Fax: 610-729-3708 Email: david.fields@rbccm.com Peter Leung Meridian Capital Group, LLC One Battery Park Plaza New York, NY 10004 Phone: +1 212-972-3600 About Senior Care Living VII Senior Care Living VII, LLC sought Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Lead Case No. 22-00103) on Jan. 10, 2022, listing up to $50 million in both assets and liabilities. Judge Caryl E. Delano oversees the case. Michael C. Markham, Esq., at Johnson Pope Bokor Ruppel & Burns, LLP is the Debtor's legal counsel while SC&H Group, Inc. serves as the Debtor's financial advisor. SUMMIT LLC: Seeks to Hire Levene Neale as Bankruptcy Counsel ------------------------------------------------------------ Summit LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Levene, Neale, Bender, Yoo & Golubchik L.L.P. as its general bankruptcy counsel. The firm will render these legal services: (a) advise the Debtors with respect to bankruptcy requirements and other applicable requirements which may affect them; (b) advise the Debtors with regard to certain rights and remedies of their bankruptcy estates and the rights, claims and interests of creditors; (c) represent the Debtors in any proceeding or hearing in the bankruptcy court involving their estates; (d) conduct examinations of witnesses, claimants or adverse parties and represent the Debtors in any adversary proceeding; (e) prepare and assist the Debtors in the preparation of reports, applications, pleadings and orders; (f) represent the Debtors with regard to obtaining use of debtor-in-possession financing or cash collateral; (g) assist the Debtors in any asset sale process; (h) assist the Debtors in the negotiation, formulation, preparation and confirmation of a plan of reorganization and the preparation and approval of a disclosure statement; and (i) perform any other services as may be required in the Debtors' Chapter 11 cases. The firm's hourly rates are as follows: Attorneys $525 to $635 Paraprofessionals $250 In addition, the firm will seek reimbursement for expenses incurred. The Debtors agreed to pay the firm a retainer of $52,000. David B. Golubchik, Esq., a partner at Levene, Neale, Bender, Yoo & Brill, disclosed in a court filing that her firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. The firm can be reached through: David B. Golubchik, Esq. Levene, Neale, Bender, Yoo & Brill, LLP 10250 Constellation Blvd., Ste. 1700 Los Angeles, CA 90067 Telephone: (310) 229-1234 Facsimile: (310) 229-1244 Email: dbg@lnbyb.com About Summit LLC Summit LLC is a limited liability company in California. Moussa Kashani, the 100% member and sole managing member of Summit, commenced his personal Chapter 11 bankruptcy proceeding (Bankr. C.D. Cal. Case No. 2:22-bk-13500) on June 24, 2022. Summit LLC sought Chapter 11 bankruptcy protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 22-13853) on July 15, 2022. In the petition filed by Moussa Kashani, as managing member, the Debtor estimated assets between $10 million and $50 million and liabilities between $10 million-$50 million. David B Golubchik, of Levene, Neale, Bender, Yoo & Golubchik L.L.P., is the Debtors' counsel. SUSGLOBAL ENERGY: Posts $2.2 Million Net Loss in Second Quarter --------------------------------------------------------------- SusGlobal Energy Corp. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $2.23 million on $110,143 of revenue for the three months ended June 30, 2022, compared to a net loss of $822,695 on $212,632 of revenue for the three months ended June 30, 2021. For the six months ended June 30, 2022, the Company reported a net loss of $5.09 million on $254,613 of revenue compared to a net loss of $1.21 million on $405,292 of revenue for the six months ended June 30, 2021. As of June 30, 2022, the Company had $10.46 million in total assets, $19.63 million in total liabilities, and a stockholders' deficiency of $9.17 million. As at June 30, 2022, the Company had a working capital deficit of $17,084,363 (Dec. 31, 2021-$13,651,619), incurred a net loss, and had an accumulated deficit of $23,426,544 (Dec. 31, 2021-$18,334,649) and expects to incur further losses in the development of its business. Susglobal said, "These factors cast substantial doubt as to the Company's ability to continue as a going concern, which is dependent upon its ability to obtain the necessary financing to further the development of its business, satisfy its obligations to PACE and its other creditors and upon achieving profitable operations. There is no assurance of funding being available or available on acceptable terms." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1652539/000106299322018552/form10q.htm About SusGlobal Headquartered in Toronto, Ontario, Canada, SusGlobal Energy Corp. -- www.susglobalenergy.com -- is a renewables company focused on acquiring, developing and monetizing a global portfolio of proprietary technologies in the waste to energy and regenerative products application. Susglobal reported a net loss of $4.87 million for the year ended Dec. 31, 2021, compared to a net loss of $2.01 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $8.57 million in total assets, $15.90 million in total liabilities, and a total stockholders' deficiency of $7.33 million. Toronto, Canada-based MNP LLP, the Company's auditor since 2020, issued a "going concern" qualification in its report dated April 13, 2022, citing that the Company has experienced operating losses since inception and expects to incur further losses in the development of its business. These conditions, along with other matters, raise substantial doubt about Company's ability to continue as a going concern. TEXAS MARINE: Wins Cash Collateral Access on Final Basis -------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas, Houston Division, authorized Texas Marine Supplies, LLC to use cash collateral on a final basis in accordance with the budget. The Debtor requires the use of cash collateral to finance its operation. As previously reported by the Troubled Company Reporter, a search in the Texas Secretary of State shows that allegedly secured positions are held by by (1) LG Funding; (2) Delta Bridge Funding; (3) Everest Business Funding; and (4) an unidentified creditor (Filing No. 22-0004217311). As adequate protection, the parties are granted replacement liens on all post-petition cash collateral and post-petition acquired property to the same extent and priority they possessed as of the Petition Date. A copy of the order is available at https://bit.ly/3dYLk43 from PacerMonitor.com. About Texas Marine Supplies, LLC Texas Marine Supplies, LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Tex. Case No. 22-32055) on July 25, 2022. In the petition signed by Gilberto Sanchez Zamora, director, the Debtor disclosed up to $500,000 in both assets and liabilities. Judge Jeffrey P. Norman oversees the case. Robert C Lane, Esq., at The Lane Law Firm is the Debtor's counsel. THREE ARROWS: Liquidators Get Singapore Okay to Probe Crypto Fund ----------------------------------------------------------------- Suvashree Ghosh and Joanna Ossinger of Bloomberg News report Three Arrows Capital Ltd.'s liquidators secured a key court decision in Singapore that may give them greater insight into the collapsed crypto hedge fund’s remaining assets in a major jurisdiction, people with knowledge of the matter said. The Singapore High Court on Monday, August 22, 2022, granted a petition by advisory firm Teneo, which in June was appointed by a British Virgin Islands court to liquidate Three Arrows, to recognize the liquidation order in the country, the people said, asking not to be named as the proceedings were private. About Three Arrows Capital Three Arrows Capital Ltd. was an investment firm engaged in short-term opportunities trading, and is heavily invested in cryptocurrency, funded through borrowings. As of April 2022, the Debtor was reported to have over $3 billion of assets under its management. Three Arrows Capital Ltd. was incorporated as a business company under the laws of the British Virgin Islands. Its sole shareholder owning all of its "management shares" is Three Arrows Capital Pte. Ltd., which previously operated as a regulated fund manager in Singapore until 2021, when it shifted its domicile to the BVI, as part of a global corporate plan to relocate operations to Dubai. The Debtor borrowed digital and fiat currency from multiple lenders to fund its cryptocurrency investments. After cryptocurrency lost 99% of its value, and then prices of other cryptocurrencies had rapid declines, the Debtor reportedly defaulted on its obligations. On June 24, 2022, one of the Debtor's many creditors -- DRB Panama Inc. -- filed an application to appoint joint provisional liquidators -- and thereafter, full Liquidators -- in the Eastern Caribbean Supreme Court in the High Court of Justice (Commercial Division) located in BVI. The application was assigned claim number BVIHCOM2022/0117. Subsequently, on June 27, 2022, the Debtor filed its own application for the appointment of joint liquidators before the BVI Commercial Court. On June 29, 2022, the Honorable Mr. Justice Jack of the BVI Commercial Court appointed Russell Crumpler and Christopher Farmer of Teneo (BVI) Limited as joint liquidators of Three Arrows Capital Ltd. On July 1, 2022, liquidators of Three Arrows Capital filed a Chapter 15 bankruptcy in the U.S. (Bankr. S.D.N.Y. Case No. 22-10920) to seek recognition of the BVI proceedings. Judge Martin Glenn is the case judge. Latham & Watkins, led by Adam J. Goldberg is counsel in the U.S. case. The law firm of Ogier, led by Grant Carroll, is advising the liquidators in the BVI proceedings. TOSON FOOD: Files Emergency Bid to Use Cash Collateral ------------------------------------------------------ Toson Food & Beverages North Plainfield, LLC asks the U.S. Bankruptcy Court for the District of New Jersey for authority to use cash collateral in accordance with the budget, with a 20% variance and provide related relief. An immediate need exists for the Debtor to continue to use its revenues in order to continue its operations as a debtor-in-possession. The Debtor was forced to file its bankruptcy petition after being unable to reach a resolution of its default on its obligation to its landlord, North Plainfield UE. LLC. The Debtor is indebted to M&T Bank in the approximate amount of $1.2 million, including principal, interest and other charges as of the Petition Date. The Debtor's assets consist primarily of bank deposits, accounts receivable, inventory/supplies, furnishings, equipment, liquor license and other assets utilized in the operation of its restaurant. The Bank's indebtedness is secured by a UCC-1 on Debtor's assets including, but not limited to, bank deposits, inventory, supplies, accounts receivable, equipment and furnishings. The Debtor's contractual monthly payment to the Bank is approximately $21,000, but has been in OIC Status since approximately March of 2022. As adequate protection for the Debtor's use of cash collateral, the Debtor proposes to grant the Bank a replacement lien on all of the Debtor's unencumbered post-petition assets. A copy of the motion is available at https://bit.ly/3pLBWn1 from PacerMonitor.com. About Toson Food & Beverages North Plainfield, LLC Toson Food & Beverages North Plainfield, LLC operates a bar/restaurant out of its single location at 1250 US Highway Rte 22 East, North Ptainfield, New Jersey. The Debtor sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. N.J. Case No. 22-16670) on August 24, 2022. In the petition signed by Cordell Toson, sole member, the Debtor disclosed up to $50,000 in both assets and liabilities. Harry J. Giacometti, Esq. at Flaster/Greenberg, P.C. is the Debtor's counsel. TRUTH DATA: Seeks to Hire Hatter & Associates as Accountant ----------------------------------------------------------- Truth Data Insights, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to employ Hatter & Associates, LLP to provide accounting services. The firm's services include tax advice and the preparation of tax returns, financial statements and monthly operating reports. Walt Hatter, founder and managing partner of Hatter & Associates, assured the court that the firm is a "disinterested person" within the meaning of 11 U.S.C. 101(14). The firm can be reached through: Walt D. Hatter Hatter & Associates, LLP 1300 South University Drive, Suite 620 Fort Worth, TX 76107 Phone: (817) 335-9258 Fax: (817) 335-9259 Email: walt@hattercpa.com About Truth Data Insights Truth Data Insights, LLC operates an aviation flight data business and is located at 4200 S. Hulen St., Suite 603, Ft. Worth, Texas. Truth Data Insights sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Texas Case No. 22-41610) on July 20, 2022, listing up to $1 million in assets and up to $10 million in liabilities. Peter Henrikson, president of Truth Data Insights, signed the petition. Judge Mark X. Mullin oversees the case. Weldon L. Moore, III, Esq., at Sussman & Moore, LLP and Hatter & Associates, LLP serve as the Debtor's legal counsel and accountant, respectively. U.S. STEM CELL: Incurs $570K Net Loss in Second Quarter ------------------------------------------------------- U.S. Stem Cell, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss of $570,099 on $24,518 of total revenue for the three months ended June 30, 2022, compared to a net loss of $994,194 on $35,442 of total revenue for the three months ended June 30, 2021. For the six months ended June 30, 2022, the Company reported a net loss of $1.73 million on $47,828 of total revenue compared to a net loss of $1.97 million on $119,822 of total revenues for the six months ended June 30, 2021. As of June 30, 2022, the Company had $71,098 in total assets, $13.93 million in total liabilities, and a total stockholders' deficit of $13.86 million. U.S. Stem Cell said, "The Company's primary source of operating funds has been from revenue generated from sales with additional cash proceeds from the sale of common stock and the issuances of promissory notes and other debt. The Company has experienced net losses from operations since inception, but it expects these conditions to improve in the future as it develops its business model. The Company had a stockholders' deficit at June 30, 2022 and requires additional financing to fund future operations. "The Company's existence is dependent upon management's ability to develop profitable operations and to obtain additional funding sources. There can be no assurance that the Company's financing efforts will result in profitable operations or the resolution of the Company's liquidity problems." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1388319/000118518522000980/usstem20220630_10q.htm About U.S. Stem Cell Headquartered in Sunrise, Florida, U.S. Stem Cell, Inc. -- http://www.us-stemcell.com-- is a biotechnology company focused on the discovery, development and, subject to regulatory approval, commercialization of autologous cell therapies for the treatment of disease and injury. The Company is also a regenerative medicine company specializing in physician/veterinary training and certification and stem cell products, stem cell banking, and the creation and management of stem cell clinics. Its lead cardiac product candidate is MyoCell, an innovative clinical therapy designed to populate regions of scar tissue within a patient's heart with autologous muscle cells, or cells from a patient's body, for the purpose of improving cardiac function in chronic heart failure patients. Its lead product for in clinic use is Adipocell, a proprietary kit for the isolation of adipose derived stem cells. U.S. Stem Cell reported a net loss of $3.29 million for the year ended Dec. 31, 2021, compared to a net loss of $2.89 million for the year ended Dec. 31, 2020. As of Dec. 31, 2021, the Company had $50,999 in total assets, $12.82 million in total liabilities, and a total stockholders' deficit of $12.77 million. New York, NY-based RBSM LLP, the Company's auditor since 2018, issued a "going concern" qualification in its report dated March 31, 2022, citing that the Company has suffered recurring losses from operations, generated negative cash flows from operating activities, will require additional capital to fund its current operating plan, and has stated that substantial doubt exists about the Company's ability to continue as a going concern. VIVAKOR INC: Incurs $4.9 Million Net Loss in Second Quarter ----------------------------------------------------------- Vivakor, Inc. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting a net loss attributable to the company of $4.90 million on $0 of revenues for the three months ended June 30, 2022, compared to a net loss attributable to the company of $9.41 million on $22,000 of revenues 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 $5.51 million on $0 of revenues compared to net income attributable to the company of $105,910 on $117,000 of revenues for the six months ended June 30, 2021. As of June 30, 2022, the Company had $51.70 million in total assets, $17.84 million in total liabilities, and $33.86 million in total stockholders' equity. Vivakor said, "Our ability to continue to access capital could be affected adversely by various factors, including general market and other economic conditions, interest rates, the perception of our potential future earnings and cash distributions, any unwillingness on the part of lenders to make loans to us and any deterioration in the financial position of lenders that might make them unable to meet their obligations to us. If we cannot generate or raise capital through scaled up operations of our sites, or from further public or private debt financings, equity offerings, or other means, our ability to grow our business may be negatively affected. "We believe the liquid assets of the Company give it adequate working capital to finance our day-to-day operations for at least twelve months through August 2023." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1450704/000168316822005949/vivakor_i10q-063022.htm About Vivakor Inc. Coralville, Iowa-based Vivakor, Inc., is a clean energy technology company focused in the area of oil remediation and natural resources. The company currently focuses on its patented Remediation Processing Centers that allows for the environmentally friendly recovery of bitumen (heavy crude) and other hydrocarbons from the remediation of contaminated soils. It is believed to be the only remediation system that can clean soils with more than 5% by weight oil contamination while fully recovering the oil and leaving the soil fully viable for reuse. Vivakor reported a net loss attributable to the company of $5.48 million for the year ended Dec. 31, 2021, compared to a net loss attributable to the company of $2.18 million for the year ended Dec. 31, 2020. As of March 31, 2022, the Company had $54.82 million in total assets, $18.28 million in total liabilities, and $36.54 million in total stockholders' equity. VOYAGER DIGITAL: $1.6 Mil. Key Employee Bonuses Approved By Court ----------------------------------------------------------------- Jeremy Hill of Bloomberg News reports that Voyager Digital Ltd. won a bankruptcy judge's permission to pay $1.6 million in bonuses to employees deemed critical to the insolvent crypto lender's future. The payouts will go to 34 Voyager employees -- none of whom are top executives -- who work in areas like accounting and IT infrastructure, according to court papers. The bonuses are equal to 22.5% of each employee's annual salary. Voyager's official creditor committee had earlier attacked the bonus plan as unnecessary, but dropped its objection after the crypto lender agreed to take steps including slashing the size of the bonus pool and to quickly cut $4.6 million of annual costs elsewhere. US Bankruptcy Judge Michael Wiles in a hearing Wednesday, August 24, 2022, said he would approve the bonuses. Preventing key employees from quitting will help Voyager maximize the value of its business and, in turn, maximize creditor recoveries, he said. Voyager customers with crypto stuck on the platform still haven’t recovered any of their holdings. Those who stored cash with the company have so far fared better: about $219 million, or 80%, of customer cash trapped in the platform since the start of the bankruptcy has since been returned, a lawyer for Voyager said in the hearing. The bankruptcy is Voyager Digital Holdings Inc., 22-10943, U.S. Bankruptcy Court for the Southern District of New York (Manhattan). About Voyager Digital Holdings Based in Toronto, Canada, Voyager Digital Holdings Inc. -- https://www.investvoyager.com/ -- runs a cryptocurrency platform. Voyager claims to offer a secure way to trade over 100 different crypto assets using its easy-to-use mobile application. Through its subsidiary Coinify ApS, Voyager provides crypto payment solutions for both consumers and merchants around the globe. Voyager Digital Holdings Inc. and two affiliates sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 22-10943) on July 5, 2022. In the petition filed by Stephen Ehrlich, as chief executive officer, the Debtor estimated assets and liabilities between $1 billion and $10 billion. The Debtors tapped Kirkland & Ellis, LLP as general bankruptcy counsel; Berkeley Research Group, LLC as financial advisor; Moelis & Company as investment banker; and Consello Group as strategic financial advisor. Stretto, Inc. is the claims agent. WESTERN URANIUM: Posts $2.3 Million Net Income in Second Quarter ---------------------------------------------------------------- Western Uranium & Vanadium Corp. filed with the Securities and Exchange Commission its Quarterly Report on Form 10-Q reporting net income of $2.28 million on $7.35 million of revenues for the three months ended June 30, 2022, compared to a net loss of $474,610 on $16,155 of revenues for the three months ended June 30, 2021. For the six months ended June 30, 2022, the Company reported net income of $1.10 million on $7.50 million of revenues compared to a net loss of $766,224 on $32,310 of revenues for the six months ended June 30, 2021. As of June 30, 2022, the Company had $34.25 million in total assets, $4.11 million in total liabilities, and $30.13 million in total shareholders' equity. Western Uranium said, "Since inception, the Company has met its liquidity requirements principally through the issuance of notes and the sale of its common shares. On January 20, 2022, the Company closed a non-brokered private placement of 2,495,575 units at a price of CAD $1.60 per unit. The aggregate gross proceeds raised in the private placement amounted to CAD $3,992,920 (USD $3,011,878 in net proceeds). During the six months ended June 30, 2022, the Company received $2,331,277 in proceeds from the exercise of warrants. "The Company's ability to continue its planned operations and to pay its obligations when they become due is contingent upon the Company obtaining additional financing. Management's plans include seeking to procure additional funds through debt and equity financing, to secure regulatory approval to fully utilize its kinetic separation ("Kinetic Separation") technology, and to initiate the processing of ore to generate operating cash flows. "There are no assurances that the Company will be able to raise capital on terms acceptable to the Company or at all, or that cash flows generated from its operations will be sufficient to meet its current operating costs. If the Company is unable to obtain sufficient amounts of additional capital, it may be required to reduce the scope of its planned product development, which could harm its financial condition and operating results, or it may not be able to continue to fund its ongoing operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern to sustain operations for at least one year from the issuance of these condensed consolidated financial statements." A full-text copy of the Form 10-Q is available for free at: https://www.sec.gov/ix?doc=/Archives/edgar/data/1621906/000121390022050083/f10q0622_westernuranium.htm About Western Uranium & Vanadium Western Uranium & Vanadium Corp. is engaged in the business of exploring, developing, mining and production from its uranium and vanadium resource properties. Western Uranium reported disclosing a net loss of $2.07 million for the year ended Dec. 31, 2021, compared to a net loss of $2.39 million for the year ended Dec. 31, 2020. As of March 31, 2022, the Company had $29.79 million in total assets, $3.95 million in total liabilities, and $25.84 million in total shareholders' equity. Mississauga, Canada-based MNP LLP, the Company's auditor since 2015, issued a "going concern" qualification in its report dated April 15, 2022, citing that the Company has incurred continuing losses and negative cash flows from operations and is dependent upon future sources of equity or debt financing in order to fund its operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern. WILLIAM HOLDINGS: Case Summary & Nine Unsecured Creditors --------------------------------------------------------- Debtor: William Holdings, LLC 7190 W. Sunset Blvd., Ste. 290 Los Angeles, CA 90046 Chapter 11 Petition Date: August 28, 2022 Court: United States Bankruptcy Court Central District of California Case No.: 22-14708 Judge: Hon. Deborah J. Saltzman Debtor's Counsel: Michael Jay Berger, Esq. LAW OFFICES OF MICHAEL JAY BERGER 9454 Wilshire Boulevard, 6th floor Beverly Hills, CA 90212 Tel: (310) 271-6223 Email: michael.berger@bankruptcypower.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Kameron Segal as CEO. A full-text copy of the petition is available for free at PacerMonitor.com at: https://www.pacermonitor.com/view/DJQRUKI/William_Holdings_LLC__cacbke-22-14708__0001.0.pdf?mcid=tGE4TAMA List of Debtors' Nine Unsecured Creditors: Entity Nature of Clai Claim Amount ------ --------------- ------------ 1. A2/Beverlywood/AA Pest Control $129 A Pest Control PO Box 249 Lawndale, CA 90260 2. Athens Services Trash Bill $244 14048 East Valley Blvd. La Puente, CA 91746 3. LADWP 111 N. Hope St. Utility $16,019 Los Angeles, CA 90012 4. Mercedez Benz Financial Leased Vehicle $43,000 14372 Heritage Pkwy, Fort Worth, TX 76177 5. Republic Services Utility $2,503 12949 Telegraph Rd. Santa Fe Springs, CA 90670 6. Reveles Landscaping Services $225 15888 Roxford St. Sylmar, CA 91342 7. SCE Utility Bill $0 2244 Walnut Grove Ave Rosemead, CA 91770 8. SoCal Gas Gas Bill $0 1801 S. Atlantic Blvd. Monterey Park, CA 91754 9. U.S. Small Business $486,000 Administration c/o Elan S. Levey 300 N. Los Angeles Street Fed. Bldg. Rm. 7516 Los Angeles, CA 90012 ZHR BROS: Seeks to Hire Salkin Law Firm as Bankruptcy Counsel ------------------------------------------------------------- ZHR Bros LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Florida to hire The Salkin Law Firm as its bankruptcy counsel. The firm will render these services: a. give advice to the debtor with respect to its powers and duties as a debtor in possession and the continued management of its business operation; b. advise the debtor with respect to its responsibilities in complying with the U.S. Trustee's Operating Guidelines and Reporting Requirements and with the rules of the Court; c. prepare motions, pleadings, orders, application, adversary proceedings, and other legal documents necessary in the administration of the case; d. protect the interest of the debtor in all matters pending before the court; e. represent the debtor in negotiation with its creditors in the preparation of a plan. The current hourly rate of Zachary Malnik, Esq., is $300. The rates of other attorneys and paralegals range from $100 to $475 an hour. The firm currently holds a retainer in trust in the amount of $13,312. As disclosed in the court filings, the Salkin Law Firm is disinterested as required by 11 U.S.C. Sec. 327 (a). The firm can be reached through: Zachary Malnik, Esq. The Salkin Law Firm P.O. Box 15580 Plantation, FL 33318 Phone: 954-423-4469 Email: zachary@msbankrupt.com About ZHR Bros LLC ZHR Bros LLC is a Single Asset Real Estate (as defined in 11 U.S.C. Sec. 101(51B)). ZHR Bros LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. S.D. Fla. Case No. 22-15912) on July 29, 2022. In the petition filed by Zachary Gindi, as president, the Debtor estimated assets and liabilities between $1 million and $10 million. Zachary Malnik, of The Salkin Law Firm P.A., is the Debtor's counsel. ZOAK DEVELOPMENT: Files for Chapter 11 Bankruptcy ------------------------------------------------- Zoak Development LLC filed for chapter 11 protection without stating a reason. According to court filings, Zoak Development estimates between 1 and 49 creditors. The petition states funds will be available to unsecured creditors. The Debtor, a Single Asset Real Estate, says its principal asset is located at 1812 Hunsaker Canyon Road Lafayette, CA 94549. A meeting of creditors under 11 U.S.C. Section 341(a) is slated for Sept. 19, 2022 at 01:00 PM via Tele/Videoconference - www.canb.uscourts.gov/calendars. Proofs of claim are due by Dec. 19, 2022. About Zoak Development Zoak Development LLC sought protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Cal. Case No. 22-40811) on August 23, 2022. In the petition filed by Chinazam Igweka, as managing member, the Debtor reported assets and liabilities between $1 million and $10 million. Marc Voisenat, of the Law Offices of Marc Voisenat, is the Debtor's counsel. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. TCR subscribers have free access to our on-line news archive. Point your Web browser to http://TCRresources.bankrupt.com/and use the e-mail address to which your TCR is delivered to login. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Philadelphia, Pa., USA. Randy Antoni, Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Joel Anthony G. Lopez, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2022. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000. *** End of Transmission ***